0000924168-22-000023.txt : 20220317 0000924168-22-000023.hdr.sgml : 20220317 20220317080308 ACCESSION NUMBER: 0000924168-22-000023 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 111 CONFORMED PERIOD OF REPORT: 20211231 FILED AS OF DATE: 20220317 DATE AS OF CHANGE: 20220317 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENERGY FOCUS, INC/DE CENTRAL INDEX KEY: 0000924168 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC LIGHTING & WIRING EQUIPMENT [3640] IRS NUMBER: 943021850 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36583 FILM NUMBER: 22746822 BUSINESS ADDRESS: STREET 1: 32000 AURORA ROAD STREET 2: SUITE B CITY: SOLON STATE: OH ZIP: 44139 BUSINESS PHONE: 4407151300 MAIL ADDRESS: STREET 1: 32000 AURORA ROAD STREET 2: SUITE B CITY: SOLON STATE: OH ZIP: 44139 FORMER COMPANY: FORMER CONFORMED NAME: FIBERSTARS INC /CA/ DATE OF NAME CHANGE: 19940527 10-K 1 efoi-20211231.htm 10-K efoi-20211231
00009241682021FYFALSEENERGY FOCUS, INC/DE0.2P2YP5YP5YP1YP3YP1YP1YP1Y0.200009241682021-01-012021-12-3100009241682021-06-30iso4217:USD00009241682022-03-14xbrli:shares00009241682021-12-3100009241682020-12-31iso4217:USDxbrli:shares0000924168us-gaap:ConvertiblePreferredStockMember2020-12-310000924168us-gaap:ConvertiblePreferredStockMember2021-12-3100009241682020-01-012020-12-310000924168efoi:PaycheckProtectionProgramCARESActMember2021-01-012021-12-3100009241682020-06-112020-06-11xbrli:pure0000924168us-gaap:PreferredStockMember2019-12-310000924168us-gaap:CommonStockMember2019-12-310000924168us-gaap:AdditionalPaidInCapitalMember2019-12-310000924168us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-12-310000924168us-gaap:RetainedEarningsMember2019-12-3100009241682019-12-310000924168us-gaap:CommonStockMember2020-01-012020-12-310000924168us-gaap:AdditionalPaidInCapitalMember2020-01-012020-12-310000924168us-gaap:PreferredStockMemberus-gaap:PreferredStockMember2020-01-012020-12-310000924168us-gaap:PreferredStockMemberus-gaap:AdditionalPaidInCapitalMember2020-01-012020-12-310000924168us-gaap:PreferredStockMember2020-01-012020-12-310000924168us-gaap:PreferredStockMember2020-01-012020-12-310000924168us-gaap:RetainedEarningsMember2020-01-012020-12-310000924168us-gaap:PreferredStockMember2020-12-310000924168us-gaap:CommonStockMember2020-12-310000924168us-gaap:AdditionalPaidInCapitalMember2020-12-310000924168us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-12-310000924168us-gaap:RetainedEarningsMember2020-12-310000924168us-gaap:CommonStockMember2021-01-012021-12-310000924168us-gaap:AdditionalPaidInCapitalMember2021-01-012021-12-310000924168us-gaap:PreferredStockMember2021-01-012021-12-310000924168us-gaap:RetainedEarningsMember2021-01-012021-12-310000924168us-gaap:PreferredStockMember2021-12-310000924168us-gaap:CommonStockMember2021-12-310000924168us-gaap:AdditionalPaidInCapitalMember2021-12-310000924168us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-12-310000924168us-gaap:RetainedEarningsMember2021-12-310000924168efoi:AustinCreditFacilityMember2021-01-012021-12-310000924168efoi:AustinCreditFacilityMember2020-01-012020-12-310000924168efoi:CreditFacilitiesMember2021-01-012021-12-310000924168efoi:CreditFacilitiesMember2020-01-012020-12-310000924168efoi:December2021PrivatePlacementMember2021-12-012021-12-310000924168efoi:December2021PrivatePlacementMember2021-12-310000924168efoi:December2021PrivatePlacementMemberefoi:PreFundedWarrantsMember2021-12-310000924168efoi:December2021PrivatePlacementMemberus-gaap:WarrantMember2021-12-310000924168efoi:December2021PrivatePlacementMemberefoi:PreFundedWarrantsMember2021-12-162021-12-160000924168efoi:December2021PrivatePlacementMember2021-01-012021-12-310000924168efoi:InstitutionalInvestorMember2021-06-012021-06-300000924168efoi:InstitutionalInvestorMember2021-06-300000924168efoi:InstitutionalInvestorMember2021-01-012021-12-310000924168efoi:January2020InstitutionalInvestorMember2020-01-012020-01-310000924168efoi:January2020InstitutionalInvestorMember2020-01-310000924168efoi:January2020EquityOfferingPrivatePlacementMember2020-01-012020-01-3100009241682020-01-012020-01-310000924168efoi:January2020EquityOfferingMember2021-01-012021-12-310000924168efoi:January2020EquityOfferingMember2020-01-012020-12-310000924168efoi:January2020EquityOfferingPrivatePlacementMember2020-01-310000924168efoi:January2020EquityOfferingMember2020-01-012020-01-310000924168efoi:January2020EquityOfferingMemberefoi:IliadNotePurchaseAgreementMember2020-01-012020-01-310000924168efoi:January2020EquityOfferingMember2021-10-012021-12-310000924168efoi:January2020EquityOfferingMember2021-12-310000924168efoi:January2020EquityOfferingMember2020-12-310000924168us-gaap:FairValueInputsLevel3Memberus-gaap:FairValueMeasurementsRecurringMember2019-12-310000924168us-gaap:FairValueInputsLevel3Memberus-gaap:FairValueMeasurementsRecurringMember2020-01-012020-12-310000924168us-gaap:FairValueInputsLevel3Memberus-gaap:FairValueMeasurementsRecurringMember2020-12-310000924168srt:MinimumMember2021-01-012021-12-310000924168srt:MaximumMember2021-01-012021-12-310000924168efoi:TwoCustomersMemberus-gaap:CustomerConcentrationRiskMemberus-gaap:AccountsReceivableMember2021-01-012021-12-310000924168us-gaap:CustomerConcentrationRiskMemberus-gaap:AccountsReceivableMemberefoi:DistributorToTheU.S.NavyMember2021-01-012021-12-310000924168efoi:RegionalCommercialLightingRetrofitCompanyMemberus-gaap:CustomerConcentrationRiskMemberus-gaap:AccountsReceivableMember2021-01-012021-12-310000924168us-gaap:CustomerConcentrationRiskMemberus-gaap:SalesRevenueNetMemberefoi:DistributorToUSNavyCombinedWithSalesToShipbuildersMember2021-01-012021-12-310000924168efoi:TwoCustomersMemberus-gaap:CustomerConcentrationRiskMemberus-gaap:SalesRevenueNetMember2020-01-012020-12-310000924168us-gaap:CustomerConcentrationRiskMemberus-gaap:SalesRevenueNetMemberefoi:DistributorToUSNavyCombinedWithSalesToShipbuildersMember2020-01-012020-12-310000924168efoi:DistributorToTheUSDepartmentOfDefenseMemberus-gaap:CustomerConcentrationRiskMemberus-gaap:AccountsReceivableMember2021-01-012021-12-310000924168us-gaap:CustomerConcentrationRiskMemberefoi:ShipbuilderForUSNavyMemberus-gaap:AccountsReceivableMember2021-01-012021-12-310000924168us-gaap:CustomerConcentrationRiskMemberus-gaap:AccountsReceivableMemberefoi:DistributorToTheU.S.NavyMember2020-01-012020-12-310000924168us-gaap:CustomerConcentrationRiskMemberefoi:ShipbuilderForUSNavyMemberus-gaap:AccountsReceivableMember2020-01-012020-12-310000924168efoi:OffshoreSupplierMemberus-gaap:SupplierConcentrationRiskMemberefoi:TotalExpendituresMember2021-01-012021-12-310000924168efoi:OffshoreSupplierMemberus-gaap:SupplierConcentrationRiskMemberus-gaap:AccountsPayableMember2021-01-012021-12-310000924168efoi:OffshoreSupplierMemberus-gaap:SupplierConcentrationRiskMemberefoi:TotalExpendituresMember2020-01-012020-12-310000924168efoi:DomesticSupplierMemberus-gaap:SupplierConcentrationRiskMemberefoi:TotalExpendituresMember2020-01-012020-12-310000924168efoi:OffshoreSupplierMemberus-gaap:SupplierConcentrationRiskMemberus-gaap:AccountsPayableMember2020-01-012020-12-310000924168us-gaap:StockOptionMember2021-01-012021-12-310000924168us-gaap:WarrantMember2021-01-012021-12-310000924168us-gaap:ConvertiblePreferredStockMember2021-01-012021-12-310000924168us-gaap:StockOptionMember2020-01-012020-12-310000924168us-gaap:RestrictedStockUnitsRSUMember2020-01-012020-12-310000924168us-gaap:WarrantMember2020-01-012020-12-310000924168us-gaap:ConvertiblePreferredStockMember2020-01-012020-12-310000924168efoi:CommercialProductsMembersrt:MinimumMember2021-01-012021-12-310000924168srt:MinimumMemberefoi:MMMLEDProductsMember2021-01-012021-12-310000924168efoi:MMMLEDProductsMembersrt:MaximumMember2021-01-012021-12-310000924168efoi:CommercialProductsMembersrt:MaximumMember2021-01-012021-12-310000924168srt:MinimumMemberefoi:UVCDProductsMember2021-01-012021-12-310000924168srt:MaximumMemberefoi:UVCDProductsMember2021-01-012021-12-310000924168us-gaap:FacilityClosingMember2019-12-310000924168us-gaap:FacilityClosingMember2020-01-012020-12-310000924168us-gaap:FacilityClosingMember2020-12-310000924168us-gaap:FacilityClosingMember2021-01-012021-12-310000924168us-gaap:FacilityClosingMember2021-12-3100009241682021-04-012021-04-3000009241682020-08-30efoi:creditFacility00009241682020-06-3000009241682020-12-012020-12-010000924168us-gaap:EquipmentMembersrt:MinimumMember2021-01-012021-12-310000924168us-gaap:EquipmentMembersrt:MaximumMember2021-01-012021-12-310000924168us-gaap:EquipmentMember2021-12-310000924168us-gaap:EquipmentMember2020-12-310000924168efoi:ToolingMembersrt:MinimumMember2021-01-012021-12-310000924168efoi:ToolingMembersrt:MaximumMember2021-01-012021-12-310000924168efoi:ToolingMember2021-12-310000924168efoi:ToolingMember2020-12-310000924168us-gaap:VehiclesMember2021-01-012021-12-310000924168us-gaap:VehiclesMember2021-12-310000924168us-gaap:VehiclesMember2020-12-310000924168us-gaap:FurnitureAndFixturesMember2021-01-012021-12-310000924168us-gaap:FurnitureAndFixturesMember2021-12-310000924168us-gaap:FurnitureAndFixturesMember2020-12-310000924168us-gaap:SoftwareAndSoftwareDevelopmentCostsMember2021-01-012021-12-310000924168us-gaap:SoftwareAndSoftwareDevelopmentCostsMember2021-12-310000924168us-gaap:SoftwareAndSoftwareDevelopmentCostsMember2020-12-310000924168us-gaap:LeaseholdImprovementsMember2021-12-310000924168us-gaap:LeaseholdImprovementsMember2020-12-310000924168efoi:RobotsMember2021-01-012021-12-310000924168efoi:RobotsMember2021-12-310000924168efoi:RobotsMember2020-12-310000924168us-gaap:ConstructionInProgressMember2021-12-310000924168us-gaap:ConstructionInProgressMember2020-12-3100009241682020-08-110000924168efoi:InventoryFacilityMemberus-gaap:RevolvingCreditFacilityMember2020-08-110000924168efoi:InventoryFacilityMemberus-gaap:RevolvingCreditFacilityMember2021-04-200000924168efoi:InventoryFacilityMemberus-gaap:LondonInterbankOfferedRateLIBORMemberus-gaap:RevolvingCreditFacilityMember2020-08-110000924168efoi:InventoryFacilityMemberus-gaap:LondonInterbankOfferedRateLIBORMemberus-gaap:RevolvingCreditFacilityMember2021-12-310000924168efoi:InventoryFacilityMemberus-gaap:LondonInterbankOfferedRateLIBORMemberus-gaap:RevolvingCreditFacilityMember2020-12-310000924168efoi:InventoryFacilityMemberus-gaap:RevolvingCreditFacilityMember2020-08-112020-08-110000924168efoi:InventoryFacilityMemberus-gaap:RevolvingCreditFacilityMember2021-12-310000924168efoi:InventoryFacilityMemberus-gaap:RevolvingCreditFacilityMember2020-12-310000924168efoi:ReceivablesFacilityMemberus-gaap:RevolvingCreditFacilityMember2020-08-110000924168efoi:WallStreetJournalHighestPrimeRateMemberefoi:ReceivablesFacilityMemberus-gaap:RevolvingCreditFacilityMember2020-12-310000924168efoi:WallStreetJournalHighestPrimeRateMemberefoi:ReceivablesFacilityMemberus-gaap:RevolvingCreditFacilityMember2021-12-310000924168efoi:ReceivablesFacilityMemberus-gaap:RevolvingCreditFacilityMember2021-12-310000924168efoi:ReceivablesFacilityMemberus-gaap:RevolvingCreditFacilityMember2020-12-310000924168efoi:ReceivablesFacilityMemberus-gaap:RevolvingCreditFacilityMember2020-08-112020-08-110000924168us-gaap:RevolvingCreditFacilityMemberefoi:AustinFacilityMember2020-08-112020-08-110000924168us-gaap:RevolvingCreditFacilityMemberefoi:AustinCreditFacilityMember2020-08-110000924168us-gaap:RevolvingCreditFacilityMemberefoi:AustinCreditFacilityMember2020-08-112020-08-110000924168us-gaap:RevolvingCreditFacilityMemberefoi:AustinFacilityMember2020-08-110000924168efoi:StreetervilleNotePurchaseAgreementMember2021-04-270000924168efoi:StreetervilleNotePurchaseAgreementMember2021-04-272021-04-270000924168us-gaap:DebtInstrumentRedemptionPeriodOneMemberefoi:StreetervilleNotePurchaseAgreementMember2021-04-272021-04-270000924168us-gaap:DebtInstrumentRedemptionPeriodTwoMemberefoi:StreetervilleNotePurchaseAgreementMember2021-04-272021-04-27efoi:deferral0000924168efoi:StreetervilleNotePurchaseAgreementMember2021-12-310000924168efoi:PaycheckProtectionProgramCARESActMember2020-04-172020-04-170000924168efoi:PaycheckProtectionProgramCARESActMember2020-04-170000924168efoi:PaycheckProtectionProgramCARESActMember2020-12-310000924168efoi:IliadNotePurchaseAgreementMember2019-11-250000924168efoi:IliadNotePurchaseAgreementMember2019-11-252019-11-250000924168efoi:IliadNotePurchaseAgreementMember2020-12-012020-12-010000924168efoi:January2020EquityOfferingMemberefoi:IliadNotePurchaseAgreementMember2019-11-252019-11-250000924168us-gaap:ConvertibleDebtMember2019-03-292019-03-290000924168us-gaap:ConvertibleDebtMember2019-03-292019-06-300000924168us-gaap:ConvertibleDebtMember2019-07-012020-01-160000924168us-gaap:ConvertibleDebtMember2020-01-160000924168us-gaap:ConvertibleDebtMember2020-01-162020-01-160000924168us-gaap:ConvertibleDebtMemberus-gaap:PreferredStockMember2020-01-012020-12-310000924168us-gaap:CommonStockMemberus-gaap:ConvertibleDebtMember2020-01-012020-12-310000924168us-gaap:ConvertibleDebtMemberus-gaap:PreferredStockMember2021-01-012021-12-310000924168us-gaap:CommonStockMemberus-gaap:ConvertibleDebtMember2021-01-012021-12-310000924168us-gaap:ConvertibleDebtMember2019-03-290000924168us-gaap:ConvertiblePreferredStockMember2020-01-150000924168srt:ScenarioForecastMember2022-01-012022-03-310000924168srt:ScenarioForecastMember2022-04-012022-06-300000924168efoi:December2021PrivatePlacementMemberus-gaap:WarrantMember2021-01-012021-12-310000924168efoi:December2021PrivatePlacementMemberefoi:PreFundedWarrantsMember2021-01-012021-12-310000924168us-gaap:CommonStockMemberus-gaap:ConvertibleDebtMemberefoi:FusionParkLLCMember2021-12-310000924168us-gaap:CommonStockMemberefoi:BrilliantStartEnterpriseInc.Memberus-gaap:ConvertibleDebtMember2021-12-3100009241682020-01-1500009241682020-01-162020-01-160000924168efoi:InstitutionalInvestorMember2020-01-012020-12-310000924168efoi:January2020EquityOfferingPrivatePlacementMember2021-01-012021-12-310000924168efoi:January2020EquityOfferingPrivatePlacementMember2020-01-012020-12-310000924168efoi:Plan2020Member2020-03-180000924168efoi:Plan2020Member2021-12-310000924168efoi:Plan2014Member2014-05-060000924168efoi:Plan2014Member2015-07-220000924168efoi:Plan2014Member2017-06-210000924168us-gaap:EmployeeStockOptionMember2021-01-012021-12-310000924168efoi:Plan2014Membersrt:MinimumMemberefoi:EmployeeMember2021-01-012021-12-310000924168efoi:Plan2014Memberefoi:EmployeeMembersrt:MaximumMember2021-01-012021-12-310000924168us-gaap:EmployeeStockOptionMemberefoi:NonEmployeeDirectorMember2021-01-012021-12-310000924168us-gaap:CostOfSalesMember2021-01-012021-12-310000924168us-gaap:CostOfSalesMember2020-01-012020-12-310000924168us-gaap:ResearchAndDevelopmentExpenseMember2021-01-012021-12-310000924168us-gaap:ResearchAndDevelopmentExpenseMember2020-01-012020-12-310000924168us-gaap:SellingGeneralAndAdministrativeExpensesMember2021-01-012021-12-310000924168us-gaap:SellingGeneralAndAdministrativeExpensesMember2020-01-012020-12-310000924168us-gaap:EmployeeStockOptionMember2020-01-012020-12-310000924168us-gaap:EmployeeStockOptionMember2021-12-310000924168us-gaap:EmployeeStockOptionMember2020-12-310000924168efoi:Plan2014Member2021-01-012021-12-310000924168us-gaap:EmployeeStockOptionMembersrt:MinimumMember2021-01-012021-12-310000924168us-gaap:EmployeeStockOptionMembersrt:MaximumMember2021-01-012021-12-310000924168efoi:ExercisePriceRangeOneMember2021-01-012021-12-310000924168efoi:ExercisePriceRangeOneMember2021-12-310000924168efoi:ExercisePriceRangeTwoMember2021-01-012021-12-310000924168efoi:ExercisePriceRangeTwoMember2021-12-310000924168efoi:ExercisePriceRangeThreeMember2021-01-012021-12-310000924168efoi:ExercisePriceRangeThreeMember2021-12-310000924168efoi:ExercisePriceRangeFourMember2021-01-012021-12-310000924168efoi:ExercisePriceRangeFourMember2021-12-310000924168efoi:ExercisePriceRangeFiveMember2021-01-012021-12-310000924168efoi:ExercisePriceRangeFiveMember2021-12-310000924168efoi:Plan2014Membersrt:MinimumMemberus-gaap:RestrictedStockUnitsRSUMember2021-01-012021-12-310000924168efoi:Plan2014Membersrt:MaximumMemberus-gaap:RestrictedStockUnitsRSUMember2021-01-012021-12-310000924168srt:MinimumMemberus-gaap:RestrictedStockUnitsRSUMemberefoi:Plan2020Member2021-01-012021-12-310000924168srt:MaximumMemberus-gaap:RestrictedStockUnitsRSUMemberefoi:Plan2020Member2021-01-012021-12-310000924168us-gaap:RestrictedStockUnitsRSUMember2019-12-310000924168us-gaap:RestrictedStockUnitsRSUMember2020-12-310000924168us-gaap:RestrictedStockUnitsRSUMember2021-01-012021-12-310000924168us-gaap:RestrictedStockUnitsRSUMember2021-12-310000924168efoi:EmployeeStockPurchasePlan2013Member2013-09-300000924168efoi:EmployeeStockPurchasePlan2013Member2013-09-012013-09-300000924168efoi:EmployeeStockPurchasePlan2013Member2021-01-012021-12-310000924168efoi:EmployeeStockPurchasePlan2013Member2020-01-012020-12-310000924168efoi:EmployeeStockPurchasePlan2013Member2021-12-310000924168us-gaap:DomesticCountryMember2021-12-310000924168us-gaap:StateAndLocalJurisdictionMember2021-12-310000924168efoi:PoolAndCommercialProductsMember2021-01-012021-12-310000924168efoi:PoolAndCommercialProductsMember2020-01-012020-12-310000924168efoi:GovernmentProductsMember2021-01-012021-12-310000924168efoi:GovernmentProductsMember2020-01-012020-12-310000924168country:US2021-01-012021-12-310000924168country:US2020-01-012020-12-310000924168efoi:InternationalMember2021-01-012021-12-310000924168efoi:InternationalMember2020-01-012020-12-3100009241682021-07-012021-09-300000924168efoi:A13DGroupMember2019-02-260000924168efoi:A13DGroupMember2019-03-292019-03-290000924168efoi:A13DGroupMemberefoi:JamesTuThroughFusionParkLLCMember2019-03-292019-03-290000924168efoi:A13DGroupMemberefoi:BrilliantStartEnterpriseInc.Member2019-03-292019-03-290000924168efoi:CommunalMember2014-07-310000924168efoi:A5ElementsGlobalAdvisorsMember2021-12-310000924168efoi:CommunalInternationalLtdMemberefoi:CommunalMemberefoi:FiveElementsEfficientiesBVILtdMember2021-01-012021-12-310000924168efoi:A5ElementsEnergyEfficienciesBVILtdMember2021-12-310000924168efoi:CommunalInternationalLtdMemberefoi:FiveElementsEfficientiesBVILtdMemberefoi:YehMeiChengMember2021-01-012021-12-3100009241682021-10-012021-12-3100009241682021-04-012021-06-3000009241682021-01-012021-03-3100009241682020-10-012020-12-3100009241682020-07-012020-09-3000009241682020-04-012020-06-3000009241682020-01-012020-03-310000924168us-gaap:AllowanceForCreditLossMember2020-12-310000924168us-gaap:AllowanceForCreditLossMember2021-01-012021-12-310000924168us-gaap:AllowanceForCreditLossMember2021-12-310000924168us-gaap:InventoryValuationReserveMember2020-12-310000924168us-gaap:InventoryValuationReserveMember2021-01-012021-12-310000924168us-gaap:InventoryValuationReserveMember2021-12-310000924168us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember2020-12-310000924168us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember2021-01-012021-12-310000924168us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember2021-12-310000924168us-gaap:AllowanceForCreditLossMember2019-12-310000924168us-gaap:AllowanceForCreditLossMember2020-01-012020-12-310000924168us-gaap:InventoryValuationReserveMember2019-12-310000924168us-gaap:InventoryValuationReserveMember2020-01-012020-12-310000924168us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember2019-12-310000924168us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember2020-01-012020-12-31

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2021
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________
 
Commission file number 001-36583
ENERGY FOCUS, INC.
 (Exact name of registrant as specified in its charter)
Delaware 94-3021850
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
32000 Aurora Road, Suite B
Solon, Ohio 44139
(Address of principal executive offices, including zip code)
 
Registrant’s telephone number, including area code: 440.715.1300
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common stock, par value $0.0001 per shareEFOIThe Nasdaq Stock Market LLC
Securities registered pursuant to Section 12(g) of the Exchange Act: None
 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined by Rule 405 of the Securities Act of 1933. Yes ¨No þ
 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ¨ No þ
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No ¨
 
Indicate by check mark whether the registrant has submitted electronically every Interactive Date File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ No ¨
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
 ¨
Accelerated filer
Non-accelerated filer 
 þ
Smaller reporting company
Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes  No þ

The aggregate market value of the Company’s common stock held by non-affiliates of the Company was approximately $17.1 million as of June 30, 2021, the last day of the Company’s most recently completed second fiscal quarter, when the last reported sales price was $3.98 per share.
Number of the registrant’s shares of common stock outstanding as of March 14, 2022: 6,453,777.




DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive proxy statement to be filed with the Securities and Exchange Commission relative to the registrant’s 2022 Annual Meeting of Stockholders are incorporated by reference into Part III of this Report.




TABLE OF CONTENTS
 PART IPage
   
ITEM 1.BUSINESS
ITEM 1A.RISK FACTORS
ITEM 1B.UNRESOLVED STAFF COMMENTS
ITEM 2.PROPERTIES
ITEM 3.LEGAL PROCEEDINGS
ITEM 4.MINE SAFETY DISCLOSURES
 PART II 
ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
ITEM 6.[RESERVED]
ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
ITEM 9A.CONTROLS AND PROCEDURES
ITEM 9B.OTHER INFORMATION
ITEM 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
 PART III 
ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
ITEM 11.EXECUTIVE COMPENSATION
ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
ITEM 14.PRINCIPAL ACCOUNTING FEES AND SERVICES
 PART IV 
ITEM 15.EXHIBITS, FINANCIAL STATEMENT SCHEDULES
ITEM 16.FORM 10-K SUMMARY
 SIGNATURES
1

PART I
Forward-Looking Statements
Unless the context otherwise requires, all references to “Energy Focus,” “we,” “us,” “our,” “our company,” or “the Company” refer to Energy Focus, Inc., a Delaware corporation, and its consolidated subsidiary for the applicable periods, considered as a single enterprise.
This Annual Report on Form 10-K (this “Annual Report”) includes statements that express our opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and therefore are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “expects,” “feels,” “seeks,” “forecasts,” “projects,” “intends,” “plans,” “may,” “will,” “should,” “could” or “would” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this Annual Report and include statements regarding our intentions, beliefs, or current expectations concerning, among other things, our results of operations, financial condition, liquidity, prospects, growth, strategies, capital expenditures, and the industry in which we operate.
By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Although we base these forward-looking statements on assumptions that we believe are reasonable when made in light of the information currently available to us, we caution you that forward-looking statements are not guarantees of future performance and that our actual results of operations, financial condition and liquidity, and industry developments may differ materially from statements made in or suggested by the forward-looking statements contained in this Annual Report. In addition, even if our results of operations, financial condition and liquidity, and industry developments are consistent with the forward-looking statements contained in this Annual Report, those results or developments may not be indicative of results or developments in subsequent periods.
We believe that important factors that could cause our actual results to differ materially from forward-looking statements include, but are not limited to, the risks and uncertainties outlined under “Risk Factors” under Item 1A of this Annual Report and other matters described in this Annual Report and our other filings with the Securities and Exchange Commission (the “SEC”) generally. Some of these factors include:
instability in the U.S. and global economies and business interruptions experienced by us, our customers and our suppliers as a result of the coronavirus (“COVID-19”) pandemic and related impacts on travel, trade and business operations;
the competitiveness and market acceptance of our light-emitting diode (“LED”) lighting, control and ultraviolet light disinfection (“UVCD”) technologies and products;
our ability to compete effectively against companies with lower prices or cost structures, greater resources, or more rapid development capabilities, and new competitors in our target markets;
our ability to extend our product portfolio into consumer products;
our ability to realize the expected novelty, disinfection effectiveness, affordability and estimated delivery timing of our UVCD products and their appeal compared to other products;
our ability to increase demand in our targeted markets and to manage sales cycles that are difficult to predict and may span several quarters;
the timing of large customer orders, significant expenses and fluctuations between demand and capacity as we invest in growth opportunities;
our ability to successfully scale our network of sales representatives, agents, distributors and other channel partners to compete with the sales reach of larger, established competitors;
our ability to implement plans to increase sales and control expenses;
our reliance on a limited number of customers for a significant portion of our revenue, and our ability to maintain or grow such sales levels;
our ability to add new customers to reduce customer concentration;
our need for additional financing in the near term to continue our operations;
our ability to refinance or extend maturing debt on acceptable terms or at all;
our ability to continue as a going concern for a reasonable period of time;
our ability to attract and retain a new chief executive officer (“Chief Executive Officer”);
our ability to attract, develop and retain qualified personnel, and to do so in a timely manner;
our reliance on a limited number of third-party suppliers and research and development partners, our ability to manage third-party product development and obtain critical components and finished products from such suppliers on
2

acceptable terms and of acceptable quality despite ongoing global supply chain challenges, and the impact of our fluctuating demand on the stability of such suppliers;
our ability to timely, efficiently and cost-effectively transport products from our third-party suppliers to our facility by ocean marine and other logistics channels despite global supply chain and logistics disruptions;
the impact of any type of legal inquiry, claim or dispute;
the inflationary or deflationary general economic conditions in the United States and in other markets in which we operate or secure products, which could affect our ability to obtain raw materials, component parts, freight, energy, labor, and sourced finished goods in a timely and cost-effective manner;
our dependence on military maritime customers and on the levels and timing of government funding available to such customers, as well as the funding resources of our other customers in the public sector and commercial markets;
business interruptions resulting from geopolitical actions, including war and terrorism, natural disasters, including earthquakes, typhoons, floods and fires, or from health epidemics or pandemics or other contagious outbreaks;
our ability to respond to new lighting and air disinfection technologies and market trends;
our ability to fulfill our warranty obligations with safe and reliable products;
any delays we may encounter in making new products available or fulfilling customer specifications;
any flaws or defects in our products or in the manner in which they are used or installed;
our ability to protect our intellectual property rights and other confidential information, and manage infringement claims by others;
our compliance with government contracting laws and regulations, through both direct and indirect sale channels, as well as other laws, such as those relating to the environment and health and safety;
risks inherent in international markets, such as economic and political uncertainty, changing regulatory and tax requirements and currency fluctuations, including tariffs and other potential barriers to international trade;
our ability to maintain effective internal controls and otherwise comply with our obligations as a public company; and
our ability to maintain compliance with the continued listing standards of The Nasdaq Stock Market (“Nasdaq”).
In light of the foregoing, we caution you not to place undue reliance on our forward-looking statements. Any forward-looking statement that we make in this Annual Report speaks only as of the date of such statement, and we undertake no obligation to update any forward-looking statement or to publicly announce the results of any revision to any of those statements to reflect future events or developments, except as required by law. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless specifically expressed as such, and should only be viewed as historical data. Furthermore, new risks and uncertainties arise from time to time, and it is impossible for us to predict those events or how they may affect us.
Energy Focus®, Intellitube®, Redcap®, EnFocus™ and nUVo™ are our registered trademarks. We may also refer to trademarks of other corporations and organizations in this document.
3

ITEM 1. BUSINESS
Overview
Energy Focus, Inc. engages primarily in the design, development, manufacturing, marketing and sale of energy-efficient lighting systems and controls and ultraviolet-C light disinfection (“UVCD”) products. We develop, market and sell high quality light-emitting diode (“LED”) lighting and controls products and UVCD products in the commercial market and military maritime market (“MMM”), and began to expand our offerings into the consumer market in the fourth quarter of 2021. Our mission is to enable our customers to run their facilities, offices and homes with greater energy efficiency, productivity, and human health and wellness through advanced LED retrofit and UVCD solutions. Our goal is to be the LED and human-centric lighting (“HCL”) technology and market leader for the most demanding applications where performance, quality, value, environmental impact and health are considered paramount. We specialize in LED lighting retrofit by replacing fluorescent, high-intensity discharge (“HID”) lighting and other types of lamps in institutional buildings for primarily indoor lighting applications with our innovative, high-quality commercial and military-grade tubular LED (“TLED”) products, as well as other LED and lighting control products for commercial and consumer applications. In late 2020, we announced the launch of our UVCD product portfolio. With initial development complete and two products now brought to market, we anticipate the development of additional UVCD products in 2022.
In 2021, we continued to build upon the transition and transformation activities started during 2019 and 2020 that sought to stabilize and regrow our business. These transition efforts include the following key developments that occurred during 2021:
We announced plans for the second generation of EnFocus™ powerline control switches and circadian lighting system for both commercial and residential markets, which we plan to launch in 2022. EnFocus™ powerline control enables buildings to have dimmable, color tunable and circadian-ready lighting using existing wiring, without requiring laying additional cables or any wireless communication systems, through a relatively simple upgrade with EnFocus™ switches and LED lamps, a simpler, more secure, affordable and environmentally sustainable solution compared with replacing entire lighting fixtures and incorporating additional wired or wireless communication.
In response to the COVID-19 pandemic and an anticipated increase in sanitation and hygiene demand for buildings, facilities and homes, we developed advanced UVCD air disinfection products for both consumer as well as the commercial and industrial markets. Two of these UVCD products were available beginning in the fourth quarter of 2021: the nUVo™ Tower air disinfector, a portable air disinfection device for offices and homes, and the nUVo™ Traveler air disinfector, a portable air disinfection device for in-vehicle and other smaller enclosed or personal spaces. Additional nUVo™ product development is planned in 2022 as we expect to refocus our ongoing UVCD development efforts on the commercial and consumer spaces.
We continued to seek additional external funding alternatives and sources to support our growth strategies, plans and initiatives:
In December 2021, we completed a private placement (the “December 2021 Private Placement”) with certain institutional investors pursuant to which we agreed to issue and sell (i) 1,193,185 shares of our common stock, (ii) pre-funded warrants (“Pre-Funded Warrants”) to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (iii) warrants (collectively with the Pre-Funded Warrants, the “December 2021 Warrants”) to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. Net proceeds from the December 2021 Private Placement were approximately $4.0 million.
During the third quarter of 2021, we applied for approximately $876 thousand in tax refunds relating to our second and third quarter 2021 employer tax filings pursuant to the Employee Retention Tax Credits in accordance with amendments made in 2021 to the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”). We received approximately $431 thousand during the fourth quarter of 2021 and expect to receive the remainder during 2022 after review of our amended tax filing.
In June 2021, we completed a registered direct offering (the “June 2021 Equity Offering”) of 990,100 shares of our common stock to certain institutional investors. Net proceeds to us from the June 2021 Equity Offering was approximately $4.5 million;
In April 2021, we entered into a note purchase agreement with Streeterville Capital, LLC (“Streeterville”) pursuant to which we sold and issued to Streeterville a promissory note in the principal amount of approximately $1.7 million, with net proceeds of approximately $1.5 million.
In April 2021, we increased the maximum amount that may be available to the Company on our inventory financing facility with Crossroads Financial Group, LLC by $500 thousand, for a total capacity of $3.5 million possible borrowings.
4

During the first quarter of 2021, the $795 thousand Paycheck Protection Program loan (and the related interest) we received in 2020 under the CARES Act was forgiven by the Small Business Administration.
During 2021, we continued to expand our engineering capabilities and invest in our intellectual property portfolio for both lighting and controls and UVCD products, and we broadened our product distribution network by engaging with new lighting agencies and energy service companies (“ESCOs”). We also extended our efforts from 2020 to streamline our operations by closely managing all spending done throughout the Company, while investing in new products and strategies that sought to reenergize sales.
Throughout 2021, due to ongoing economic and building occupancy impacts from the COVID-19 pandemic, we again experienced a slowdown and continuing weakness in commercial sales as our customers in the healthcare, education, and commercial and industrial sectors put lighting retrofit projects on hold or delayed order placements. We continue to monitor the impact of the COVID-19 pandemic on our customers, suppliers and logistics providers, and to evaluate governmental actions being taken to respond to the spread of the virus. Although the significance and duration of the ongoing impact on our customers and us is still uncertain, and the specific timing of business recovery from the impact of the COVID-19 pandemic is still difficult to predict, we remain optimistic that as the number of infected cases stabilizes or declines, facility capital budgets will start unfreezing, commercial building occupancy will rise, and our growth efforts will further impact our financial performance in a positive way.
We will remain agile as an organization to respond to potential or continuing weakness in the macroeconomic environment and in the meantime seek to expand sales channels and enter new markets, such as the UVCD and consumer markets, that we believe will provide additional growth opportunities. We plan to achieve profitability through developing and launching new, innovative products, such as our EnFocusTM powerline control systems, our Redcap® emergency battery backup tubular LEDs, and our nUVo™ UVCD products, as well as executing on our multi-channel sales strategy that targets key verticals, such as government, healthcare, education and commercial and industrial, complemented by our marketing outreach campaigns and expanding channel partnerships. We also plan to continue to develop advanced lighting and lighting control applications built upon the EnFocusTM platform that aim to serve both consumer and commercial markets, and to refocus our UVCD product portfolio on high growth opportunities. In addition, we intend to continue to apply rigorous financial discipline in our organizational structure, decision-making, business processes and policies, strategic sourcing activities and supply chain practices to help accelerate our path towards profitability.
Our Industry
We develop advanced LED lighting and controls retrofit technologies and UVCD product solutions that enable our customers to run their facilities and homes with greater energy efficiency, productivity and human wellness. We aim to be an LED and HCL technology leader, and to help create healthier and safer environments, by providing high-quality, energy-efficient, “flicker-free,” long-lived LED lamps and fixture products, and lighting controls to replace existing linear fluorescent, incandescent, HID lamps and fixtures, as well as offering innovative and impactful UVCD product solutions.
We believe these applications represent a significant portion of the LED lighting market and energy savings potential for our targeted commercial, industrial and MMM markets. We also believe that the UVCD market is a growing opportunity and that the focus on health, sanitation and air quality will remain even after the COVID-19 pandemic’s impact subsides.
LED lighting, and particularly LED retrofit of fluorescent and incandescent lights in existing buildings, represents a large and growing market. A 2020 report issued by the U.S. Department of Energy, Office of Energy Efficiency and Renewable Energy (“DOE”), entitled “Adoption of Light-Emitting Diodes in Common Lighting Applications,” reports that from 2016 to 2018, installations of LED products have increased in all applications, increasing LED penetration to 30% of all general illumination lighting. In 2019, Navigant Research published a report that concluded that LED lighting had at least matched conventional lighting technologies on a range of features, including energy efficiency, lifetime, versatility and color quality, while becoming increasingly cost competitive. This same 2019 report forecasts that installed penetration of LED lamps and luminaires will increase dramatically through 2035, reaching about 84%. The increasing demand for LED lighting is being driven by energy and cost savings, environmental considerations and human health.
Energy consumption can be reduced by over 50% by replacing fluorescent tubes with LED tubes and by another 20-30% (70% to over 80% in total) by utilizing smart lighting technologies, including dimmable TLEDs with ambient light and occupancy sensors. For this reason, building codes are increasingly requiring not only LEDs, but dimmable LEDs. Governments around the world are implementing regulations and standards that incentivize the use of LED lighting, both smart and conventional, to reduce energy consumption and, therefore, carbon dioxide emissions. Our new product research and development investments since 2019 have been focusing on advanced and smart lighting technologies to capitalize on these trends, and EnFocus™
5

represents such a control platform that we aim to expand in terms of functionalities, applications and intelligence, going forward.
There is also a growing awareness of the effects of both visible and non-visible light on human health and well-being. Energy Focus has been a leader in flicker-free technology and one of the first to obtain Underwriters Laboratories (“UL®”) certification at less than 1% optical flicker. Flicker, which is the modulation of the intensity of LED light at the frequency of the power supply, is well known to cause headaches, eye strain, fatigue, mood triggers and other health issues as well as interfering with electronic equipment such as barcode scanners. Energy Focus is continually evaluating additional HCL lighting and control solutions inspired by emerging health and wellness benefits.
Smart, or connected, lighting is disrupting the LED industry and providing new opportunities for growth. The DOE defines connected lighting as an LED-based lighting system with integrated sensors and controllers that are networked (either wired or wireless), enabling lighting products within the system to communicate with each other and transmit data. In addition to enabling the intensity and correlated color temperature (“CCT”) of lights to respond to ambient light, time of day and the activities of building occupants, connectivity enables building automation functions that extend well beyond lighting. The interference of blue light with human circadian rhythms is well known. This can be alleviated by circadian lighting, or controlled lighting that is able to change the intensity or CCT of the LEDs depending on the time of day in order to emulate natural light. Since lighting fixtures are ubiquitous throughout buildings, the lighting infrastructure is an ideal vehicle to retrofit these and other smart or connected lighting capabilities into existing buildings, and also to design these capabilities into new construction. According to Market and Research, the global smart lighting market is estimated to grow from $13.4 billion in 2020 and to $30.6 billion by 2025, at a compound annual growth rate of 18%.
From the customer feedback we have been receiving, we believe that the overall smart lighting market is still largely underdeveloped due to the cost and complexity for installations of related technologies today in the marketplace, representing significant potential for solutions that could meet customer needs and could also be affordable, easy to install and secure. Much of this interest and demand has been muted during 2020 and 2021 as a result of the COVID-19 pandemic, which we believe has primarily delayed, rather than reduced, our opportunity in the smart lighting marketplace. We believe our EnFocus™ lighting platform could effectively address the unmet needs for circadian and smart lighting, particularly for existing buildings that have limited economical options or IT expertise to implement otherwise complex lighting control systems.
Our UVCD technologies and products aim to provide effective, reliable and affordable UVCD solutions for buildings, facilities and homes. We are harnessing the power of high-dose ultraviolet-C (“UV-C”) light for air disinfection via various nUVo™ air disinfector consumer products. These products are designed to achieve upwards of 99.9% disinfection of airborne pathogens such as molds, bacteria and viruses, including influenza and coronaviruses.
While we believe the LED lighting and smart lighting market is large, growing and under-penetrated, it has also been characterized in recent years by intensifying competition, market leadership changes and aggressive pricing tactics on differentiated products. Our strategy to overcome these challenges is to, first and foremost, develop advanced, impactful and customer-centric technologies and products. In addition, we focus on executing our multi-channel sales strategy and delivering educational campaigns combined with a growing sales representative network to drive effective and frequent communication with customers in order to better understand and serve their needs. By understanding the voice of the customer and by incorporating rapidly evolving technologies surrounding LED and smart lighting, we believe that we will continue to be able to develop solutions that better address customers’ needs with unique and novel product offerings, such as EnFocus™, our dimmable and tunable lighting and control platform, that deliver substantial value to our customers and accelerate LED and smart lighting adoptions.
Our Products 
We design, develop, manufacture and market a wide variety of LED lighting technologies and UVCD products and solutions to serve our primary end user markets, including the following: 
Commercial products to serve our targeted commercial markets:
RedCap® emergency battery backup TLEDs;
EnFocus™ powerline lighting control platform including dimming (“DM”) and color tuning (“DCT”);
LED replacement fixtures, including replacement TLEDs for linear fluorescent lamps, downlights, and retrofit kits for low-bay, high-bay and office applications;
Industrial grade LED Dock lights; and
nUVo™ Tower and nUVo™ Traveler portable UVCD air disinfectors.

6

MMM LED lighting products to serve the U.S. Navy and allied foreign navies:
Military-grade Intellitube® retrofit TLED and the Invisitube™ ultra-low EMI TLED; and
Military-grade fixtures, including LED globe lights, berth lights; high-bay fixtures and LED retrofit kits.
Our LED products are more energy-efficient than traditional lighting products, such as fluorescent, incandescent and HID lamps, and we believe they can improve the overall sustainability profile of our customers by providing financial, environmental and human health benefits, including achieving significant long-term energy and maintenance cost savings, reducing carbon emission, substantially reducing retrofit waste and enhancing the health and productivity of building occupants.
Our UVCD solutions aim to provide impactful and affordable disinfection products for businesses and homes to effectively reduce infection risks for a broad range of airborne pathogens, including, among others, influenza, coronaviruses and mold. In addition to being ozone-free, the products are designed to provide the appropriate dosage that effectively destroys airborne pathogens while also guarding against the risks of direct human exposure to UV-C rays through our patent-pending UV blocker technology. The nUVoTM products include enclosed, self-contained UV-C disinfection units that continuously inactivate viruses while reducing overall pathogen levels in the air.
The key features of our products are as follows: 
Many of our products make use of proprietary or patented optical and electronics delivery systems that enable high efficiencies with superior lighting qualities, and proven records of extremely high product reliability;
Our products have exceptionally long life, with the majority of our TLED sales providing a 10-year warranty;
Our products have extremely low flicker, including our 500D series TLED products, which were the first in the lighting industry to be certified by UL® as “low optical flicker, less than 1%”;
Most of our products meet the lighting efficiency standards mandated by the Energy Independence and Security Act of 2007;
Most of our products qualify for federal and state tax and rebate incentives for commercial consumers available in certain states; and
Our UVCD air disinfection products are designed to inactivate more than 99.9% of airborne pathogens.
Our product development capabilities, which we believe provide a strategic competitive advantage, include the following: 
A long research, engineering, and market developmental history, with broad and intimate understanding of lighting technologies and LED lighting applications;
Strong and lean team of experienced, cross-disciplinary engineers that forms the foundation of our engineering innovation and competency not only in lighting but also in electrical, electronics, optical, thermal, mechanical, communications, air flow and software technologies;
Concentration on developing and providing high-quality, price competitive LED lamps and the surrounding technologies to replace fluorescent and HID lamps and fixtures for commercial and residential markets;
Providing high quality and high performing LED lighting products with a proven history of reliability;
Emphasis on proprietary and patent-pending technologies surrounding LED lighting and UVCD products; and
A deep understanding of LED lighting product applications in existing MMM, government, commercial and residential building markets. 
As we seek to develop new connected lighting LED solutions, we expect to continue our investments in smart, connected and HCL research and development, as well as channel partnerships. Lighting controls, including dimming, sensor and daylighting technologies, can yield significant energy savings and human health benefits. We believe that the controllability of LED technology and our ability and plan to integrate more occupancy sensing and other controls into our existing products will allow us to further differentiate our LED solutions and provide greater non-energy benefits to our customers.
Sales and Marketing 
Our innovative technologies and high-quality performance associated with LED lighting require a continued focus on educating our channel partners as well as end-users regarding the benefits and unique value propositions of our technologies and products. Our primary target customers for our LED lighting and controls systems are enterprise end-users, as well as contractors or ESCOs that could incorporate our products into their projects. We also sell through lighting agencies that represent our products as a complement to our direct sales effort. We have in-house commercial sales personnel and numerous sales agencies representing Energy Focus products. We aim to continue to expand the coverage of our in-house sales team, which now covers regions in the Midwest, Northeast, South, Southeast and Southwest, to eventually cover all geographic regions across the
7

United States. Our MMM sales strategy leverages our brand and past performance and focuses on education about our products as well as ease of procurement.
We focus on industry verticals where the economic and non-economic benefits such as health and safety, as well as technical specifications, of our high-quality lighting product offerings are most compelling. Our LED and UVCD lighting products fall into two broad market categories, commercial markets, which tend to focus on quality, efficacy, total cost of ownership and return on investment, and MMM which require more rigorous military specifications for durability and dependability. We also entered consumer markets during fiscal year 2021, selling directly via e-commerce with digital marketing strategies that profile our UVCD technologies and products that aim to deliver effective and impactful disinfection for homes and small businesses. We expect that our multi-channel sales strategy will continue to evolve and expand in the future.
With the introduction of our military-grade Intellitube® product in 2011, which replaced two-foot fluorescent lamps on U.S. Navy ships, military sales have represented the majority of our overall sales. Since our management change in April 2019, we have been focusing on improving the design of our MMM products to significantly reduce product costs while maintaining the required performance. Such efforts allowed us to win bids and proposals that helped grow our MMM sales during 2020, offsetting some of the weakness being experienced in our commercial business due to the impact of the COVID-19 pandemic. Despite military funding holds throughout 2021, we continued to win bids and proposals, which contributed to our MMM sales during the year, though at levels lower than 2020. While we continue to aggressively pursue growth on the commercial side of our business due to its much larger potential and size, the MMM business does offer us the opportunity for continued sales, in addition to validating our product quality and strengthening our brand trust in the marketplace.
We launched our first commercial LED lighting products in 2010. Since then, we have been building and expanding our commercial and industrial market presence where the economic and non-energy benefits and technical specifications of our high-quality lighting product offerings are compelling, particularly for mission-critical facilities in the enterprise verticals such as healthcare, eldercare, education and the commercial and industrial space. For example: 
Given the 24/7 lighting requirements of hospital systems, we believe that our LED solutions offer the proven quality, performance, long lifetime, return on investment and low flicker lightning that is particularly attractive to this target market. Since 2015, we have been the primary LED lighting supplier and partner for a major northeast Ohio hospital system and, as a result of our continued success, we have been able to leverage this relationship to expand into more hospital systems across the country.
As we advocate for the benefits of low-flicker LED lighting in schools, both in terms of energy-efficiency and in creating a healthy and effective learning environment, we continue to receive orders to retrofit school districts, colleges and universities.
Low and high bay applications are generally used in commercial and industrial markets to provide light to large open areas like big-box retail stores, warehouses and manufacturing facilities. In the past few years, technological and cost improvements have allowed LED low and high bay applications to be more competitive against traditional low and high bay applications with fluorescent or metal halide light sources. In the industrial market in particular, due to the usage of metal halide lighting, the energy and maintenance savings that can be achieved by switching to our LED products could be substantial, and we believe we have attractive product offerings in this space.
In addition to our direct and indirect sales force, we have also launched our own e-commerce websites to target both commercial customers and retail consumers, while also offering financing options for customers. We believe that our renewed and continuing focus on multi-disciplinary technology innovation and engineering designs to both expand product features and benefits, while lowering product costs of ownership, will continue to enhance the overall competitiveness of our LED lighting and UVCD products and provide us with the strategic advantage and flexibility to expand our distribution channels.
Concentration of Sales 
In 2021, two customers accounted for 43% of net sales, with sales to our primary distributor for the U.S. Navy accounting for approximately 30% of net sales, and sales to a regional commercial lighting retrofit company accounting for approximately 13% of net sales. When sales to our primary distributor for the U.S. Navy are combined with sales to shipbuilders for the U.S. Navy, total net sales of products for the U.S. Navy comprised approximately 38% of net sales for the same period.
In 2020, two customers accounted for 62% of net sales, with sales to our primary distributor for the U.S. Navy accounting for approximately 49% of net sales, and sales to a regional commercial lighting retrofit company accounting for approximately 12% of net sales. When sales to our primary distributor for the U.S. Navy are combined with sales to shipbuilders for the U.S. Navy, total net sales of products for the U.S. Navy comprised approximately 53% of net sales for the same period.
8

Competition 
Our LED lighting products compete against a variety of lighting products, including conventional light sources such as compact fluorescent lamps and HID lamps, as well as other TLEDs and full fixture LED lighting products. Our ability to compete depends substantially upon the superior performance, incremental benefits and lower total cost of ownership of our products. Principal competitors in our markets include large lamp manufacturers and lighting fixture companies based in the United States, as well as TLED and LED replacement fixture manufacturers mostly based in Asia, whose financial resources may substantially exceed ours and whose cost structure as a percentage of sales may be well below ours. These competitors may introduce new or improved products that may reduce or eliminate some of the competitive advantage of our products and may have substantially lower pricing. We anticipate that the competition for our products will also come from new technologies that offer increased energy efficiency, lower initial costs, lower maintenance costs, or advanced features. We compete with LED systems produced by large lighting companies such as Signify Lighting, Osram Sylvania and GE Lighting, as well as smaller manufacturers or distributors such as LED Smart, Revolution Lighting Technologies, Orion Energy Systems, Green Creative and Keystone Technologies. Some of these competitors offer products with performance characteristics similar to those of our products.
For our nUVoTM UVCD air disinfector products, we expect to compete largely with air purifier brands in the market today, such as Dyson, Molekule, Puro, Novaerus and RxAir. We believe that our proprietary and patent-pending product designs, as well as lower total lifecycle operating costs, in our UVCD products will enable our products to be more powerful and effective in inactivating virus in a more timely and energy efficient manner.
Manufacturing and Suppliers
We produce our lighting products and systems through a combination of internal manufacturing and assembly at our Solon, Ohio facility, and sourced finished goods, manufactured to our specifications. Our internal lighting system manufacturing consists primarily of final assembly, testing, and quality control. We have worked with several vendors to design custom components to meet our specific needs. Our quality assurance program provides for testing of all sub-assemblies at key stages in the assembly process, as well as testing of finished products produced both internally and sourced through third parties. Additionally, we are 9001-2015 ISO certified.
Manufacturing costs are managed through the balance of internal production and outsourced production for certain parts and components, as well as finished goods in specific product lines, to a small number of vendors in various locations throughout the world, primarily in the United States, Malaysia, Taiwan, and China. In some cases, we rely upon a single supplier to source certain components, sub-assemblies, or finished goods. We continually attempt to improve our global supply chain practices to satisfy client demands in terms of quality and volumes, while controlling our costs and achieving targeted gross margins, and this includes the evaluation of additional outsourcing or further insourcing of internal production where cost, quality and performance can be maintained or improved. A 2021 DOE report entitled, “2020 LED Manufacturing Supply Chain”, indicated that most of the world’s LED lamp production and a significant portion of LED luminaire manufacturing takes place in China with virtually no LED lamp manufacturing taking place in the United States today.
Our supplier concentration is heavily focused within Asia. As a result of the macroeconomic impacts of the COVID-19 pandemic, throughout 2021, we experienced global supply chain and logistics constraints, which impacted our inventory purchasing strategy, leading to a buildup of inventory and inventory components, as well as increased transportation costs, in an effort to manage both shortages of available components and longer lead times in obtaining components.
One offshore supplier accounted for approximately 29% of our total expenditures for the twelve months ended December 31, 2021. At December 31, 2021, this same offshore supplier accounted for approximately 60% of our trade accounts payable balance.
One offshore supplier and one domestic supplier accounted for approximately 21% and 12%, respectively, of our total expenditures for the twelve months ended December 31, 2020. At December 31, 2020, this same offshore supplier accounted for approximately 44% of our trade accounts payable balance.
Product Development 
Product development has been a key area of operating focus and competitive differentiation for us in designing and developing industry leading LED lighting and UVCD products. Gross product development expenses for the years ended December 31, 2021 and 2020 were $1.9 million and $1.4 million, respectively. We believe that our customer-centric product development efforts represent a better leverage on our R&D investments and aim to continue to focus on developmental projects that could produce more impactful and differentiated products and solutions in a more timely manner for faster customer adoption.
9

Intellectual Property 
We have a policy of seeking to protect our intellectual property through patents, license agreements, trademark registrations, confidential disclosure agreements, and trade secrets as management deems appropriate. Certain of our patents are key to our current product lines. Additionally, we have various pending U.S. patent applications, and various pending Patent Cooperation Treaty patent applications filed with the World Intellectual Property Organization that serve as the basis for national patent filings in countries of interest. Our issued patents expire at various times through May 2040. Generally, the term of patent protection is twenty years from the earliest effective filing date of the patent application. There can be no assurance; however, that our issued patents are valid or that any patents applied for will be issued, and that our competitors or clients will not copy aspects of our lighting systems or obtain information that we regard as proprietary. There can also be no assurance that others will not independently develop products similar to ours. The laws of some foreign countries in which we manufacture, sell or may sell our products do not protect proprietary rights to products to the same extent as the laws of the United States. 
Insurance 
All of our properties and equipment are covered by insurance and we believe that such insurance is adequate. In addition, we maintain general liability, product recall and workers’ compensation insurance in amounts we believe to be consistent with our risk of loss and industry practice.
Regulatory Compliance
We derive a significant portion of our revenues from direct and indirect sales to U.S., state, local and foreign governments and their respective agencies. Contracts with government customers are subject to various procurement laws and regulations, business prerequisites to qualify for such contracts, accounting procedures, intellectual property processes, and contract provisions relating to their formation, administration and performance, which may provide for various rights and remedies in favor of the governments that are not typically applicable to or found in commercial contracts.
In addition, although not legally required to do so, we strive to obtain certification for substantially all our products. In the United States, we seek certification on substantially all of our products from UL®, Intertek Testing Services (“ETL®”), or DesignLights Consortium (“DLC™”). Where appropriate in jurisdictions outside the United States, we seek to obtain other similar national or regional certifications for our products. Although we believe that our broad knowledge and experience with electrical codes and safety standards have facilitated certification approvals, we cannot ensure that we will be able to obtain any such certifications for our new products or that, if certification standards are amended, we will be able to maintain such certifications for our existing products.
Human Capital 
At December 31, 2021, we had 58 full-time employees, all of whom were based in the United States, and no part-time employees. We also had four temporary contractors at December 31, 2021. None of our employees or contractors are subject to collective bargaining agreements and we consider our relationship with our employees to be good. We encourage and support the growth and development of our employees. Continual learning and career development is advanced through ongoing performance and development conversations with employees and reimbursement is available to employees for seminars, conferences, formal education, and other training events employees attend in connection with their job duties.
Our core values of accountability, trust, extraordinariness, fun, openness, integrity and kindness underscore everything we do and drive our day-to-day interactions. The safety, health and wellness of our employees is a top priority. The COVID-19 pandemic has presented a unique challenge with regard to maintaining employee safety while continuing successful operations. Through teamwork and the adaptability of our management and staff, we have been able to transition some of our corporate office employees to effectively working from remote locations on a full-time basis, with others working both remotely and in the office on a hybrid basis, and also to ensure a safely-distanced working environment for employees who remain in our facility.
Our human capital resources objectives include, as applicable, identifying, recruiting, retaining, incentivizing and integrating our current and future employees. The principal purposes of our annual bonus plan and equity incentive plan are to attract, retain and motivate employees through the granting of long-term incentive compensation awards.
10

Business Segments
We currently operate in a single business segment that includes the marketing and sale of commercial and MMM lighting products and controls and UVCD products. Please refer to Note 12, “Product and Geographic Information,” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report, for additional information.
Available Information
Our principal executive offices are located at 32000 Aurora Road, Suite B, Solon, Ohio 44139. Our telephone number is 440.715.1300. Our website address is www.energyfocus.com. We are providing the address to our website solely for the information of investors. The information on our website is not a part of, nor is it incorporated by reference into this Annual Report. Through our website, we make available, free of charge, our annual proxy statement, annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, or the Exchange Act, as soon as reasonably practicable after we electronically file such material with, or furnish them to, the Securities and Exchange Commission, or the SEC. The SEC maintains a website that contains these reports at www.sec.gov.
11

ITEM 1A. RISK FACTORS
Risks Associated with Our Business
The COVID-19 pandemic could continue to have an adverse effect on our business.
The COVID-19 pandemic continues to have an unprecedented impact on the U.S. economy as federal, state and local governments react to this public health crisis, which continues to create significant uncertainties. These uncertainties include, but are not limited to, the adverse effect of the pandemic on the economy, our supply chain partners, transportation and logistics providers, our employees and customers. As the pandemic continues and infection rates oscillate with new variants, fear about becoming ill with the virus and recommendations or mandates from federal, state and local authorities to avoid large gatherings of people or self-quarantine may recur or continue to increase, which has already affected, and may continue to affect our supply chain, as well as our customer base. Continued impacts of the pandemic could materially adversely affect our near-term and long-term revenues, earnings, liquidity and cash flows, and may require significant actions in response, including, but not limited to, employee furloughs, workforce reductions, plant or other operational shut-downs, expense reductions or discounting of pricing of our products, all in an effort to mitigate such impacts. The extent of the ongoing impact of the pandemic on our business and financial results will depend largely on future developments, including the duration of the spread of the outbreak within the United States, including new variants, the timing and success of vaccine programs, the impact on capital and financial markets and the related impact on consumer confidence and spending, all of which are highly uncertain and cannot be predicted. This situation is changing rapidly, and additional impacts may arise that we are not aware of currently.
We depend on our executive leadership, management and key employees. Our lead independent director is currently serving as Interim Chief Executive Officer while we search for a new Chief Executive Officer. Delays or other challenges in identifying, attracting and retaining a new Chief Executive Officer could adversely impact our business.
In January 2022, our lead independent director assumed the title of Interim Chief Executive Officer, replacing our former Chief Executive Officer, while a search is conducted for a new long-term Chief Executive Officer. It is very important that we are able to attract and retain a highly skilled Chief Executive Officer, in order to execute on the opportunities available to us. Competition for qualified executives can be intense, and there are a limited number of people with the requisite knowledge and experience. Under these conditions, we could be delayed in or otherwise unable to recruit and retain the right leader for our organization. If we cannot attract and retain a qualified Chief Executive Officer, or fail to do so in a timely manner, it could have a material adverse impact on our operating results and stock price.

If we are unable to attract or retain qualified personnel, our business and product development efforts could be harmed.
We are highly dependent on our senior management and other key personnel due to our very lean organizational structure. Our future success will depend on our ability to attract, retain, develop and motivate qualified executive, technical, sales, marketing, operating, financial and management personnel, for whom competition is very intense. As we attempt to rapidly grow our business, it could be especially difficult to attract, retain and adequately compensate qualified personnel, especially in light of our lean cost structure and the tightening of the labor market due to the effects of the COVID-19 pandemic, which has led to increased competition for employees. The loss of, or failure to attract, hire, and retain any such persons could delay product development cycles, disrupt our operations, increase our costs, or otherwise harm our business or results of operations. We also do not maintain “key person” insurance policies on any of our officers or our other employees, nor have employment contracts.
We rely on equity and debt financing to operate our business and will require additional financing in the near term, which we may not be able to raise on favorable terms or at all, and our failure to obtain funding when needed may force us to delay, scale back or eliminate our business plan or even discontinue or curtail our operations.
For the year ended December 31, 2021, we reported a net loss of $7.9 million and are dependent upon the availability of financing in order to continue our business.
In December 2021, we completed the December 2021 Private Placement with certain institutional investors for the sale of 1,193,185 shares of our common stock at a purchase price of $3.52 per share. We also sold to the same institutional investors the December 2021 Warrants, consisting of, (i) Pre-Funded Warrants to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (ii) additional warrants to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. Net proceeds from the December 2021 Private Placement were approximately $4.0 million.
12

At December 31, 2021, December 2021 Warrants to purchase an aggregate of 1,363,641 shares remain outstanding with a weighted average exercise price of $3.30 per share. None of the December 2021 Warrants were exercised as of December 31, 2021. In January 2022, all of the Pre-Funded Warrants were exercised. The exercise of the remaining December 2021 Warrants outstanding could provide us with cash proceeds of up to $4.5 million in the aggregate.
In June 2021, we completed the June 2021 Equity Offering, in which we issued and sold 990,100 shares of our common stock to certain institutional investors, at a purchase price of $5.05 per share. Net proceeds to us from the June 2021 Equity Offering were approximately $4.5 million.
On August 11, 2020, we entered into revolving lines of credit with Crossroads Financial Group, LLC (the “Inventory Facility”) and Factors Southwest L.L.C. (d/b/a FSW Funding) (the “Receivables Facility” and, together with the Inventory Facility, the “Credit Facilities”). The Receivables Facility capacity is $2.5 million, and the Inventory Facility capacity was increased (from $3.0 million) to $3.5 million in April 2021. As of December 31, 2021, we had cash of approximately $2.7 million and had debt balances of $1.2 million and $1.0 million under the Inventory Facility and the Receivables Facility, respectively. In addition, our accounts receivable balance was $1.2 million and our gross inventory balance was $10.9 million on December 31, 2021. As of February 28, 2022, our cash was approximately $0.3 million and our total outstanding net balance under the Credit Facilities was approximately $1.6 million in the aggregate. Also, our accounts receivable balance was $0.7 million and our gross inventory balance was $10.6 million on February 28, 2022. Our ability to draw on the Receivables Facility is limited based on the amount of eligible accounts receivable, and our ability to draw on the Inventory Facility is limited based on the value of our eligible inventory. The repayment of outstanding advances and interest under the Credit Facilities may be accelerated upon an event of default, including, but not limited to, failure to make timely payments or breach of any terms set forth in the loan agreements. The Credit Facilities are secured by our assets and are subject to customary affirmative and negative operating covenants and defaults, restricting indebtedness, liens, corporate transactions, dividends, and affiliate transactions, among others. The maturity date of the Credit Facilities is August 11, 2022. There can be no assurance that this facility will be renewed or replaced on commercially reasonable terms or at all.
Even with access to borrowings under the Credit Facilities, we may not generate sufficient cash flows from our operations or be able to borrow sufficient funds to sustain our operations. As such, we will likely need additional external financing during 2022 and will continue to review and pursue external funding sources including, but not limited to, the following:
obtaining financing from traditional or non-traditional investment capital organizations or individuals;
obtaining funding from the sale of our common stock or other equity or debt instruments; and
obtaining debt financing with lending terms that more closely match our business model and capital needs.
There can be no assurance that we will obtain funding on acceptable terms, in a timely fashion, or at all. Obtaining additional financing contains risks, including:
additional equity financing may not be available to us on satisfactory terms and any equity we are able to issue could lead to dilution for current stockholders and have rights, preferences and privileges senior to our common stock;
loans or other debt instruments may have terms or conditions, such as interest rates, restrictive covenants and control or revocation provisions, which are not acceptable to management or our board of directors (the “Board of Directors”); and
the current environment in the capital markets combined with our capital constraints may prevent us from being able to obtain adequate debt financing.
Additionally, if we are unable to find a permanent Chief Executive Officer, it may be more difficult to obtain additional financing on satisfactory terms or at all. If we fail to obtain the required additional financing to sustain our business before we are able to produce levels of revenue to meet our financial needs, we will need to delay, scale back or eliminate our business plan and further reduce our operating costs and headcount, each of which would have a material adverse effect on our business, future prospects, and financial condition. A lack of additional financing could also result in our inability to continue as a going concern and force us to sell certain assets or discontinue or curtail our operations and, as a result, investors in the Company could lose their entire investment.
Our independent registered public accounting firm’s opinion on our audited financial statements for the fiscal year ended December 31, 2021, included in this Annual Report, contains a modification relating to our ability to continue as a going concern.
Our independent registered public accounting firm’s opinion on our audited financial statements for the year ended December 31, 2021 includes a modification stating that our losses and negative cash flows from operations and uncertainty in generating sufficient cash to meet our obligations and sustain our operations raise substantial doubt about our ability to continue as a going concern. In addition, Note 3 “Restructuring”, to our financial statements included in Part II, Item 8 “Financial
13

Statements and Supplementary Data,” of this Annual Report includes disclosure describing the existence of conditions that raise substantial doubt about our ability to continue as a going concern for a reasonable period of time.
While we continue to pursue funding sources and transactions that could raise capital, there can be no assurances that we will be successful in these efforts or will be able to resolve our liquidity issues or eliminate our operating losses. If we are unable to generate enough cash or obtain sufficient additional funding, we would need to scale back or significantly adjust our business plan, further reduce our operating costs and headcount, or discontinue or curtail our operations. Accordingly, our business, prospects, financial condition and results of operations could be materially and adversely affected, and we may be unable to continue as a going concern. If we are unable to continue as a going concern, we may have to liquidate our assets and may receive less than the value at which those assets are carried on our audited consolidated financial statements, and it is likely that investors will lose all or a part of their investment. Our financial statements do not include any adjustments that might result from the outcome of this uncertainty.
We have a history of operating losses and will incur losses in the future as we continue our efforts to grow sales and streamline our operations at a profitable level.
We have incurred substantial losses in the past and reported net losses from operations of $7.9 million and $6.0 million for the years ended December 31, 2021 and 2020, respectively. As of December 31, 2021, we had an accumulated deficit of $138.7 million and cash of approximately $2.7 million, compared to an accumulated deficit of $130.9 million and cash of approximately $1.8 million as of December 31, 2020.
In order for us to operate our business profitably, we need to grow our sales, maintain cost control discipline while balancing development of our new product pipeline and potential long-term revenue growth, continue our efforts to reduce product cost, drive further operating efficiencies and develop and execute a strategic product pipeline for profitable and compelling LED lighting and control and UVCD products. There is a risk that our strategy to return to profitability may not be as successful as we envision, or occur as quickly as we expect. We might require additional financing in the near-term and, if our operations do not achieve, or we experience an unanticipated delay in achieving, our intended level and pace of profitability, we will continue to need additional funding, none of which may be available on favorable terms or at all and could require us to sell certain assets or discontinue or curtail our operations.
While we are attempting to diversify our customer base, we have historically derived a significant portion of our revenue from a few customers, and the loss of one of these customers, or a reduction in their demand for our products, could adversely affect our business, financial condition, results of operations, and prospects.
Historically our customer base has been highly concentrated and a few customers have represented a substantial portion of our net sales. In 2021, two customers accounted for 43% of net sales. Total sales to our primary distributor to the U.S. Navy and a primary shipbuilder for the U.S. Navy represented 38% of net sales in 2021. In 2020, two customers accounted for 62% of net sales. Total sales to our primary distributor to the U.S. Navy, and a primary shipbuilder for the U.S. Navy represented 53% of net sales in 2020.
We generally do not have long-term contracts with our customers that commit them to purchase any minimum amount of our products or require them to continue to do business with us. We could lose business from any one of our significant customers for a variety of reasons, many of which are outside of our control, including the impact of the COVID-19 pandemic, changes in levels of government funding and rebate programs, our inability to comply with government contracting laws and regulations, changes in customers’ procurement strategies or their lighting retrofit plans, changes in product specifications, additional competitors entering particular markets, our failure to keep pace with technological advances and cost reductions, and damage to our professional reputation, among others.
We are attempting to expand and diversify our customer base and reduce the dependence on one or a few customers, through the addition of sales representatives and other potential marketing partnerships and our direct-to-customer sales strategy, as well as expanding our consumer-focused product offerings, including our focus on the UVCD-space, but we cannot provide any assurance that our efforts will be successful. We anticipate that a limited number of customers could continue to comprise a substantial portion of our revenue for the foreseeable future. If we continue to do business with our significant customers, our concentration can cause variability in our results because we cannot control the timing or amounts of their purchases. A significant customer could cease to do or drastically reduce its business with us with little or no notice, which could adversely affect our results of operations and cash flows in particular periods.
Historically, we have experienced long sales-cycles, as well as slow ramp-up by new customers to purchase large amounts of LED products from us. Given the fiercely competitive lighting market in which we operate, we are constantly trying to balance pricing with the quality-premium our products command both in brand reputation and performance. As a result, adding new
14

customers could generally be a slow process, and increasing new customers’ sales to more significant levels usually takes a long period of time. As we continue to develop more customer-centric new products such as EnFocus™ and nUVo™, we hope to both add new customers more quickly and have our customers scale their purchasing levels more quickly. Our UVCD portfolio of products also expands our traditional government and commercial markets to include the consumer market, increasing the scope and expense of our marketing efforts. However, there is no guarantee of faster customer acceptance or performance of these new products or any other that has been or is being developed.
If critical components and finished products that we currently research and develop with and purchase from a small number of third-party development partners and suppliers become unavailable or increase in price, or if our development partners, suppliers or delivery channels fail to meet our requirements for quality, quantity, and timeliness, our revenue and reputation in the marketplace could be harmed, which would damage our business.
In an effort to reduce research and development and manufacturing costs, we have outsourced the research, development and production of certain parts and components, as well as finished goods in our product lines, to a small number of vendors in various locations throughout the world, primarily in the United States, Malaysia, Taiwan and China. We generally purchase these sole or limited source items with purchase orders, and we have limited guaranteed supply arrangements with such suppliers. While we believe alternative sources for these components and products are available, we have selected these particular suppliers based on their ability to provide quality products at a cost-effective price, to meet our specifications, and to deliver within scheduled time frames. We do not control the time and resources that these suppliers devote to our business, and we cannot be sure that these suppliers will perform their obligations to us. If our ability to manage third-party product development efforts are unsuccessful or our suppliers fail to perform their obligations in a timely manner or at satisfactory quality levels, we may suffer lost or delayed sales, increased costs of goods sold, reductions in revenue or margin, and damage to our reputation in the market, all of which would adversely affect our business. As demand for our products fluctuates, which fluctuations can be hard to predict, we may not need a sustained level of inventory, which may cause financial hardship for our suppliers or they may need to divert production capacity elsewhere. In the past, we have had to purchase quantities of certain components that are critical to our product manufacturing and were in excess of our estimated near-term requirements as a result of supplier delivery constraints and concerns over component availability, and we may need to do so in the future. As a result, we have had, and may need to continue, to devote additional working capital to support a large amount of component and raw material inventory that may not be used over a reasonable period to produce saleable products, and we may be required to increase our excess and obsolete inventory reserves to provide for these excess quantities, particularly if demand for our products does not meet our expectations.
We may be vulnerable to unanticipated product development delays, price increases and payment term changes. Significant increases in the prices of sourced components and products and shipping costs, could cause our product prices to increase, which may reduce demand for our products or make us more susceptible to competition. Furthermore, in the event that we are unable to pass along increases in operating costs to our customers, margins and profitability may be adversely affected. Accordingly, the loss of all or one of these suppliers could have a material adverse effect on our operations until such time as an alternative supplier could be found.
Additionally, consolidation in the lighting industry could result in one or more current suppliers being acquired by a competitor, rendering us unable to continue purchasing key components and products at competitive prices.
We also may be subject to various import duties and tariffs applicable to materials manufactured in foreign countries and may be affected by various other import and export restrictions, as well as other considerations or developments impacting upon international trade, including economic or political instability, tariffs, shipping delays and product quotas. These international trade factors will, under certain circumstances, have an impact on the cost of components, which will have an impact on the cost to us of the manufactured product and the wholesale and retail prices of our products.
We rely on arrangements with independent shipping companies for the delivery of our products from vendors abroad. The failure or inability of these shipping companies to deliver products or the unavailability of shipping or port services, even temporarily, could have a material adverse effect on our business. We may also be adversely affected by an increase in freight surcharges due to global logistics capacity constraints, rising fuel costs and added security costs.
15

If we are unable to implement plans to increase sales and control expenses to manage future growth effectively, our profitability goals and liquidity will be adversely affected.
Our ability to achieve our desired growth depends on the adoption of high quality LED lighting and controls within the general lighting market, the adoption of our UVCD products within the healthy home and workspace markets, and our ability to affect and adapt to these rates of adoption. The pace of continued growth in these markets is uncertain, and in order to grow our sales, we may need to:
manage organizational complexity and ensure effective and timely communication;
expand the skills and capabilities of our current management, engineering and sales teams;
add experienced senior level managers;
attract, retain and adequately compensate qualified employees;
adequately maintain and adjust the operational and financial controls that support our business;
expand research and development, sales and marketing, technical support, distribution capabilities, manufacturing planning or administrative functions and capabilities;
maintain or establish additional manufacturing facilities and equipment, as well as secure sufficient third-party manufacturing resources, to adequately meet customer demand or lower manufacturing costs; and
manage an increasingly complex supply chain to maintain a sufficient supply of materials and deliver on time to our manufacturing facilities.
These efforts to grow our business, both in terms of size and in diversity of customer bases served, may put a significant strain on our resources. We have implemented comprehensive cost-saving initiatives to reduce our net loss and mitigate doubt about our ability to continue as a going concern. These initiatives have improved efficiency and streamlined our operations, but we continue to operate at a loss and may need additional funding or further cost-cutting to manage liquidity.
Our possible future growth may exceed our current capacity and require rapid expansion in certain functional areas. We may lack sufficient funding to appropriately expand or incur significant expenses as we attempt to scale our resources and make investments in our business that we believe are necessary to achieve short-term and long-term growth goals. Such investments take time to become fully operational, and we may not be able to expand quickly enough to exploit targeted market opportunities. In addition to our own manufacturing capacity, we are increasingly utilizing contract manufacturers and original design manufacturers (“ODMs”) to produce our products for us. There are also inherent execution risks in expanding product lines and production capacity, whether through our facilities or that of a third-party manufacturer, that could increase costs and reduce our operating results, including design and construction cost overruns, poor production process yields and reduced quality control. If we are unable to fund any necessary expansion or manage our growth effectively, we may not be able to adequately meet demand, our expenses could increase without a proportionate increase in revenue, our margins could decrease, and our business and results of operations could be adversely affected.
Our results of operations, financial condition and business could be harmed if we are unable to balance customer demand and capacity.
As our customer base and customer demand for our products changes and as we launch new products, we must be able to adjust our production capacity to meet demand. We are continually taking steps to address our manufacturing capacity needs for our products. If we are not able to increase or decrease our production capacity at our targeted rate or if there are unforeseen costs associated with adjusting our capacity levels or there are unanticipated interruptions in our global supply chain or logistics from such possibilities as the COVID-19 pandemic, shifting workforces or energy policies, we may not be able to achieve our financial targets. In addition, as we introduce new products and further refine existing products, we must balance the production and inventory of prior generation products with the production and inventory of new products, whether manufactured by us or our contract manufacturers, to maintain a product mix that will satisfy customer demand and mitigate the risk of incurring cost write-downs on the previous generation products, related raw materials and tooling.
If customer demand does not materialize at the rate forecasted, we may not be able to scale back our manufacturing expenses or overhead costs to correspond to the demand. This could result in lower margins, write-downs of our inventory and adversely impact our business and results of operations. Additionally, if product demand decreases or we fail to forecast demand accurately, our results may be adversely impacted due to higher costs resulting from lower factory utilization, causing higher fixed costs per unit produced. In addition, our efforts to improve quoted delivery lead-time performance may result in corresponding reductions in order backlog. A decline in backlog levels could result in more variability and less predictability in our quarter-to-quarter net sales and operating results.
16

If we are not able to compete effectively against companies with lower cost structures or greater resources, or new competitors who enter our target markets, our sales will be adversely affected.
The lighting industry is highly competitive. In the high-performance lighting markets in which we sell our advanced lighting systems, our products compete with lighting products utilizing traditional lighting technology provided by many vendors. Our higher quality and value advanced lighting and control systems also face competition from lower quality, commodity lighting products when customers may be overly purchase-price sensitive. For sales of MMM products, we compete with a small number of qualified military lighting lamp and fixture suppliers. In certain commercial applications, we typically compete with LED systems produced by large lighting companies. Our primary competitors include Signify, Osram Sylvania, LED Smart, Revolution Lighting Technologies, Orion Energy Systems, Green Creative and Keystone Technologies. Some of these competitors offer products with performance characteristics similar to those of our products. Many of our competitors are larger, more established companies with greater resources to devote to research and development, manufacturing and marketing, as well as greater brand recognition. In addition, larger competitors who purchase greater unit volumes from component suppliers may be able to negotiate lower costs, thereby enabling them to offer lower pricing to end customers. Moreover, the relatively low barriers to entry into the lighting industry and the limited proprietary nature of many lighting products also permit new competitors to enter the industry easily and with lower costs. 
In each of our markets, we also anticipate the possibility that LED component manufacturers, including those that currently supply us with LEDs, may seek to compete with us. Our competitors’ lighting technologies and products may be more readily accepted by customers than our products will be. Moreover, if one or more of our competitors or suppliers were to merge, the change in the competitive landscape could adversely affect our competitive position. Additionally, to the extent that competition in our markets intensifies, we may be required to further reduce our prices in order to remain competitive. If we do not compete effectively, or if we reduce our prices without making commensurate reductions in our costs, our net sales, margins, and profitability and our future prospects for success may be harmed.
We work with independent agents and sales representatives for a portion of our net sales, and the failure to incentivize, retain and manage our relationships with these third parties, or the termination of these relationships, could cause our net sales to decline and harm our business.
In the past, we pursued an agency-driven sales channel strategy in order to expand our market presence throughout the United States. As a result, at that time, we had increased our reliance on independent sales agent channels to market and sell our LED lighting and control products. In addition, these parties provide technical sales support to end-users. The current agreements with our agents are generally non-exclusive on the agents’ product portfolio, meaning they can sell our competitors’ products. Any such agreements we enter into in the future may be on similar terms. Our agents may not be motivated to or successfully pursue the sales opportunities available to them, or they may prefer to sell or be more familiar with the products of our competitors. If our agents do not achieve our sales objectives or these relationships take significant time to develop, our revenue may decline, fail to grow or not increase as rapidly as we intend in order to achieve profitability and grow our business. During 2020 and 2021, we significantly reduced our reliance on agencies for a substantial portion of our sales, and refocused our agency relationships on those that were both mutually beneficial and strategically important. Although we believe that our agency strategy will increase the role of independent agents and sales representatives over time, direct sales using internal sales personnel still account for a substantial portion of our sales, and our agency plans may take longer to contribute significantly to our operating results.
Furthermore, our agency agreements are generally short-term and can be cancelled by either party without significant financial consequence. The termination of or the inability to negotiate extensions of these contracts on acceptable terms could adversely impact sales of our products. Additionally, we cannot be certain that we or end-users will be satisfied by their performance. If these agents significantly change their terms with us, or change their end-user relationships, there could be an impact on our net sales and profits.
If our LED lighting and control technology or our UVCD products fail to gain widespread market acceptance or we are unable to respond effectively as new technologies and market trends emerge, our competitive position and our ability to generate revenue, and profits may be harmed.
To be successful in our respective markets for LED lighting and control technology and our UVCD products, we depend on continued market acceptance of our existing LED lighting and control technology establishing market acceptance for our new UVCD products, including in the consumer and commercial markets. Although adoption of LED lighting and air and surface sanitation products continues to grow, including in response to the COVID-19 pandemic and increased awareness of sanitation, the use of LED lighting products for general illumination and the use of UVCD products for air and surface sanitation are in their early stages of market adoption, are still limited, and face significant challenges. Potential customers may be reluctant to adopt LED lighting products as an alternative to traditional lighting technology or UVCD products as an alternative to
17

traditional chemical-based sanitation because of their higher initial costs or perceived risks relating to their novelty, reliability, usefulness, quality and cost-effectiveness when compared to other established lighting sources and sanitation processes available in the market. Changes in economic and market conditions may also make traditional lighting and sanitation technologies more appealing. For example, declining energy prices in certain regions or countries may favor existing lighting technologies that are less energy-efficient, reducing the rate of adoption for LED lighting products in those areas. Notwithstanding continued performance improvements and cost reductions of LED lighting and UVCD technologies, limited customer awareness of the benefits of LED lighting and UVCD products, lack of widely accepted standards governing LED lighting and UVCD products and customer unwillingness to adopt LED lighting and UVCD products could significantly limit the demand for LED lighting and UVCD products. Even potential customers that are inclined to adopt energy-efficient lighting technology or new or increased sanitation technologies may defer investment as LED lighting and UVCD products continue to experience rapid technological advances. Any of the foregoing could adversely impact our results of operations and limit our market opportunities.
In addition, we will need to keep pace with rapid changes in LED lighting and control technology and UVCD air and surface sanitation technology, changing customer requirements, new product introductions and cost reductions by competitors and evolving industry standards, any of which could render our existing products obsolete if we fail to respond in a timely manner. The development, introduction, and acceptance of new, re-designed or reduced cost products incorporating advanced technology is a complex process subject to numerous uncertainties, including:
available funding to sustain adequate development efforts;
achievement of technology breakthroughs required to make commercially viable devices, and in turn, protecting those breakthroughs through intellectual property;
the accuracy of our predictions for market requirements;
our ability to predict, influence, or react to evolving standards;
acceptance of our new product designs;
acceptance of new technologies in certain markets;
the combination of other desired technological advances with lighting products, such as controls;
the availability of qualified research and development personnel;
our timely completion of product designs and development;
our ability to develop repeatable processes to manufacture new products in sufficient quantities, with the desired specifications, and at competitive costs;
our ability to effectively transfer products and technology from development to manufacturing; and
market acceptance of our products.
We could experience delays in the introduction of these products. We could also devote substantial resources to the development of new technologies or products that are ultimately not successful.
If effective new sources of light, other than LEDs, or effective new sanitation technologies, other than UVCD, are discovered and commercialized, our current products and technologies could become less competitive or obsolete. If others develop innovative proprietary lighting or sanitation technology that is superior to ours, or if we fail to accurately anticipate technology, pricing and market trends, address market saturation and customer confusion, respond on a timely basis with our own development of new and reliable products and enhancements to existing products, and achieve broad market acceptance of these products and enhancements, our competitive position may be harmed and we may not achieve sufficient growth in our net sales to attain or sustain profitability.
Our operating results may fluctuate due to factors that are difficult to forecast and not within our control.
Our past operating results may not be accurate indicators of future performance, and you should not rely on such results to predict our future performance. Our operating results have fluctuated significantly in the past and could fluctuate in the future. Factors that may contribute to fluctuations include:
changes in aggregate capital spending, cyclicality and other economic conditions, including inflationary pressures, or domestic and international demand in the industries;
the timing of large customer orders to which we may have limited visibility and cannot control;
competition for our products, including the entry of new competitors and significant declines in competitive pricing;
our ability to effectively manage our working capital;
our ability to generate increased demand in our current and targeted markets, particularly those in which we have limited experience;
our ability to satisfy customer demands in a timely and cost-effective manner;
pricing and availability of labor and materials;
quality testing and reliability of new products;
18

our inability to adjust certain fixed costs and expenses for changes in demand and the timing and significance of expenditures that may be incurred to facilitate our growth;
macroeconomic, geopolitical and health concerns, including the COVID-19 pandemic;
seasonal fluctuations in demand and our revenue; and
disruption in component supply from foreign vendors.
Depressed general economic conditions may adversely affect our operating results and financial condition.
Our business is sensitive to changes in general economic conditions, both inside and outside the United States. Slow growth in the economy or an economic downturn, particularly one affecting construction and building renovation, or that causes end-users to reduce or delay their purchases of lighting products, services, or retrofit activities, would have a material adverse effect on our business, cash flows, financial condition and results of operations. LED lighting retrofit projects, in particular, tend to require a significant capital commitment, which is offset by cost savings achieved over time. As such, a lack of available capital, whether due to economic factors or conditions in the equity or debt markets, could have the effect of reducing demand for our products. A decrease in demand could adversely affect our ability to meet our working capital requirements and growth objectives, or could otherwise adversely affect our business, financial condition, and results of operations.
Customers may be unable to obtain financing to make purchases from us.
Some of our customers require financing in order to purchase our products, and the initial investment is higher than that which is required with traditional lighting products. The potential inability of these customers to access the capital needed to finance purchases of our products and meet their payment obligations to us could adversely impact the appeal of our products relative to those with lower upfront costs and have a negative impact on our financial condition and results of operations. There can be no assurance that third-party finance companies will provide capital to our customers.
A significant portion of our business is dependent upon the existence of government funding, which may not be available into the future and could result in a reduction in sales and harm to our business.
Some of our customers are dependent on governmental funding, including U.S. and foreign allied navies and U.S. military bases. If any of these customers or potential customers abandon, curtail, or delay planned LED lighting retrofit projects as a result of the levels of funding available to them or changes in budget priorities, it would adversely affect our opportunities to generate product sales.
Our products could contain defects, or they may be installed or operated incorrectly, which could reduce sales of those products or result in claims against us.
Despite product testing, defects may be found in our existing or future products. This could result in, among other things, a delay in the recognition or loss of net sales, the write-down or destruction of existing inventory, insurance recoveries that fail to cover the full costs associated with product recalls or other claims, significant warranty, support, and repair costs, diversion of the attention of our engineering personnel from our product development efforts, and damage to our relationships with our customers. The occurrence of these problems could also result in reputational and brand damage or the delay or loss of market acceptance of our lighting products and would likely harm our business. In addition, our customers may specify quality, performance, and reliability standards that we must meet. If our products do not meet these standards, we may be required to replace or rework the products. In some cases, our products may contain undetected defects or flaws that only become evident after shipment. Even if our products meet standard specifications, our customers may attempt to use our products in applications for which they were not designed or in products that were not designed or manufactured properly, resulting in product failures and creating customer satisfaction issues.
Some of our products use line voltages (such as 120 or 240 volts AC), which involve enhanced risk of electrical shock, injury or death in the event of a short circuit or other malfunction. Defects, integration issues or other performance problems in our lighting products could result in personal injury or financial or other damages to end-users or could damage market acceptance of our products. Our customers and end-users could also seek damages from us for their losses. A product liability claim brought against us, even if unsuccessful, would likely be time consuming and costly to defend and the adverse publicity generated by such a claim against us or others in our industry could negatively impact our reputation.
We provide warranty periods generally ranging from one to ten years on our LED lighting products and one year for our UVCD products. Although we believe our reserves are appropriate, we are making projections about the future reliability of new products and technologies, and we may experience increased variability in warranty claims. Increased warranty claims could result in significant losses due to a rise in warranty expense and costs associated with customer support.
19

Our industry is characterized by vigorous protection and pursuit of intellectual property rights and positions, which may result in protracted and expensive litigation. We have engaged in litigation in the past and litigation may be necessary in the future to enforce our intellectual property rights or to determine the validity and scope of the proprietary rights of others. Litigation may also be necessary to defend against claims of infringement or invalidity by others. Additionally, we could be required to defend against individuals and groups who have been purchasing intellectual property assets for the sole purpose of making claims of infringement and attempting to extract settlements from companies like ours. Litigation could delay development or sales efforts and an adverse outcome in litigation, or any similar proceedings, could subject us to significant liabilities, require us to license disputed rights from others or require us to cease marketing or using certain products or technologies. We may not be able to obtain any licenses on acceptable terms, if at all, and may attempt to redesign those products that contain allegedly infringing intellectual property, which may not be possible. We also may have to indemnify certain customers if it is determined that we have infringed upon or misappropriated another party’s intellectual property. The costs of addressing any intellectual property litigation claim, including legal fees and expenses and the diversion of management resources, regardless of whether the claim is valid, could be significant and could materially harm our business, financial condition, and results of operations.
From time to time, we have been and may in the future be subject to claims or allegations that we infringe upon or have misappropriated the intellectual property of third parties. Defending against such claims is costly and intellectual property litigation often involves complex questions of fact and law, with unpredictable results. We may be forced to acquire rights to such third-party intellectual property on unfavorable terms (if rights are made available at all), pay damages, modify accused products to be non-infringing, or stop selling the applicable product altogether.
We may be subject to confidential information theft or misuse, which could harm our business and results of operations.
We face attempts by others to gain unauthorized access to our information technology systems on which we maintain proprietary and other confidential information. Our security measures may be breached as the result of industrial or other espionage actions of outside parties, employee error, malfeasance or otherwise, and as a result, an unauthorized party may obtain access to our systems. In addition, these same risks to our information technology systems also apply to the third-party service providers’ information technology systems utilized by the Company. Additionally, outside parties may attempt to access our confidential information through other means, for example by fraudulently inducing our employees to disclose confidential information. We actively seek to prevent, detect and investigate any unauthorized access, which occasionally occurs despite our best efforts. We might be unaware of any such access or unable to determine its magnitude and effects. The theft, corruption or unauthorized use or publication of our trade secrets and other confidential business information as a result of such an incident could adversely affect our competitive position and the value of our investment in research and development could be reduced. Our business could be subject to significant disruption, widespread negative publicity and a loss of customers, and we could suffer legal liabilities and monetary or other losses.
We have international operations and are subject to risks associated with operating in international markets.
We outsource the production of certain parts and components, as well as finished goods in certain product lines, to a small number of vendors in various locations outside of the United States, including Malaysia, Taiwan and China. Although we do not currently generate significant sales from customers outside the United States, we are targeting foreign allied navies as a potential opportunity to generate additional sales of our MMM products as well as a limited number of foreign geographic markets which we expect to expand over time.
International business operations are subject to inherent risks, including, among others: 
difficulty in enforcing agreements and collecting receivables through foreign legal systems;
unexpected changes in regulatory requirements, tariffs, and other trade barriers, restrictions or disruptions;
potentially adverse tax consequences;
localized impacts of epidemics, pandemics or other contagious outbreaks, such as the COVID-19 pandemic;
the burdens of compliance with the U.S. Foreign Corrupt Practices Act, similar anti-bribery laws in other countries, and a wide variety of other laws;
import and export license requirements and restrictions of the United States and each other country in which we operate;
exposure to different legal standards and reduced protection for intellectual property rights in some countries;
currency fluctuations and restrictions; and
political, social, and economic instability, including war and the threat of war, acts of terrorism, pandemics, boycotts, curtailment of trade, or other business restrictions. 
If we do not anticipate and effectively manage these risks, these factors may have a material adverse impact on our business operations.
20

Risks Associated with Legal and Regulatory Matters
We may be subject to legal claims against us or claims by us that could have a significant impact on our resulting financial performance.
At any given time, we may be subject to litigation or claims related to our products, intellectual property, suppliers, customers, employees, stockholders, distributors, sales representatives and sales of our assets, among other things, the disposition of which may have an adverse effect upon our business, financial condition, or results of operations. The outcome of litigation is difficult to assess or quantify. Lawsuits can result in the payment of substantial damages by defendants. If we are required to pay substantial damages and expenses as a result of these or other types of lawsuits, our business and results of operations would be adversely affected. Regardless of whether any claims against us are valid or whether we are liable, claims may be expensive to defend and may divert time and money away from our operations. Insurance may not be available at all or in sufficient amounts to cover any liabilities with respect to these or other matters. A judgment or other liability in excess of our insurance coverage for any claims could adversely affect our business and the results of our operations.
Our business may suffer if we fail to comply with government contracting laws and regulations.
We derive a significant portion of our revenues from direct and indirect sales to U.S., state, local and foreign governments and their respective agencies. Contracts with government customers are subject to various procurement laws and regulations, business prerequisites to qualify for such contracts, accounting procedures, intellectual property processes, and contract provisions relating to their formation, administration and performance, which may provide for various rights and remedies in favor of the governments that are not typically applicable to or found in commercial contracts. Failure to comply with these laws, regulations, or provisions in our government contracts could result in litigation, the imposition of various civil and criminal penalties, termination of contracts, forfeiture of profits, suspension of payments, or suspension from future government contracting. If our government contracts are terminated, if we are suspended from government work, or if our ability to compete for new contracts is adversely affected, our business could suffer due to, among other factors, lost sales, the costs of any government action or penalties, damages to our reputation and the inability to recover our investment in developing and marketing products for MMM use.
If we are unable to obtain and adequately protect our intellectual property rights or are subject to claims that our products infringe on the intellectual property rights of others, our ability to commercialize our products could be substantially limited.
We consider our technology and processes proprietary. If we are not able to adequately protect or enforce the proprietary aspects of our technology, competitors may utilize our proprietary technology. As a result, our business, financial condition, and results of operations could be adversely affected. We protect our technology through a combination of patent, copyright, trademark and trade secret laws, employee and third-party nondisclosure agreements, and similar means. Despite our efforts, other parties may attempt to disclose, obtain, or use our technologies. Our competitors may also be able to independently develop products that are substantially equivalent or superior to our products or slightly modify our products. In addition, the laws of some foreign countries do not protect our proprietary rights as fully as do the laws of the United States. As a result, we may not be able to protect our proprietary rights adequately in the United States or abroad. Furthermore, there can be no assurance that we will be issued patents for which we have applied or obtain additional patents, or that we will be able to obtain licenses to patents or other intellectual property rights of third parties that we may need to support our business in the future. The inability to obtain certain patents or rights to third-party patents and other intellectual property rights in the future could have a material adverse effect on our business.
The ability to use our net operating loss carryforwards and certain other tax attributes may be limited.
We have significant U.S. net operating loss and tax credit carryforwards (the “Tax Attributes”). Under federal tax laws, we can carry forward and use our Tax Attributes to reduce our future U.S. taxable income and tax liabilities until such Tax Attributes expire in accordance with the Internal Revenue Code of 1986, as amended (the “IRC”). Section 382 and Section 383 of the IRC provide an annual limitation on our ability to utilize our Tax Attributes, as well as certain built-in-losses, against future U.S. taxable income in the event of a change in ownership, as defined under the IRC. Share issuances in connection with our past financing transactions or other future changes in our stock ownership, which may be beyond our control, could result in changes in ownership for purposes of the IRC. Such changes in ownership could further limit our ability to use our Tax Attributes. Accordingly, any such occurrences could adversely affect our financial condition, operating results and cash flows.
21

The cost of compliance with environmental, health, safety, and other laws and regulations could adversely affect our results of operations or financial condition.
We are subject to a broad range of environmental, health, safety, and other laws and regulations. These laws and regulations impose increasingly stringent environmental, health, and safety protection standards and permit requirements regarding, among other things, air emissions, wastewater storage, treatment, and discharges, the use and handling of hazardous or toxic materials, waste disposal practices, the remediation of environmental contamination, and working conditions for our employees. Some environmental laws, such as the Comprehensive Environmental Response, Compensation and Liability Act of 1980, the Clean Water Act, and comparable laws in U.S. states and other jurisdictions world-wide, impose joint and several liability for the cost of environmental remediation, natural resource damages, third-party claims, and other expenses, without regard to the fault or the legality of the original conduct, on those persons who contributed to the release of a hazardous substance into the environment. We may also be affected by future laws or regulations, including those imposed in response to energy, climate change, geopolitical, or similar concerns. These laws may impact the sourcing of raw materials and the manufacture and distribution of our products and place restrictions and other requirements on the products that we can sell in certain geographical locations.
We may be exposed to certain regulatory and financial risks related to climate change.
Growing concerns about climate change may result in the imposition of additional regulations or restrictions to which we may
become subject. A number of governments or governmental bodies have introduced or are contemplating regulatory changes in
response to climate change. The outcome of new legislation or regulation in the U.S. and other jurisdictions in which we operate may result in new or additional requirements, fees or restrictions on certain activities. Compliance with these climate change initiatives may also result in additional costs to us, including, among other things, increased production costs, additional taxes, reduced emission allowances or additional restrictions on production or operations. Any adopted future climate change regulations could also negatively impact our ability to compete with companies situated in areas not subject to such limitations. We may not be able to recover the cost of compliance with new or more stringent laws and regulations, which could adversely affect our results of operations, cash flow or financial condition.

Our net sales might be adversely impacted if our lighting systems do not meet certain certification and compliance standards.
We are required to comply with certain legal requirements governing the materials in our products. Although we are not aware of any efforts to amend any existing legal requirements or implement new legal requirements in a manner with which we cannot comply, our net sales might be adversely affected if such an amendment or implementation were to occur.
Moreover, although not legally required to do so, we strive to obtain certification for substantially all our products. In the United States, we seek certification on substantially all of our products from UL®, ETL®, or DLC™. Where appropriate in jurisdictions outside the United States, we seek to obtain other similar national or regional certifications for our products. Although we believe that our broad knowledge and experience with electrical codes and safety standards have facilitated certification approvals, we cannot ensure that we will be able to obtain any such certifications for our new products or that, if certification standards are amended, we will be able to maintain such certifications for our existing products. Moreover, although we are not aware of any effort to amend any existing certification standard or implement a new certification standard in a manner that would render us unable to maintain certification for our existing products or obtain ratification for new products, our net sales might be adversely affected if such an amendment or implementation were to occur.
If we experience a material weakness in our internal control over financial reporting in the future or fail to otherwise maintain effective financial reporting systems and processes, we may be unable to accurately and timely report our financial results or comply with the requirements of being a public company, which could cause the price of our common stock to decline and harm our business.
As a public company reporting to the SEC, we are subject to the reporting requirements of the Exchange Act and the Sarbanes-Oxley Act of 2002, including Section 404(a) that requires that we annually evaluate and report on our systems of internal controls.
We cannot be certain that we will not in the future have material weaknesses in our internal control over financial reporting, or that we will successfully remediate any that we find. In addition, the processes and systems of internal controls we have developed to date may not be adequate. Accordingly, there could be a reasonable possibility that material weaknesses could result in a misstatement of our accounts or disclosures that would result in a material misstatement of our financial statements that would not be prevented or detected on a timely basis, or cause us to fail to meet our obligations to file periodic financial reports on a timely basis. Any of these failures could result in adverse consequences that could materially and adversely affect our business, including an adverse impact on the market price of our common stock, potential action by the SEC against us,
22

possible defaults under our debt agreements, shareholder lawsuits, delisting of our stock, general damage to our reputation and the diversion of significant management and financial resources.
We rely heavily on information technology in our operations and any material failure, weakness, interruption or breach of security could prevent us from effectively operating our business, which could have a material adverse effect on our business, financial condition, and results of operations.
We rely heavily on our information technology systems, including our enterprise resource planning (“ERP”) and customer relationship management (“CRM”) software, across our operations and corporate functions, including for management of our supply chain, payment of obligations, data warehousing to support analytics, finance systems, accounting systems, and other various processes and procedures, some of which are handled by third parties, as well as lead generation, customer tracking, customer sourcing, etc. We also rely heavily on remote communication tools such as Microsoft Teams and Zoom to accommodate remote work environment and external meetings.
Our ability to efficiently and effectively manage our business depends significantly on the reliability and capacity of these systems. Our business and results of operations may be adversely affected if we experience system usage problems. The failure of these systems to operate effectively, maintenance problems, system conversions, back-up failures, problems or lack of resources for upgrading or transitioning to new platforms or damage or interruption from circumstances beyond our control, including, without limitation, fire, natural disasters, power outages, systems failure, security breaches, cyber-attacks, viruses or human error could result in, among other things, transaction errors, processing inefficiencies, loss of data, inability to generate timely SEC reports, loss of sales and customers and reduced efficiency in our operations. Additionally, we and our customers could suffer financial and reputational harm if customer or Company proprietary information is compromised by such events. Remediation of such problems could result in significant unplanned capital investments and any damage or interruption could have a material adverse effect on our business, financial condition, and results of operations.
Risks Associated with an Investment in Our Common Stock
As a “thinly-traded” stock with a relatively small public float, the market price of our common stock is highly volatile and may decline regardless of our operating performance.
Our common stock is “thinly-traded” and we have a relatively small public float, which increases volatility in the share price and makes it difficult for investors to buy or sell shares in the public market without materially affecting our share price. Since the beginning of 2021, our market price has ranged from a low of $1.14 to a high of $9.64 and continues to experience significant volatility. Broad market and industry factors also may adversely affect the market price of our common stock, regardless of our actual operating performance. Factors that could cause wide fluctuations in our stock price may include, among other things:
actual or anticipated variations in our financial condition and operating results;
general economic conditions and trends;
addition or loss of significant customers and the timing of significant customer purchases;
our ability to effectively implement our growth plans, including new products, and the significance and timing of associated expenses;
unanticipated impairments and other changes that reduce our earnings;
overall conditions or trends in our industry;
the entry or exit of new competitors into our target markets;
any litigation or legal claims;
the terms and amount of any additional financing that we may obtain, if any;
unfavorable publicity;
additions or departures of key personnel;
geopolitical changes, global health concerns and macroeconomic changes;
changes in the estimates of our operating results or changes in recommendations by any securities or industry analysts that elect to follow our common stock;
market expectations following periods of rapid growth;
the potential impact of increased volatility due to elevated trading on the price of our stock;
industry-wide news events that may affect market perceptions of the value of our stock; and
sales of our common stock by us or our stockholders, including sales by our directors and officers.
Because our common stock is thinly-traded, investors seeking to buy or sell a certain quantity of our shares in the public market may be unable to do so within one or more trading days and it may be difficult for stockholders to sell all of their shares in the market at any given time at prevailing prices. Any attempts to buy or sell a significant quantity of our shares could materially affect our share price. In addition, because our common stock is thinly-traded and we have a relatively small public float, the
23

market price of our shares may be disproportionately affected by any news, commentary or rumors regarding us or our industry, regardless of the source or veracity, which could also result in increased volatility.
In addition, in the past, following periods of volatility in the market price of a company’s securities, securities litigation has often been instituted against these companies. Volatility in the market price of our shares could also increase the likelihood of regulatory scrutiny. Securities litigation, if instituted against us, or any regulatory inquiries or actions that we face could result in substantial costs, diversion of our management’s attention and resources and unfavorable publicity, regardless of the merits of any claims made against us or the ultimate outcome of any such litigation or action.
We could issue additional shares of common stock or preferred stock without stockholder approval, or new securities with terms or rights superior to those of our existing stockholders, which may adversely affect the market price of our common stock.
We expect to require additional financing to fund future operations, including our research, development, sales and marketing activities. We are authorized to issue 50,000,000 shares of common stock of which 6,453,777 shares were issued and outstanding as of March 14, 2022, and 5,000,000 shares of preferred stock, of which 876,447 were issued and outstanding as of March 14, 2022. Our Board of Directors has the authority, without action or vote of our stockholders, to issue authorized but unissued shares of common and preferred stock subject to Nasdaq’s rules. Additionally, if we raise additional funds by issuing equity securities, the percentage ownership of our current stockholders will be reduced, and, if the equity securities issued are preferred shares, the holders of the new preferred shares may have rights superior to those of our existing stockholders, which could adversely affect rights of our existing stockholders and the market price of our common stock. In addition, in order to raise additional capital or acquire businesses in the future, we may need to issue securities that are convertible or exchangeable for shares of our common or preferred stock. If we raise additional funds by issuing debt securities, the holders of those debt securities would have some rights senior to those of our existing stockholders, and the terms of these debt securities could impose restrictions on operations and create a significant interest expense for us which could have a materially adverse effect on our business. Any such issuances could be made at a price that reflects a discount to the then-current trading price of our common stock. These issuances could be dilutive to our existing stockholders and cause the market price of our common stock to decline.
The exercise of outstanding warrants to purchase our common stock or the conversion of shares of our Series A Convertible Preferred Stock into shares of common stock may dilute the ownership interest of our common stockholders.
In connection with past financing activity, we have issued convertible preferred stock and warrants to purchase our common stock. The exercise of some or all of the outstanding warrants to purchase our common stock or the conversion of some or all of the outstanding Series A Convertible Preferred Stock may dilute the ownership interests of our stockholders. Any sales of our common stock issuable upon the exercise of the warrants or conversion of the Series A Preferred Stock could adversely affect prevailing market prices of our common stock. In addition, the anticipated exercise of the warrants or conversion of the Series A Convertible Preferred Stock could depress the price of our common stock.
Our failure to comply with the continued listing requirements of Nasdaq could adversely affect the price of our common stock and its liquidity.
Our common stock is currently listed on the Nasdaq Capital Market. We must comply with Nasdaq’s continued listing requirements related to, among other things, stockholders’ equity, market value, minimum bid price, and corporate governance in order to remain so listed. There can be no assurances that we will be able to comply with the applicable listing requirements.
We have in the past received notices from Nasdaq advising us that we were not in compliance with the continued listing requirements, although, in each case, we were able to subsequently regain compliance. In January 2019, we received a letter from the Nasdaq Listing Qualifications Staff (the “Staff”) notifying us that, for the prior 30 consecutive trading days, the closing bid price for our common stock was below the minimum $1.00 per share required pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), our common stock traded above $1.00 for the required number of days within the 180-calendar day period immediately following our receipt of the notice to regain compliance with the Bid Price Rule.
On May 15, 2019, we received a letter from the Staff notifying us that our common stock had again fallen out of compliance with the Bid Price Rule. On October 15, 2019, the Company formally requested a 180-day extension beginning November 12, 2019 to regain compliance. On April 16, 2020, Nasdaq announced that, in response to the COVID-19 pandemic and related extraordinary market conditions, it had provided temporary relief through June 30, 2020 from compliance with, among other rules, the Bid Price Rule. As a result, we had until July 24, 2020 to regain compliance with the Bid Price Rule, which we accomplished by effecting a 1-for-5 reverse stock split on June 11, 2020, increasing the per share trading price of our common stock. Our common stock began trading on Nasdaq on a split-adjusted basis at the opening of trading on June 12, 2020.
24

On August 17, 2020, we received a letter from the Staff notifying us that we were no longer in compliance with Nasdaq Listing Rule 5550(b)(1), which requires listed companies to maintain stockholders’ equity of at least $2,500,000 if they do not meet the alternative compliance standards relating to the market value of listed securities or net income from continuing operations (the “Minimum Stockholders’ Equity Rule”). Our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020, reflected that our stockholders’ equity as of June 30, 2020 was $1,714,000. Based on our timely submission of our plan to regain compliance, Nasdaq granted us an extension through February 15, 2021 to regain compliance with the Minimum Stockholders’ Equity Rule. In accordance with one part of the plan submitted to the Staff, we successfully modified our outstanding warrants and in December 2020, we reclassified $1.4 million from warrant liability into equity. At December 31, 2020, our stockholders’ equity was $4,255,000. On January 20, 2021,we received a letter from the Staff notifying us that, on a conditional basis, Nasdaq has determined that we have regained compliance with the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market. At December 31, 2021, our stockholders’ equity was $6,209,000.
On December 21, 2021, we received a letter from the Staff notifying the Company that, as a result of the resignation of a director, as previously disclosed, from the Board of Directors and the Audit and Finance Committee, we are not in compliance with Nasdaq Listing Rule 5605, which requires that our Audit and Finance Committee be comprised of at least three directors, all of whom are independent pursuant to the rules of Nasdaq and applicable law. The notification letter had no immediate effect on the Company’s listing on the Nasdaq Capital Market. The letter further provided that, pursuant to Nasdaq Listing Rule 5605(c)(4), we are entitled to a cure period to regain compliance with Nasdaq Listing Rule 5605, which cure period will expire on the earlier of the date of our next annual shareholders’ meeting and November 11, 2022, or, if the next annual shareholders’ meeting is held before May 10, 2022, then the cure period will expire on May 10, 2022. The Board of Directors has commenced a search for a new independent director, who would be expected to serve on our Audit and Finance Committee, or the Board of Directors will otherwise appoint a current independent director to fill the vacancy on the committee. On February 24, 2022, the Company announced the appointment of two additional independent directors, one of which, was appointed to fill the vacancy on the Audit and Finance Committee, bringing us into compliance with Nasdaq Listing Rule 5605.
If we do not remain compliant with Nasdaq’s continued listing requirements, then we could be delisted from The Nasdaq Capital Market. If we were delisted, it would likely have a negative impact on the price of our common stock and our liquidity. If we are delisted from The Nasdaq Capital Market and we are not able to list our common stock on another exchange, our common stock could be quoted on the OTC Bulletin Board or in the “pink sheets.” As a result, we could face significant adverse consequences including, among others:
a limited availability of market quotations for our securities;
a determination that our common stock is a “penny stock,” which would require broker-dealers trading in our common stock to adhere to more stringent rules and possibly result in a reduced level of trading activity in the secondary trading market for our securities;
a limited amount of news and little or no analyst coverage of the Company;
we would no longer qualify for exemptions from state securities registration requirements, which may require us to comply with applicable state securities laws; and
a decreased ability to issue additional securities (including pursuant to short-form registration statements on Form S-3) or obtain additional financing in the future.
As a result of these factors, the value of our common stock could decline significantly.
We have never paid dividends on our common stock, and we do not anticipate paying any cash dividends in the foreseeable future.
We have never declared or paid dividends on our common stock, nor do we anticipate paying any cash dividends for the foreseeable future. We currently intend to retain future earnings, if any, to finance the operations and expansion of our business. Any future determination to pay cash dividends will be at the discretion of our Board of Directors and will be dependent upon our earnings, financial condition, operating results, capital requirements, a capital structure strategy and other factors as deemed necessary by our Board of Directors.
25

The elimination of monetary liability against our directors under Delaware law and the existence of indemnification rights held by our directors and officers may result in substantial expenditures by the Company and may discourage lawsuits against our directors and officers.
Our Certificate of Incorporation eliminates the personal liability of our directors to the Company and our stockholders for damages for breach of fiduciary duty as a director to the extent permissible under Delaware law. Further, our Bylaws provide that we are obligated to indemnify any of our directors or officers to the fullest extent authorized by Delaware law and, subject to certain conditions, advance the expenses incurred by any director or officer in defending any action, suit or proceeding prior to its final disposition. Those indemnification obligations could result in the Company incurring substantial expenditures to cover the cost of settlement or damage awards against our directors or officers, which we may be unable to recoup. These provisions and resultant costs may also discourage us from bringing a lawsuit against any of our current or former directors or officers for breaches of their fiduciary duties, and may similarly discourage the filing of derivative litigation by our stockholders against our directors and officers even though such actions, if successful, might otherwise benefit us or our stockholders.
ITEM 1B. UNRESOLVED STAFF COMMENTS
None.
ITEM 2. PROPERTIES 
Our principal executive offices and our manufacturing facility are located in an approximately 117,000 square foot facility in Solon, Ohio, under a lease agreement expiring on June 30, 2022. We believe this facility is adequate to support our current operations. The Company expects to enter into a new lease upon expiration that we believe will be adequate for our anticipated operations.
ITEM 3. LEGAL PROCEEDINGS 
From time to time, we may be involved in legal proceedings arising from the normal course of business. See Note 15, “Legal Matters,” to our financial statements for the year ended December 31, 2021 included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report.
ITEM 4. MINE SAFETY DISCLOSURES 
Not applicable.
26

PART II
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
Market Information 
Our common stock trades on The Nasdaq Capital Market under the symbol “EFOI.” 
Stockholders
There were approximately 59 holders of record of our common stock as of March 14, 2022, however, a large number of our stockholders hold their stock in “street name” in brokerage accounts. Therefore, they do not appear on the stockholder list maintained by our transfer agent.
Dividends
We have not declared or paid any cash dividends, and do not anticipate paying cash dividends in the near future.
ITEM 6. [RESERVED]
27

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our Consolidated Financial Statements (“financial statements”) and related notes thereto, included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report.
Overview
Energy Focus, Inc. engages primarily in the design, development, manufacturing, marketing and sale of energy-efficient lighting systems and controls and ultraviolet-C light disinfection (“UVCD”) products. We develop, market and sell high quality light-emitting diode (“LED”) lighting and controls products and UVCD products in the commercial market and military maritime market (“MMM”), and began to expand our offerings into the consumer market in the fourth quarter of 2021. Our mission is to enable our customers to run their facilities, offices and homes with greater energy efficiency, productivity, and human health and wellness through advanced LED retrofit and UVCD solutions. Our goal is to be the LED and human-centric lighting (“HCL”) technology and market leader for the most demanding applications where performance, quality, value, environmental impact and health are considered paramount. We specialize in LED lighting retrofit by replacing fluorescent, high-intensity discharge lighting and other types of lamps in institutional buildings for primarily indoor lighting applications with our innovative, high-quality commercial and military-grade tubular LED (“TLED”) products, as well as other LED and lighting control products for commercial and consumer applications. In late 2020, we announced the launch of our UVCD product portfolio. With initial development complete and two products now brought to market, we anticipate the development of additional UVCD products in 2022.
The LED lighting industry has changed dramatically over the past several years due to increasing competition and price erosion. We have been experiencing these industry forces in both our military business since 2016 and in our commercial segment, where we once commanded significant price premiums for our flicker-free TLEDs with primarily 10-year warranties. In more recent years, we have focused on redesigning our products for lower costs and consolidating our supply chain for stronger purchasing power where appropriate in order to price our products more competitively. Despite these efforts, our legacy products continue to face aggressive pricing competition and a convergence of product functionality in the marketplace. These trends are not unique to Energy Focus as evidenced by the increasing number of industry peers facing challenges, exiting LED lighting, selling assets and even going out of business.
In addition to continuously pursuing scheduled cost reductions, our strategy to combat these trends is to innovate both our technology and product offerings with differentiated products and solutions that offer greater, distinct value. Specific examples of these products we have developed include the RedCap®, our emergency backup battery integrated TLED, EnFocus™, our new dimmable/color-tunable lighting and powerline control platform that we launched in 2020, and the second generation of EnFocus™ powerline control switches and circadian lighting system for both commercial and residential markets, which we plan to launch in 2022. During 2022, we also plan to expand and enhance the performance of our RedCap® product line. We believe our revamped go-to-market strategy that focuses more on direct-sales marketing, selectively expanding our channel partner network that covers territories across the country, and listens to the voice of the customer, has led to better and more impactful product development efforts that we believe will eventually translate into larger addressable markets and greater sales growth for us.
The Energy Focus UVCD solutions aim to provide impactful and affordable disinfection products for businesses and homes to effectively reduce infection risks and improve indoor air quality. In addition to being ozone-free, the products are designed to guard against the risks of direct human exposure to UV-C rays. The nUVoTM products include enclosed, self-contained UV-C disinfection units that continuously inactivate viruses while reducing overall pathogen levels in the air, including bacteria and mold. We believe Energy Focus UVCD solutions are capable of providing affordable continuous disinfection with high effectiveness and safety. We believe that the UVCD products will open up a new, emerging and sizable market for us and expand our sales and growth potential.
Prior to 2019, the Company experienced significant sales declines, operating losses and increases in its inventory. Beginning in 2019, significant restructuring efforts were undertaken. The Company replaced the entire senior management team, significantly reduced non-critical expenses, minimized the amount of inventory the Company was purchasing, dramatically changed the composition of our board of directors (“Board of Directors”) and the executive team, and recruited new departmental leaders across the Company. The cost savings efforts undertaken included phased actions to reduce costs to minimize cash usage. Initial actions included the elimination of certain positions, restructuring of the sales organization and incentive plan, flattening of the senior management team, additional operational streamlining, management compensation reductions, and outsourcing of certain functions including certain elements of supply chain and marketing.
28

During 2020 and 2021, we continued to see the cost-savings benefits from these relaunch efforts, in addition to a number of strategic sourcing projects completed during 2020 and 2021. In February 2022, we also added two experienced executives to our Board of Directors with extensive lighting and consumer products industry experience. It is our belief that the continued momentum of the efforts undertaken in 2020 and into 2021, along with the development and launch of new and innovative products as well as an expanded sales team and distribution network, will over time result in improved sales and bottom-line performance for the Company.
We launched our patented EnFocus™ platform during the second quarter of 2020 and, despite the ongoing, significant delay and slowdown in our customers’ lighting projects following the impacts of the COVID-19 pandemic, we continue to receive positive feedback from the market. The EnFocus™ platform offers two immediately available product lines: EnFocus™ DM, which provides a dimmable lighting solution, and EnFocus™ DCT, which provides both a dimmable and color tunable lighting solution. EnFocus™ enables buildings to have dimmable, color tunable and circadian-ready lighting using existing wiring, without requiring laying additional data cables or any wireless communication systems, through a relatively simple upgrade with EnFocus™ switches and LED lamps, a far more secure, affordable and environmentally sustainable solution compared with replacing entire lighting fixtures and incorporating additional wired or wireless communication.
In addition, in response to the COVID-19 pandemic and an anticipated increase in sanitation and hygiene demand for buildings, facilities and homes, we developed advanced UVCD air disinfection products for both consumer as well as the commercial and industrial markets. Two of these UVCD products were available beginning in the fourth quarter of 2021: the nUVo™ Tower air disinfector, a portable air disinfection device for offices and homes, and the nUVo™ Traveler air disinfector, a portable air disinfection device for in-vehicle and other smaller locations. Additional nUVo™ product development is planned for 2022 as we expect to refocus our ongoing UVCD development efforts on the consumer and commercial space.
During 2021, our MMM business continued to face challenges resulting from the delayed availability of government funding and the timing of U.S. Navy awards, with several anticipated projects facing repeated and ongoing delays. We continue to pursue opportunities from the U.S. Navy and the government sector to minimize such volatility. Previously in our MMM business, significant efforts undertaken to reduce costs in our product offerings have positioned us to be more competitive along with improved production efficiencies. Such efforts allowed us to continue to win bids and proposals that helped grow our MMM sales throughout 2020, offsetting some of the weakness being experienced in our commercial business that year. In addition, during the fourth quarter of 2020, we became an approved supplier for the General Services Administration (“GSA”) and many of our products are now listed in the GSA website for all federal and military agencies to view and order our products, a channel we hope to further develop. While we continue to aggressively seek to increase sales of our commercial products, the MMM business offers us continued sales opportunities, in addition to validating our product quality and strengthening our brand trust in the marketplace. However, due to product mix impacts resulting from the continued impact of the COVID-19 pandemic on commercial sales, our current financial results are in part driven by, and reflect volatility in, our MMM sales.
Meanwhile, we continue to seek additional external funding alternatives and sources to support our growth strategies, plans and initiatives. We plan to achieve profitability through developing and launching new, innovative products such as EnFocusTM and our UVCD products and further leveraging our unique and proprietary technology such as RedCap®, as well as executing on our multi-channel sales strategy that targets key verticals, such as government, healthcare, education and commercial and industrial, complemented by our marketing outreach campaigns and expanding channel partnerships. We also plan to continue to develop advanced lighting and lighting control applications built upon the EnFocusTM platform that aim to serve both consumer and commercial markets. In addition, we intend to continue to apply rigorous financial discipline in our organizational structure, business processes and policies, strategic sourcing activities and supply chain practices to help accelerate our path towards profitability.
Despite continuing progress throughout 2021, the Company’s results reflect the challenges due to long and unpredictable sales cycles, unexpected delays in MMM and commercial customer retrofit budgets and project starts, and unexpected supply chain issues, all exacerbated by the COVID-19 pandemic since early 2020. There has also been continuing aggressive price competition in the lighting industry. We continued to incur losses and we have a substantial accumulated deficit, which continues to raise substantial doubt about our ability to continue as a going concern at December 31, 2021.
The COVID-19 pandemic in particular has, and may continue to have, a significant economic and business impact on our company. Throughout 2021, following a slowdown in 2020, we have seen a continuing weakness in commercial sales as customers in the healthcare, education, and commercial and industrial sectors delayed order placements in reaction to the impacts of the COVID-19 pandemic that caused our customers to suspend or postpone lighting retrofit projects due to budget
29

and occupancy uncertainties. Global supply chain and logistics challenges have further exacerbated slowdowns in customer projects, as well as impacted our inventory strategies to respond to customer and supplier timelines.
We continue to monitor the impact of the COVID-19 pandemic on our customers, suppliers and logistics providers, and to evaluate governmental actions being taken to curtail and respond to the spread of the virus. Global supply chain and logistics constraints are impacting our inventory purchasing strategy, leading to a buildup of inventory and components in an effort to manage both shortages of available components and longer lead times in obtaining components. Disruptions in global logistics networks are also impacting our lead times and ability to efficiently and cost-effectively transport products from our third-party suppliers to our facility. The significance and duration of the ongoing impact on us is still uncertain. Material adverse effects of the COVID-19 pandemic on market drivers, our customers, suppliers or logistics providers could significantly impact our operating results. We also plan to continue to actively follow, assess and analyze the ongoing impact of the COVID-19 pandemic and stand ready to adjust our organizational structure, strategies, plans and processes to respond.
Because the situation continues to evolve, we cannot reasonably estimate the ultimate impact to our business, results of operations, cash flows and financial position that the COVID-19 pandemic may have. Continuation of the COVID-19 pandemic and government actions in response thereto could cause further disruptions to our operations and the operations of our customers, suppliers and logistics partners and could significantly adversely affect our near-term and long-term revenues, earnings, liquidity and cash flows. We will remain agile as an organization to respond to potential or continuing weakness in the macroeconomic environment and in the meantime expand sales channels and enter new markets such as the UVCD and consumer markets, that we believe will provide additional growth opportunities.
Results of operations 
The following table sets forth the percentage of net sales represented by certain items reflected on our Consolidated Statements of Operations for the following periods:
 20212020
Net sales100.0 %100.0 %
Cost of sales82.8 69.2 
Gross profit17.2 30.8 
Operating expenses:  
Product development19.2 8.4 
Selling, general, and administrative86.5 46.9 
Restructuring(0.2)(0.4)
Total operating expenses105.5 54.9 
Loss from Operations(88.3)(24.1)
Other expenses:  
Interest expense8.0 2.9 
Gain on forgiveness of PPP loan(8.1)— 
Loss on extinguishment of debt— 1.6 
Other income - employee retention tax credit(8.9)— 
Loss from change in fair value of warrants— 6.5 
Other expenses, net0.7 0.4 
Net loss before income taxes(80.0)(35.5)
Benefit from income taxes— — 
Net loss(80.0)%(35.5)%
30

Net sales
A further breakdown of our net sales by product line is as follows (in thousands):
 20212020
Commercial products$4,682 $5,404 
MMM products5,183 11,424 
Total net sales$9,865 $16,828 
Our net sales of $9.9 million in 2021 decreased 41.4% compared to 2020, mainly driven by a decrease of 54.6% in MMM sales. The decrease in net MMM product sales in 2021 as compared to 2020 was mainly due to the limited availability of government funding and the delayed timing of expected orders. MMM sales were also higher in 2020 primarily due to delays in government purchasing during 2019 that were pushed into 2020. Additionally, in March 2020, we won a contract worth about $3.5 million, and throughout 2020, our sales from our in-house sales and inside sales accounts grew significantly. Net sales of our commercial products decreased 13.4% in 2021 as compared to 2020, reflecting continuing fluctuations in the timing, pace, and size of commercial projects, including continuing impacts of the COVID-19 pandemic.
International sales 
We do not generate significant sales from customers outside the United States. International net sales accounted for approximately 2% of net sales in 2021 and 1% of net sales in 2020. Changes in currency exchange rates did not have an impact on net sales in 2021 or 2020, as our sales, including international sales, are denominated in U.S. dollars.
Gross profit
Gross profit was $1.7 million, or 17.2% of net sales, for 2021, compared with gross profit of $5.2 million, or 30.8% of net sales for 2020. The year-over-year decrease in gross margin was driven primarily by lower sales, resulting in an overhang in fixed costs against the lower sales volume of $1.0 million, or 10.1% of net sales, and unfavorable inventory and warranty reserve adjustments of $0.3 million, or 2.9% of net sales. Gross margin for 2021 included a favorable impact from product mix, and favorable price and usage variances for material and labor of $0.8 million, or 8.3% of net sales.
Operating expenses 
Product development 
Product development expenses include salaries, including stock-based compensation and related benefits, contractor and consulting fees, certain legal fees, supplies and materials, as well as overhead items, such as depreciation and facilities costs. Product development costs are expensed as they are incurred. Cost recovery represents the combination of revenues and credits from government contracts.
Total gross and net product development spending, including credits from government contracts, is shown in the following table (in thousands):
 For the year ended December 31,
 20212020
Total gross product development expenses$1,891 $1,415 
Gross product development expenses were $1.9 million in 2021, an increase of 33.6%, compared to $1.4 million in 2020. The increase primarily resulted from increased product development and testing costs, as well as salaries and related benefit (including stock compensation) costs of $0.3 million and $0.1 million, respectively, associated with the development and launch of our UVCD products.
31

Selling, general, and administrative
Selling, general, and administrative expenses were $8.5 million, or 86.5% of net sales, in 2021, compared to $7.9 million, or 46.9% of net sales, in 2020. Of the year-over-year $0.6 million increase, approximately $0.8 million is attributable to increased headcount and salaries, including stock-based compensation and related benefits, $0.2 million is related to an increase in trade show and other marketing costs, $0.1 million is related to increased sales commissions, $0.1 million is related to increased travel and related expenses, $0.1 million is related to an increase in network and other software costs and $0.1 million is related to an increase in dues and subscriptions. These increases were offset by savings of $0.6 million in legal and professional fees and $0.2 million in recruiting and relocation fees.
Restructuring
During 2021 and 2020, we recorded restructuring credits of approximately $21 thousand and $60 thousand, respectively, related to the cost and offsetting sub-lease income for the remaining lease obligation for our former New York, New York and Arlington, Virginia offices. The lease on our Arlington, Virginia office ended in September of 2019 and the lease on our New York, New York office expired in June of 2021.
Please refer to Note 3, “Restructuring,” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report for further information.
Other expenses
Interest expense
We incurred $792 thousand in interest expense in 2021, primarily related to the interest on borrowings and non-cash amortization of fees related to our revolving lines of credit with Crossroads Financial Group, LLC (the “Inventory Facility”) and Factors Southwest L.L.C. (d/b/a FSW Funding) (the “Receivables Facility” and, together with the Inventory Facility, the “Credit Facilities”), interest on borrowings and non-cash amortization of fees associated with the increase in the borrowing capacity on the Inventory Facility, and interest on the promissory note in the principal amount of $1.7 million (the “Streeterville Note”) the Company sold and issued to Streeterville Capital, LLC (“Streeterville”) pursuant to a note purchase agreement with Streeterville.
In 2020, we incurred $481 thousand in interest expense primarily related to interest on borrowings and non-cash amortization of fees related to our former revolving line of credit with Austin Financial Services, Inc. (the “Austin Facility”), the promissory note in the principal amount of $1.3 million (the “Iliad Note”) the Company sold and issued to Iliad Research and Trading, L.P. (“Iliad”), pursuant to a note purchase agreement (the “Iliad Note Purchase Agreement”) with Iliad, and the interest on borrowings and non-cash amortization of fees related to the Credit Facilities.
Gain on forgiveness of PPP loan
Forgiveness income of $801 thousand related to the Paycheck Protection Program (“PPP”) loan taken out during 2020 and forgiven in 2021 was recognized during the first quarter 2021.
Loss on extinguishment of debt
A loss of $276 thousand on the extinguishment of debt was recognized during the year ended December 31, 2020, consisting of a $100 thousand termination fee and the write-off of the remaining related debt acquisition costs of $59 thousand from the Austin Facility as well as the write-off of the remaining debt acquisition costs of $117 thousand relating to the Iliad Note.
Employee Retention Tax Credit
During the year ended December 31, 2021, we recognized other income of $876 thousand related to eligible Employee Retention Tax Credit (“ERTC”) expenses incurred during the second and third quarters of 2021 for which we became eligible.
32

Loss from change in fair value of warrants
A loss of $1.1 million was recognized during the year ended December 31, 2020 for the market value change in our warrant liabilities related to a private issuance of warrants to certain institutional investors to purchase up to 688,360 shares of our common stock with an exercise price of $3.37 per share and a private issuance of warrants to the placement agents to purchase up to 48,185 shares of our common stock with an exercise price of $4.99 per share, both at a purchase price of $0.625 per warrant (collectively, the “January 2020 Warrants”), which were completed concurrently with a registered direct offering for the sale of 688,360 shares of our common stock to the same institutional investors, at a purchase price of $3.37 per share, in January 2020 (such concurrent registered direct offering and private issuance, together, the “January 2020 Equity Offering”). The loss recognized was a result of the revaluation of the warrant liability using the market price of the Company’s common stock at December 22, 2020, versus the market price of the Company’s common stock at the time of initial issuance of the January 2020 Warrants (January 13, 2020). The terms of the January 2020 Warrants were amended in December 2020 such that they were reclassified as equity, and no liability with respect to such January 2020 Warrants exists at either December 31, 2021 or 2020. As such, there is no related gain or loss recorded for the twelve months ended December 31, 2021.
Other expenses, net
We recognized other expenses, net, of $65 thousand in 2021, compared to other expenses, net, of $73 thousand in 2020. Other expenses, net, in 2021 and 2020 primarily consisted of bank and collateral management fees.
Income taxes 
For the years ended December 31, 2021 and 2020, our effective tax rate was 0.0% and 0.1%, respectively.
In 2021, our effective tax rate was lower than the statutory rate due to an increase in the valuation allowance as a result of the $9.6 million additional federal net operating loss we recognized for the year. In 2020, our effective tax rate was lower than the statutory rate due to an increase in the valuation allowance as a result of the $7.1 million additional federal net operating loss we recognized for the year.
Deferred income tax assets are reduced by a valuation allowance when it is more likely than not that some portion of the deferred income tax assets will not be realized. In considering the need for a valuation allowance, we assess all evidence, both positive and negative, available to determine whether all or some portion of the deferred tax assets will not be realized. Such evidence includes, but is not limited to, recent earnings history, projections of future income or loss, reversal patterns of existing taxable and deductible temporary differences, and tax planning strategies. We have recorded a full valuation allowance against our deferred tax assets at December 31, 2021 and 2020, respectively. We had no net deferred liabilities at December 31, 2021 or 2020. We will continue to evaluate the need for a valuation allowance on a quarterly basis.
At December 31, 2021, we had net operating loss carry-forwards of approximately $125.4 million for federal income tax purposes ($77.2 million for state and local income tax purposes). However, due to changes in our capital structure, approximately $71.0 million of the $125.4 million is available after the application of IRC Section 382 limitations. As a result of the Tax Cuts and Jobs Act of 2017 (the “Tax Act”), net operating loss carry-forwards generated in tax years beginning after December 31, 2017 can only offset 80% of taxable income. These net operating loss carry-forwards can no longer be carried back, but they can be carried forward indefinitely. The $9.6 million and $7.1 million in federal net operating losses generated in December 31, 2021 and 2020, respectively, will be subject to the new limitations under the Tax Act. If not utilized, the carry-forwards generated prior to December 31, 2017 of $37.5 million will begin to expire in 2023 for federal purposes and have begun to expire for state and local purposes. Please refer to Note 11, “Income Taxes,” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report for further information.
Net loss
Net loss was $7.9 million for 2021, inclusive of a non-cash, pre-tax gain of $0.8 million from the forgiveness of the Company’s PPP loan and $0.9 million in other income recorded relating to the ERTC ($431 thousand of which was received during the fourth quarter of 2021). This compares with a net loss of $6.0 million for 2020, which included a non-cash, pre-tax loss of $1.1 million resulting from the revaluation of the warrant liability throughout 2020.
33

Liquidity and capital resources
General
We generated a net loss of $7.9 million in 2021, compared to net loss of $6.0 million in 2020. We have incurred substantial losses in the past, and as of December 31, 2021, we had an accumulated deficit of $138.7 million.
In order for us to operate our business profitably, we need to grow our sales, maintain cost control discipline while balancing development of our new products required for long-term competitiveness and revenue growth, continue our efforts to reduce product cost, and drive further operating efficiencies. There is a risk that our strategy to return to profitability may not be successful. We will likely require additional financing in the next twelve months to achieve our strategic plan and, if our operations do not achieve, or we experience an unanticipated delay in achieving, our intended level and pace of profitability, we will continue to need additional funding thereafter, none of which may be available on favorable terms or at all and could require us to discontinue or curtail our operations.
Considering both quantitative and qualitative information, we continue to believe that the combination of our plan to continue to ensure appropriate levels of the availability of external financing, current financial position, liquid resources, obligations due or anticipated within the next year, and implementation of our product development and sales channel strategy, if adequately executed, will provide us with an ability to finance our operations through 2022 and will mitigate the substantial doubt about our ability to continue as a going concern.
Credit Facilities
On August 11, 2020, we entered into the Credit Facilities. The Credit Facilities consist of the Inventory Facility, a two-year inventory financing facility for up to $3.0 million, which amount was subsequently increased to $3.5 million, and the Receivables Facility, a two-year receivables financing facility for up to $2.5 million. These facilities replaced our previous credit facility, the Austin Facility. As of December 31, 2021, our cash was approximately $2.7 million and our total outstanding balance was approximately $2.2 million under the Credit Facilities. As of December 31, 2021, our additional availability under the Credit Facilities was $1.7 million.
December 2021 Private Placement
In December 2021, we completed a private placement (the “December 2021 Private Placement”) with certain institutional investors for the sale of 1,193,185 shares of our common stock at a purchase price of $3.52 per share. We also sold to the same institutional investors (i) pre-funded warrants (“Pre-Funded Warrants”) to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (ii) warrants (collectively with the Pre-Funded Warrants, the “December 2021 Warrants”) to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. We paid the placement agent commission of $360 thousand, plus $42 thousand in expenses, in connection with the December 2021 Private Placement and we also paid legal, accounting and other fees of $97 thousand related to the December 2021 Private Placement. Total offering costs of $499 thousand have been presented as a reduction of additional paid-in-capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the December 2021 Private Placement were approximately $4.0 million.
June 2021 Equity Offering
In June 2021, we completed a registered direct offering of 990,100 shares of our common stock to certain institutional investors, at a purchase price of $5.05 per share (the “June 2021 Equity Offering”). We paid the placement agent commissions of $400 thousand, plus $51 thousand in expenses, in connection with the June 2021 Equity Offering and we also paid legal and other fees of $19 thousand related to the June 2021 Equity Offering. Total offering costs of $470 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Total offering costs of $470 thousand have been presented as a reduction of additional paid-in-capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the June 2021 Equity Offering were approximately $4.5 million.
34

Streeterville Note
On April 27, 2021, we entered into a note purchase agreement with Streeterville, pursuant to which we sold and issued the Streeterville Note. The Streeterville Note was issued with an original issue discount of $194 thousand and Streeterville paid a purchase price of $1.5 million for the Streeterville Note, after deduction of $15 thousand of Streeterville’s transaction expenses.
The Streeterville Note has a maturity date of April 27, 2023, and accrues interest at 8% per annum, compounded daily, on the outstanding balance. The Company may prepay the amounts outstanding under the Streeterville Note at a 10% premium. Beginning on November 1, 2021, Streeterville may require the Company to redeem up to $205 thousand of the Streeterville Note in any calendar month. The Company has the right on three occasions to defer all redemptions that Streeterville could otherwise require the Company to make during any calendar month. Each exercise of this deferral right by the Company will increase the amount outstanding under the Streeterville Note by 1.5%. The Company exercised this right twice during the fourth quarter of 2021.
The total liability for the Streeterville Note, net of discount and financing fees, was $1.7 million at December 31, 2021. Unamortized loan discount and debt issuance costs were $43 thousand at December 31, 2021.
In the event our common stock is delisted from Nasdaq, the amount outstanding under the Streeterville Note will automatically increase by 15% as of the date of such delisting.
January 2020 Equity Offering
In January 2020, we completed a registered direct offering for the sale of 688,360 shares of our common stock to certain institutional investors, at a purchase price of $3.37 per share. We also sold, to the same institutional investors, warrants to purchase up to 688,360 shares of common stock at an exercise price of $3.37 per share in a concurrent private placement (the “Investor Warrants”) for a purchase price of $0.625 per warrant. We paid the placement agent commissions of $193 thousand plus $50 thousand in expenses in connection with the January 2020 Equity Offering and we also paid legal, accounting and other fees of $231 thousand related to the January 2020 Equity Offering. In addition, we issued warrants to the placement agent to purchase up to 48,185 shares of common stock at an exercise price of $4.99 per share (together with the Investor Warrants, the, “January 2020 Warrants”). Proceeds to us, before expenses, from the January 2020 Equity Offering were approximately $2.8 million. In accordance with the terms of the Iliad Note described below, 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, a large portion of which was applied to reduce the outstanding principal amount.
Iliad Note
On November 25, 2019, we entered into the Iliad Note Purchase Agreement with Iliad pursuant to which the Company sold and issued to Iliad the Iliad Note in the principal amount of $1.3 million. The Iliad Note was issued with an original issue discount of $142 thousand and Iliad paid a purchase price of $1.1 million for the issuance of the Iliad Note, after deduction of $15 thousand of Iliad transaction expenses. The Iliad Note accrued interest at 8% per annum, compounded daily, on the outstanding balance.
On December 1, 2020, we repaid the remaining outstanding balance of $30 thousand on the Iliad Note prior to its maturity date of November 24, 2021. We wrote off $117 thousand in remaining debt and original issue discount costs at that time. The debt acquisition and original issue discount costs written-off are reflected as a loss on extinguishment of debt in our Consolidated Statements of Operations for the year ended December 31, 2020.
Pursuant to the Iliad Note Purchase Agreement and the Iliad Note, we had, among other things, agreed that, until the Iliad Note was repaid, 10% of gross proceeds the Company received from the sale of our common stock or other equity must be paid to Iliad and applied to reduce the outstanding balance of the Iliad Note.
Convertible Notes
On March 29, 2019, we issued $1.7 million aggregate principal amount of subordinated convertible promissory notes (the “Convertible Notes”) to certain investors in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended. The Convertible Notes had a maturity date of December 31, 2021 and bore interest at a rate of 5% per annum until June 30, 2019 and at a rate of 10% thereafter. Pursuant to their terms, on January 16, 2020, following approval by our stockholders of certain amendments to the Company’s Certificate of Incorporation, the principal amount of all of the Convertible Notes, and the accumulated interest thereon ($0.1 million), which totaled $1.8 million, were converted at a conversion price of $0.67 per share into an aggregate of 2,709,018 shares of the Company’s Series A Convertible Preferred
35

Stock, par value $0.0001 per share (the “Series A Preferred Stock”), which is convertible on a one-for-five basis into shares of our common stock. During 2020, 111,548 shares of the Series A Preferred Stock were converted into 22,310 shares of common stock. During 2021, 1,721,023 shares of Series A Preferred Stock were converted into 344,205 shares of common stock.
Need for Additional Financing
Even with access to borrowings under the Credit Facilities, we may not generate sufficient cash flows from our operations or be able to borrow sufficient funds to sustain our operations within the next twelve months or in the time periods thereafter. As such, we will likely need additional external financing during 2022 and thereafter and will continue to review and pursue external funding sources including, but not limited to, the following:
obtaining financing from traditional or non-traditional investment capital organizations or individuals;
obtaining funding from the sale of our common stock or other equity or debt instruments; and
obtaining debt financing with lending terms that more closely match our business model and capital needs.
There can be no assurance that we will obtain future funding on acceptable terms, in a timely fashion, or at all. Obtaining additional financing contains risks, including:
additional equity financing may not be available to us on satisfactory terms and any equity we are able to issue could lead to dilution for current stockholders and have rights, preferences and privileges senior to our common stock;
loans or other debt instruments may have terms or conditions, such as interest rates, restrictive covenants and control or revocation provisions, which are not acceptable to management or our Board of Directors; and
the current environment in the capital markets, as well as global health risks, combined with our capital constraints may prevent us from being able to obtain adequate debt financing.
Additionally, if we are unable to find a permanent Chief Executive Officer, it may be more difficult to obtain additional financing on satisfactory terms or at all. If we fail to obtain additional financing to sustain our business before we are able to produce levels of revenue to meet our financial needs, we will need to delay, scale back or eliminate our business plan and further reduce our operating costs and headcount, each of which would have a material adverse effect on our business, future prospects, and financial condition. A lack of additional financing could also result in our inability to continue as a going concern and force us to sell certain assets or discontinue or curtail our operations and, as a result, investors in the Company could lose their entire investment.
36

Cash and debt 
At December 31, 2021, our cash balance was $2.7 million, compared to $1.8 million at December 31, 2020.
The following is a summary of cash flows from operating, investing, and financing activities, as reflected in the Consolidated Statements of Cash Flows (in thousands):
 20212020
Net cash used in operating activities$(9,765)$(2,451)
Net cash used in investing activities$(443)$(223)
Proceeds from the issuance of common stock and warrants$9,500 $2,749 
Proceeds from the exercise of warrants801 918 
Offering costs paid on the issuance of common stock and warrants(969)(510)
Proceeds from PPP loan— 795 
Principal payments under finance lease obligations(3)(3)
Proceeds from exercise of stock options and purchases through employee stock purchase plan80 100 
Common stock withheld in lieu of income tax withholding on vesting of restricted stock units(1)(3)
Payments for deferred financing costs & termination fees(30)(320)
Payments on the Iliad Note— (1,306)
Proceeds from the Streeterville Note1,515 — 
Net (payments on) proceeds from credit line borrowings - Credit Facilities(181)2,459 
Net payments on credit line borrowings - Austin Facility— (719)
Net cash provided by financing activities$10,712 $4,160 
Cash used in operating activities
Net cash used in operating activities of $9.8 million in 2021 resulted primarily from the net loss incurred of $7.9 million, adjusted for non-cash items, including: depreciation and amortization of $0.2 million, stock-based compensation, net of $0.4 million, gain on forgiveness of the PPP loan of $0.8 million, other income related to the ERTC of $0.9 million, and unfavorable provisions from inventory and warranty of $0.2 million and $0.1 million, respectively, as well as accounts receivable and working capital changes. We generated $0.8 million through the timing of collection of accounts receivable, $0.7 million from the change in prepaid and other current assets (primarily the receipt of ERTC funds), $0.3 million for short-term deposits related to the timing of inventory receipts with our contract manufacturers for our nUVo™ and EnFocus™ products, and $0.2 million from changes in deferred revenue. We used $2.4 million from a net increase in inventories primarily due to the timing of inventory receipts, $0.4 million in cash for a decrease in accounts payable due to the timing of inventory receipts and payments, and $0.4 million through a decrease of other accrued liabilities, primarily related to accrued payroll and benefits and commissions.
Net cash used in operating activities of $2.5 million in 2020 resulted primarily from the net loss incurred of $6.0 million, adjusted for non-cash items, including: depreciation and amortization of $0.2 million and stock-based compensation, net of $0.1 million, change in fair value of warrant liabilities of $1.1 million and favorable provisions from inventory of $0.6 million. We generated $1.1 million in cash for an increase in accounts payable due to the timing of inventory receipts and payments, $1.1 million from a net decrease in inventories primarily due to the timing of inventory receipts, $0.4 million through the timing of collection of accounts receivable and $0.3 million through an increase of other accrued liabilities, primarily related to accrued payroll and benefits and commissions. We used $0.7 million for short-term deposits to our contract manufacturers for inventory for the new EnFocus™ platform.
37

Cash used in investing activities 
Net cash used by investing activities was $0.4 million in 2021, primarily from the purchase of software and tooling to support production operations as well as the development of e-commerce platforms.
Net cash used by investing activities was $0.2 million in 2020, and resulted primarily from the addition of property and equipment tooling to support production operations.
Cash provided by financing activities
Net cash provided by financing activities for the year ended December 31, 2021 of $10.7 million primarily resulted from $4.0 million and $4.5 million in net proceeds received from the December 2021 Private Placement and the June 2021 Equity Offering, respectively, $1.5 million of net proceeds from the Streeterville Note, and $0.8 million of proceeds from the exercise of 237,892 January 2020 Warrants. These increases in cash were offset by net payments made against borrowings under the Inventory Facility and the Receivables Facility of $150 thousand and $31 thousand, respectively. At December 31, 2021, we had additional availability for us to borrow of $1.7 million under the Inventory Facility and $20 thousand under the Receivables Facility.
At December 31, 2021, December 2021 Warrants to purchase an aggregate of 1,363,641 shares remain outstanding with a weighted average exercise price of $3.30 per share. During the year ended December 31, 2021, no December 2021 Warrants were exercised. At December 31, 2021, January 2020 Warrants to purchase an aggregate of 229,414 shares remain outstanding with a weighted average exercise price of $3.67 per share. During the year ended December 31, 2021, 237,892 January 2020 Warrants were exercised resulting in $0.8 million of proceeds. The exercise of the remaining outstanding January 2020 Warrants and the December 2021 Warrants could provide us with cash proceeds of up to $0.8 million and $4.5 million, respectively. In January of 2022, all of the Pre-Funded Warrants from the December 2021 Private Placement were exercised.
During the year ended December 31, 2020, we received $0.8 million in proceeds from the PPP loan, $1.4 million from borrowings under the Inventory Facility and $1.1 million from borrowings under the Receivables Facility, and paid $0.7 million, net, on the Austin Facility. Also during the year ended December 31, 2020, we paid $0.2 million in deferred financing fees on the Credit Facilities. On August 11, 2020, we paid the outstanding balance of $1.4 million to close out the Austin Facility, which included a $100 thousand termination fee.
Also during the year ended December 31, 2020, we repaid $1.3 million aggregate principal amount under the Iliad Note, which included a mandatory repayment pursuant to the terms of the Iliad Note in connection with the issuance of common stock in the January 2020 Equity Offering, of which $0.2 million was allocated against principal. At December 31, 2020, we had additional availability for us to borrow of $1.0 million under the Inventory Facility and $0.6 million under the Receivables Facility.
Credit Facilities
On August 11, 2020, we entered into the Credit Facilities, consisting of two debt financing arrangements. The Credit Facilities consist of the Inventory Facility, a two-year inventory financing facility for up to $3.0 million, which amount was subsequently increased to $3.5 million, and the Receivables Facility, a two-year receivables financing facility for up to $2.5 million. Borrowings under the Credit Facilities replaced our previous credit facility, the Austin Facility, substantially increasing the Company’s borrowing capacity and reducing its blended interest expense rate.
Net borrowings under the Inventory Facility at December 31, 2021 and 2020 were $1.2 million and $1.3 million, respectively. Net borrowings under the Receivables Facility at both December 31, 2021 and 2020 were $1.0 million. These facilities are recorded in the Consolidated Balance Sheets as of December 31, 2021 and 2020 as a current liability under the caption “Credit line borrowings, net of origination fees.” Outstanding balances include unamortized net issuance costs totaling $84 thousand and $121 thousand, respectively, for the Inventory Facility and $24 thousand and $40 thousand, respectively, for the Receivables Facility as of December 31, 2021 and 2020.
The Credit Facilities replaced the Austin Facility which was entered into on December 11, 2018 and was secured by a lien on our assets. The Austin Facility was a three year, $5.0 million revolving line of credit. On August 11, 2020, we paid $1.4 million to close the Austin Facility which included a $100 thousand termination fee. Additionally, we wrote off $59 thousand of the remaining related debt acquisition costs. The termination fee and the write-off of debt acquisition costs are reflected as a loss on extinguishment of debt in our Consolidated Statements of Operations for the twelve months ended December 31, 2020.
For more information, see Note 8 “Debt” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report.
38

Off-balance sheet arrangements 
We had no off-balance sheet arrangements at December 31, 2021 or 2020.
Critical accounting policies and estimates 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires that we make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingencies, and the reported amounts of net sales and expenses in the financial statements. Material differences may result in the amount and timing of net sales and expenses if different judgments or different estimates were utilized. Critical accounting policies, judgments, and estimates that we believe have the most significant impact on our financial statements are set forth below:
revenue recognition,
allowances for doubtful accounts, returns and discounts,
impairment of long-lived assets,
valuation of inventories,
accounting for income taxes,
share-based compensation, and
leases.
Revenue recognition
Net sales include revenues from sales of products and shipping and handling charges, net of estimates for product returns. Revenue is measured at the amount of consideration we expect to receive in exchange for the transferred products. We recognize revenue at the point in time when we transfer the promised products to the customer and the customer obtains control over the products. Distributors’ obligations to us are not contingent upon the resale of our products. We recognize revenue for shipping and handling charges at the time the goods are shipped to the customer, and the costs of outbound freight are included in cost of sales. We provide for product returns based on historical return rates. While we incur costs for sales commissions to our sales employees and outside agents, we recognize commission costs concurrent with the related revenue, as the amortization period is less than one year. We do not incur any other incremental costs to obtain contracts with our customers. Our product warranties are assurance-type warranties, which promise the customer that the products are as specified in the contract. therefore, the product warranties are not a separate performance obligation and are accounted for as described below. Sales taxes assessed by governmental authorities are accounted for on a net basis and are excluded from net sales.
A disaggregation of product net sales is presented in Note 12, “Product and Geographic Information,” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report.
Accounts Receivable
Our trade accounts receivable consists of amounts billed to and currently due from customers. Our customers are concentrated in the United States. In the normal course of business, we extend unsecured credit to our customers related to the sale of our products. Credit is extended to customers based on an evaluation of the customer’s financial condition and the amounts due are stated at their estimated net realizable value. We utilize a third-party account receivable insurance program with a very high credit worthy insurance company where we have the large majority of the accounts receivable insured with a portion of self-retention. This third party also provides credit-worthiness ratings and metrics that significantly assists us in evaluating the credit worthiness of both existing and new customers. We maintain allowances for sales returns and doubtful accounts receivable to provide for the estimated number of account receivables that will not be collected. The allowance is based on an assessment of customer creditworthiness and historical payment experience, the age of outstanding receivables, and performance guarantees to the extent applicable. Past due amounts are written off when our internal collection efforts have been unsuccessful, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. We do not generally require collateral from our customers.
Our standard payment terms with customers are net 30 days from the date of shipment, and we do not generally offer extended payment terms to our customers, but exceptions are made in some cases to major customers or with particular orders. Accordingly, we do not adjust trade accounts receivable for the effects of financing, as we expect the period between the transfer of product to the customer and the receipt of payment from the customer to be in line with our standard payment terms.
39

Allowances for doubtful accounts, returns, and discounts
We establish allowances for doubtful accounts and returns for probable losses based on the customers’ loss history with us, the financial condition of the customer, the condition of the general economy and the industry as a whole, and the contractual terms established with the customer. The specific components are as follows:
allowance for doubtful accounts for accounts receivable, and
allowance for sales returns and discounts.
In 2021 and 2020, the total allowance was $14 thousand and $8 thousand, respectively, which was all related to sales returns. We review these allowance accounts periodically and adjust them accordingly for current conditions.
Long-lived assets
Property and equipment are stated at cost and include expenditures for additions and major improvements. Expenditures for repairs and maintenance are charged to operations as incurred. We use the straight-line method of depreciation over the estimated useful lives of the related assets (generally two to fifteen years) for financial reporting purposes. Accelerated methods of depreciation are used for federal income tax purposes. When assets are sold or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in the Consolidated Statement of Operations. Refer to Note 6, “Property and Equipment,” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report for additional information.
Long-lived assets are reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Events or circumstances that would result in an impairment review primarily include operations reporting losses, a significant change in the use of an asset, or the planned disposal or sale of the asset. The asset would be considered impaired when the future net undiscounted cash flows generated by the asset are less than its carrying value. An impairment loss would be recognized based on the amount by which the carrying value of the asset exceeds its fair value, as determined by quoted market prices (if available) or the present value of expected future cash flows. Refer to Note 6, “Property and Equipment,” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report for additional information.
Valuation of inventories
We state inventories at the lower of standard cost (which approximates actual cost determined using the first-in-first-out method) or net realizable value. We establish provisions for excess and obsolete inventories after evaluation of historical sales, current economic trends, forecasted sales, product lifecycles, and current inventory levels. During 2020, we applied discipline in manufacturing and supply chain management, focusing on a reduction of lead time and inventory on hand, which resulted in a net reduction of our gross inventory levels of $1.2 million and excess inventory reserves of $0.6 million. Throughout 2021, we experienced global supply chain and logistics constraints, which impacted our inventory purchasing strategy, leading to a buildup of inventory and inventory components in an effort to manage both shortages of available components and longer lead times in obtaining components, which resulted in an increase in our gross inventory levels of $2.4 million and excess inventory reserves of $0.2 million compared to 2020. Adjustments to our estimates, such as forecasted sales and expected product lifecycles, could harm our operating results and financial position. Refer to Note 5, “Inventories,” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report for additional information.
Accounting for income taxes
As part of the process of preparing the Consolidated Financial Statements, we are required to estimate our income tax liability in each of the jurisdictions in which we do business. This process involves estimating our actual current tax expense together with assessing temporary differences resulting from differing treatment of items, such as deferred revenues, for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are included in our Consolidated Balance Sheets. We then assess the likelihood of the deferred tax assets being recovered from future taxable income and, to the extent we believe it is more likely than not that the deferred tax assets will not be recovered, or is unknown, we establish a valuation allowance.
Significant management judgment is required in determining our provision for income taxes, deferred tax assets and liabilities, and any valuation allowance recorded against our deferred tax assets. At December 31, 2021 and 2020, we have recorded a full valuation allowance against our deferred tax assets due to uncertainties related to our ability to utilize our deferred tax assets, primarily consisting of certain net operating losses carried forward. The valuation allowance is based upon our estimates of taxable income by jurisdiction and the period over which our deferred tax assets will be recoverable. In considering the need for a valuation allowance, we assess all evidence, both positive and negative, available to determine whether all or some portion of the deferred tax assets will not be realized. Such evidence includes, but is not limited to, recent earnings history, projections of
40

future income or loss, reversal patterns of existing taxable and deductible temporary differences, and tax planning strategies. We continue to evaluate the need for a valuation allowance on a quarterly basis.
At December 31, 2021, we had net operating loss carry-forwards of approximately $125.4 million for federal income tax purposes ($77.2 million for state and local income tax purposes). However, due to changes in our capital structure, approximately $71.0 million of the $125.4 million is available to offset future taxable income after the application of IRC Section 382 limitations. As a result of the Tax Act, net operating loss carry-forwards generated in tax years beginning after December 31, 2017 can only offset 80% of taxable income. These net operating loss carry-forwards can no longer be carried back, but they can be carried forward indefinitely. The $9.6 million and $7.1 million in federal net operating losses generated in 2021 and 2020, respectively, will be subject to the new limitations under the Tax Act. If not utilized, the carry-forwards generated prior to December 31, 2017 of $37.5 million will begin to expire in 2023 for federal purposes and have begun to expire for state and local purposes. Please refer to Note 11, “Income Taxes,” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report for further information.
Share-based payments
The cost of employee and director stock options and restricted stock units, as well as other share-based compensation arrangements, is reflected in the Consolidated Financial Statements based on the estimated grant date fair value method under the authoritative guidance. Management applies the Black-Scholes option pricing model to options issued to employees and directors to determine the fair value of stock options and apply judgment in estimating key assumptions that are important elements of the model in expense recognition. These elements include the expected life of the option, the expected stock-price volatility, and expected forfeiture rates. The assumptions used in calculating the fair value of share-based awards under Black-Scholes represent our best estimates, but these estimates involve inherent uncertainties and the application of management judgment. Although we believe the assumptions and estimates we have made are reasonable and appropriate, changes in assumptions could materially impact our reported financial results. Restricted stock units and stock options issued to non-employees are valued based upon the intrinsic value of the award. See Note 10, “Stockholders’ Equity,” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report for additional information. 
Leases
As of January 1, 2019, the Company adopted both Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) and ASU No. 2018-11, Leases (Topic 842): Targeted Improvements issued by the Financial Accounting Standards Board (“FASB”). The guidance requires a lessee to recognize right-of-use assets and lease liabilities on the balance sheet for leases with lease terms longer than 12 months. The recognition, measurement and presentation of lease expenses and cash flows depend on the classification by the lessee as a finance or operating lease. We adopted this guidance using the required modified retrospective method with the non-comparative transition option. The Company applied the transitional package of practical expedients allowed by the standard to not reassess the identification, classification and initial direct costs of leases commencing before this ASU’s effective date. The Company also applied the lease term and impairment hindsight transitional practical expedients. The Company has chosen to apply the following accounting policy practical expedients: to not separate lease and non-lease components to new leases as well as existing leases through transition; and the election to not apply recognition requirements of the guidance to short-term leases. Refer to Note 4, “Leases,” included in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report for additional disclosures relating to the Company’s leasing arrangements.
The Company leases certain equipment, manufacturing, warehouse and office space under non-cancellable operating leases expiring through 2026 under which it is responsible for related maintenance, taxes and insurance. The Company has one finance lease containing a bargain purchase option upon expiration in 2022. The lease term consists of the non-cancellable period of the lease, periods covered by options to extend the lease if the Company is reasonably certain to exercise the option, and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise the option.
The Company had one restructured lease with a sub-lease component for the New York, New York office that was closed in 2017. The lease expired in June 2021. As part of the lease agreement, there was $0.3 million in restricted cash in prepaid and other current assets on the accompanying Consolidated Balance Sheets as of December 31, 2020 which represented collateral against the related letter of credit issued as part of the lease agreement. Per the terms of the lease agreement, the restrictions on the cash were lifted in September 2021 and the cash was returned to the Company.
41

Recently adopted accounting pronouncements
In November 2021, the FASB issued ASU No. 2021-10, Government Assistance (Topic 832) (“ASU 2021-10”), in order to increase the transparency of government assistance by requiring the disclosure of: (i) types of assistance; (ii) an entity’s accounting for the assistance; and (iii) the effect of the assistance on an entity’s financial statements. ASU 2021-10 is effective for all entities (including smaller reporting companies) for financial statements issued for annual periods beginning after December 15, 2021, with early adoption permitted. The amendments in ASU 2021-10 should be applied either prospectively to all transactions within scope reflected in the financial statements after the effective date, or retrospectively to those same transactions. The Company has early adopted the new standard, effective as of December 31, 2021. Refer to Note 13 “Other Income,” to our financial statements included in Part II, Item 8 “Financial Statements and Supplementary Data,” of this Annual Report.
In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”), to simplify accounting for certain financial instruments with characteristics of liabilities or equity. ASU 2020-06 is effective for smaller reporting companies for fiscal years beginning after December 15, 2023 and interim periods therein. Early adoption is permitted beginning January 1, 2021. The new guidance: (i) eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments; (ii) simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity; (iii) introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity; and (iv) amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. The Company early adopted the new standard effective January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s financial position or results of operations upon adoption.
Recently issued accounting pronouncements
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which significantly changes the accounting for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain financial instruments, including trade receivables, and requires an entity to recognize an allowance based on its estimate of expected credit losses rather than incurred losses. This standard will be effective for interim and annual periods starting after December 15, 2022 and will generally require adoption on a modified retrospective basis. We are in the process of evaluating the impact of the standard.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As a “smaller reporting company” as defined by Item 10 of Regulation S-K, 17 CFR § 229.10(f)(1), the Company is not required to provide this information.
42

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
TABLE OF CONTENTS
 Page
Reports of Independent Registered Public Accounting Firm (PCAOB ID 1808)
Consolidated Balance Sheets as of December 31, 2021 and 2020
Consolidated Statements of Operations for the years ended December 31, 2021 and 2020
Consolidated Statements of Comprehensive Loss for the years ended December 31, 2021 and 2020
Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2021 and 2020
Consolidated Statements of Cash Flows for the years ended December 31, 2021 and 2020
Notes to Consolidated Financial Statements
43

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Stockholders and Board of Directors
Energy Focus, Inc.
Solon, Ohio
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Energy Focus, Inc. (the “Company”) as of December 31, 2021 and 2020, the related consolidated statements of operations, comprehensive loss, stockholders’ equity, and cash flows for the years then ended, and the related notes and Schedule II (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2021 and 2020, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
Continuation as a Going Concern
The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the consolidated financial statements, the Company has experienced recurring losses from operations and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 3. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates.
Reserves for Excess, Obsolete and Slow-Moving Inventories
Description of the Matter
As described in Notes 2 and 5 to the consolidated financial statements, the Company assesses the valuation of inventories each reporting period based on the lower of cost or net realizable value. The Company establishes reserves for excess, obsolete and slow-moving inventories after evaluation of historical sales, current economic trends, forecasted sales, product lifecycles and
44

current inventory levels. The assessment is both quantitative and qualitative. As of December 31, 2021, the Company had inventories of $7.9 million, net of reserves for excess, obsolete and slow-moving inventories.
Auditing management's estimates for excess, obsolete and slow-moving inventories required subjective auditor judgment and evaluation of the reasonableness of significant assumptions used in developing the reserves as detailed above, as well as the inputs and related calculations related to historical sales and on-hand inventories.
How We Addressed the Matter in Our Audit
We obtained an understanding and evaluated the design of internal controls over the Company's reserves for excess, obsolete and slow-moving inventories, including management's assessment of the assumptions and data underlying the reserve calculation.
Our substantive audit procedures included, among others, testing the logic and integrity of calculations within management’s analysis; testing the completeness and accuracy of underlying data used, including inventory quantities, carrying costs and the estimate of net realizable value by product; and evaluating the reasonableness of management’s assumptions related to demand forecasts, estimated reserve percentages and qualitative considerations involving, among others, the implications of the COVID-19 pandemic and new or revised operational strategies. Evaluating the reasonableness of management’s assumptions involved (i) comparing historical sales by product, used as a basis for future demand, to audited sales subledgers on a sample basis, (ii) performing sensitivity analyses on reserve percentages applied to categories of projected demand to evaluate the changes in the reserve that would result from changes in the assumption, (iii) holding discussions with senior management to determine whether strategic or operational changes in the business were consistent with the projections of future demand that were utilized as basis for the reserves recorded, (iv) corroborating management’s qualitative considerations through review of recent sales transactions, including those subsequent to year-end, and order backlog and deferrals on a sample basis, and (v) testing declines in the reserve and evaluating whether such declines were the result of the sale or write-off of inventory or the result of changes in the significant assumptions used to the develop the reserve.
/s/ GBQ Partners, LLC
We have served as the Company's auditor since 2019.
Columbus, Ohio
March 17, 2022
45

ENERGY FOCUS, INC.
CONSOLIDATED BALANCE SHEETS
AS OF DECEMBER 31,
(amounts in thousands except share data)
 20212020
ASSETS  
Current assets:  
Cash $2,682 $1,836 
Trade accounts receivable, less allowances of $14 and $8, respectively
1,240 2,021 
Inventories, net7,866 5,641 
Short-term deposits712 796 
Prepaid and other current assets924 782 
Total current assets13,424 11,076 
Property and equipment, net675 420 
Operating lease, right-of-use asset292 794 
Restructured lease, right-of-use asset 107 
Total assets$14,391 $12,397 
LIABILITIES  
Current liabilities:  
Accounts payable$2,235 $2,477 
Accrued liabilities265 45 
Accrued legal and professional fees104 149 
Accrued payroll and related benefits718 885 
Accrued sales commissions57 95 
Accrued restructuring 11 
Accrued warranty reserve295 227 
Deferred revenue268 72 
Operating lease liabilities325 598 
Restructured lease liabilities 168 
Finance lease liabilities1 3 
Streeterville note, net of discount and loan origination fees1,719  
PPP loan 529 
Credit line borrowings, net of loan origination fees2,169 2,298 
Total current liabilities8,156 7,557 
(continued on the following page)
 The accompanying notes are an integral part of these consolidated financial statements.
46

ENERGY FOCUS, INC.
CONSOLIDATED BALANCE SHEETS
AS OF DECEMBER 31,
(amounts in thousands except share data)
 20212020
Operating lease liabilities, net of current portion26 318 
Finance lease liabilities, net of current portion 1 
PPP loan, net of current maturities 266 
Total liabilities8,182 8,142 
STOCKHOLDERS’ EQUITY
Preferred stock, par value $0.0001 per share:
Authorized: 5,000,000 shares (3,300,000 shares designated as Series A Convertible Preferred Stock) at December 31, 2021 and December 31, 2020
Issued and outstanding: 876,447 shares at December 31, 2021 and 2,597,470 shares at December 31, 2020
  
Common stock, par value $0.0001 per share:
Authorized: 50,000,000 shares at December 31, 2021 and December 31, 2020
Issued and outstanding: 6,368,549 shares at December 31, 2021 and 3,525,374 shares at December 31, 2020
  
Additional paid-in capital144,953 135,113 
Accumulated other comprehensive loss (3)(3)
Accumulated deficit(138,741)(130,855)
Total stockholders' equity6,209 4,255 
Total liabilities and stockholders' equity$14,391 $12,397 
The accompanying notes are an integral part of these consolidated financial statements.
47

ENERGY FOCUS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31,
(amounts in thousands except per share data) 
 20212020
Net sales$9,865 $16,828 
Cost of sales8,167 11,643 
Gross profit1,698 5,185 
Operating expenses:  
Product development1,891 1,415 
Selling, general, and administrative8,535 7,900 
Restructuring (21)(60)
Total operating expenses10,405 9,255 
Loss from operations(8,707)(4,070)
Other expenses:  
Interest expense792 481 
Gain on forgiveness of PPP loan(801) 
Loss on extinguishment of debt 276 
Other income - employee retention tax credit(876) 
Loss from change in fair value of warrants 1,086 
Other expenses65 73 
Loss from operations before income taxes(7,887)(5,986)
Benefit from income taxes(1)(5)
Net loss$(7,886)$(5,981)
Net loss per common share - basic and diluted:  
Net loss$(1.73)$(1.83)
Weighted average shares of common shares outstanding:  
Basic and diluted*4,561 3,270 
      *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
 The accompanying notes are an integral part of these consolidated financial statements.
48

ENERGY FOCUS, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
FOR THE YEARS ENDED DECEMBER 31,
(amounts in thousands)
 
 20212020
Net loss$(7,886)$(5,981)
Other comprehensive loss:  
Foreign currency translation adjustments  
Comprehensive loss$(7,886)$(5,981)
The accompanying notes are an integral part of these consolidated financial statements.
49

ENERGY FOCUS, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020
(amounts in thousands) 
Additional
Paid-in
Capital
Accumulated
Other
Comprehensive
Loss
 Preferred StockCommon StockAccumulated
Deficit
 
 SharesAmountShares*AmountTotal
Balance at December 31, 2019 $ 2,486 $ $128,873 $(3)$(124,874)$3,996 
Issuance of common stock under employee stock option and stock purchase plans— — 60 — 100 — — 100 
Common stock withheld in lieu of income tax withholding on vesting of restricted stock units— — — — (3)— — (3)
Issuance of common stock and warrants— — 688 — 2,749 — — 2,749 
Offering costs on issuance of common stock and warrants— — — — (510)— — (510)
Issuance of common stock upon the exercise of warrants— — 269 — 2,235 — — 2,235 
Warrant liability - issuance— — — — (1,636)— — (1,636)
Warrant liability - modification— — — — 1,405 — — 1,405 
Conversion of notes to preferred stock2,709 — — — 1,769 — — 1,769 
Issuance of common stock upon the conversion from preferred stock(112)— 22 — — — — — 
Stock-based compensation— — — — 131 — — 131 
Net loss— — — — — — (5,981)(5,981)
Balance at December 31, 20202,597 $ 3,525 $ $135,113 $(3)$(130,855)$4,255 
Issuance of common stock under employee stock option and stock purchase plans— — 79 — 80 — — 80 
Common stock withheld in lieu of income tax withholding on vesting of restricted stock units— — — — (1)— — (1)
Issuance of common stock and warrants— — 2,183 — 9,500 — — 9,500 
Offering costs on issuance of common stock and warrants— — — — (969)— — (969)
Issuance of common stock upon the exercise of warrants— — 237 — 801 — — 801 
Issuance of common stock upon conversion from preferred stock(1,721)— 344 — — — — — 
Stock-based compensation— — — — 429 — — 429 
Net loss— — — — — — (7,886)(7,886)
Balance at December 31, 2021876 $ 6,368 $ $144,953 $(3)$(138,741)$6,209 
      *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
The accompanying notes are an integral part of these consolidated financial statements.
50

ENERGY FOCUS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31,
(amounts in thousands) 
 20212020
Cash flows from operating activities:  
Net loss$(7,886)$(5,981)
Adjustments to reconcile net loss to net cash used in operating activities:  
Other income - employee retention tax credit(876) 
Gain on forgiveness of PPP loan(801) 
Depreciation188 184 
Stock-based compensation429 131 
Change in fair value of warrant liabilities 1,086 
Provision for doubtful accounts receivable6 (20)
Provision for slow-moving and obsolete inventories156 (610)
Provision for warranties68 31 
Amortization of loan discounts and origination fees230 395 
Loss on dispositions of property and equipment 8 
Change in operating assets and liabilities:  
Accounts receivable783 377 
Inventories(2,381)1,137 
Short-term deposits257 (670)
Prepaid and other assets669 (18)
Accounts payable(423)1,096 
Accrued and other liabilities(380)349 
Deferred revenue196 54 
Total adjustments(1,879)3,530 
Net cash used in operating activities(9,765)(2,451)
Cash flows from investing activities:  
Acquisitions of property and equipment(443)(223)
Net cash used in investing activities(443)(223)
Cash flows from financing activities:  
Proceeds from the issuance of common stock and warrants9,500 2,749 
Proceeds from the exercise of warrants801 918 
Offering costs paid on the issuance of common stock and warrants(969)(510)
Proceeds from PPP loan 795 
Proceeds from exercise of stock options and purchases through employee stock purchase plan80 100 
Principal payments under finance lease obligations(3)(3)
Common stock withheld in lieu of income tax withholding on vesting of restricted stock units(1)(3)
Payments for deferred financing costs & termination fees(30)(320)
Payments on the Iliad Note (1,306)
Proceeds from the Streeterville Note1,515  
Net payments on credit line borrowings - Austin Facility (719)
Net (payments on) proceeds from credit line borrowings - Credit Facilities(181)2,459 
Net cash provided by financing activities10,712 4,160 
(continued on the following page)
51

ENERGY FOCUS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,
(amounts in thousands)
 
 20212020
Net increase in cash and restricted cash504 1,486 
Cash and restricted cash, beginning of year2,178 692 
Cash and restricted cash, end of year$2,682 $2,178 
Classification of cash and restricted cash:  
Cash $2,682 $1,836 
Restricted cash held in other assets 342 
Cash and restricted cash$2,682 $2,178 
Supplemental information:  
Cash paid in year for interest$381 $269 
Cash paid in year for income taxes$4 $4 
The accompanying notes are an integral part of these consolidated financial statements.
52

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. NATURE OF OPERATIONS
Energy Focus, Inc. engages primarily in the design, development, manufacturing, marketing and sale of energy-efficient lighting systems and controls and ultraviolet-C light disinfection (“UVCD”) products. We develop, market and sell high quality light-emitting diode (“LED”) lighting and controls products and UVCD products in the commercial market and military maritime market (“MMM”), and began to expand our offerings into the consumer market in the fourth quarter of 2021. Our mission is to enable our customers to run their facilities, offices and homes with greater energy efficiency, productivity, and human health and wellness through advanced LED retrofit and UVCD solutions. Our goal is to be the LED and human-centric lighting (“HCL”) technology and market leader for the most demanding applications where performance, quality, value, environmental impact and health are considered paramount. We specialize in LED lighting retrofit by replacing fluorescent, high-intensity discharge lighting and other types of lamps in institutional buildings for primarily indoor lighting applications with our innovative, high-quality commercial and military-grade tubular LED (“TLED”) products, as well as other LED and lighting control products for commercial and consumer applications. In late 2020, we announced the launch of our UVCD product portfolio. With initial development complete and two products now brought to market, we anticipate the development of additional UVCD products in 2022.
The LED lighting industry continues to be characterized by increasing challenges in differentiating product offerings, competition and price erosion. We have been experiencing these industry forces in both our military business since 2016 and in our commercial segment where we once commanded significant price premiums for our flicker-free TLEDs with primarily 10-year warranties. In more recent years, we have focused on redesigning our products for lower costs and consolidating our supply chain in order to price our products more competitively. Despite these efforts, our legacy products continue to face aggressive pricing competition. These trends are not unique to Energy Focus as evidenced by the increasing number of industry peers facing challenges, exiting LED lighting, selling assets and even going out of business. In addition to continuous cost reductions, our strategy to combat these trends is to move up the value chain, with more innovative and differentiated products and solutions that support a premium. Two specific examples of these products we have recently developed include the RedCap®, our emergency backup battery integrated TLED, and EnFocus™, our new dimmable/tunable lighting and powerline control platform that we launched in 2020. We believe our revamped go-to-market strategy that focuses more on direct-sales and additional sales representatives and listens to the voice of the customer, has informed more impactful product development efforts that could eventually translate into larger addressable markets and greater sales growth for us.
During 2021, we continued to see certain benefits from the relaunch efforts (described below) that began in 2019, in addition to a number of strategic sourcing projects completed during 2020. It is our belief that the continued momentum of the efforts undertaken in 2020 and into 2021, along with the development and launch of new and innovative products, will over time result in improved sales and bottom-line performance for the Company. We launched our EnFocus™ platform during the second quarter of 2020 and continued to receive positive feedback from the market. The EnFocus™ powerline control platform offers two immediately available product lines: EnFocus™ DM, which provides a dimmable lighting solution, and EnFocus™ DCT, which provides both a dimmable and color tunable lighting solution. EnFocus™ enables buildings to have dimmable, color tunable and circadian-ready lighting using existing wiring, without requiring any wireless communications, through a relatively simple upgrade with EnFocus™ switches and replacement LED lamps, a more environmentally sustainable solution compared with replacing each lighting fixture.
In addition, in response to the COVID-19 pandemic and an anticipated increase in sanitation and hygiene demand for buildings, facilities and homes, we started developing advanced UVCD products for both the consumer and the commercial and industrial markets in the first quarter of 2020. In late 2020, we announced the nUVo™ portable disinfection devices for offices and homes. Sales of these products began during the fourth quarter of 2021.
Prior to 2019, the Company experienced significant sales declines, operating losses and increases in its inventory. Beginning in 2019, significant restructuring efforts were undertaken. The Company replaced the entire senior management team, significantly reduced non-critical expenses, minimized the amount of inventory the Company was purchasing, dramatically changed the composition of our board of directors (“Board of Directors”) and the executive team, and recruited new departmental leaders across the Company. The cost savings efforts undertaken included phased actions to reduce costs to minimize cash usage. Initial actions included the elimination of certain positions, restructuring of the sales organization and incentive plan, flattening of the senior management team, additional operational streamlining, management compensation reductions, and outsourcing of certain functions including certain elements of supply chain and marketing.
53

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
On June 11, 2020, in accordance with previous stockholder approval, our Board of Directors effected a 1-for-5 (the “Split Ratio”) reverse stock split of the Company’s common stock, par value $0.0001 per share. The reverse stock split became effective immediately upon the filing of the Certificate of Amendment to the Company’s Certificate of Incorporation, as amended (the “Certificate of Incorporation”), with the Delaware Secretary of State (the “Effective Time”). At the Effective Time, every five shares of common stock issued and outstanding automatically combined into one validly issued, fully paid and non-assessable share of common stock. No fractional shares were issued as a result of the reverse stock split. The $0.0001 par value per share of common stock and other terms of the common stock were not affected by the reverse stock split. The number of authorized shares of common stock under the Certificate of Incorporation remained unchanged at 50,000,000 shares. Proportional adjustments were made to the conversion and exercise prices of our outstanding warrants and stock options, and to the number of shares issued and issuable under our stock incentive plans in connection with the reverse stock split. The information presented in the financial statements for all prior periods have been retroactively adjusted to reflect the reverse stock split. Preferred shares outstanding were not affected by the reverse stock split and, as such, those shares have not been adjusted.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The significant accounting policies of our Company, which are summarized below, are consistent with U.S. GAAP and reflect practices appropriate to the business in which we operate.
Use of estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods presented. Estimates include, but are not limited to, the establishment of reserves for accounts receivable, sales returns, inventory excess and obsolescence reserve and warranty claims, the useful lives for property and equipment and stock-based compensation. In addition, estimates and assumptions associated with the determination of the fair value of financial instruments and evaluation of long-lived assets for impairment requires considerable judgment. Actual results could differ from those estimates and such differences could be material.
Basis of presentation
The Consolidated Financial Statements include the accounts of the Company. All significant inter-company balances and transactions have been eliminated. Unless indicated otherwise, the information in the Notes to Consolidated Financial Statements relates to our operations.
Revenue recognition
Net sales include revenues from sales of products and shipping and handling charges, net of estimates for product returns. Revenue is measured at the amount of consideration we expect to receive in exchange for the transferred products. We recognize revenue at the point in time when we transfer the promised products to the customer and the customer obtains control over the products. Distributors’ obligations to us are not contingent upon the resale of our products. We recognize revenue for shipping and handling charges at the time the goods are shipped to the customer, and the costs of outbound freight are included in cost of sales. We provide for product returns based on historical return rates. While we incur costs for sales commissions to our sales employees and outside agents, we recognize commission costs concurrent with the related revenue, as the amortization period is less than one year. We do not incur any other incremental costs to obtain contracts with our customers. Our product warranties are assurance-type warranties, which promise the customer that the products are as specified in the contract. Therefore, the product warranties are not a separate performance obligation and are accounted for as described below. Sales taxes assessed by governmental authorities and collected by us are accounted for on a net basis and are excluded from net sales.
A disaggregation of product net sales is presented in Note 12, “Product and Geographic Information.”
Cash and restricted cash
At December 31, 2021, we had cash of $2.7 million and at December 31, 2020, we had cash and restricted cash of $2.2 million on deposit with financial institutions located in the United States. The December 31, 2020 cash balance of $2.2 million of cash includes restricted cash of $0.3 million which is presented within prepaid and other current assets and other assets in the accompanying Consolidated Balance Sheets. Please refer to Note 4, “Leases,” for additional information.
54

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Inventories
We state inventories at the lower of standard cost (which approximates actual cost determined using the first-in-first-out method) or net realizable value. We establish provisions for excess and obsolete inventories after evaluation of historical sales, current economic trends, forecasted sales, product lifecycles, and current inventory levels. The assessment is both quantitative and qualitative. During 2021, we experienced global supply chain and logistics constraints, which impacted our inventory purchasing strategy, leading to a buildup of inventory and inventory components in an effort to manage both shortages of available components and longer lead times in obtaining components. This resulted in a net increase of our gross inventory levels of $2.4 million. We had an increase of excess inventory reserves of $0.2 million as compared to 2020.
The assessment for excess and obsolete inventories for 2020 not only included both quantitative and qualitative components, but a COVID-19 pandemic impact analysis as well. Throughout 2020, we applied discipline in manufacturing and supply chain management, focusing on a reduction of lead time and inventory on hand which resulted in a net reduction of our gross inventory levels of $1.2 million and excess inventory reserves of $0.6 million compared to 2019. Adjustments to our estimates, such as forecasted sales and expected product lifecycles, could harm our operating results and financial position. Please refer to Note 5, “Inventories,” for additional information.
Accounts receivable
Our trade accounts receivable consists of amounts billed to and currently due from customers. Our customers are concentrated in the United States. In the normal course of business, we extend unsecured credit to our customers related to the sale of our products. Credit is extended to customers based on an evaluation of the customer’s financial condition and the amounts due are stated at their estimated net realizable value. We utilize a third-party account receivables insurance program with a very high credit worthy insurance company where we have the large majority of the accounts receivable insured with a portion of self-retention. This third party also provides credit-worthiness ratings and metrics that significantly assist us in evaluating the credit worthiness of both existing and new customers. We maintain allowances for sales returns and doubtful accounts receivable to provide for the estimated amount of account receivables that will not be collected. The allowance is based on an assessment of customer creditworthiness and historical payment experience, the age of outstanding receivables, and performance guarantees to the extent applicable. Past due amounts are written off when our internal collection efforts have been unsuccessful, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. We do not generally require collateral from our customers.
Our standard payment terms with customers are net 30 days from the date of shipment, and we do not generally offer extended payment terms to our customers, but exceptions are made in some cases to major customers or with particular orders. Accordingly, we do not adjust trade accounts receivable for the effects of financing, as we expect the period between the transfer of product to the customer and the receipt of payment from the customer to be in line with our standard payment terms.
Income taxes
As part of the process of preparing the Consolidated Financial Statements, we are required to estimate our income tax liability in each of the jurisdictions in which we do business. This process involves estimating our actual current tax expense together with assessing temporary differences resulting from differing treatment of items, such as deferred revenues, for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are included in our Consolidated Balance Sheets. We then assess the likelihood of the deferred tax assets being recovered from future taxable income and, to the extent we believe it is more likely than not that the deferred tax assets will not be recovered, or is unknown, we establish a valuation allowance. Significant management judgment is required in determining our provision for income taxes, deferred tax assets and liabilities, and any valuation allowance recorded against our deferred tax assets. At December 31, 2021 and 2020, we have recorded a full valuation allowance against our net deferred tax assets due to uncertainties related to our ability to utilize our deferred tax assets, primarily consisting of certain net operating losses carried forward. The valuation allowance is based upon our estimates of taxable income by jurisdiction and the period over which our deferred tax assets will be recoverable. In considering the need for a valuation allowance, we assess all evidence, both positive and negative, available to determine whether all or some portion of the deferred tax assets will not be realized. Such evidence includes, but is not limited to, recent earnings history, projections of future income or loss, reversal patterns of existing taxable and deductible temporary differences, and tax planning strategies. We continue to evaluate the need for a valuation allowance on a quarterly basis.
55

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Financial Instruments
December 2021 Private Placement
In December 2021, we completed a private placement (the “December 2021 Private Placement”) with certain institutional investors for the sale of 1,193,185 shares of our common stock at a purchase price of $3.52 per share. We also sold to the same institutional investors (i) pre-funded warrants (“Pre-Funded Warrants”) to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (ii) warrants (collectively with the Pre-Funded Warrants, the “December 2021 Warrants”) to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. We paid the placement agent commissions of $360 thousand, plus $42 thousand in expenses, in connection with the December 2021 Private Placement and we also paid legal, accounting and other fees of $97 thousand related to the December 2021 Private Placement. Total offering costs of $499 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the December 2021 Private Placement were approximately $4.0 million. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the 85,228 shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic earnings per share (“EPS”).
As of December 31, 2021, December 2021 Warrants to purchase an aggregate of 1,363,641 shares remained outstanding, with a weighted average exercise price of $3.30 per share. None of the December 2021 Warrants were exercised as of December 31, 2021. In January 2022, all of the Pre-Funded Warrants were exercised. The exercise of the remaining December 2021 Warrants outstanding could provide us with cash proceeds of up to $4.5 million in the aggregate.
June 2021 Equity Offering
In June 2021, we completed a registered direct offering of 990,100 shares of our common stock to certain institutional investors, at a purchase price of $5.05 per share (the “June 2021 Equity Offering”). We paid the placement agent commissions of $400 thousand, plus $51 thousand in expenses, in connection with the June 2021 Equity Offering and we also paid legal and other fees of $19 thousand related to the June 2021 Equity Offering. Total offering costs of $470 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the June 2021 Equity Offering were approximately $4.5 million.
January 2020 Equity Offering
In January 2020, we completed a registered direct offering for the sale of 688,360 shares of our common stock to certain institutional investors, at a purchase price of $3.37 per share. We also sold, to the same institutional investors, warrants to purchase up to 688,360 shares of common stock at an exercise price of $3.37 per share (the, “Investor Warrants”) in a concurrent private placement (together with the concurrent registered direct offering, the “January 2020 Equity Offering”) for a purchase price of $0.625 per warrant. We paid the placement agent commissions of $193 thousand plus $50 thousand in expenses in connection with the January 2020 Equity Offering and we also paid legal, accounting and other fees of $231 thousand related to the January 2020 Equity Offering. Total offering costs of $510 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021 and 2020. In addition, we issued warrants to the placement agent to purchase up to 48,185 shares of common stock at an exercise price of $4.99 per share (together with the Investor Warrants, the “January 2020 Warrants”). Net proceeds to us from the January 2020 Equity Offering were approximately $2.3 million. In accordance with the terms of the Iliad Note (as defined below in Note 8, “Debt”), 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount and the balance to interest.
As of December 31, 2021, January 2020 Warrants issued to purchase an aggregate of 229,414 shares remain outstanding with a weighted average exercise price of $3.67 per share. During the twelve months ended December 31, 2021, 237,892 January 2020 Warrants were exercised resulting in total proceeds of $801 thousand. The exercise of the remaining January 2020 Warrants outstanding could provide us with cash proceeds of up to $841 thousand in the aggregate. At December 31, 2020, January 2020 Warrants issued to purchase an aggregate of 467,306 shares remained outstanding with a weighted average exercise price of $3.51 per share. During the twelve months ended December 31, 2020, 269,240 January 2020 Warrants were exercised resulting in total proceeds of $918 thousand.
56

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Due to a potential cash settlement upon occurrence of a fundamental transaction within the January 2020 Equity Offering warrant agreement, the January 2020 Warrants were initially classified as liabilities, as opposed to equity, and were recorded at their fair values at each balance sheet date for the first three quarters of 2020. During December 2020, the warrant holders agreed to a modification of the terms of their January 2020 Warrants which removed the potential cash settlement option upon the occurrence of a fundamental transaction. As such, during the fourth quarter of 2020, the warrant liability was fair-valued through the modification date and then was reclassified into equity and the January 2020 Warrants are no longer subject to re-measurement at each balance sheet date. Please also refer to Note 10, “Stockholders’ Equity”.
Fair value measurements
Fair value is defined as the price that would be received to sell an asset or would be paid to transfer a liability in an orderly transaction between market participants on the measurement date. The fair value of financial assets and liabilities are measured on a recurring or non-recurring basis. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs.
We utilize valuation techniques that maximize the use of available market information and generally accepted valuation methodologies. We assess the inputs used to measure fair value using a three-tier hierarchy. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value, giving the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
The three levels of the fair value hierarchy are described below. We classify the inputs used to measure fair value into the following hierarchy:
Level 1Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability.
Level 3Unobservable inputs for the asset or liability.
The carrying amounts of certain financial instruments including cash, accounts receivable, accounts payable, and accrued liabilities approximate fair value due to their short maturities. Based on borrowing rates currently available to us for loans with similar terms, the carrying value of borrowings under our revolving credit facilities also approximates fair value.
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. In determining the appropriate levels, we perform a detailed analysis of the assets and liabilities whose fair value is measured on a recurring basis. We review and reassess the fair value hierarchy classifications on a quarterly basis. Changes from one quarter to the next related to the observability of inputs in a fair value measurement may result in a reclassification between fair value hierarchy levels. There were no reclassifications for all periods presented.
A roll-forward of fair value measurements using significant unobservable inputs (Level 3) for the January 2020 Warrants issued in the January 2020 Equity Offering is as follows (in thousands):
Twelve months ended December 31, 2020
Balance January 1, 2020$ 
Issuance of warrants, January 20201,636 
Settlements from exercise(1,317)
Loss from change in fair value of warrants1,086 
Reclassification to equity upon modification (1,405)
Balance December 31, 2020$ 
57

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Long-lived assets 
Property and equipment are stated at cost and include expenditures for additions and major improvements. Expenditures for repairs and maintenance are charged to operations as incurred. We use the straight-line method of depreciation over the estimated useful lives of the related assets (generally two to 15 years) for financial reporting purposes. Accelerated methods of depreciation are used for federal income tax purposes. When assets are sold or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in the Consolidated Statements of Operations. Refer to Note 6, “Property and Equipment,” for additional information.
Long-lived assets are reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Events or circumstances that would result in an impairment review primarily include operations reporting losses, a significant change in the use of an asset, or the planned disposal or sale of the asset. The asset would be considered impaired when the future net undiscounted cash flows generated by the asset are less than its carrying value. An impairment loss would be recognized based on the amount by which the carrying value of the asset exceeds its fair value, as determined by quoted market prices (if available) or the present value of expected future cash flows. Refer to Note 6, “Property and Equipment,” for additional information.
Certain risks and concentrations
Historically our products were sold through a direct sales model, which included a combination of direct sales employees, electrical and lighting contractors, and distributors. We utilize a third-party accounts receivable insurance and credit assessment company. Although we maintain allowances for potential credit losses that we believe to be adequate, a payment default on a significant sale could materially and adversely affect our operating results and financial condition, although we have mitigated this risk somewhat through the accounts receivable insurance program.
We have certain customers whose net sales individually represented 10% or more of our total net sales, or whose net trade accounts receivable balance individually represented 10% or more of our total net trade accounts receivable, as follows:
In 2021, two customers accounted for 43% of net sales, with sales to our primary distributor for the U.S. Navy accounting for approximately 30% and sales to a regional commercial lighting retrofit company accounting for approximately 13% of net sales. When sales to our primary distributor for the U.S. Navy are combined with sales to shipbuilders for the U.S. Navy, total net sales of products for the U.S. Navy comprised approximately 38% of net sales for the same period. In 2020, two customers accounted for 62% of net sales and total net sales of products to the U.S. Navy represented 53% of net sales.
At December 31, 2021, a distributor to the U.S. Department of Defense accounted for 20% of our net trade accounts receivable and a shipbuilder for the U.S. Navy accounted for 36% of our net trade accounts receivable. At December 31, 2020, a distributor to the U.S. Navy accounted for 28% of our net trade accounts receivable and a shipbuilder for the U.S. Navy accounted for 21% of our net trade accounts receivable.
We require substantial amounts of purchased materials from selected vendors. With specific materials, all of our purchases are from a single vendor. The availability and costs of materials may be subject to change due to, among other things, new laws or regulations, suppliers’ allocation to other purchasers, interruptions in production by suppliers, global health issues such as the COVID-19 pandemic, and changes in exchange rates and worldwide price and demand levels. Our inability to obtain adequate supplies of materials for our products at favorable prices could have a material adverse effect on our business, financial position, or results of operations by decreasing our profit margins and by hindering our ability to deliver products to our customers on a timely basis. Additionally, certain vendors require advance deposits prior to the fulfillment of orders. Deposits paid on unfulfilled orders totaled $0.7 million and $0.8 million at December 31, 2021 and 2020, respectively.
We have certain vendors who individually represented 10% or more of our total expenditures, or whose net trade accounts payable balance individually represented 10% or more of our total net trade accounts payable, as follows:
One offshore supplier accounted for approximately 29% of our total expenditures for the twelve months ended December 31, 2021. At December 31, 2021, this same offshore supplier accounted for approximately 60% of our trade accounts payable balance.
One offshore supplier and one domestic supplier accounted for approximately 21% and 12%, respectively, of our total expenditures for the twelve months ended December 31, 2020. At December 31, 2020, this same offshore supplier accounted for approximately 44% of our trade accounts payable balance.
58

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Product development
Product development expenses include salaries, contractor and consulting fees, supplies and materials, as well as costs related to other overhead items such as depreciation and facilities costs. Research and development costs are expensed as they are incurred.
Net loss per share
Basic loss per share is computed by dividing net loss available to common stockholders by the weighted average number of shares of common stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted loss per share gives effect to all dilutive potential shares of common stock outstanding during the period. Dilutive potential shares of common stock consist of incremental shares upon the exercise of stock options, warrants and convertible securities, unless the effect would be anti-dilutive.
The following table presents a reconciliation of basic and diluted loss per share computations (in thousands, except per share amounts):
 For the years ended December 31,
 20212020
Numerator:
Net loss $(7,886)$(5,981)
Denominator:
Basic and diluted weighted average common shares outstanding*4,561 3,270 
*Shares outstanding for prior periods have been restated for the 1-for-5 stock split effective June 11, 2020.
As a result of the net loss we incurred for the year ended December 31, 2021, options, warrants and convertible preferred stock representing approximately 51 thousand, 47 thousand and 260 thousand shares of common stock, respectively, were excluded from the basic loss per share calculation because their inclusion would have been anti-dilutive. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the approximately 85 thousand shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic EPS.
As a result of the net loss we incurred for the year ended December 31, 2020, options, restricted share units, warrants and convertible preferred stock representing approximately 69 thousand, 4 thousand, 174 thousand and 506 thousand shares of common stock, respectively, were excluded from the basic EPS calculation as their inclusion would have been anti-dilutive.
Stock-based compensation
We recognize compensation expense based on the estimated grant date fair value under the authoritative guidance. Management applies the Black-Scholes option pricing model to value stock options issued to employees and directors and applies judgment in estimating key assumptions that are important elements of the model in expense recognition. These elements include the expected life of the option, the expected stock-price volatility, and expected forfeiture rates. Compensation expense is generally amortized on a straight-line basis over the requisite service period, which is generally the vesting period. See Note 10, “Stockholders’ Equity,” for additional information. Common stock, stock options, and warrants issued to non-employees that are not part of an equity offering are accounted for under the applicable guidance under Accounting Standards Codification (“ASC”) 505-50, “Equity-Based Payments to Non-Employees,” and are generally re-measured at each reporting date until the awards vest.
Advertising expenses
Advertising expenses are charged to operations in the period incurred. They consist of costs for the placement of our advertisements in various media and the costs of demos provided to potential distributors of our products. Advertising expenses were $0.4 million and $0.1 million for the years ended December 31, 2021 and 2020, respectively.
59

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Product warranties
We warrant our commercial and MMM LED products and controls for periods generally ranging from five to ten years and from one to five years for UVCD products. Warranty settlement costs consist of actual amounts expensed for warranty, which are largely a result of the cost of replacement products provided to our customers. A liability for the estimated future costs under product warranties is maintained for products under warranty based on the actual claims incurred to date and the estimated nature, frequency, and costs of future claims. These estimates are inherently uncertain and changes to our historical or projected experience may cause material changes to our warranty reserves in the future. We continuously review the assumptions related to the adequacy of our warranty reserve, including product failure rates, and make adjustments to the existing warranty liability when there are changes to these estimates or the underlying replacement product costs, or the warranty period expires.
The following table summarizes warranty activity for the periods presented (in thousands):
 At December 31,
 20212020
Balance at the beginning of the year$227 $195 
Accruals for warranties issued(41)33 
Adjustments to existing warranties47 19 
Settlements made during the year (in kind)62 (20)
Accrued warranty reserve at the end of the period$295 $227 
Recently adopted accounting pronouncements
In November 2021, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2021-10, Government Assistance (Topic 832) (“ASU 2021-10”), in order to increase the transparency of government assistance by requiring the disclosure of: (i) types of assistance; (ii) an entity’s accounting for the assistance; and (iii) the effect of the assistance on an entity’s financial statements. ASU 2021-10 is effective for all entities (including smaller reporting companies) for financial statements issued for annual periods beginning after December 15, 2021, with early adoption permitted. The amendments in ASU 2021-10 should be applied either prospectively to all transactions within scope reflected in the financial statements after the effective date, or retrospectively to those same transactions. The Company has early adopted the new standard effective as of December 31, 2021. Refer to Note 13 “Other Income,” for additional information.
In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”), to simplify accounting for certain financial instruments with characteristics of liabilities or equity. ASU 2020-06 is effective for smaller reporting companies for fiscal years beginning after December 15, 2023 and interim periods therein. Early adoption is permitted beginning January 1, 2021. The new guidance: (i) eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments; (ii) simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity; (iii) introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity; and (iv) amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. The Company early adopted the new standard effective January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s financial position or results of operations upon adoption.
Recently issued accounting pronouncements
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which significantly changes the accounting for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain financial instruments, including trade receivables, and requires an entity to recognize an allowance based on its estimate of expected credit losses rather than incurred losses. This standard will be effective for interim and annual periods starting after December 15, 2022 and will generally require adoption on a modified retrospective basis. We are in the process of evaluating the impact of the standard.
60

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 3. RESTRUCTURING
Due to our financial performance in 2021 and 2020, including net losses of $7.9 million and $6.0 million, respectively, and total cash used in operating activities of $9.8 million and $2.5 million, respectively, we determined that substantial doubt about our ability to continue as a going concern continues to exist at December 31, 2021.
Prior to 2019, the Company experienced significant sales declines, operating losses and increases in its inventory. Beginning in 2019, significant restructuring efforts were undertaken. The Company replaced the entire senior management team, significantly reduced non-critical expenses, minimized the amount of inventory the Company was purchasing, dramatically changed the composition of our Board of Directors and the executive team, and recruited new departmental leaders across the Company. The cost savings efforts undertaken included phased actions to reduce costs to minimize cash usage. Initial actions included the elimination of certain positions, restructuring of the sales organization and incentive plan, flattening of the senior management team, additional operational streamlining, management compensation reductions, and outsourcing of certain functions including certain elements of supply chain and marketing.
For the twelve months ended December 31, 2021 and 2020, we recorded net restructuring credits of approximately $21 thousand and $60 thousand, respectively, related to the costs and offsetting sub-lease income and accretion expense for the remaining lease obligation for our former New York, New York office. The lease obligation on our former New York, New York office was settled as of June 30, 2021.
Our restructuring liabilities consisted of estimated ongoing costs related to long-term operating lease obligations, which the Company exited. The recorded value of the ongoing lease obligations was based on the remaining lease term and payment amount, discounted to present value. Changes in subsequent periods resulting from a revision to either the timing or the amount of estimated cash flows over the future period were measured using the credit adjusted, risk free rate that was used to measure the restructuring liabilities initially.
The following is a reconciliation of the beginning and ending balances of our restructuring liability as it relates to the Company’s restructuring plans (in thousands):
Restructuring Liability
Balance at December 31, 2019$38 
Accretion of lease obligations2 
Payments(29)
Balance at December 31, 2020$11 
Payments(11)
Balance at December 31, 2021$ 
The following is a reconciliation of the ending balance of our restructuring liability at December 31, 2021 and December 31, 2020 (in thousands):
20212020
Balance at December 31$ $11 
Less, short-term restructuring liability 11 
Long-term restructuring liability, included in other liabilities$ $ 
As a result of the restructuring actions and initiatives described above, we have tailored our operating expenses to be more in line with our expected sales volumes, however, we continue to incur losses and have a substantial accumulated deficit, and substantial doubt about our ability to continue as a going concern continues to exist at December 31, 2021.
61

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Throughout 2020 and 2021, we have continued to evaluate and assess strategic options as we seek to achieve profitability. We plan to continue to develop advanced lighting and lighting control technologies and introduce impactful new products surrounding EnFocusTM, a patented, breakthrough powerline control platform we officially launched during the second quarter of 2020. We announced the following UVCD products beginning in the fourth quarter of 2020: nUVo™ Tower portable air disinfection device for offices and homes and nUVo™ Traveler portable personal air disinfection device for in-vehicle and smaller spaces. Initial sales of nUVo™ devices began in the fourth quarter of 2021, and we anticipate the development of additional products in 2022.
We plan to achieve profitability by growing our sales through existing lighting, new lighting control systems and UVCD products, and by continuing to refine and execute on our multi-channel sales strategy that targets key verticals, such as government, healthcare, education, and commercial and industrial, complemented by our marketing outreach campaigns and expanding channel partnerships, as well as our emerging consumer market focus.
As described in Note 10, “Stockholders’ Equity,” we raised approximately $4.0 million of net proceeds upon the issuance of common stock and December 2021 Warrants in connection with the December 2021 Private Placement, approximately $4.5 million of net proceeds upon the issuance of common stock in connection with the June 2021 Equity Offering, and approximately $2.3 million of net proceeds upon the issuance of common stock and January 2020 Warrants. As described in Note 8, “Debt”, in April 2021, we obtained approximately $1.5 million of bridge financing, net and in August 2020, we entered into two new revolving credit facilities, which allow for expanded borrowing capacity, which capacity was further increased by an April 20, 2021 amendment to one of the facilities.
The restructuring and cost cutting initiatives implemented during 2020 and continuing into 2021, as well as the December 2021 Private Placement, the June 2021 Equity Offering and the January 2020 Equity Offering that significantly strengthened our balance sheet, the Paycheck Protection Program (“PPP”) loan we obtained in April 2020, our enhanced debt capacity due to the debt refinancing in August 2020, the credit facility capacity increase and bridge financing in April 2021, and the funds we received, and expect to receive, related to the Employee Retention Tax Credit (“ERTC”), see Note 13, “Other Income” for details), were all designed to allow us to effectively execute these strategies. However, our efforts may not occur as quickly as we envision or be successful due to the long sales cycle in our industry, the corresponding time required to ramp up sales from new products, markets, and customers into this sales cycle, the timing of introductions of additional new products, significant competition, potential sales volatility given our customer concentration, numerous interruptions and cost increases in the supply chain globally, and the ongoing and lingering economic impact from the COVID-19 pandemic that has significantly diminished the interest and activities for our customers’ lighting retrofit projects until occupancy returns to more normal levels, among other factors.
Additionally, global supply chain and logistics constraints are impacting our inventory purchasing strategy, leading to a buildup of inventory and components in an effort to manage both shortages of available components and longer lead times in obtaining components. Disruptions in global logistics networks are also impacting our lead times and ability to efficiently and cost-effectively transport products from our third-party suppliers to our facility. As a result, we will continue to review and pursue selected external funding sources to ensure adequate financial resources to execute across the timelines required to achieve these objectives including, but not limited to, the following:
obtaining financing from traditional or non-traditional investment capital organizations or individuals;
obtaining funding from the sale of our common stock or other equity or debt instruments; and
obtaining debt financing with lending terms that more closely match our business model and capital needs.
There can be no assurance that we will obtain funding on acceptable terms, in a timely fashion, or at all. Obtaining additional funding contains risks, including:
additional equity financing may not be available to us on satisfactory terms, and any equity we are able to issue could lead to dilution for current stockholders and have rights, preferences and privileges senior to our common stock;
loans or other debt instruments may have terms or conditions, such as interest rate, restrictive covenants, conversion features, refinancing demands, and control or revocation provisions, which are not acceptable to management or our Board of Directors; and
the current environment in the capital markets combined with our capital constraints may prevent us from being able to obtain adequate debt financing.
62

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Additionally, if we are unable to find a permanent Chief Executive Officer, it may be more difficult to obtain additional financing on satisfactory terms or at all. If we fail to obtain the required additional financing to sustain our business before we are able to produce levels of revenue to meet our financial needs, we will need to delay, scale back or eliminate our growth plans and further reduce our operating costs and headcount, each of which would have a material adverse effect on our business, future prospects, and financial condition. A lack of additional funding could also result in our inability to continue as a going concern and force us to sell certain assets or discontinue or curtail our operations and, as a result, investors in the Company could lose their entire investment.
Considering both quantitative and qualitative information, we continue to believe that the combination of our plans to ensure adequate external funding, timely re-organizational actions, current financial position, liquid resources, obligations due or anticipated within the next year, development and implementation of an excess inventory reduction plan, plans and initiatives in our research and development, product development and sales and marketing, and development of potential channel partnerships, if adequately executed, will provide us with an ability to finance our operations through the next twelve months and will mitigate the substantial doubt about our ability to continue as a going concern.
On August 17, 2020, we received a letter from the Listing Qualifications staff (the “Staff”) of The Nasdaq Stock Market (“Nasdaq”) notifying us that we were no longer in compliance with Nasdaq Listing Rule 5550(b)(1), which requires listed companies to maintain stockholders’ equity of at least $2,500,000 if they do not meet the alternative compliance standards relating to the market value of listed securities or net income from continuing operations (the “Minimum Stockholders’ Equity Rule”). Our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020, filed on August 13, 2020, reflected that our stockholders’ equity as of June 30, 2020 was $1,714,000. Based on our timely submission of our plan to regain compliance, Nasdaq granted us an extension through February 15, 2021 to regain compliance with the Minimum Stockholders’ Equity Rule. In accordance with one part of the plan submitted to the Staff, we successfully modified our outstanding January 2020 Warrants and in December 2020, we reclassified $1.4 million from warrant liability into equity. On January 20, 2021, we received a letter from the Staff notifying us that, on a conditional basis, Nasdaq has determined that we have regained compliance with the Minimum Stockholders’ Equity Rule. At December 31, 2020, our stockholders’ equity was $4,255,000, satisfying the Minimum Stockholders’ Equity Rule. At December 31, 2021, our stockholders’ equity was $6,209,000.
On December 21, 2021, we received a letter from the Staff notifying the Company that, as a result of the resignation of a director, as previously disclosed, from the Board of Directors and the Audit and Finance Committee, we are not in compliance with Nasdaq Listing Rule 5605, which requires that our Audit and Finance Committee be comprised of at least three directors, all of whom are independent pursuant to the rules of Nasdaq and applicable law. The notification letter had no immediate effect on the Company’s listing on the Nasdaq Capital Market. The letter further provided that, pursuant to Nasdaq Listing Rule 5605(c)(4), we are entitled to a cure period to regain compliance with Nasdaq Listing Rule 5605, which cure period will expire on the earlier of the date of our next annual shareholders’ meeting and November 11, 2022, or, if the next annual shareholders’ meeting is held before May 10, 2022, then the cure period will expire on May 10, 2022. The Board of Directors has commenced a search for a new independent director, who would be expected to serve on our Audit and Finance Committee, or the Board of Directors will otherwise appoint a current independent director to fill the vacancy on the committee.
NOTE 4. LEASES
The Company leases certain equipment, manufacturing, warehouse and office space under non-cancellable operating leases expiring through 2026 under which it is responsible for related maintenance, taxes and insurance. The Company has one finance lease containing a bargain purchase option upon expiration in 2022. The lease term consists of the non-cancellable period of the lease, periods covered by options to extend the lease if the Company is reasonably certain to exercise the option, and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise the option. As of January 21, 2021, the terms of one of these equipment operating leases has been extended through 2026. In accordance with ASC 842, Leases (“Topic 842”), the related right-of-use asset and lease liability was updated at the time of modification in January 2021. The present value of the lease obligation for this lease was calculated using an incremental borrowing rate of 15.93%, which was the Company’s blended borrowing rate (including interest, annual facility fees, collateral management fees, bank fees and other miscellaneous lender fees) on its revolving lines of credit with Crossroads Financial Group, LLC (as described below in Note 8, “Debt”) and Factors Southwest L.L.C (as described below in Note 8, “Debt”). The present value of the remaining lease obligation was calculated using an incremental borrowing rate (“IBR”) of 7.25% (which excludes the annual facility fee and other lender fees), which was the Company’s borrowing rate on its former revolving line of credit with Austin Financial Services, Inc. (the “Austin Facility”). The weighted average remaining lease term for operating and finance leases is 0.8 years and 0.3 years, respectively.
63

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company had one restructured lease with a sub-lease component for the New York, New York office that was closed in 2017. The lease expired in June 2021. As part of the lease agreement, there was $0.3 million in restricted cash in prepaid and other current assets on the accompanying Consolidated Balance Sheets as of December 31, 2020 which represented collateral against the related Letter of Credit issued as part of this agreement. Per the terms of the lease agreement, the restrictions on the cash were lifted in September 2021 and the cash was returned to the Company.
The restructured lease and sub-lease were deemed to be in-scope and thus subject to the requirements of Topic 842 and were evaluated for impairment in accordance with the asset impairment provisions of ASC 360, Property, Plant and Equipment (“Topic 360”). The Company concluded its net right-of-use assets were not impaired and the carrying amount approximates expected sublease income in future years as of December 31, 2021 and 2020.
Components of the operating, restructured and finance lease costs recognized in net loss were as follows (in thousands):
For the years ended December 31,
 20212020
Operating lease cost (income)
Sub-lease income$(112)$(105)
Lease cost558 597 
Operating lease cost, net446 492 
Restructured lease cost (income)
Sub-lease income(136)(272)
Lease cost110 237 
Restructured lease income, net(26)(35)
Total lease cost, net$420 $457 
Supplemental Consolidated Balance Sheet information related to the Company’s operating and finance leases are as follows (in thousands):
At December 31,
 20212020
Operating Leases
Operating lease right-of-use assets$292 $794 
Restructured lease right-of-use assets 107 
Operating lease right-of-use assets, total292 901 
Operating lease liabilities351 916 
Restructured lease liabilities 168 
Operating lease liabilities, total351 1,084 
Finance Leases
Property and equipment13 13 
Allowances for depreciation(12)(9)
Finance lease assets, net1 4 
Finance lease liabilities1 4 
Total finance lease liabilities$1 $4 
64

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Future minimum lease payments required under operating and finance leases for each of the years 2022 through 2026 are as follows (in thousands):
Operating LeasesFinance Lease
2022$332 $1 
202319  
20244  
20253  
20261  
Total future undiscounted lease payments359 1 
Less imputed interest(8) 
Total lease obligations$351 $1 
Supplemental cash flow information related to leases was as follows (in thousands):
Years ended December 31,
 20212020
Supplemental Cash Flow Information: 
Cash paid, net, for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$532 $537 
Operating cash flows from restructured leases$35 $69 
Financing cash flows from finance leases$3 $3 
NOTE 5. INVENTORIES
Inventories are stated at the lower of standard cost (which approximates actual cost determined using the first-in, first-out cost method) or net realizable value and consists of the following (in thousands):
 At December 31,
 20212020
Raw materials$3,882 $2,695 
Finished goods7,034 5,840 
Reserve for excess, obsolete, and slow-moving inventories(3,050)(2,894)
Inventories, net$7,866 $5,641 
The following is a roll-forward of the reserves for excess, obsolete, and slow-moving inventories (in thousands):
At December 31,
20212020
Beginning balance$(2,894)$(3,518)
Accrual(281)281 
Reduction due to sold inventory125 343 
Reserves for excess, obsolete, and slow-moving inventories$(3,050)$(2,894)
Throughout 2021, we experienced global supply chain and logistics constraints, which impacted our inventory purchasing strategy, leading to a buildup of inventory and inventory components in an effort to manage both shortages of available components and longer lead times in obtaining components. This resulted in a net increase of our gross inventory levels of $2.4 million and excess inventory reserves of $0.2 million as compared to 2020.
During 2020, we applied discipline in manufacturing and supply chain management, focusing on a reduction of lead time and inventory on hand, which resulted in a net reduction of our gross inventory levels of $1.2 million and excess inventory reserves of $0.6 million compared to 2019.
65

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 6. PROPERTY AND EQUIPMENT
Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the related assets and consist of the following (in thousands):
 At December 31,
 20212020
Equipment (useful life 3 - 15 years)
$1,308 $1,281 
Tooling (useful life 2 - 5 years)
384 240 
Vehicles (useful life 5 years)
83 47 
Furniture and fixtures (useful life 5 years)
86 137 
Computer software (useful life 3 years)
1,194 1,057 
Leasehold improvements (the shorter of useful life or lease life)169 169 
Finance lease right-of-use asset13 13 
UV - Robots (useful life 5 years)
105  
Construction in progress135 140 
Property and equipment at cost3,477 3,084 
Less: accumulated depreciation(2,802)(2,664)
Property and equipment, net$675 $420 
Depreciation expense was $0.2 million for both of the years ended December 31, 2021 and 2020. There were no impairment charges for property and equipment during 2021 and 2020.
NOTE 7. PREPAID AND OTHER CURRENT ASSETS
Prepaid and other current assets consisted of the following (in thousands):
 At December 31,
 20212020
Prepaid insurance$131 $126 
Prepaid expenses253 233 
Prepaid rent74 80 
Short-term deposits - non-inventory18  
Restricted cash 342 
ERTC funds445  
Other3 1 
Total prepaid and other current assets$924 782 
NOTE 8. DEBT
Credit Facilities
On August 11, 2020, we entered into two debt financing arrangements (together, the “Credit Facilities”) that allow for expanded borrowing capacity at a lower blended borrowing cost. The first arrangement is an inventory financing facility (the “Inventory Facility”) pursuant to the Loan and Security Agreement (the “Inventory Loan Agreement”) between the Company and Crossroads Financial Group, LLC, a North Carolina limited liability company (the “IF Lender”). Borrowings under the Inventory Facility are permitted up to the lower of (i) $3.0 million, which was subsequently increased to $3.5 million as described below, and (ii) a borrowing base determined from time to time based on the value of the Company’s eligible inventory, valued at 75% of inventory costs or 85% of the inventory net orderly liquidation value, less the availability reserves. On April 20, 2021, the Company and the IF Lender entered into an amendment to the Inventory Loan Agreement to increase the maximum amount that may be available to the Company from $3.0 million to $3.5 million, subject to the borrowing base as set forth in the Inventory Loan Agreement. The outstanding indebtedness under the Inventory Facility accrues at an annual rate equal to the greater of (i) 5.75% and (ii) 4.00% plus the three-month LIBOR rate (0.21% and 0.24% at December 31, 2021 and
66

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2020, respectively) and is also subject to a service fee of 1% per month. The annualized interest rate at December 31, 2021 and 2020, which includes interest fees, the annual facility fee, bank fees and other miscellaneous lender fees, was 22.4% and 23.6%, respectively. The Inventory Facility’s interest and service fees combined amount is subject to a minimum monthly fee of $18 thousand. There would be no breakage fee for the Company for the Inventory Facility if the Company were to refinance it with an American Bankers Association (“ABA”) equivalent institution. The Inventory Facility is secured by substantially all of the present and future assets of the Company and is also governed by an intercreditor agreement among the Company, the IF Lender and the RF Lender (defined below). The Inventory Facility matures on August 11, 2022, subject to early termination upon 90 days’ notice and otherwise in accordance with the terms of the Inventory Loan Agreement. The term is automatically extended in successive one year increments unless terminated by either party in accordance with the Inventory Loan Agreement.
The second arrangement is a receivables financing facility (the “Receivables Facility”) pursuant to the Loan and Security Agreement (the “Receivables Loan Agreement”) between the Company and Factors Southwest L.L.C. (d/b/a FSW Funding), an Arizona limited liability company (the “RF Lender”). Borrowings under the Receivables Facility are permitted up to the lower of (i) $2.5 million or (ii) a borrowing base determined from time to time based on the value of the Company’s eligible accounts receivable, valued at 90% of the face value of such accounts receivable, less availability reserves, if any. Interest on outstanding indebtedness under the Receivables Facility accrues at an annual rate equal to (i) the highest prime rate announced from time to time by the Wall Street Journal (3.25% at both December 31, 2021 and 2020) plus (ii) 2%. At December 31, 2021 and 2020, the annualized interest rate, which includes interest fees and the annual facility fee, was 8.0% and 7.9%, respectively. The annualized interest rate on the collateral management fee was 5.9% at both December 31, 2021 and 2020. The Receivables Facility is also secured by substantially all of the present and future assets of the Borrower and is also governed by an intercreditor agreement among the Company, the IF Lender and the RF Lender. A $25 thousand, or 1%, facility fee was charged at closing. There would be no breakage fee for the Company for the Receivables Facility if the Company were to refinance it with an ABA equivalent institution. The Receivables Facility matures on August 11, 2022, subject to early termination in accordance with the terms of the Receivables Loan Agreement; provided that the term is automatically extended in successive one year increments unless terminated by either party in accordance with the Receivables Loan Agreement.
Borrowings under the Inventory Facility were $1.2 million and $1.3 million at December 31, 2021 and 2020, respectively. Borrowings under the Receivables Facility were $1.0 million at both December 31, 2021 and 2020. Borrowings under the Credit Facilities are recorded in the Consolidated Balance Sheet as of December 31, 2021 and 2020 as a current liability under the caption “Credit line borrowings, net of origination fees.” Outstanding balances include unamortized net issuance costs totaling $84 thousand and $121 thousand for the Inventory Facility and $24 thousand and $40 thousand for the Receivables Facility as of December 31, 2021 and 2020, respectively.
The Credit Facilities replaced the Austin Facility that was entered into on December 11, 2018 and was secured by a lien on our assets. The Austin Facility was a three year, $5.0 million revolving line of credit. The total loan amount available to us under the Austin Facility from time to time was based on the amount of our (i) qualified accounts receivable, which is equal to the lesser of 85% of our net eligible receivables of, or $4.5 million, plus (ii) available inventory, which is the lesser of 20% of the net realizable value of eligible inventory of, or $500 thousand. The Austin Facility charged interest deeming a minimum borrowing requirement of $1.0 million. Interest on advances under the line was due monthly at the “Prime Rate,” as published by the Wall Street Journal from time to time, plus a margin of 2%. Overdrafts were subject to a 2% fee. Additionally, an annual facility fee of 1% on the entire $5.0 million amount of the Austin Facility was due at the beginning of each of the three years that the Austin Facility was outstanding and a 0.5% collateral management fee on the average outstanding loan balance was payable monthly. On August 11, 2020, we paid $1.4 million to close the Austin Facility which included a $100 thousand termination fee. Additionally, we wrote off $59 thousand of the remaining related debt acquisition costs. The termination fee and the write-off of debt acquisition costs are reflected as a loss on extinguishment of debt in our Consolidated Statements of Operations for the twelve months ended December 31, 2020.
Streeterville Note
On April 27, 2021, we entered into a note purchase agreement with Streeterville Capital, LLC (“Streeterville”) pursuant to which we sold and issued to Streeterville a promissory note in the principal amount of approximately $1.7 million (the “Streeterville Note”). The Streeterville Note was issued with an original issue discount of $194 thousand and Streeterville paid a purchase price of $1.5 million for the Streeterville Note, after deduction of $15 thousand of Streeterville’s transaction expenses.
The Streeterville Note has a maturity date of April 27, 2023, and accrues interest at 8% per annum, compounded daily, on the outstanding balance. The Company may prepay the amounts outstanding under the Streeterville Note at a premium, which is
67

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5% during the first three months and 10% thereafter. Prepayments at the reduced rate in the first three months are limited to 50% of the outstanding balance. Beginning on November 1, 2021, Streeterville may require the Company to redeem up to $205 thousand of the Streeterville Note in any calendar month. The Company has the right on three occasions to defer all redemptions that Streeterville could otherwise require the Company to make during any calendar month. Each exercise of this deferral right by the Company will increase the amount outstanding under the Streeterville Note by 1.5%. The Company exercised this right twice during the fourth quarter of 2021.
The total liability for the Streeterville Note, net of discount and financing fees, was $1.7 million at December 31, 2021. Unamortized loan discount and debt issuance costs were $43 thousand at December 31, 2021.
In the event our common stock is delisted from Nasdaq, the amount outstanding under the Streeterville Note will automatically increase by 15% as of the date of such delisting.
PPP Loan
On April 17, 2020, the Company was granted a loan from KeyBank National Association (“KeyBank”) in the amount of approximately $795 thousand, pursuant to the PPP under Division A of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), which was enacted on March 27, 2020. The funds were received on April 20, 2020 and accrued interest at a rate of 1% per annum. At December 31, 2020, $529 thousand was classified as short-term debt and $266 thousand was classified as long-term debt on the Company’s Consolidated Balance Sheet. Under the terms of the PPP, certain amounts of the loan may be forgiven if they are used for qualifying expenses as described in the CARES Act. The entire principal balance and interest were forgiven by the Small Business Administration on February 11, 2021. The $801 thousand forgiveness income was recorded as other income in the Consolidated Statements of Operations during the year ended December 31, 2021.
Iliad Note
On November 25, 2019, we entered into a note purchase agreement (the “Iliad Note Purchase Agreement”) with Iliad Research and Trading, L.P. (“Iliad”) pursuant to which the Company sold and issued to Iliad a promissory note in the principal amount of $1.3 million (the “Iliad Note”). The Iliad Note was issued with an original issue discount of $142 thousand and Iliad paid a purchase price of $1.1 million for the issuance of the Iliad Note, after deduction of $15 thousand of Iliad transaction expenses.
On December 1, 2020, we repaid the $30 thousand remaining outstanding balance on the Iliad Note in full prior to its maturity date of November 24, 2021. Remaining debt and original issue discount costs of $117 thousand were written off at that time and are reflected as a loss on extinguishment of debt in our Consolidated Statements of Operations for the year ended December 31, 2020. The Iliad Note accrued interest at 8% per annum, compounded daily, on the outstanding balance.
Pursuant to the Iliad Note Purchase Agreement and the Iliad Note, we had, among other things, agreed that, until the Iliad Note was repaid 10% of gross proceeds the Company received from the sale of our common stock or other equity must be paid to Iliad and applied to reduce the outstanding balance of the Iliad Note. In accordance with the terms of the Iliad Note, 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount.
Convertible Notes 
On March 29, 2019, we issued $1.7 million aggregate principal amount of subordinated convertible promissory notes (the “Convertible Notes”) to certain investors in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended. The Convertible Notes had a maturity date of December 31, 2021 and bore interest at a rate of 5% per annum until June 30, 2019 and at a rate of 10.0% thereafter. Pursuant to their terms, on January 16, 2020, following approval by our stockholders of certain amendments to the Certificate of Incorporation, the principal amount of all of the Convertible Notes, and the accumulated interest thereon ($0.1 million), which totaled $1.8 million, were converted at a conversion price of $0.67 per share into an aggregate of 2,709,018 shares of the Company’s Series A Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), which is convertible on a one-for-five basis into shares of our common stock. During the year ended December 31, 2020, 111,548 shares of the Series A Preferred Stock were converted into 22,310 shares of common stock. During the year ended December 31, 2021, 1,721,023 shares of Series A Preferred Stock were converted into 344,205 shares of common stock.
The Series A Preferred Stock was created by the filing of a Certificate of Designation with the Secretary of State of the State of Delaware on March 29, 2019, which authorized 2,000,000 shares of Series A Preferred Stock (the “Original Series A Certificate of Designation”). The Original Series A Certificate of Designation was amended on January 15, 2020 following Stockholder
68

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Approval to increase the number of authorized shares of Series A Preferred to 3,300,000 (the Original Series A Certificate of Designation as so amended, the “Series A Certificate of Designation”).
Pursuant to the Series A Certificate of Designation, each holder of outstanding shares of Series A Preferred Stock is entitled to vote with holders of outstanding shares of common stock, voting together as a single class, with respect to any and all matters presented to the stockholders of the Company for their action or consideration, except as provided by law. In any such vote, each share of Series A Preferred Stock shall be entitled to a number of votes equal to 11.07% of the number of shares of common stock into which such share of Series A Preferred Stock is convertible.
The Series A Preferred Stock (a) has a preference upon liquidation equal to $0.67 per share and then participates on an as-converted basis with the common stock with respect to any additional distributions, (b) shall receive any dividends declared and payable on our common stock on an as-converted basis, and (c) is convertible at the option of the holder into shares of our common stock on a one-for-five basis. We also filed a Certificate of Elimination with respect to the authorized, but unissued, Series A Participating Preferred Stock, to return such shares to the status of preferred stock available for designation as the Series A Preferred Stock.
The purchase agreement related to the Convertible Notes contained customary representations and warranties and provided for resale registration rights with respect to the shares of our common stock issuable upon conversion of the Series A Preferred Stock.
NOTE 9. COMMITMENTS AND CONTINGENCIES
Purchase Commitments
As of December 31, 2021, we had approximately $1.7 million in outstanding purchase commitments for inventory, of which $1.5 million is expected to ship in the first quarter of 2022, and $0.2 million in the second quarter of 2022 and thereafter.
NOTE 10. STOCKHOLDERS’ EQUITY
December 2021 Private Placement
In December 2021, we completed the December 2021 Private Placement with certain institutional investors for the sale of 1,193,185 shares of our common stock at a purchase price of $3.52 per share. We also sold to the same institutional investors (i) Pre-Funded Warrants to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (ii) warrants (collectively with the Pre-Funded Warrants, the “December 2021 Warrants”) to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. We paid the placement agent commission of $360 thousand plus $42 thousand in expenses in connection with the December 2021 Private Placement and we also paid legal, accounting and other fees of $97 thousand related to the December 2021 Private Placement. Total offering costs of $499 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021. Net proceeds from the December 2021 Private Placement were approximately $4.0 million. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the 85,228 shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic EPS.
As of December 31, 2021, December 2021 Warrants to purchase an aggregate of 1,363,641 shares remained outstanding, with a weighted average exercise price of $3.30 per share. None of the December 2021 Warrants were exercised as of December 31, 2021. In January 2022, all of the Pre-Funded Warrants were exercised. The exercise of the remaining December 2021 Warrants outstanding could provide us with cash proceeds of up to $4.5 million in the aggregate.
As of December 31, 2021, we had the following outstanding December 2021 Warrants to purchase shares of common stock:
As of December 31, 2021
Number of Underlying SharesExercise PriceExpiration
Common Warrants1,278,413$3.5200December 16, 2026
Pre-Funded Warrants85,228$0.0001None
1,363,641
69

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 2021 Equity Offering
In June 2021, we completed a registered direct offering of 990,100 shares of our common stock to certain institutional investors, at a purchase price of $5.05 per share. We paid the placement agent commissions of $400 thousand, plus $51 thousand in expenses, in connection with the June 2021 Equity Offering and we also paid legal and other fees of $19 thousand related to the offering. Total offering costs of $470 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the June 2021 Equity Offering were approximately $4.5 million.
Preferred Stock
Pursuant to the terms of the Convertible Notes, on January 16, 2020, following approval by our stockholders of certain amendments to the Certificate of Incorporation, the principal amount of all of the Convertible Notes and the accumulated interest thereon at the date of conversion (totaling $1.8 million) were converted at a conversion price of $0.67 per share into an aggregate of 2,709,018 shares of the Company’s Series A Preferred Stock, which is convertible on a one-for-five basis into shares of our common stock. During the year ended December 31, 2020, 111,548 shares of the Series A Preferred Stock were converted into 22,310 shares of common stock. During the year ended December 31, 2021, 1,721,023 shares of Series A Preferred Stock were converted into 344,205 shares of common stock. The Series A Preferred Stock that was converted in 2021 was held by a Schedule 13D ownership group (under Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, and Rule 13d-5 promulgated thereunder) that includes Fusion Park LLC (“Fusion Park”) and 5 Elements Global Fund L.P. (controlled affiliates of James Tu, the Company's former Executive Chairman and Chief Executive Officer and current member of the Board of Directors), as well as Brilliant Start Enterprise Inc. (“Brilliant Start”) and Jag International Ltd. (controlled affiliates of Gina Huang, a member of the Company's Board of Directors). Upon conversion of their respective shares of Series A Preferred Stock in 2021, Fusion Park and Brilliant Start received 184,851 and 159,354 shares, respectively, of the Company’s common stock.
The Series A Preferred Stock was created by the filing of a Certificate of Designation with the Secretary of State of the State of Delaware on March 29, 2019, which designated 2,000,000 shares of the Company’s preferred stock, par value $0.0001 per share, as Series A Preferred Stock (the “Original Series A Certificate of Designation”). On January 15, 2020 with prior stockholder approval, the Company amended the Certificate of Incorporation to increase the number of authorized shares of preferred stock to 5,000,000. The Original Series A Certificate of Designation was also amended on January 15, 2020, to increase the number of shares of preferred stock designated as Series A Preferred Stock to 3,300,000 (the Original Series A Certificate of Designation, as so amended, the “Series A Certificate of Designation”).
Pursuant to the Series A Certificate of Designation, each holder of outstanding shares of Series A Preferred Stock is entitled to vote with holders of outstanding shares of common stock, voting together as a single class, with respect to any and all matters presented to the stockholders of the Company for their action or consideration, except as provided by law. In any such vote, each share of Series A Preferred Stock shall entitle its holder to a number of votes equal to 11.07% of the number of shares of common stock into which such share of Series A Preferred Stock is convertible.
The Series A Preferred Stock (a) has a preference upon liquidation equal to $0.67 per share and then participates on an as-converted basis with the common stock with respect to any additional distributions, (b) shall receive any dividends declared and payable on our common stock on an as-converted basis, and (c) is convertible at the option of the holder into shares of our common stock on a one-for-five basis. On March 29, 2019, the Company also filed a Certificate of Elimination with respect to its authorized, but unissued, Series A Participating Preferred Stock, to return such shares to the status of undesignated preferred stock available for designation as Series A Preferred Stock.
The purchase agreement related to the Convertible Notes contained customary representations and warranties and provided for resale registration rights with respect to the shares of our common stock issuable upon conversion of the Series A Preferred Stock.
1-for-5 Reverse Stock Split
On June 11, 2020, in accordance with previous stockholder approval, our Board of Directors effected a 1-for-5 reverse stock split of the Company’s common stock, par value $0.0001 per share. The reverse stock split became effective at the Effective Time upon the filing of the Certificate of Amendment to the Certificate of Incorporation with the Delaware Secretary of State. At the Effective Time, every five shares of common stock issued and outstanding automatically combined into one validly issued, fully paid and non-assessable share of common stock. No fractional shares were issued as a result of the reverse stock split. The fractional shares were settled in cash in an amount not material to the Company. The $0.0001 par value per share of
70

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
common stock and other terms of the common stock were not affected by the reverse stock split. The number of authorized shares of common stock under the Certificate of Incorporation remained unchanged at 50,000,000 shares.
Proportional adjustments were made to the conversion and exercise prices of our outstanding warrants and stock options, and to the number of shares issued and issuable under our stock incentive plans in connection with the reverse stock split. The financial statements for the twelve months ended December 31, 2020 have been retroactively adjusted to reflect the reverse stock split. Preferred shares outstanding were not affected by the reverse stock split and, as such, those shares have not been adjusted.
The reverse stock split was effected solely to increase the per share trading price of the common stock to satisfy the $1.00 minimum bid price requirement pursuant to Nasdaq Listing Rule 5550(a)(2) for continued listing on Nasdaq. The common stock began trading on Nasdaq on a split-adjusted basis at the opening of trading on June 12, 2020.
January 2020 Equity Offering
In January 2020, we completed a registered direct offering for the sale of 688,360 shares of our common stock to certain institutional investors, at a purchase price of $3.37 per share. We also sold, to the same institutional investors, warrants to purchase up to 688,360 shares of common stock at an exercise price of $3.37 per share (the, “Investor Warrants”) in a concurrent private placement for a purchase price of $0.625 per warrant. We paid the placement agent commissions of $193 thousand plus $50 thousand in expenses in connection with the registered direct offering and the concurrent private placement and we also paid legal, accounting and other fees of $231 thousand related to the offering. Total offering costs of $510 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021 and 2020. In addition, we issued warrants to the placement agent to purchase up to 48,185 shares of common stock at an exercise price of $4.99 per share (together with the Investor Warrants, the “January 2020 Warrants”). Net proceeds to us from the sale of common stock and January 2020 Warrants were approximately $2.3 million. In accordance with the terms of the Iliad Note, 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount and the balance to interest.
January 2020 Warrants issued to purchase an aggregate of 229,414 shares remain outstanding at December 31, 2021, with a weighted average exercise price of $3.67 per share. During the twelve months ended December 31, 2021, 237,892 January 2020 Warrants issued were exercised resulting in total proceeds of $801 thousand. The exercise of the remaining January 2020 Warrants outstanding could provide us with cash proceeds of up to $841 thousand in the aggregate. At December 31, 2020, January 2020 Warrants issued to purchase an aggregate of 467,306 shares remained outstanding, with a weighted average exercise price of $3.51 per share. During the twelve months ended December 31, 2020, 269,240 January 2020 Warrants issued were exercised, resulting in total proceeds of $918 thousand.
As of December 31, 2021 and 2020, we had the following outstanding January 2020 Warrants to purchase shares of common stock:
As of December 31, 2021As of December 31, 2020
Number of Underlying SharesExercise PriceExpiration
Investor Warrants187,734425,626$3.3700January 13, 2025
Placement Agent Warrants41,68041,680$4.9940January 13, 2025
229,414467,306
Warrant Classification
We account for common stock warrants as either liabilities or equity instruments depending on the specific terms of the warrant agreement. Common stock warrants that could require cash settlement are accounted for as liabilities and are revalued at fair value at each balance sheet date subsequent to the initial issuance. Changes in the fair market value of the warrant are reflected in the consolidated statement of operations as income (expense) based upon the change in fair value of warrants. Common stock warrants without cash settlement provisions are accounted for as equity and re-measurement at each balance sheet date is not required.
71

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The January 2020 Warrants we issued in the January 2020 Equity Offering contained a provision for net cash settlement in the event that there is a fundamental transaction involving the Company (e.g., merger, sale of substantially all assets, tender offer, or share exchange). Due to this provision, the January 2020 Warrants were initially classified as liabilities, as opposed to equity, and were recorded at their fair values at each balance sheet date with fair value adjustments recognized as a component of earnings. During December 2020, the warrant holders agreed to a modification of the terms of their January 2020 Warrants which removed the potential cash settlement option upon the occurrence of a fundamental transaction. As such, during the fourth quarter of 2020, the warrant liability was fair-valued through the modification date and then was reclassified into equity and the January 2020 Warrants are no longer subject to re-measurement at each balance sheet date.
Stock-based compensation
On March 18, 2020, our Board of Directors approved the Energy Focus, Inc. 2020 Stock Incentive Plan (the “2020 Plan”). The 2020 Plan was approved by the stockholders at our annual meeting on September 17, 2020, after which no further awards could be issued under the Energy Focus, Inc. 2014 Stock Incentive Plan (the “2014 Plan”). The 2020 Plan initially allows for awards up to 350,000 shares of common stock and expires on September 17, 2030. At December 31, 2021, 208,256 shares remain available to grant under the 2020 Plan.
On May 6, 2014, our Board of Directors approved the 2014 Plan. The 2014 Plan was approved by the stockholders at our annual meeting on July 15, 2014, after which no further awards could be issued under the Energy Focus, Inc. 2008 Incentive Stock Plan (the “2008 Plan”). The 2014 Plan initially allowed for awards up to 120,000 shares of common stock and expires on July 15, 2024. On July 22, 2015, the stockholders approved an amendment to the 2014 Plan to increase the shares available for issuance under the 2014 Plan by an additional 120,000 shares. On June 21, 2017, the stockholders approved an amendment to the 2014 Plan to increase the shares available for issuance under the 2014 Plan by an additional 260,000. No awards may be granted under this plan.
We have one other historical equity-based compensation plan under which options are currently outstanding; however, no new awards may be granted under this plan. Generally, stock options are granted at fair market value and expire ten years from the grant date. Employee grants generally vest in three or four years, while grants to non-employee directors generally vest in one year. The specific terms of each grant are determined by our Board of Directors.
Stock-based compensation expense is attributable to stock options and restricted stock unit awards. For all stock-based awards, we recognize compensation expense using a straight-line amortization method.
The following table summarizes stock-based compensation expense and the impact it had on operations for the periods presented (in thousands):
 For the year ended December 31,
 20212020
Cost of sales$9 $2 
Product development14 10 
Selling, general, and administrative406 119 
Total stock-based compensation$429 $131 
At December 31, 2021 and 2020, we had unearned stock compensation expense of $0.3 million and $0.2 million, respectively. These costs will be charged to expense and amortized on a straight-line basis in subsequent periods. The remaining weighted average period over which the unearned compensation is expected to be amortized was approximately 2.7 years as of December 31, 2021 and 3.1 years as of December 31, 2020. 
72

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Stock options
The fair value of each stock option is estimated on the date of grant using the Black-Scholes option pricing model. Estimates utilized in the calculation include the expected life of the option, risk-free interest rate, and expected volatility, and are further comparatively detailed as follows:
 20212020
Fair value of options issued$3.92 $2.06 
Exercise price$5.07 $2.68 
Expected life of option (in years)6.26.1
Risk-free interest rate0.9 %0.7 %
Expected volatility96.3 %93.6 %
Dividend yield0.00 %0.00 %
We utilize the simplified method as provided by ASC 718-10 to calculate the expected stock option life. Under ASC 718-10, the expected stock option life is based on the midpoint between the vesting date and the end of the contractual term of the stock option award. The use of this simplified method in place of using the actual historical exercise data is allowed when a stock option award meets all of the following criteria: the exercise price of the stock option equals the stock price on the date of grant; the exercisability of the stock option is only conditional upon completing the service requirement through the vesting date; employees who terminate their service prior to the vesting date forfeit their stock options; employees who terminate their service after vesting are granted a limited time period to exercise their stock options; and the stock options are nontransferable and non-hedgeable. We believe that our stock option awards meet all of these criteria. The estimated expected life of the option is calculated based on contractual life of the option, the vesting life of the option, and historical exercise patterns of vested options. The risk-free interest rate is based on U.S. treasury zero-coupon yield curve on the grant date for a maturity similar to the expected life of the option. The volatility estimates are calculated using historical volatility of our stock price calculated over a period of time representative of the expected life of the option. We have not paid dividends in the past, and do not expect to pay dividends over the corresponding expected term as of the grant date.
Options outstanding under all plans at December 31, 2021 have a contractual life of ten years, and vesting periods between one and four years. A summary of option activity under all plans was as follows:
 Number of
Options
Weighted
Average
Exercise Price
Per Share
Outstanding at December 31, 2019155,031 $5.23 
Granted112,350 2.68 
Cancelled(33,774)9.56 
Exercised(12,157)2.11 
Outstanding at December 31, 2020221,450 $3.45 
Granted88,240 5.07 
Cancelled(36,706)5.35 
Expired(1,650)49.18 
Exercised(4,225)1.96 
Outstanding at December 31, 2021267,109 $3.46 
Vested and expected to vest at December 31, 2021231,462 $3.41 
Exercisable at December 31, 202192,121 $3.28 
The “Expected to Vest” options are the unvested options that remain after applying the pre-vesting forfeiture rate assumption to total unvested options. 4,225 options were exercised during 2021 and 12,157 options were exercised during 2020. The total intrinsic value of options outstanding and options exercisable at December 31, 2021 was $426 thousand and $191 thousand, respectively, which was calculated using the closing stock price at the end of the year of $4.27 per share less the option price of the in-the-money grants.
73

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The options outstanding at December 31, 2021 have been segregated into ranges for additional disclosure as follows:
OPTIONS OUTSTANDINGOPTIONS EXERCISABLE
Range of Exercise Prices
Number of Shares OutstandingWeighted Average Remaining Contractual Life (in years)Weighted Average Exercise PriceNumber of Shares ExercisableWeighted Average Remaining Contractual Life (in years)Weighted Average Exercise Price
$1.45$1.6869,377 8.2$1.49 27,078 8.1$1.49 
$1.69$2.2079,975 7.52.10 43,900 7.52.10 
$2.21$5.4238,406 8.62.77 11,046 7.82.46 
$5.43$5.8158,474 9.15.55 319 7.45.52 
$5.82$29.7520,877 7.510.69 9,778 6.114.40 
   267,109 8.2$3.46 92,121 7.6$3.28 
Restricted Stock Units
In 2015, we began issuing restricted stock units to certain employees and non-employee Directors under the 2014 Plan with vesting periods ranging from one to four years from the grant date. In 2020, we began issuing restricted stock units to certain employees and non-employee Directors under the 2020 Plan with vesting periods ranging from one to four years.
The following table shows a summary of restricted stock unit activity:
 Restricted Stock Units OutstandingWeighted
Average
Grant Date
Fair Value
At December 31, 20196,603 $13.17 
Granted19,200 2.44 
Vested(20,068)3.96 
Forfeited(1,255)12.40 
At December 31, 20204,480 8.64 
Granted50,000 5.26 
Vested(52,080)5.46 
At December 31, 20212,400 $7.14 
Employee stock purchase plans
In September 2013, our stockholders approved the 2013 Employee Stock Purchase Plan (the “2013 Plan”) to replace the 1994 prior purchase plan. A total of 100,000 shares of common stock were provided for issuance under the 2013 Plan. The 2013 Plan permits eligible employees to purchase common stock through payroll deductions at a price equal to the lower of 85 percent of the fair market value of our common stock at the beginning or end of the offering period. Employees may end their participation at any time during the offering period, and participation ends automatically upon termination of employment with us. During 2021 and 2020, employees purchased 22,000 and 26,632 shares, respectively. At December 31, 2021, 28,523 shares remained available for purchase under the 2013 Plan.
NOTE 11. INCOME TAXES
We file income tax returns in the U.S. federal jurisdiction, as well as in various state and local jurisdictions. With few exceptions, we are no longer subject to U.S. federal, state, and local, or non-U.S. income tax examinations by tax authorities for years before 2018. Our practice is to recognize interest and penalties related to income tax matters in income tax expense when and if they become applicable. At December 31, 2021 and 2020, respectively, there were no accrued interest and penalties related to uncertain tax positions. 
74

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table shows the components of the provision for income taxes (in thousands):
 For the year ended December 31,
 20212020
Current:  
State$(1)$(5)
Deferred:
U.S. Federal  
(Benefit from) provision for income taxes$(1)$(5)
The principal items accounting for the difference between income taxes computed at the U.S. statutory rate and the (benefit from) provision for income taxes reflected in our Consolidated Statements of Operations are as follows:
 For the year ended December 31,
 20212020
U.S. statutory rate21.0 %21.0 %
State taxes (net of federal tax benefit)9.7 5.6 
Valuation allowance(32.7)(26.0)
Other2.0 (0.5)
 0.0 %0.1 %
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets are as follows (in thousands):
 At December 31,
 20212020
Accrued expenses and other reserves$1,550 $1,787 
Right-of-use-asset(73)(225)
Lease liabilities88 271 
Tax credits, deferred R&D, and other49 20 
Net operating loss17,318 14,510 
Valuation allowance(18,932)(16,363)
Net deferred tax assets$ $ 
In 2021, our effective tax rate was lower than the statutory rate due to an increase in the valuation allowance as a result of the $9.6 million additional federal net operating loss we recognized for the year. In 2020, our effective tax rate was lower than the statutory rate due to an increase in the valuation allowance of the $7.1 million additional federal net operating loss we recognized for the year.
At December 31, 2021, we had net operating loss carry-forwards (“NOLs”) of approximately $125.4 million for federal income tax purposes ($77.2 million for state and local income tax purposes). However, due to changes in our capital structure, approximately $71.0 million of the $125.4 million is available to offset future taxable income after the application of the limitations found under Section 382 of the Internal Revenue Code of 1986, as amended. As a result of the Tax Cuts and Job Act of 2017 (the “Tax Act”), NOLs generated in tax years beginning after December 31, 2017 can only offset 80% of taxable income. These NOLs can no longer be carried back, but they can be carried forward indefinitely. The $9.6 million and $7.1 million in federal net operating losses generated in 2021 and 2020 will be subject to the new limitations under the Tax Act. If not utilized, the NOLs generated prior to December 31, 2017 of $37.5 million will begin to expire in 2023 for federal purposes and have begun to expire for state and local purposes.
Since we believe it is more likely than not that the benefit from NOLs will not be realized, we have provided a full valuation allowance against our deferred tax assets at December 31, 2021 and 2020, respectively. We had no net deferred tax liabilities at December 31, 2021 or 2020, respectively. In 2020, we recognized various states tax benefits as a result of the adjustment from
75

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
the 2019 provision to the actual tax on the 2019 returns that were filed in 2019. In 2019, we recognized various states tax expense as a result of the adjustment from the 2018 provision to the actual tax on the 2018 returns that were filed in 2019.
The CARES Act was enacted on March 27, 2020 and the Consolidated Appropriations Act (the “Relief Act”) was enacted on December 27, 2020 in the United States. The key provisions of the CARES Act and the Relief Act, as applicable to the Company, include the following:
The ability to use NOLs to offset income without the 80% taxable income limitation enacted as part of the Tax Cuts and Jobs Act (“TCJA”) of 2017, and to carry back NOLs to offset prior year income for five years. These are temporary provisions that apply to NOLs incurred in 2018, 2019 or 2020 tax years. We did not recognize any tax benefit for the year ended December 31, 2021 related to our ability to carry back prior year losses, as well as projected current year losses, under the CARES Act to years with the previous 35% tax rate.
The ability to claim a current deduction for interest expense up to 50% of Adjusted Taxable Income (“ATI”) for tax years 2019 and 2020. This limitation was previously 30% of ATI pursuant to the Tax Act, and will revert to 30% after 2020. The Company has no current interest expense limitation.
In addition to the aforementioned provisions, the CARES Act also provided the following non-income tax provisions as applicable to the Company:
The ability to defer the payment of the employer portion of social security taxes incurred between March 27, 2020 and December 31, 2020, with 50% of the deferred amount to be paid by December 31, 2021 and the remaining 50% to be paid by December 31, 2022. For the year ended December 31, 2021, the Company has deferred $77 thousand of payroll taxes.
The ability to claim an ERTC, which is a refundable payroll tax credit, subject to certain limitations. Refer to Note 13, “Other Income” for details.
The Company received approximately $795 thousand in PPP loans, which were forgiven in 2021. The CARES Act provides that the loan forgiveness is tax-exempt for federal purposes. Refer to Note 8, “Debt” for details.
NOTE 12. PRODUCT AND GEOGRAPHIC INFORMATION
We focus our efforts on the sale of LED lighting and controls products and UVCD products in the commercial market and MMM, and began to expand our offerings into the consumer market in the fourth quarter of 2021. Our products are sold primarily in the United States through a combination of direct sales employees, lighting agents, independent sales representatives and distributors, and via e-commerce with digital marketing strategies that profile our UVCD technologies. We currently operate in a single industry segment, developing and selling our LED lighting products and controls as well as UVCD products into the MMM and commercial markets.
The following table provides a breakdown of product net sales for the years indicated (in thousands):
 Year ended December 31,
 20212020
Commercial products$4,682 $5,404 
MMM products5,183 11,424 
Total net sales$9,865 $16,828 
A geographic summary of net sales is as follows (in thousands):
 For the year ended December 31,
 20212020
United States$9,712 $16,685 
International153 143 
Total net sales$9,865 $16,828 
At December 31, 2021 and 2020, approximately 100% of our long-lived assets, which consist of property and equipment, were located in the United States.
76

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 13. OTHER INCOME
Employee Retention Tax Credit
The CARES Act, which was enacted on March 27, 2020, provides an ERTC that is a refundable tax credit against certain employer taxes. The ERTC was subsequently amended by the Taxpayer Certainty and Disaster Tax Relief Act of 2020, the Consolidated Appropriation Act of 2021, and the American Rescue Plan Act of 2021, all of which amended and extended the ERTC availability and guidelines under the CARES Act. Following these amendments, we and other businesses became retroactively eligible for the ERTC, and as a result of the foregoing legislation, are eligible to claim a refundable tax credit against the employer share of Social Security taxes equal to 70% of the qualified wages paid to employees between January 1, 2021 and September 30, 2021. Qualified wages are limited to $10,000 per employee per calendar quarter in 2021 for a maximum allowable ERTC per employee of $7,000 per calendar quarter in 2021.
For purposes of the amended ERTC, an eligible employer is defined as having experienced a significant (20% or more) decline in gross receipts during each of the first three 2021 calendar quarters when compared with the same quarter in 2019 or the immediately preceding quarter to the corresponding calendar quarter in 2019. The credit is taken against the Company’s share of Social Security Tax when the Company’s payroll provider files, or subsequently amends the applicable quarterly employer tax filings.
Under the amended guidelines, we are eligible to receive the ERTC for the second and third quarters of 2021. As part of the filing of our employer tax filings for the third quarter of 2021, we applied for and received a refund of $431 thousand, and we amended our filing for the second quarter of 2021, for which we expect to receive an additional refund of approximately $445 thousand. These amounts are recorded as other income in the Consolidated Statements of Operations during the year ended December 31, 2021, and the $445 thousand expected receivable is included in prepaid and other current assets in the Consolidated Balance Sheet as of December 31, 2021.
PPP Loan
On April 17, 2020, the Company was granted a loan from KeyBank in the amount of approximately $795 thousand, pursuant to the PPP under the CARES Act, which was enacted on March 27, 2020. The funds were received on April 20, 2020, and accrued interest at a rate of 1% per annum. At December 31, 2020, $529 thousand was classified as short-term debt and $266 thousand was classified as long-term debt on the Company’s Consolidated Balance Sheet. Under the terms of the PPP, certain amounts of the loan may be forgiven if they are used for qualifying expenses as described in the CARES Act. The entire principal balance and interest were forgiven by the Small Business Administration on February 11, 2021. The $801 thousand forgiveness income was recorded as other income in the Consolidated Statements of Operations during the year ended December 31, 2021.
NOTE 14. RELATED PARTY TRANSACTIONS
On December 12, 2012, our Board of Directors appointed James Tu to serve as our non-executive Chairman. On April 30, 2013, Mr. Tu became the Executive Chairman assuming the duties of the Principal Executive Officer. On October 30, 2013 Mr. Tu was appointed Executive Chairman and Chief Executive Officer by our Board of Directors. On May 9, 2016, Mr. Tu also assumed the role of President. On August 11, 2016, our Board of Directors appointed a separate Executive Chairman of the Board, and Mr. Tu continued to serve in the role of Chief Executive Officer and President, until February 19, 2017.
On November 30, 2018, each of Gina Huang, Brilliant Start Enterprise, Inc. (“Brilliant Start”), Jag International Ltd., Jiangang Quo, Cleantech Global Ltd., James Tu, 5 Elements Global Fund L.P., Schema Hui Cheng, Communal International, Ltd., and 5 Elements Energy Efficiency Limited (the “Former Schedule 13D Parties”) filed a Schedule 13D with the SEC, indicating that they may have been deemed to be a “group” under Section 13(d)(3) of the Exchange Act of 1934, as amended, and Rule 13d-5 promulgated thereunder, and that such group beneficially owned 17.6% of our common stock. The Schedule 13D was amended on February 26, 2019 and April 3, 2019.
On February 21, 2019, the Former Schedule 13D Parties entered into a settlement with the Company providing for the appointment of two directors (Geraldine McManus and Jennifer Cheng) and the nomination of those two directors for election at the Company’s 2019 annual meeting of stockholders.
On March 29, 2019, the Company entered into a note purchase agreement (the “Note Purchase Agreement”) with certain investors, including Fusion Park LLC (of which James Tu is the sole member) (“Fusion Park”) and Brilliant Start (which is controlled by Gina Huang, a current member of our Board of Directors), for the purchase of an aggregate of $1.7 million of Convertible Notes. Pursuant to the Note Purchase Agreement, Fusion Park and Brilliant Start purchased $580 thousand and
77

ENERGY FOCUS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
$500 thousand, respectively, in principal amount of Convertible Notes. In connection with the sale of Convertible Notes, Mr. Tu was appointed as a member of our Board of Directors on April 1, 2019 and Chief Executive Officer, President and interim Chief Financial Officer on April 2, 2019.
Mr. Tu is also the Founder, Chief Executive Officer and Chief Investment Officer of 5 Elements Global Advisors, an investment advisory and management company managing the holdings of 5 Elements Global Fund LP, which was a beneficial owner of more than 5.0% of our common stock prior to the August 2014 registered offering. As of December 31, 2021, 5 Elements Global Fund LP beneficially owns approximately 0.9% of our common stock. 5 Elements Global Advisors focuses on investing in clean energy companies with breakthrough, commercialized technologies, and near-term profitability potential. Mr. Tu is also Co-Founder of Communal International Ltd. (“Communal”), a British Virgin Islands company dedicated to assisting clean energy, solutions-based companies, maximizing technology and product potential and gaining them access to global marketing, distribution licensing, manufacturing and financing resources. Communal has a 50.0% ownership interest in 5 Elements Energy Efficiencies (BVI) Ltd., a beneficial owner of approximately 0.9% of our common stock. Schema Cheng controls 5 Elements Energy Efficiencies (BVI) Ltd. and owns the other 50.0%. She is Co-Founder of Communal International Ltd. with Mr. Tu and the mother of Simon Cheng. Mr. Cheng was a member of our Board of Directors through February 19, 2017 and an employee of the Company through June 30, 2018 and rejoined the Company on August 5, 2019. Schema Cheng is also the mother of Jennifer Cheng, a current member of our Board of Directors.
On January 11, 2022, our Board of Directors appointed Stephen Socolof, our Lead Independent Director, as Interim Chief Executive Officer to replace Mr. Tu. On February 11, 2022, Mr. Tu and the Company entered into a Separation and Release Agreement and Mr. Tu resigned from the Board of Directors.
NOTE 15. LEGAL MATTERS
We may be the subject of threatened or pending legal actions and contingencies in the normal course of conducting our business. We provide for costs related to these matters when a loss is probable and the amount can be reasonably estimated. The effect of the outcome of these matters on our future results of operations and liquidity cannot be predicted because any such effect depends on future results of operations and the amount or timing of the resolution of such matters. While it is not possible to predict the future outcome of such matters, we believe that the ultimate resolution of such individual or aggregated matters will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows. For certain types of claims, we maintain insurance coverage for personal injury and property damage, product liability and other liability coverages in amounts and with deductibles that we believe are prudent, but there can be no assurance that these coverages will be applicable or adequate to cover adverse outcomes of claims or legal proceedings against us.
78

SUPPLEMENTARY FINANCIAL INFORMATION TO ITEM 8.
The following table sets forth our selected unaudited financial information for the four quarters in the years ended December 31, 2021 and 2020, respectively. This information has been prepared on the same basis as the audited financial statements and, in the opinion of management, contains all adjustments necessary for a fair presentation thereof.
QUARTERLY FINANCIAL DATA (UNAUDITED)
(amounts in thousands, except per share amounts)
2021Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
Net sales$2,405 $2,749 $2,074 $2,637 
Gross profit189 563 393 553 
Net loss(2,631)(1,140)(2,473)(1,642)
    
Net loss per common share attributable to common stockholders (basic and diluted):$(0.50)$(0.22)$(0.59)$(0.45)
Weighted average shares used in computing net loss per common share (basic and diluted)5,312 5,086 4,211 3,612 
2020Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
Net sales$3,746 $5,964 $3,335 $3,783 
Gross profit1,434 1,376 1,343 1,032 
Net income (loss)65 (1,165)(4,340)(541)
    
Net income (loss) per common share attributable to common stockholders - basic1:
$0.01 $(0.35)$(1.36)$(0.18)
Net income (loss) per common share attributable to common stockholders - diluted1:
$0.01 $(0.35)$(1.36)$(0.18)
Weighted average shares used in computing net income (loss) per common share2:
Basic3,491 3,308 3,192 3,086 
Diluted4,307 3,308 3,192 3,086 
1 In accordance with Topic 260 "Earnings Per Share", net income has been allocated to holders of common shares and participating securities including preferred shares and warrants, accordingly. Earnings per share disclosed above utilizes income attributable to common shareholders after this required allocation.
2Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
79

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
Evaluation of disclosure controls and procedures
We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to management, including our Interim Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure.
Pursuant to Rule 13a-15(b) under the Exchange Act, our management must evaluate, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures, as of December 31, 2021, the end of the period covered by this report. Management, with the participation of our current Interim Chief Executive Officer and Chief Financial Officer, did evaluate the effectiveness of our disclosure controls and procedures as of the end of period covered by this report. Based on this evaluation, our Interim Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at a reasonable assurance level as of December 31, 2021.
Management’s report on internal controls over financial reporting 
Management of Energy Focus, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of internal control over financial reporting as of December 31, 2021 based upon criteria established in “Internal Control – Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission (the “COSO Framework”).
An effective internal control system, no matter how well designed, has inherent limitations, including the possibility of human error and circumvention or overriding of controls; therefore, it can provide only reasonable assurance with respect to reliable financial reporting. Furthermore, effectiveness of an internal control system in future periods cannot be guaranteed, because the design of any system of internal controls is based in part upon assumptions about the likelihood of future events. There can be no assurance that any control design will succeed in achieving its stated goals under all potential future conditions. Over time, certain controls may become inadequate because of changes in business conditions, or the degree of compliance with policies and procedures may deteriorate. As such, misstatements due to error or fraud may occur and not be detected. 
Based upon our evaluation under the COSO framework as of December 31, 2021, management concluded that its internal control over financial reporting was effective as of December 31, 2021.
Changes in internal control over financial reporting 
During the quarter ended December 31, 2021, there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Attestation Report of Independent Registered Public Accounting Firm
This Annual Report does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our independent public accounting firm pursuant to the rules of the SEC that permit us to provide only management’s report.
ITEM 9B. OTHER INFORMATION 
None.
ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
80

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
ITEM 11. EXECUTIVE COMPENSATION.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Except as set forth in Part I, the information required by Items 10, 11, 12, 13 and 14 will appear in the definitive Energy Focus, Inc. Proxy Statement for the Annual Meeting of Stockholders to be held on or about May 25, 2022, which will be filed pursuant to Regulation 14A under the Securities Exchange Act of 1934 and is incorporated by reference in this Annual Report pursuant to General Instruction G(3) of Form 10-K (other than the portions thereof not deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934). 
PART IV 
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a)(1) Financial statements
The financial statements required by this Item 15(a)(1) are set forth in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report.
(2) Financial statement schedules 
Schedule II—Valuation and Qualifying Accounts is set forth below. All other schedules are omitted either because they are not applicable, or the required information is shown in the financial statements or the notes.
SCHEDULE II
ENERGY FOCUS, INC.
SCHEDULE OF VALUATION AND QUALIFYING ACCOUNTS
(amounts in thousands) 
DescriptionBeginning
Balance
Charges to
Revenue/
Expense
DeductionsEnding
Balance
Year ended December 31, 2021
Allowance for doubtful accounts and returns$8 $6 $ $14 
Inventory reserves2,894 281 125 3,050 
Valuation allowance for deferred tax assets16,363 2,568  18,931 
Year ended December 31, 2020
Allowance for doubtful accounts and returns$28 $ $20 $8 
Inventory reserves3,518  624 2,894 
Valuation allowance for deferred tax assets14,390 1,973  16,363 
 (3) Exhibits
EXHIBIT INDEX
Exhibit
Number
Description of Documents
Certificate of Incorporation of Energy Focus, Inc. (incorporated by reference to Appendix A to the Registrant’s Definitive Proxy Statement on Schedule 14A filed May 1, 2006).
81

Certificate of Amendment to the Certificate of Incorporation of Energy Focus, Inc. filed with the Secretary of State of the State of Delaware on June 21, 2010 (incorporated by reference to Exhibit 3.2 to the Registrant’s Annual Report on Form 10-K filed on March 24, 2020).
Certificate of Amendment to the Certificate of Incorporation of Energy Focus, Inc. filed with the Secretary of State of the State of Delaware on October 9, 2012 (incorporated by reference to Exhibit 3.3 to the Registrant’s Annual Report on Form 10-K filed on March 24, 2020).
Certificate of Amendment to the Certificate of Incorporation of Energy Focus, Inc. filed with the Secretary of State of the State of Delaware on October 28, 2013 (incorporated by reference to Exhibit 3.4 to the Registrant’s Annual Report on Form 10-K filed on March 24, 2020).
Certificate of Amendment to the Certificate of Incorporation of Energy Focus, Inc. filed with the Secretary of State of the State of Delaware on July 16, 2014 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on July 16, 2014).
Certificate of Amendment to the Certificate of Incorporation of Energy Focus, Inc. filed with the Secretary of State of the State of Delaware on July 24, 2015 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on July 27, 2015).
Certificate of Amendment to the Certificate of Incorporation of Energy Focus, Inc. filed with the Secretary of State of the State of Delaware on January 15, 2020 (incorporated by reference to Exhibit 3.7 to the Registrant’s Annual Report on Form 10-K filed on March 24, 2020).
Certificate of Designation of Series A Convertible Preferred Stock of Energy Focus, Inc. filed with the Secretary of State of the State of Delaware on March 29, 2019 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on April 1, 2019).
Amendment to the Certificate of Designation of Series A Convertible Preferred Stock of Energy Focus, Inc. filed with the Secretary of State of the State of Delaware on May 30, 2019 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on May 30, 2019).
Amendment to the Certificate of Designation of Series A Convertible Preferred Stock of Energy Focus, Inc. filed with the Secretary of State of the State of Delaware on January 15, 2020 (incorporated by reference to Exhibit 3.10 to the Registrant’s Annual Report on Form 10-K filed on March 24, 2020).
Certificate of Amendment of Certificate of Incorporation, dated June 11, 2020 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on June 11, 2020).
Bylaws of Energy Focus, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on May 18, 2020).
Certificate of Ownership and Merger, Merging Energy Focus, Inc., a Delaware corporation, into Fiberstars, Ind. a Delaware corporation, filed with the Secretary of State of the State of Delaware on May 4, 2007 (incorporated by reference to Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q filed on May 10, 2007).
Description of Securities of Energy Focus, Inc. (incorporated by reference to Exhibit 4.1 to the Registrant’s Annual Report on Form 10-K filed on March 24, 2020).
Form of Warrant (incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form 8-K filed on January 13, 2020).
Form of Placement Agent Warrant (incorporated by reference to Exhibit 4.2 of the Registrant’s Current Report on Form 8-K filed on January 13, 2020).
Form of Amendment to Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.4 to the Registrant’s Annual Report on Form 10-K filed on March 25, 2021).
Form of Warrant (incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form 8-K filed on December 15, 2021).
2013 Employee Stock Purchase Plan (incorporated by reference to Appendix A to the Registrant’s Definitive Proxy Statement on Form DEF14A filed on August 16, 2013).
2008 Incentive Stock Plan, as amended (incorporated by reference from Appendix B to the Registrant’s Preliminary Proxy Statement on Form PRER14A filed on June 8, 2012).
2014 Stock Incentive Plan, as amended (incorporated by reference to Exhibit 10.4 to the Registrant’s Annual Report on Form 10-K filed on February 22, 2018).
Form of Nonqualified Stock Option Grant Agreement to Non-Employee Directors (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on July 16, 2014).
Form of Nonqualified Stock Option Grant Agreement to Employees (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on July 16, 2014).
Form of Restricted Stock Unit Grant Agreement to Employees (incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on July 16, 2014).
Form of Restricted Stock Unit Grant Agreement to Non-Employee Directors (incorporated by reference to Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K filed on February 22, 2018).
Form of Incentive Stock Option Grant Agreement to Employees (incorporated by reference to Exhibit 10.4 to the Registrant’s Current Report on Form 8-K filed on July 16, 2014).
Form of Notice of Stock Option Grant for 2008 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed on November 13, 2013).
82

Agreement dated February 21, 2019 entered into by Energy Focus, Inc. and the Investor Group thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on February 26, 2019).
Note Purchase Agreement, dated March 29, 2019, among the Company and each of the Investors thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on April 1, 2019).
Form of Subordinated Convertible Promissory Note entered into by the Company and each of the Investors on March 29, 2019 (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on April 1, 2019).
Form of Amended and Restated Subordinated Convertible Promissory Note entered into by the Company and each of the Investors thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 30, 2019).
President and Chief Financial Officer Offer Letter dated June 18, 2019 between Tod A. Nestor and Energy Focus, Inc. (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on July 22, 2019).
Energy Focus, Inc. Executive Bonus Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on July 19, 2019).
Form of Securities Purchase Agreement, dated as of January 9, 2020, between the Company and each purchaser named in the signature pages thereto (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed on January 13, 2020).
SBA Loan Agreement, dated as of April 17, 2020, between the Company and KeyBank National Association (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed on May 13, 2020).
Loan and Security Agreement, dated as of August 11, 2020, by and between the Company and Crossroads Financial Group, LLC (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed on August 13, 2020).
Loan and Security Agreement, dated as of August 11, 2020, by and between the Company and Factors Southwest L.L.C. (incorporated by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q filed on August 13, 2020).
Energy Focus, Inc. 2020 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on September 22, 2020).
Energy Focus, Inc. 2020 Stock Incentive Plan - Form of Restricted Stock Unit Award Agreement for Employees (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on September 22, 2020).
Energy Focus, Inc. 2020 Stock Incentive Plan - Form of Restricted Stock Unit Award Agreement for Non-Employee Directors (incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on September 22, 2020).
Energy Focus, Inc. 2020 Stock Incentive Plan - Form of Nonqualified Stock Option Agreement for Employees (incorporated by reference to Exhibit 10.4 to the Registrant’s Current Report on Form 8-K filed on September 22, 2020).
Energy Focus, Inc. 2020 Stock Incentive Plan - Form of Incentive Stock Option Agreement (incorporated by reference to Exhibit 10.5 to the Registrant’s Current Report on Form 8-K filed on September 22, 2020).
First Amendment to Loan and Security Agreement, dates as of April 20, 2021 by and between the Company and Crossroads Financial Group, LLC (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on April 21, 2021).
Note Purchase Agreement, dated as of April 27, 2021 by and between the Company and Streeterville Capital, LLC (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on April 28, 2021).
Promissory Note Agreement, dated as of April 27, 2021 by and between the Company and Streeterville Capital, LLC (incorporated by reference to Exhibit 10.2 in the Registrant’s Current Report on Form 8-K filed on April 28, 2021).
Form of Securities Purchase Agreement, dated as of December 13, 2021, between the Company and each purchaser named in the signature pages thereto (incorporated by reference to Exhibit 10.1 in the Registrant’s Current Report on Form 8-K filed on December 15, 2021).
Registration Rights Agreement, dated as of December 13, 2021, between the Company and each purchaser named in the signature pages thereto (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on December 15, 2021).
Separation Agreement and Release, dated as of February 11, 2022, between the Company and James Tu (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on February 17, 2022).
Subsidiaries of the Registrant (filed with this Report).
Consent of GBQ Partners, LLC, Independent Registered Public Accounting Firm (filed with this Report).
Certification of Interim Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Certification of Interim Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101+**The following financial information from Energy Focus, Inc. Annual Report on Form 10-K for the year ended December 31, 2021, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Shareholders’ Equity, (v) Consolidated Statements of Cash Flows, (vi) the Notes to Consolidated Financial Statements.
104**Cover Page Interactive Data File (embedded within the Inline XBRL document).
*Management contract or compensatory plan or arrangement.
83

**Pursuant to Regulation S-T, this interactive data file is not deemed filed for purposes of Section 11 of the Securities Act, or Section 18 of the Exchange Act, or otherwise subject to the liabilities of these sections.
+This exhibit will not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that Section. Such exhibit shall not be deemed incorporated into any filing under the Securities Act or the Exchange Act.
#Portions of this exhibit have been redacted in compliance with Regulation S-K Item 601(b)(10).
##Certain schedules and exhibits to this agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished to the Securities and Exchange Commission upon request.
ITEM 16. FORM 10-K SUMMARY
None.
84

SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.
    ENERGY FOCUS, INC.
     
Date: March 17, 2022
 By: /s/ Stephen Socolof
    Stephen Socolof
    
Interim Chief Executive Officer and Director
(Principal Executive Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated and on the date indicated:
DateSignatureTitle
  
March 17, 2022
/s/ Stephen SocolofDirector and Interim Chief Executive Officer
Stephen Socolof(Principal Executive Officer)
March 17, 2022
/s/ Tod NestorChief Operating Officer and Chief Financial Officer
Tod Nestor
(Principal Financial and Accounting Officer)
  
March 17, 2022
/s/ Jennifer Y. Cheng
Jennifer Y. ChengDirector
  
March 17, 2022
/s/ Gina Huang (Mei Yun Huang)
Gina Huang (Mei Yun Huang)Director
March 17, 2022
/s/ Philip Politziner
Philip PolitzinerDirector
March 17, 2022
/s/ Brian J. Lagarto
Brian J. LagartoDirector
March 17, 2022
/s/ Jeffery R. Parker
Jeffery R. ParkerDirector
85
EX-21.1 2 ex211-10xk123121.htm EX-21.1 Document

EXHIBIT 21.1

SUBSIDIARIES

Name                    Location                    Doing Business as

Energy Focus LED Solutions, LLC        Solon, Ohio                    Energy Focus LED Solutions, LLC

EX-23.1 3 ex231-10xk123121.htm EX-23.1 Document

EXHIBIT 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Energy Focus, Inc.
Solon, Ohio

We hereby consent to the incorporation by reference in the Registration Statements on Form S-1 (No. 333-237614), and Form S-3 (Nos. 333-261905 and 333-261906) and Form S-8 (Nos. 333-249272, 333-219805, 333-206088, 333-197422, 333-193024, 333-184028 and 333-169274) of Energy Focus, Inc. (the "Company") of our report dated March 17, 2022, relating to the consolidated financial statements and financial statement schedule, which appear in the Company's Annual Report on Form 10-K for the year ended December 31, 2021 to which this consent is filed as an exhibit. Our report contains an explanatory paragraph regarding the Company's ability to continue as a going concern.

/s/ GBQ Partners, LLC

Columbus, Ohio
March 17, 2022


EX-31.1 4 ex311-10xk123121.htm EX-31.1 Document

EXHIBIT 31.1

CERTIFICATION

I, Stephen Socolof, certify that:

1.I have reviewed this Annual Report on Form 10-K of Energy Focus, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)    Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)    Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)    Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)    Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.



By:
/s/ Stephen Socolof
Name:
Stephen Socolof
Title:
Interim Chief Executive Officer
Date:March 17, 2022

EX-31.2 5 ex312-10xk123121.htm EX-31.2 Document

EXHIBIT 31.2

CERTIFICATION

I, Tod A. Nestor, certify that:

1.I have reviewed this Annual Report on Form 10-K of Energy Focus, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)    Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)    Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)    Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)    Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.



By:
/s/ Tod A. Nestor
Name:
Tod A. Nestor
Title:
Chief Operating Officer and Chief Financial Officer
Date:March 17, 2022

EX-32.1 6 ex321-10xk123121.htm EX-32.1 Document

                                                    EXHIBIT 32.1


CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Energy Focus, Inc. (the “Company”) on Form 10-K for the year ended December 31, 2021 (the “Report”), I, Stephen Socolof, Interim Chief Executive Officer of the Company, and I, Tod A. Nestor, Chief Operating Officer and Chief Financial Officer of the Company, each certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002, that to the best of my knowledge:

(i) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(ii) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ Stephen Socolof
Stephen Socolof
Interim Chief Executive Officer
Date:March 17, 2022
/s/ Tod A. Nestor
Tod A. Nestor
Chief Operating Officer and Chief Financial Officer
Date:


March 17, 2022
A signed original of this written statement required by Section 906 has been provided to Energy Focus, Inc. and will be retained by Energy Focus, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.


EX-101.SCH 7 efoi-20211231.xsd XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 0001001 - Document - Cover Page link:presentationLink link:calculationLink link:definitionLink 0002002 - Document - Audit Information link:presentationLink link:calculationLink link:definitionLink 1001003 - Statement - Consolidated Balance Sheets link:presentationLink link:calculationLink link:definitionLink 1002004 - Statement - Consolidated Balance Sheets (Parenthetical) link:presentationLink link:calculationLink link:definitionLink 1003005 - Statement - Consolidated Statements of Operations link:presentationLink link:calculationLink link:definitionLink 1004006 - Statement - Consolidated Statements of Operations (Paranthetical) link:presentationLink link:calculationLink link:definitionLink 1005007 - Statement - Consolidated Statements of Comprehensive Loss link:presentationLink link:calculationLink link:definitionLink 1006008 - Statement - Consolidated Statements of Stockholders' Equity link:presentationLink link:calculationLink link:definitionLink 1007009 - Statement - Consolidated Statements of Cash Flows link:presentationLink link:calculationLink link:definitionLink 2101101 - Disclosure - Nature of Operations link:presentationLink link:calculationLink link:definitionLink 2402401 - Disclosure - Nature of Operations - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 2103102 - Disclosure - Summary of Significant Accounting Policies link:presentationLink link:calculationLink link:definitionLink 2204201 - Disclosure - Summary of Significant Accounting Policies (Policies) link:presentationLink link:calculationLink link:definitionLink 2305301 - Disclosure - Summary of Significant Accounting Policies (Tables) link:presentationLink link:calculationLink link:definitionLink 2406402 - Disclosure - Summary of Significant Accounting Policies - Cash and Cash Equivalents (Details) link:presentationLink link:calculationLink link:definitionLink 2407403 - Disclosure - Summary of Significant Accounting Policies - Inventories (Details) link:presentationLink link:calculationLink link:definitionLink 2408404 - Disclosure - Summary of Significant Accounting Policies - Accounts Receivable (Details) link:presentationLink link:calculationLink link:definitionLink 2409405 - Disclosure - Summary of Significant Accounting Policies - Financial Instruments (Details) link:presentationLink link:calculationLink link:definitionLink 2410406 - Disclosure - Summary of Significant Accounting Policies - Fair Value Rollforward (Details) link:presentationLink link:calculationLink link:definitionLink 2411407 - Disclosure - Summary of Significant Accounting Policies - Long-lived Assets (Details) link:presentationLink link:calculationLink link:definitionLink 2412408 - Disclosure - Summary of Significant Accounting Policies - Concentration Risk (Details) link:presentationLink link:calculationLink link:definitionLink 2413409 - Disclosure - Summary of Significant Accounting Policies - Reconciliation of Basic and Diluted Income (Loss) per Share (Details) link:presentationLink link:calculationLink link:definitionLink 2414410 - Disclosure - Summary of Significant Accounting Policies - Net Loss Per Share (Details) link:presentationLink link:calculationLink link:definitionLink 2415411 - Disclosure - Summary of Significant Accounting Policies - Advertising Expenses (Details) link:presentationLink link:calculationLink link:definitionLink 2416412 - Disclosure - Summary of Significant Accounting Policies - Product Warranties (Details) link:presentationLink link:calculationLink link:definitionLink 2417413 - Disclosure - Summary of Significant Accounting Policies - Schedule of Warranty Activity (Details) link:presentationLink link:calculationLink link:definitionLink 2118103 - Disclosure - Restructuring link:presentationLink link:calculationLink link:definitionLink 2319302 - Disclosure - Restructuring Restructuring (Tables) link:presentationLink link:calculationLink link:definitionLink 2420414 - Disclosure - Restructuring - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 2421415 - Disclosure - Restructuring - Reconciliation of Restructuring Liability (Details) link:presentationLink link:calculationLink link:definitionLink 2122104 - Disclosure - Leases link:presentationLink link:calculationLink link:definitionLink 2323303 - Disclosure - Leases (Tables) link:presentationLink link:calculationLink link:definitionLink 2424416 - Disclosure - Leases - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 2425417 - Disclosure - Leases - Components of Lease Cost (Details) link:presentationLink link:calculationLink link:definitionLink 2426418 - Disclosure - Leases - Schedule of Supplemental Balance Sheet Information (Details) link:presentationLink link:calculationLink link:definitionLink 2427419 - Disclosure - Leases - Schedule of Future Maturities of Lease Liabilities (Details) link:presentationLink link:calculationLink link:definitionLink 2427419 - Disclosure - Leases - Schedule of Future Maturities of Lease Liabilities (Details) link:presentationLink link:calculationLink link:definitionLink 2428420 - Disclosure - Leases - Schedule of Supplemental Cash Flow Information (Details) link:presentationLink link:calculationLink link:definitionLink 2129105 - Disclosure - Inventories link:presentationLink link:calculationLink link:definitionLink 2330304 - Disclosure - Inventories Inventories (Tables) link:presentationLink link:calculationLink link:definitionLink 2431421 - Disclosure - Inventories - Schedule of Inventory (Details) link:presentationLink link:calculationLink link:definitionLink 2432422 - Disclosure - Inventories - Reserve Rollforward (Details) link:presentationLink link:calculationLink link:definitionLink 2433423 - Disclosure - Inventories - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 2134106 - Disclosure - Property and Equipment link:presentationLink link:calculationLink link:definitionLink 2335305 - Disclosure - Property and Equipment (Tables) link:presentationLink link:calculationLink link:definitionLink 2436424 - Disclosure - Property and Equipment (Details) link:presentationLink link:calculationLink link:definitionLink 2137107 - Disclosure - Prepaid Expenses and Other Current Assets link:presentationLink link:calculationLink link:definitionLink 2338306 - Disclosure - Prepaid Expenses and Other Current Assets (Tables) link:presentationLink link:calculationLink link:definitionLink 2439425 - Disclosure - Prepaid Expenses and Other Current Assets (Details) link:presentationLink link:calculationLink link:definitionLink 2140108 - Disclosure - Debt link:presentationLink link:calculationLink link:definitionLink 2441426 - Disclosure - Debt - Credit Facilities (Details) link:presentationLink link:calculationLink link:definitionLink 2442427 - Disclosure - Debt - Streeterville Note (Details) link:presentationLink link:calculationLink link:definitionLink 2443428 - Disclosure - Debt - PPP Loan (Details) link:presentationLink link:calculationLink link:definitionLink 2444429 - Disclosure - Debt - Iliad Note (Details) link:presentationLink link:calculationLink link:definitionLink 2445430 - Disclosure - Debt - Convertible Notes (Details) link:presentationLink link:calculationLink link:definitionLink 2146109 - Disclosure - Commitments and Contingencies link:presentationLink link:calculationLink link:definitionLink 2447431 - Disclosure - Commitments and Contingencies - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 2148110 - Disclosure - Stockholders' Equity link:presentationLink link:calculationLink link:definitionLink 2349307 - Disclosure - Stockholders' Equity (Tables) link:presentationLink link:calculationLink link:definitionLink 2450432 - Disclosure - Stockholders' Equity - December 2021 Private Placement (Details) link:presentationLink link:calculationLink link:definitionLink 2451433 - Disclosure - Stockholders' Equity - Warrants Outstanding from the December 2021 Private Placement (Details) link:presentationLink link:calculationLink link:definitionLink 2452434 - Disclosure - Stockholders' Equity - June 2021 Equity Offering (Details) link:presentationLink link:calculationLink link:definitionLink 2453435 - Disclosure - Stockholders' Equity - Preferred Stock (Details) link:presentationLink link:calculationLink link:definitionLink 2454436 - Disclosure - Stockholders' Equity - 1-for-5 Reverse Stock Split (Details) link:presentationLink link:calculationLink link:definitionLink 2455437 - Disclosure - Stockholders' Equity - January 2020 Equity Offering (Details) link:presentationLink link:calculationLink link:definitionLink 2456438 - Disclosure - Stockholders' Equity - Outstanding Warrants from the January 2020 Equity Offering (Details) link:presentationLink link:calculationLink link:definitionLink 2457439 - Disclosure - Stockholders' Equity - Stock-based Compensation (Details) link:presentationLink link:calculationLink link:definitionLink 2458440 - Disclosure - Stockholders' Equity - Impact of Results for Stock-Based Compensation (Details) link:presentationLink link:calculationLink link:definitionLink 2459441 - Disclosure - Stockholders' Equity - Estimates Utilized (Details) link:presentationLink link:calculationLink link:definitionLink 2460442 - Disclosure - Stockholders' Equity - Stock Options Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 2461443 - Disclosure - Stockholders' Equity - Summary of Option Activity (Details) link:presentationLink link:calculationLink link:definitionLink 2462444 - Disclosure - Stockholders' Equity - Options Outstanding and Exercisable (Details) link:presentationLink link:calculationLink link:definitionLink 2463445 - Disclosure - Stockholders' Equity - Restricted Stock Units Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 2464446 - Disclosure - Stockholders' Equity - Summary of Restricted Stock Activity (Details) link:presentationLink link:calculationLink link:definitionLink 2465447 - Disclosure - Stockholders' Equity - Employee Stock Purchase Plans (Details) link:presentationLink link:calculationLink link:definitionLink 2166111 - Disclosure - Income Taxes link:presentationLink link:calculationLink link:definitionLink 2367308 - Disclosure - Income Taxes (Tables) link:presentationLink link:calculationLink link:definitionLink 2468448 - Disclosure - Income Taxes - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 2469449 - Disclosure - Income Taxes - Components (Details) link:presentationLink link:calculationLink link:definitionLink 2470450 - Disclosure - Income Taxes - Reconciliation (Details) link:presentationLink link:calculationLink link:definitionLink 2471451 - Disclosure - Income Taxes - Temporary Differences (Details) link:presentationLink link:calculationLink link:definitionLink 2172112 - Disclosure - Product and Geographic Information link:presentationLink link:calculationLink link:definitionLink 2373309 - Disclosure - Product and Geographic Information (Tables) link:presentationLink link:calculationLink link:definitionLink 2474452 - Disclosure - Product and Geographic Information (Details) link:presentationLink link:calculationLink link:definitionLink 2175113 - Disclosure - Other Income link:presentationLink link:calculationLink link:definitionLink 2476453 - Disclosure - Other Income (Details) link:presentationLink link:calculationLink link:definitionLink 2177114 - Disclosure - Related Party Transactions link:presentationLink link:calculationLink link:definitionLink 2478454 - Disclosure - Related Party Transactions (Details) link:presentationLink link:calculationLink link:definitionLink 2179115 - Disclosure - Legal Matters link:presentationLink link:calculationLink link:definitionLink 2180116 - Disclosure - Supplementary Financial Information to Item 8. link:presentationLink link:calculationLink link:definitionLink 2381310 - Disclosure - Supplementary Financial Information to Item 8. (Tables) link:presentationLink link:calculationLink link:definitionLink 2482455 - Disclosure - Supplementary Financial Information to Item 8. (Details) link:presentationLink link:calculationLink link:definitionLink 2183117 - Disclosure - Schedule II - Schedule of Valuation and Qualifying Accounts link:presentationLink link:calculationLink link:definitionLink 2484456 - Disclosure - Schedule II - Schedule of Valuation and Qualifying Accounts (Details) link:presentationLink link:calculationLink link:definitionLink EX-101.CAL 8 efoi-20211231_cal.xml XBRL TAXONOMY EXTENSION CALCULATION LINKBASE DOCUMENT EX-101.DEF 9 efoi-20211231_def.xml XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT EX-101.LAB 10 efoi-20211231_lab.xml XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT Proceeds from the exercise of warrants Proceeds from Warrant Exercises Supplemental information: Supplemental Cash Flow Information [Abstract] Customer [Domain] Customer [Domain] Legal Matters Legal Matters and Contingencies [Text Block] U.S. statutory rate Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent Net income (loss) per share Earnings Per Share, Policy [Policy Text Block] Convertible Debt Convertible Debt [Member] State Current State and Local Tax Expense (Benefit) Vested (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period Leasehold improvements Leasehold Improvements [Member] Fair Value Hierarchy and NAV [Domain] Fair Value Hierarchy and NAV [Domain] Net loss Net loss Net Income (Loss) Attributable to Parent Operating lease, right-of-use asset Operating Lease, Right-of-Use Asset Issuance of common stock upon the exercise of warrants Stock and Warrants Issued During Period, Value, Preferred Stock and Warrants Deferred tax assets, operating loss carry-forwards Net operating loss Deferred Tax Assets, Operating Loss Carryforwards Preferred stock, shares outstanding Preferred Stock, Shares Outstanding Income Statement Location [Axis] Income Statement Location [Axis] Statistical Measurement [Domain] Statistical Measurement [Domain] Proceeds from the issuance of common stock and warrants Proceeds from Issuance of Common Stock and Warrants Proceeds from Issuance of Common Stock and Warrants Geographic Summary of Net Sales Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block] Restructured lease liabilities Restructured Operating Lease, Liability, Current Restructured Operating Lease, Liability, Current Net proceeds from the conversion of convertible debt to preferred stock Net proceeds from the conversion of convertible debt to preferred stock Net proceeds from the conversion of convertible debt to preferred stock Restructured lease income, net Restructured Lease, Operating Lease, Cost, Net Of Sublease Income Restructured Lease, Operating Lease, Cost, Net Of Sublease Income Security Exchange Name Security Exchange Name Entity Incorporation, State or Country Code Entity Incorporation, State or Country Code Quarterly Financial Information Disclosure [Abstract] Quarterly Financial Information Disclosure [Abstract] Conversion price (in dollars per share) Debt Instrument, Convertible, Conversion Price Canceled (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value Additional paid-in capital Additional Paid in Capital, Common Stock Maximum redemption amount Debt Instrument Subject To Mandatory Redemption, Maximum Amount Debt Instrument Subject To Mandatory Redemption, Maximum Amount Canceled (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period Restructuring Type [Axis] Restructuring Type [Axis] Operating lease, weighted average remaining lease term Operating Lease, Weighted Average Remaining Lease Term Domestic Supplier Domestic Supplier [Member] Domestic Supplier Finance Lease Finance Lease, Liability, Payment, Due, Rolling Maturity [Abstract] Investment, Name [Axis] Investment, Name [Axis] Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table] Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table] Dividend yield Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate Number of shares available for grant (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant MMM LED Products MMM LED Products [Member] MMM LED Products Net increase in cash and restricted cash Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect Entity File Number Entity File Number Expected volatility Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] Stock-based compensation APIC, Share-based Payment Arrangement, Increase for Cost Recognition Options exercised, intrinsic value Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value 2022 Finance Lease, Liability, Payments, Due in Next Rolling 12 Months Reduction of gross inventory levels Increase (Decrease) In Inventory Levels, Gross Increase (Decrease) In Inventory Levels, Gross SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] Debt Prepayment Maximum, Percentage Debt Prepayment Maximum, Percentage Debt Prepayment Maximum, Percentage Range of Exercise Prices, lower limit (in dollars per share) Share-based Payment Arrangement, Option, Exercise Price Range, Lower Range Limit 2023 Finance Lease, Liability, Payments, Due in Rolling Year Two Charges to Revenue/ Expense SEC Schedule, 12-09, Valuation Allowances and Reserves, Additions, Charge to Cost and Expense 2026 Finance Lease, Liability, Payments, Due in Rolling Year Five Organization, Consolidation and Presentation of Financial Statements [Abstract] Organization, Consolidation and Presentation of Financial Statements [Abstract] Business Acquisition, Contingent Consideration [Line Items] Business Acquisition, Contingent Consideration [Line Items] Schedule of Restructuring Reserve by Type of Cost Schedule of Restructuring Reserve by Type of Cost [Table Text Block] Payments for deferred financing costs & termination fees Payments of Financing Costs Lease cost Restructured Lease, Operating Lease, Cost Restructured Lease, Operating Lease, Cost Gross proceeds from equity issuance Proceeds from Issuance or Sale of Equity Net deferred tax assets Deferred Tax Assets, Net Amount available based on qualifying accounts Line of Credit Facility, Available Amount Based On Qualified Accounts Line of Credit Facility, Available Amount Based On Qualified Accounts Schedule of Inventory Schedule of Inventory, Current [Table Text Block] Antidilutive securities excluded from computation of earnings per share (number of shares) Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount Product development Research and Development Expense [Member] OPTIONS EXERCISABLE Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Options Exercisable [Abstract] Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Options Exercisable [Abstract] Sale of Stock [Axis] Sale of Stock [Axis] Schedule of Business Acquisitions by Acquisition, Contingent Consideration [Table] Schedule of Business Acquisitions by Acquisition, Contingent Consideration [Table] Prepaid rent Prepaid Rent Reverse stock split ratio Stockholders' Equity Note, Stock Split, Conversion Ratio Granted (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value Monthly service fee Line Of Credit Facility, Monthly Facility Fee, Percent Line Of Credit Facility, Monthly Facility Fee, Percent Title of Individual [Domain] Title of Individual [Domain] Property and equipment at cost Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, before Accumulated Depreciation and Amortization Award Type [Domain] Award Type [Domain] Communal Communal [Member] Exercise Price Range [Axis] Exercise Price Range [Axis] Movement in Standard Product Warranty Accrual [Roll Forward] Movement in Standard Product Warranty Accrual [Roll Forward] Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table] Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table] Employee Employee [Member] Employee Equity Option Equity Option [Member] Local Phone Number Local Phone Number Credit Facility [Domain] Credit Facility [Domain] ASSETS Assets [Abstract] Related Party Transactions [Abstract] Related Party Transactions [Abstract] Operating Loss Carryforwards [Line Items] Operating Loss Carryforwards [Line Items] Exercisable (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number Vested and expected to vest (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price Amount paid for placement agent commissions Payments For Placement Agent Commissions Payments For Placement Agent Commissions Granted (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period Restructuring Restructuring Costs Interest rate on convertible notes Debt Conversion, Original Debt, Interest Rate of Debt Concentration risk Concentration Risk, Percentage Preferred stock, par value $0.0001 per share: Preferred Stock, Value, Issued Deferred tax assets, operating loss carryforwards, portion available after application of IRC Section 382 limitations Deferred Tax Assets, Operating Loss Carryforwards, Portion Available After Application Of IRC Section 382 Limitations Deferred Tax Assets, Operating Loss Carryforwards, Portion Available After Application Of IRC Section 382 Limitations Exercise price, range one Exercise Price Range One [Member] The first exercise price range. Outstanding at beginning of period (in shares) Outstanding at end of period (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number Accrual Inventory Valuation Reserves, Provision (Accrual) Inventory Valuation Reserves, Provision (Accrual) Accumulated Deficit Retained Earnings [Member] Prepaid and other assets Increase (Decrease) in Prepaid Expense and Other Assets Debt Instrument [Axis] Debt Instrument [Axis] Advertising expenses Advertising Cost [Policy Text Block] Exercise price, range five Exercise Price Range Five [Member] Exercise Price Range Five Right-of-use-asset Deferred Tax Liabilities, Leasing Arrangements Settlements made during the year (in kind) Standard Product Warranty Accrual, Decrease for Payments Commitments and Contingencies Commitments and Contingencies Disclosure [Text Block] Conversion of notes to preferred stock Stock Issued During Period, Value, Conversion of Convertible Securities Related Party [Axis] Related Party [Axis] Increase (decrease) of excess inventory reserves Increase (Decrease) In Inventory Reserves Increase (Decrease) In Inventory Reserves Lease liabilities Deferred Tax Assets, Leasing Arrangements Deferred Tax Assets, Leasing Arrangements Accounts receivable Increase (Decrease) in Accounts Receivable Schedule of Deferred Tax Assets Schedule of Deferred Tax Assets and Liabilities [Table Text Block] Issuance of common stock upon the exercise of warrants (in shares) Warrants exercised (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Exercised Property, Plant and Equipment [Line Items] Property, Plant and Equipment [Line Items] Entity Well-known Seasoned Issuer Entity Well-known Seasoned Issuer Commitments and Contingencies Disclosure [Abstract] Commitments and Contingencies Disclosure [Abstract] Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] Supplier [Axis] Supplier [Axis] Gain on forgiveness of PPP loan Gain on forgiveness of PPP loan Gain (Loss) On Forgiveness Of Debt Gain (Loss) On Forgiveness Of Debt Principal payments under finance lease obligations Financing cash flows from finance leases Finance Lease, Principal Payments Deferred revenue Increase (Decrease) in Deferred Revenue Operating Leases Lessee, Operating Lease, Liability, Payment, Due, Rolling Maturity [Abstract] Net loss per share, basic (in dollars per share) Earnings Per Share, Basic Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] Operating loss, subject to expiration Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration Operating cash flows from restructured leases Restructured Leases, Operating Lease, Payments Restructured Leases, Operating Lease, Payments Sub-lease income Sublease Income Brilliant Start Enterprise, Inc. Brilliant Start Enterprise, Inc. [Member] Brilliant Start Enterprise, Inc. [Member] Allowance for doubtful accounts and returns SEC Schedule, 12-09, Allowance, Credit Loss [Member] Standard Product Warranty, Number of Years Standard Product Warranty, Number of Years Standard Product Warranty, Number of Years SEC Schedule, 12-09, Valuation Allowances and Reserves Type [Axis] SEC Schedule, 12-09, Valuation Allowances and Reserves Type [Axis] Operating lease, borrowing rate Lessee, Operating Lease, Interest Rate, Effective Rate Lessee, Operating Lease, Interest Rate, Effective Rate Unamortized net issuance costs Unamortized Debt Issuance Expense Operating lease right-of-use assets, total Operating Lease, Right-of-Use Asset, Including Restructured Leases Operating Lease, Right-of-Use Asset, Including Restructured Leases Percentage increase due to deferral of redemption option Note Payable, Percentage Increase Due to Deferral of Redemption Option Note Payable, Percentage Increase Due to Deferral of Redemption Option Raw materials Inventory, Raw Materials, Gross Schedule II - Schedule of Valuation and Qualifying Accounts SEC Schedule, 12-09, Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] Inventory reserves SEC Schedule, 12-09, Reserve, Inventory [Member] Common stock withheld in lieu of income tax withholding on vesting of restricted stock units Share-based Payment Arrangement, Decrease for Tax Withholding Obligation Net deferred tax liabilities Deferred Tax Liabilities, Net Number of shares authorized (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized Operating cash flows from operating leases Operating Lease, Payments Distributor To The U.S. Department Of Defense Distributor To The U.S. Department Of Defense [Member] Distributor To The U.S. Department Of Defense Restricted cash held in other assets Restricted Cash and Cash Equivalents Accrued warranty reserve Balance at the beginning of the year Accrued warranty reserve at the end of the period Standard Product Warranty Accrual, Current Product development Research and Development Expense, Policy [Policy Text Block] Amount available under facility based on qualified accounts receivable Line of Credit Facility, Amount Available Based On Qualified Accounts Line of Credit Facility, Amount Available Based On Qualified Accounts Inventory Facility Inventory Facility [Member] Inventory Facility Purchase price (in dollars per share) Class Of Warrant Or Right, Warrants Issued, Price Per Share Class Of Warrant Or Right, Warrants Issued, Price Per Share Provision for doubtful accounts receivable Accounts Receivable, Credit Loss Expense (Reversal) Total liability, net of discount and financing fees Long-term Debt, Gross Debt Instrument, Redemption, Period Two Debt Instrument, Redemption, Period Two [Member] Entity Voluntary Filers Entity Voluntary Filers Net loss, diluted (in USD per share) Income (Loss) from Continuing Operations, Per Diluted Share Plan Name [Axis] Plan Name [Axis] Finance lease assets, net Finance Lease, Right-of-Use Asset, after Accumulated Amortization Cash flows from investing activities: Net Cash Provided by (Used in) Investing Activities [Abstract] Accruals for warranties issued Standard Product Warranty Accrual, Increase for Warranties Issued Weighted average shares of common shares outstanding: Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract] Income Tax Disclosure [Abstract] Income Tax Disclosure [Abstract] Audit Information [Abstract] Audit Information [Abstract] Entity Small Business Entity Small Business Proceeds from issuance of subordinated convertible promissory notes Proceeds from Issuance of Subordinated Long-term Debt Total liabilities and stockholders' equity Liabilities and Equity Other Effective Income Tax Rate Reconciliation, Other Adjustments, Percent Accrued liabilities Other Accrued Liabilities, Current Other Income and Expenses [Abstract] Scenario [Axis] Scenario [Axis] Exercised (in dollars per share) Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price Restricted cash Restricted Cash Concentration Risk [Line Items] Concentration Risk [Line Items] Accounts payable Increase (Decrease) in Accounts Payable Weighted Average Exercise Price (in dollars per share) Share-based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Exercise Price Restructuring Reserve [Roll Forward] Restructuring Reserve [Roll Forward] SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Table] SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Table] Operating expenses: Operating Expenses [Abstract] Entity Interactive Data Current Entity Interactive Data Current Minimum Minimum [Member] Gross profit Gross profit Gross Profit Selling, general, and administrative Selling, General and Administrative Expense Proceeds from the Streeterville Note Proceeds from Notes Payable Preferred stock authorized (in shares) Preferred Stock, Shares Authorized Income Tax Authority [Domain] Income Tax Authority [Domain] Class of Warrant or Right [Domain] Class of Warrant or Right [Domain] Entity Common Stock, Shares Outstanding Entity Common Stock, Shares Outstanding Entity Address, State or Province Entity Address, State or Province 2013 Plan Employee Stock Purchase Plan 2013 [Member] Information related to the employee stock purchase plan approved in 2013. Leases Lessee, Finance Leases [Text Block] Beginning balance Ending balance Balance at December 31 Restructuring Reserve Investor Warrants Equity Offering Institutional Investor [Member] Institutional Investor Accrued payroll and related benefits Accrued Employee Benefits, Current Current liabilities: Liabilities, Current [Abstract] Schedule of Options Outstanding Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Table Text Block] Issuance of common stock and warrants Stock Issued During Period, Value, New Issues Streeterville Note Streeterville Note Purchase Agreement [Member] Streeterville Note Purchase Agreement Debt Debt Disclosure [Text Block] Beginning balance (in shares) Ending balance (in shares) Shares, Outstanding Schedule of Components of Benefits from Income Taxes Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] Exercisable (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price Number of Shares Exercisable (in shares) Share-based Payment Arrangement, Option, Exercise Price Range, Shares Exercisable Commercial products Pool And Commercial Products [Member] Fair Value, Inputs, Level 3 Fair Value, Inputs, Level 3 [Member] Inventories Inventory Disclosure [Text Block] Less: accumulated depreciation Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, Accumulated Depreciation and Amortization Accrued interest and penalties related to uncertain tax positions Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued Accounting Policies [Abstract] Accounting Policies [Abstract] Shares issued (in shares) Stock Issued During Period, Shares, New Issues Reduction due to sold inventory Inventory Valuation Reserves, Sales Of Inventory Inventory Valuation Reserves, Sales Of Inventory Offering costs paid on the issuance of common stock and warrants Offering costs paid on the issuance of common stock and warrants Payments of Stock Issuance Costs International International [Member] International Accrued legal and professional fees Accrued Professional Fees, Current Operating Leases Operating Lease, Assets And Liabilities, Lessee [Abstract] Operating Lease, Assets And Liabilities, Lessee Operating lease liabilities Total lease obligations Operating Lease, Liability Breakdown of Product Net Sales Revenue from External Customers by Products and Services [Table Text Block] Document Transition Report Document Transition Report Common stock, par value $0.0001 per share: Common Stock, Value, Issued Operating lease cost, net Operating Lease, Cost, Net Of Sublease Income Operating Lease, Cost, Net Of Sublease Income Purchase commitment Long-term Purchase Commitment, Amount Remaining weighted average life Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition Commercial Products Commercial Products [Member] Commercial Products Outstanding at beginning of period (in dollars per share) Outstanding at end of period (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value Paycheck Protection Program CARES Act Paycheck Protection Program CARES Act [Member] Paycheck Protection Program CARES Act Product Warranty Liability [Table] Product Warranty Liability [Table] Customer concentration risk Customer Concentration Risk [Member] Basis of presentation Basis of Accounting, Policy [Policy Text Block] Leases Lessee, Operating Leases [Text Block] Accumulated other comprehensive loss Accumulated Other Comprehensive Income (Loss), Net of Tax Entity Emerging Growth Company Entity Emerging Growth Company Trade accounts receivable, allowances Accounts Receivable, Allowance for Credit Loss, Current Provision for slow-moving and obsolete inventories Inventory Write-down Pre-Funded Warrants Pre-Funded Warrants [Member] Pre-Funded Warrants UV- Robots Robots [Member] Robots ICFR Auditor Attestation Flag ICFR Auditor Attestation Flag Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] Proceeds from bridge financing Proceeds from issuance Proceeds from Issuance of Debt Restructured lease, right-of-use asset Restructured Operating Lease, Right-Of-Use Asset Restructured Operating Lease, Right-Of-Use Asset 5 Elements Energy Efficiencies (BVI) Ltd. 5 Elements Energy Efficiencies (BVI) Ltd. [Member] 5 Elements Energy Efficiencies (BVI) Ltd. Ownership [Axis] Ownership [Axis] Legal Entity [Axis] Legal Entity [Axis] Auditor Name Auditor Name Cover [Abstract] Class of Stock [Axis] Class of Stock [Axis] Minimum monthly fee Line Of Credit Facility, Monthly Facility Fee Line Of Credit Facility, Monthly Facility Fee January 2020 Equity Offering, Private Placement January 2020 Equity Offering, Private Placement [Member] January 2020 Equity Offering, Private Placement Cash and restricted cash Cash and Cash Equivalents, Policy [Policy Text Block] Less imputed interest Lessee, Operating Lease, Liability, Undiscounted Excess Amount Income Tax Authority [Axis] Income Tax Authority [Axis] January 2020 Institutional Investor January 2020 Institutional Investor [Member] January 2020 Institutional Investor Employee Stock Ownership Plan (ESOP) Name [Axis] Employee Stock Ownership Plan (ESOP) Name [Axis] Wall Street Journal, highest prime rate Wall Street Journal, Highest Prime Rate [Member] Wall Street Journal, Highest Prime Rate Finance Leases Finance Lease, Assets And Liabilities, Lessee [Abstract] Finance Lease, Assets And Liabilities, Lessee Prepaid and other current assets Total prepaid and other current assets Prepaid Expense and Other Assets, Current Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] Other comprehensive loss: Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] Entity [Domain] Entity [Domain] Selling, general, and administrative Selling, General and Administrative Expenses [Member] Weighted Average Remaining Contractual Life (in years) Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term Less imputed interest Finance Lease, Liability, Undiscounted Excess Amount Current: Current Income Tax Expense (Benefit), Continuing Operations [Abstract] Exercise price, range four Exercise Price Range Four [Member] The third exercise price range. Stock option Share-based Payment Arrangement, Option [Member] Long-lived assets located in US, percent Long-lived Assets Located in US, Percent Long-lived Assets Located in US, Percent Restructured lease liabilities Restructured Operating Lease, Liability Restructured Operating Lease, Liability Offering costs on issuance of common stock and warrants Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs Equity [Abstract] Fair Value Hierarchy and NAV [Axis] Fair Value Hierarchy and NAV [Axis] Payments Payments for Restructuring Balance January 1, 2020 Balance December 31, 2020 Other Deferred Compensation Arrangements, Liability, Current Product warranties Standard Product Warranty, Policy [Policy Text Block] Other income - employee retention tax credit (Gain) Loss From Employee Retention Tax Credit (Gain) Loss From Employee Retention Tax Credit Loss from change in fair value of warrants Change in fair value of warrant liabilities Fair Value Adjustment of Warrants Operating Loss Carryforwards [Table] Operating Loss Carryforwards [Table] Common Stock Common Stock [Member] Variable Rate [Axis] Variable Rate [Axis] Product and Geographic Information Segment Reporting Disclosure [Text Block] Finance lease, weighted average remaining lease term Finance Lease, Weighted Average Remaining Lease Term Loss from operations Operating Income (Loss) Property, Plant and Equipment [Table] Property, Plant and Equipment [Table] Operating lease liabilities Operating Lease, Liability, Current MMM products Government Products [Member] Government Products segment. 2025 Lessee, Operating Lease, Liability, Payments, Due in Rolling Year Four Iliad Note Iliad Note Purchase Agreement [Member] Iliad Note Purchase Agreement Increase (Decrease) in Stockholders' Equity [Roll Forward] Increase (Decrease) in Stockholders' Equity [Roll Forward] Document Fiscal Year Focus Document Fiscal Year Focus Property, Plant and Equipment [Abstract] Property, Plant and Equipment [Abstract] Stock-based compensation Share-based Payment Arrangement, Noncash Expense Variable Rate [Domain] Variable Rate [Domain] Restructuring Restructuring and Related Activities Disclosure [Text Block] Additional Paid-in Capital Additional Paid-in Capital [Member] Cash Cash Cash and Cash Equivalents, at Carrying Value Depreciation Depreciation Repayments of debt Repayments of Debt Amount invested Related Party Transaction, Amounts of Transaction Long-term Debt, Type [Domain] Long-term Debt, Type [Domain] Accretion of lease obligations Restructuring Reserve, Accretion Restructuring Reserve, Accretion Classification of cash and restricted cash: Cash and Cash Equivalents [Abstract] 2022 Lessee, Operating Lease, Liability, Payments, Due Next Rolling Twelve Months Schedule of Warranty Activity Schedule of Product Warranty Liability [Table Text Block] Accrued and other liabilities Increase (Decrease) in Accrued Liabilities Number of warrants issued (in shares) Class Of Warrant Or Right, Warrants Issued Class Of Warrant Or Right, Warrants Issued Stated interest rate on collateral management fee Debt Instrument, Interest Rate, Stated Percentage, Collateral Management Fee Debt Instrument, Interest Rate, Stated Percentage, Collateral Management Fee Cash paid in year for income taxes Income Taxes Paid Securities called by warrants (in shares) Class of Warrant or Right, Number of Securities Called by Warrants or Rights Proceeds from loan origination Proceeds from Loan Originations Payment terms Contract With Customer, Payment Terms Contract With Customer, Payment Terms Other expenses Other Nonoperating Income (Expense) 5 Elements Global Advisors 5 Elements Global Advisors [Member] 5 Elements Global Advisors [Member] Prepaid insurance Prepaid Insurance Acquisitions of property and equipment Payments to Acquire Property, Plant, and Equipment Restructuring Liability Facility Closing [Member] Maximum Maximum [Member] Employee Stock Ownership Plan (ESOP), Plan [Domain] Employee Stock Ownership Plan (ESOP), Plan [Domain] Total liabilities Liabilities Payment amount Payment for Debt Extinguishment or Debt Prepayment Cost Award Type [Axis] Award Type [Axis] Granted (in dollars per share) Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price Cash flows from financing activities: Net Cash Provided by (Used in) Financing Activities [Abstract] 13D Group 13D Group [Member] 13D Group [Member] Expired (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period Property and equipment Finance Lease, Right-Of-Use Asset, Gross Finance Lease, Right-Of-Use Asset, Gross Schedule of Future Maturities of Operating Lease Liabilities Lessee, Operating Lease, Liability, Maturity [Table Text Block] Total stockholders' equity Beginning balance Ending balance Stockholders' equity Stockholders' Equity Attributable to Parent Ownership interest Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest Operating loss carry-forwards Operating Loss Carryforwards Common stock, shares issued Common Stock, Shares, Issued Prepaid Supplies Prepaid Supplies Preferred stock, shares issued Preferred Stock, Shares Issued City Area Code City Area Code Settlements from exercise Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements Intrinsic value of options exercisable Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value Entity Address, City or Town Entity Address, City or Town Loss on extinguishment of debt Gain (Loss) on Extinguishment of Debt Net proceeds from (payment on) credit line borrowings Proceeds from (Repayments of) Lines of Credit ERTC funds ERTC expected receivable Payroll Tax Credit, Employee Retention Credit Under The CARES Act, Current Payroll Tax Credit, Employee Retention Credit Under The CARES Act, Current Property and equipment, useful life Property, Plant and Equipment, Useful Life Accrued expenses and other reserves Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Other Proceeds from PPP loan Proceeds From Paycheck Protection Program Proceeds From Paycheck Protection Program STOCKHOLDERS’ EQUITY Stockholders' Equity Attributable to Parent [Abstract] Streeterville note, net of discount and loan origination fees Notes Payable, Current Computer software Software and Software Development Costs [Member] Certain risks and concentrations Concentration Risk, Credit Risk, Policy [Policy Text Block] Estimated proceeds from issuance of warrants Estimated Proceeds From Issuance Of Warrants Estimated Proceeds From Issuance Of Warrants Operating lease liabilities, net of current portion Operating Lease, Liability, Noncurrent Total future undiscounted lease payments Finance Lease, Liability, Payment, Due PPP loan, net of current maturities Payment Protection Program, Noncurrent Payment Protection Program, Noncurrent Measurement Frequency [Domain] Measurement Frequency [Domain] Percent proceeds to be paid to Lender Debt Instrument, Proceeds To Be Paid To Lender, Percent Debt Instrument, Proceeds To Be Paid To Lender, Percent Principal amount Debt Instrument, Face Amount Interest expense Interest Expense Deferred: Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] Percent of net realizable value of eligible inventory Line of Credit Facility, Available Inventory, Net Realizable Value Line of Credit Facility, Available Inventory, Net Realizable Value Exercise price, range two Exercise Price Range Two [Member] The second exercise price range. Stock price (in dollars per share) Share Price Accumulated deficit Retained Earnings (Accumulated Deficit) Vesting periods Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period Restricted Stock Units (RSUs) Restricted Stock Units (RSUs) [Member] Statement of Stockholders' Equity [Abstract] Statement of Stockholders' Equity [Abstract] Issuance of common stock under employee stock option and stock purchase plans (in shares) Stock Issued During Period, Shares, Employee Stock Purchase Plans Entity Filer Category Entity Filer Category Finance lease liabilities Total lease obligations Finance Lease, Liability Risk-free interest rate Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] Income Statement [Abstract] Income Statement [Abstract] Concentration Risk [Table] Concentration Risk [Table] Prepayment premium Debt Instrument, Prepayment Premium, Percent Debt Instrument, Prepayment Premium, Percent Entity Registrant Name Entity Registrant Name Inventory Disclosure [Abstract] Inventory Disclosure [Abstract] Level 3 Fair Value Reconciliation Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] Deductions SEC Schedule, 12-09, Valuation Allowances and Reserves, Deduction Fusion Park LLC Fusion Park LLC [Member] Fusion Park LLC Proceeds from exercise of stock options and purchases through employee stock purchase plan Proceeds from Stock Options Exercised 2025 Finance Lease, Liability, Payments, Due in Rolling Year Four Weighted Average Exercise Price (in dollars per share) Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Exercise Price Canceled (in dollars per share) Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price Benefit from income taxes (Benefit from) provision for income taxes Income Tax Expense (Benefit) Trade accounts receivable, less allowances of $14 and $8, respectively Accounts Receivable, after Allowance for Credit Loss, Current Amendment Flag Amendment Flag Adjustments to existing warranties Standard Product Warranty Accrual, Increase (Decrease) for Preexisting Warranties Equity Components [Axis] Equity Components [Axis] Entity Tax Identification Number Entity Tax Identification Number SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] Document Fiscal Period Focus Document Fiscal Period Focus Total current assets Assets, Current Total future undiscounted lease payments Lessee, Operating Lease, Liability, to be Paid Allowances for depreciation Finance Lease, Right-Of-Use Asset, Accumulated Depreciation Finance Lease, Right-Of-Use Asset, Accumulated Depreciation Concentration Risk Type [Domain] Concentration Risk Type [Domain] Accounts receivable Accounts Receivable [Member] Sale of Stock [Domain] Sale of Stock [Domain] Canceled (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period Inventories, net Inventories, net Inventory, Net Sub-lease income Restructured Lease, Sublease Income Restructured Lease, Sublease Income Schedule of Stock by Class [Table] Schedule of Stock by Class [Table] Stock-based compensation Share-based Payment Arrangement [Policy Text Block] Warrant liability - issuance Adjustments to Additional Paid in Capital, Warrant Issued U.S. Federal Deferred Federal Income Tax Expense (Benefit) Statement of Financial Position [Abstract] Statement of Financial Position [Abstract] Expired (in dollars per share) Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] Short-term deposits - non-inventory Security Deposit Financial Instruments Fair Value Measurement, Policy [Policy Text Block] Total adjustments Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities Product and Service [Axis] Product and Service [Axis] Schedule of Stockholders' Equity Note, Warrants or Rights Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] Property, Plant and Equipment, Type [Domain] Long-Lived Tangible Asset [Domain] Non-Employee Director Non-Employee Director [Member] Non-Employee Director Fair Value, by Balance Sheet Grouping [Table] Fair Value, by Balance Sheet Grouping [Table] Other Income Other Income and Other Expense Disclosure [Text Block] Preferred stock, par value (in dollars per share) Preferred Stock, Par or Stated Value Per Share Entity Public Float Entity Public Float Documents Incorporated by Reference Documents Incorporated by Reference [Text Block] Net sales Revenue Benchmark [Member] Fair value of options issued (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value Equity Component [Domain] Equity Component [Domain] Beginning balance (in shares) Ending balance (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number Shares issued in the period (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period Debt issuance costs Debt Issuance Costs, Gross Amortization of loan discounts and origination fees Amortization of Debt Discount (Premium) Vehicles Vehicles [Member] Statement [Line Items] Statement [Line Items] SEC Schedule, 12-09, Valuation Allowances and Reserves [Domain] SEC Schedule, 12-09, Valuation Allowances and Reserves [Domain] Property and equipment, net Property and equipment, net Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] Issuance of common stock and warrants (in shares) Stock Issued During Period, Shares, Period Increase (Decrease) Weighted Average Exercise Price Per Share Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] James Tu Through Fusion Park LLC James Tu Through Fusion Park LLC [Member] James Tu Through Fusion Park LLC [Member] Product Warranty Liability [Line Items] Product Warranty Liability [Line Items] Issuance of warrants, January 2020 Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Issuances U.S. Federal Domestic Tax Authority [Member] LIABILITIES Liabilities [Abstract] Provision for warranties Increase (Decrease) In Provision For Warranties Increase (Decrease) In Provision For Warranties Valuation allowance Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Percent Counterparty Name [Domain] Counterparty Name [Domain] Percentage of number of votes that each share of preferred stock holders are entitled to Percentage of Series A Preferred Stock Eligible to Vote Percentage of Series A Preferred Stock Eligible to Vote Debt Disclosure [Abstract] Debt Disclosure [Abstract] Finance lease liabilities Finance Lease, Liability, Current Purchase price of common stock, percent Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent Loss from operations before income taxes Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest Property, Plant and Equipment, Type [Axis] Long-Lived Tangible Asset [Axis] Valuation allowance Deferred Tax Assets, Valuation Allowance Short-term deposits Increase (Decrease) in Deposit Assets Auditor Location Auditor Location Inventory, Reserve [Roll Forward] Inventory, Reserve [Roll Forward] Inventory, Reserve Total Expenditures Total Expenditures [Member] Total Expenditures Segment Reporting [Abstract] Segment Reporting [Abstract] Type of Restructuring [Domain] Type of Restructuring [Domain] Customer [Axis] Customer [Axis] Credit line borrowings, net of loan origination fees Line of Credit, Current Overdraft fee Line Of Credit Facility, Overdraft Fee, Percent Line Of Credit Facility, Overdraft Fee, Percent Restructuring Cost and Reserve [Line Items] Restructuring Cost and Reserve [Line Items] Impairment Effects on Earnings Per Share [Table] Impairment Effects on Earnings Per Share [Table] Use of estimates Use of Estimates, Policy [Policy Text Block] Granted (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross Schedule of Earnings Per Share, Basic and Diluted Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] Document Annual Report Document Annual Report Summary of Impact of Results of Stock-Based Compensation Share-based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] Scenario, forecast Forecast [Member] Title of 12(b) Security Title of 12(b) Security Total assets Assets Investment, Name [Domain] Investment, Name [Domain] Plan Name [Domain] Plan Name [Domain] Common stock authorized (in shares) Common stock authorized (in shares) Common Stock, Shares Authorized Cash paid in year for interest Interest Paid, Excluding Capitalized Interest, Operating Activities Geographical [Domain] Geographical [Domain] Operating lease liabilities, total Operating Lease, Liability, Including Restructured Leases Operating Lease, Liability, Including Restructured Leases Right to defer mandatory redemption, number of deferrals Debt Instrument, Right To Defer Mandatory Redemption, Number Of Deferrals Debt Instrument, Right To Defer Mandatory Redemption, Number Of Deferrals Title of Individual [Axis] Title of Individual [Axis] Payments on the Iliad Note Payments on the Iliad Note Repayments of Notes Payable Document Type Document Type Product and Service [Domain] Product and Service [Domain] Product development Research and Development Expense Eligible inventory Line of Credit Facility, Available Inventory Line of Credit Facility, Available Inventory Stated interest rate Debt Instrument, Interest Rate, Stated Percentage Share-based Compensation Arrangement by Share-based Payment Award [Line Items] Share-based Compensation Arrangement by Share-based Payment Award [Line Items] Revolving Credit Facility Revolving Credit Facility [Member] Summary of Significant Accounting Policies Significant Accounting Policies [Text Block] Warrant liability - modification Warrant liability - modification Adjustments to Additional Paid in Capital, Warrant Reclassified Adjustments to Additional Paid in Capital, Warrant Reclassified Measurement Frequency [Axis] Measurement Frequency [Axis] Net cash used in operating activities Net cash used in operating activities Net Cash Provided by (Used in) Operating Activities Valuation allowance for deferred tax assets SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset [Member] Share-based Payment Arrangement, Option, Exercise Price Range [Table] Share-based Payment Arrangement, Option, Exercise Price Range [Table] Furniture and fixtures Furniture and Fixtures [Member] Schedule of Long-term Debt Instruments [Table] Schedule of Long-term Debt Instruments [Table] Components of Lease Cost and Supplemental Cash Flow Information Lease, Cost [Table Text Block] OPTIONS OUTSTANDING Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Options Outstanding [Abstract] Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Options Outstanding [Abstract] 2024 Lessee, Operating Lease, Liability, Payments, Due in Rolling Year Three Geographical [Axis] Geographical [Axis] Fee amount Debt Instrument, Fee Amount Net loss per share, diluted (in dollars per share) Earnings Per Share, Diluted Percent of accounts receivable used as borrowing capacity Line of Credit Facility, Borrowing Capacity, Value Of Accounts Receivable, Percent Line of Credit Facility, Borrowing Capacity, Value Of Accounts Receivable, Percent Basic (in shares) Weighted Average Number of Shares Outstanding, Basic State and Local State and Local Jurisdiction [Member] Sale of common stock (USD per share) Sale of Stock, Price Per Share Two Customers Two Customers [Member] Two Customers Amount paid related to expenses for registered direct offering and concurrent private placement Payments Related To Expenses For Registered Direct Offering And Concurrent Private Placement Payments Related To Expenses For Registered Direct Offering And Concurrent Private Placement Supplier [Domain] Supplier [Domain] Schedule of Restructuring and Related Costs [Table] Schedule of Restructuring and Related Costs [Table] Comprehensive loss Comprehensive Income (Loss), Net of Tax, Attributable to Parent Supplementary Financial Information to Item 8. Quarterly Financial Information [Text Block] Accrued restructuring Less, short-term restructuring liability Restructuring Reserve, Current Net cash provided by financing activities Net Cash Provided by (Used in) Financing Activities Tooling Tooling [Member] Related Party Transaction [Line Items] Related Party Transaction [Line Items] Vesting period Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period Communal International Ltd. Communal International Ltd. [Member] Communal International Ltd. Conversion of convertible securities (in shares) Stock Issued During Period, Shares, Conversion of Convertible Securities Number of new credit facilities Debt Instrument, Number Of Credit Facilities Debt Instrument, Number Of Credit Facilities UVCD Products UVCD Products [Member] UVCD Products Net loss, basic (in USD per share) Income (Loss) from Continuing Operations, Per Basic Share Summary of Restricted Stock Activity Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block] Schedule of Effective Income Tax Rate Reconciliation Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] Schedule of Future Maturities of Finance Lease Liabilities Finance Lease, Liability, Fiscal Year Maturity [Table Text Block] Accounts payable Accounts Payable, Current Concentration Risk Type [Axis] Concentration Risk Type [Axis] Shipbuilder For U.S. Navy Shipbuilder For U.S. Navy [Member] Shipbuilder For U.S. Navy Impairment Effects on Earnings Per Share [Line Items] Impairment Effects on Earnings Per Share [Line Items] Annual fee Line Of Credit Facility, Annual Fee, Percent Line Of Credit Facility, Annual Fee, Percent Accumulated Other Comprehensive Loss AOCI Attributable to Parent [Member] Inventories Increase (Decrease) in Inventories Collateral management fee Line Of Credit Facility, Collateral Management Fee, Percent Line Of Credit Facility, Collateral Management Fee, Percent Convertible Preferred Stock Convertible Preferred Stock [Member] Common stock, shares outstanding Common Stock, Shares, Outstanding Supplier Concentration Risk Supplier Concentration Risk [Member] Cost of sales Cost of Goods and Services Sold Restructuring and Related Activities [Abstract] Restructuring and Related Activities [Abstract] Document Period End Date Document Period End Date Receivables Facility Receivables Facility [Member] Receivables Facility Entity Central Index Key Entity Central Index Key Concentration Risk Benchmark [Domain] Concentration Risk Benchmark [Domain] Schedule of Quarterly Financial Data Quarterly Financial Information [Table Text Block] Number of Options Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] Beginning balance Reserves for excess, obsolete, and slow-moving inventories Inventory Valuation Reserves, Raw Materials Inventory Valuation Reserves, Raw Materials State taxes (net of federal tax benefit) Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent Schedule of Property and Equipment Property, Plant and Equipment [Table Text Block] Total lease cost, net Lease, Cost Income Statement Location [Domain] Income Statement Location [Domain] 2026 Lessee, Operating Lease, Liability, Payments, Due in Rolling Year Five Range of Exercise Prices, upper limit (in dollars per share) Share-based Payment Arrangement, Option, Exercise Price Range, Upper Range Limit Percentage increase if delisted from Nasdaq Debt Instrument, Percentage Increase If Delisted From Security Exchange Debt Instrument, Percentage Increase If Delisted From Security Exchange Prepaid expenses Other Prepaid Expense, Current Property and Equipment Property, Plant and Equipment Disclosure [Text Block] Total operating expenses Operating Expenses 2024 Finance Lease, Liability, Payments, Due in Rolling Year Three Regional Commercial Lighting Retrofit Company Regional Commercial Lighting Retrofit Company [Member] Regional Commercial Lighting Retrofit Company December 2021 Private Placement December 2021 Private Placement [Member] December 2021 Private Placement Austin Credit Facility Austin Credit Facility [Member] Austin Credit Facility Share-based Payment Arrangement, Expensed and Capitalized, Amount [Table] Share-based Payment Arrangement, Expensed and Capitalized, Amount [Table] Debt Instrument [Line Items] Debt Instrument [Line Items] Trading Symbol Trading Symbol Numerator: Earnings Per Share [Abstract] Amount paid for clearing fees Payments For Clearing Fees Payments For Clearing Fees Accounts Payable Accounts Payable [Member] Accumulated interest Accumulated Interest on Subordinated Debt Accumulated Interest on Subordinated Debt Distributor To U.S. Navy Combined With Sales To Shipbuilders Distributor To U.S. Navy Combined With Sales To Shipbuilders [Member] Distributor To U.S. Navy Combined With Sales To Shipbuilders Property and equipment at cost Property, Plant and Equipment, Gross Foreign currency translation adjustments Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent Net sales Net sales Revenues Long-lived assets Long Lived Assets Policy [Policy Text Block] Disclosure of accounting policy for property, plant and equipment as well as goodwill and intangible assets, which may include the basis of such assets, depreciation methods used and estimated useful lives, the entity's capitalization policy, including its accounting treatment for costs incurred for repairs and maintenance activities, whether such asset balances include capitalized interest and the method by which such is calculated, how disposals of such assets are accounted for and how impairment of such assets is assessed and recognized. Equipment Equipment [Member] Exercise price of warrants (in dollars per share) Class of Warrant or Right, Exercise Price of Warrants or Rights Original issue discount Debt Instrument, Unamortized Premium Vested and expected to vest (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number PPP loan Payment Protection Program, Current Payment Protection Program, Current Finished goods Inventory, Finished Goods, Gross Outstanding at beginning of period (in dollars per share) Outstanding at end of period (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price Common Warrants Warrant [Member] Schedule of Related Party Transactions, by Related Party [Table] Schedule of Related Party Transactions, by Related Party [Table] Exercise price (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price Total stock-based compensation Share-based Payment Arrangement, Expense Weighted Average Remaining Contractual Life (in years) Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term Entity Current Reporting Status Entity Current Reporting Status Net loss per common share - basic and diluted: Denominator: Earnings Per Share, Basic and Diluted [Abstract] Weighted Average Grant Date Fair Value Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] Effective income tax rate reconciliation Effective Income Tax Rate Reconciliation, Percent Common stock issued upon preferred stock conversion (in shares) Convertible Preferred Stock, Shares Issued upon Conversion Minimum borrowing requirement Line Of Credit Facility, Minimum Requirement Line Of Credit Facility, Minimum Requirement Offshore Supplier Offshore Supplier [Member] Offshore Supplier Counterparty Name [Axis] Counterparty Name [Axis] Reserve for excess, obsolete, and slow-moving inventories Inventory Valuation Reserves Construction in progress Construction in Progress [Member] Class of Warrant or Right [Axis] Class of Warrant or Right [Axis] Loss on dispositions of property and equipment Gain (Loss) on Disposition of Property Plant Equipment Cash and restricted cash, beginning of year Cash and restricted cash, end of year Cash and restricted cash Cash and cash equivalents Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents United States UNITED STATES Sale of common stock (in shares) Sale of Stock, Number of Shares Issued in Transaction Common stock, par value (in dollars per share) Common Stock, Par or Stated Value Per Share Supplemental Cash Flow Information Related To Leases Supplemental Cash Flow Information Related To Leases [Table Text Block] [Table Text Block] for Supplemental Cash Flow Information Related To Leases [Table] 2023 Lessee, Operating Lease, Liability, Payments, Due in Rolling Year Two Statement of Comprehensive Income [Abstract] Statement of Comprehensive Income [Abstract] Current assets: Assets, Current [Abstract] Debt Instrument, Redemption, Period One Debt Instrument, Redemption, Period One [Member] Leases [Abstract] Leases [Abstract] Income taxes Income Tax, Policy [Policy Text Block] London Interbank Offered Rate (LIBOR) London Interbank Offered Rate (LIBOR) [Member] Deferred revenue Deferred Revenue, Current Annual facility period Line Of Credit Facility, Annual Facility Fee, Period Line Of Credit Facility, Annual Facility Fee, Period 2020 Plan Plan 2020 [Member] Plan 2020 Entity Address, Postal Zip Code Entity Address, Postal Zip Code Exercised (in shares) Exercised (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period Revenue recognition Revenue from Contract with Customer [Policy Text Block] Diluted (in shares) Weighted Average Number of Shares Outstanding, Diluted Exercise Price Range [Domain] Exercise Price Range [Domain] Fair Value, Recurring Fair Value, Recurring [Member] Income Taxes Income Tax Disclosure [Text Block] Related Party [Domain] Related Party [Domain] Long-term Debt, Type [Axis] Long-term Debt, Type [Axis] Summary of Option Activity Share-based Payment Arrangement, Option, Activity [Table Text Block] Yeh-Mei Cheng Yeh Mei Cheng [Member] Yeh-Mei Cheng Stockholders' Equity Stockholders' Equity Note Disclosure [Text Block] Inventory costs Line of Credit Facility, Borrowing Capacity, Inventory Costs, Percent Line of Credit Facility, Borrowing Capacity, Inventory Costs, Percent Schedule of Supplemental Balance Sheet Information Lease, Supplemental Balance Sheet Information [Table Text Block] Lease, Supplemental Balance Sheet Information [Table Text Block] Prepaid and Other Current Assets Other Current Assets [Text Block] Net proceeds from sale of common stock and warrants Proceeds from the Issuance of Common Stock and Warrants, Net of Issuance Costs Proceeds from the Issuance of Common Stock and Warrants, Net of Issuance Costs Statement of Cash Flows [Abstract] Statement of Cash Flows [Abstract] Other expenses: Nonoperating Income (Expense) [Abstract] Auditor Firm ID Auditor Firm ID Operating lease, discount rate Lessee, Operating Lease, Discount Rate Class of Stock [Line Items] Class of Stock [Line Items] Outstanding purchase commitment Purchase Obligation Credit Facility [Axis] Credit Facility [Axis] Entity Address, Address Line One Entity Address, Address Line One Long-term restructuring liability, included in other liabilities Restructuring Reserve, Noncurrent Net cash used in investing activities Net Cash Provided by (Used in) Investing Activities Entity Address, Address Line Two Entity Address, Address Line Two Change in operating assets and liabilities: Increase (Decrease) in Operating Capital [Abstract] Issuance of common stock under employee stock option and stock purchase plans Stock Issued During Period, Value, Employee Stock Purchase Plan Ownership in reporting entity by related party Related Party Transactions, Ownership in Reporting Entity by Related Party Related Party Transactions, Ownership in Reporting Entity by Related Party Deferred payroll taxes, CARES Act Employer Deferred Payroll Taxes, Liability, CARES Act Employer Deferred Payroll Taxes, Liability, CARES Act Schedule of Prepaid and Other Current Assets Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block] Cash flows from operating activities: Net Cash Provided by (Used in) Operating Activities [Abstract] Tax credits, deferred R&D, and other Deferred Tax Assets, in Process Research and Development Vested (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value Credit Facilities Credit Facilities [Member] Credit Facilities Entity Shell Company Entity Shell Company ERTC refund Payroll Tax Credit, Employee Retention Credit Under The CARES Act Payroll Tax Credit, Employee Retention Credit Under The CARES Act Austin Facility Austin Facility [Member] Austin Facility Expected life of option (in years) Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term Total current liabilities Liabilities, Current Common stock withheld in lieu of income tax withholding on vesting of restricted stock units Payment, Tax Withholding, Share-based Payment Arrangement Class of Stock [Domain] Class of Stock [Domain] Credit facility, maximum borrowing capacity Line of Credit Facility, Maximum Borrowing Capacity Ownership [Domain] Ownership [Domain] Current Fiscal Year End Date Current Fiscal Year End Date Unamortized discount and financing fees Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net Accrued sales commissions Accrued Sales Commission, Current Distributor To The U.S. Navy Distributor To The U.S. Navy [Member] Distributor To The U.S. Navy [Member] Inventory, net orderly liquidation value Line of Credit Facility, Borrowing Capacity, Inventory Value, Percent Line of Credit Facility, Borrowing Capacity, Inventory Value, Percent Debt Instrument, Name [Domain] Debt Instrument, Name [Domain] Other Other Assets, Current Statement [Table] Statement [Table] Restricted Stock Units Outstanding Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] Advertising expense Advertising Expense Recent accounting standards and pronouncements New Accounting Pronouncements, Policy [Policy Text Block] Unamortized stock compensation expense Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount Debt Instrument, Redemption, Period [Domain] Debt Instrument, Redemption, Period [Domain] Short-term deposits Deposits Assets, Current Statistical Measurement [Axis] Statistical Measurement [Axis] Accounts receivables Accounts Receivable [Policy Text Block] Preferred Stock Preferred Stock [Member] Finance lease liabilities, net of current portion Finance Lease, Liability, Noncurrent Variable interest rate, base Debt Instrument, Base Rate, Variable Debt Instrument, Base Rate, Variable Number of Shares Outstanding (in shares) Share-based Payment Arrangement, Option, Exercise Price Range, Shares Outstanding Beginning Balance Ending Balance SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount Exercise price, range three Exercise Price Range Three [Member] The third exercise price range. Cost of sales Cost of Sales [Member] January 2020 Equity Offering January 2020 Equity Offering [Member] January 2020 Equity Offering Write off of remaining related debt and acquisition cost Write off of Deferred Debt Issuance Cost Inventories Inventory, Policy [Policy Text Block] Scenario [Domain] Scenario [Domain] Nature of Operations Nature of Operations [Text Block] Adjustments to reconcile net loss to net cash used in operating activities: Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] Finance lease right-of-use asset Finance Lease, Right-of-Use Asset, before Accumulated Amortization Lease cost Operating Lease, Cost 2014 Plan Plan 2014 [Member] Stock incentive plan approved in 2014. Related Party Transactions Related Party Transactions Disclosure [Text Block] Debt Instrument, Redemption, Period [Axis] Debt Instrument, Redemption, Period [Axis] Concentration Risk Benchmark [Axis] Concentration Risk Benchmark [Axis] Original issue discount Debt Instrument, Unamortized Discount 5 Elements Efficiencies (BVI) Ltd. Five Elements Efficienties BVI Ltd [Member] 5 Elements Efficienties (BVI) Ltd. EX-101.PRE 11 efoi-20211231_pre.xml XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT XML 12 R1.htm IDEA: XBRL DOCUMENT v3.22.0.1
Cover Page - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Mar. 14, 2022
Jun. 30, 2021
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2021    
Current Fiscal Year End Date --12-31    
Document Transition Report false    
Entity File Number 001-36583    
Entity Registrant Name ENERGY FOCUS, INC/DE    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 94-3021850    
Entity Address, Address Line One 32000 Aurora Road    
Entity Address, Address Line Two Suite B    
Entity Address, City or Town Solon    
Entity Address, State or Province OH    
Entity Address, Postal Zip Code 44139    
City Area Code 440    
Local Phone Number 715.1300    
Title of 12(b) Security Common stock, par value $0.0001 per share    
Trading Symbol EFOI    
Security Exchange Name NASDAQ    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Non-accelerated Filer    
Entity Small Business true    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag false    
Entity Shell Company false    
Entity Public Float     $ 17.1
Entity Common Stock, Shares Outstanding   6,453,777  
Documents Incorporated by Reference Portions of the definitive proxy statement to be filed with the Securities and Exchange Commission relative to the registrant’s 2022 Annual Meeting of Stockholders are incorporated by reference into Part III of this Report.    
Entity Central Index Key 0000924168    
Document Fiscal Year Focus 2021    
Document Fiscal Period Focus FY    
Amendment Flag false    
XML 13 R2.htm IDEA: XBRL DOCUMENT v3.22.0.1
Audit Information
12 Months Ended
Dec. 31, 2021
Audit Information [Abstract]  
Auditor Firm ID 1808
Auditor Name GBQ Partners, LLC
Auditor Location Columbus, Ohio
XML 14 R3.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Current assets:    
Cash $ 2,682 $ 1,836
Trade accounts receivable, less allowances of $14 and $8, respectively 1,240 2,021
Inventories, net 7,866 5,641
Short-term deposits 712 796
Prepaid and other current assets 924 782
Total current assets 13,424 11,076
Property and equipment, net 675 420
Operating lease, right-of-use asset 292 794
Restructured lease, right-of-use asset 0 107
Total assets 14,391 12,397
Current liabilities:    
Accounts payable 2,235 2,477
Accrued liabilities 265 45
Accrued legal and professional fees 104 149
Accrued payroll and related benefits 718 885
Accrued sales commissions 57 95
Accrued restructuring 0 11
Accrued warranty reserve 295 227
Deferred revenue 268 72
Operating lease liabilities 325 598
Restructured lease liabilities 0 168
Finance lease liabilities 1 3
Streeterville note, net of discount and loan origination fees 1,719 0
PPP loan 0 529
Credit line borrowings, net of loan origination fees 2,169 2,298
Total current liabilities 8,156 7,557
Operating lease liabilities, net of current portion 26 318
Finance lease liabilities, net of current portion 0 1
PPP loan, net of current maturities 0 266
Total liabilities 8,182 8,142
STOCKHOLDERS’ EQUITY    
Preferred stock, par value $0.0001 per share: 0 0
Common stock, par value $0.0001 per share: 0 0
Additional paid-in capital 144,953 135,113
Accumulated other comprehensive loss (3) (3)
Accumulated deficit (138,741) (130,855)
Total stockholders' equity 6,209 4,255
Total liabilities and stockholders' equity $ 14,391 $ 12,397
XML 15 R4.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Trade accounts receivable, allowances $ 14 $ 8
Preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Preferred stock authorized (in shares) 5,000,000 5,000,000
Preferred stock, shares issued 876,447 2,597,470
Preferred stock, shares outstanding 876,447 2,597,470
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock authorized (in shares) 50,000,000 50,000,000
Common stock, shares issued 6,368,549 3,525,374 [1]
Common stock, shares outstanding 6,368,549 3,525,374
Convertible Preferred Stock    
Preferred stock authorized (in shares) 3,300,000 3,300,000
[1]       *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
XML 16 R5.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Income Statement [Abstract]    
Net sales $ 9,865 $ 16,828
Cost of sales 8,167 11,643
Gross profit 1,698 5,185
Operating expenses:    
Product development 1,891 1,415
Selling, general, and administrative 8,535 7,900
Restructuring (21) (60)
Total operating expenses 10,405 9,255
Loss from operations (8,707) (4,070)
Other expenses:    
Interest expense 792 481
Gain on forgiveness of PPP loan (801) 0
Loss on extinguishment of debt 0 276
Other income - employee retention tax credit (876) 0
Loss from change in fair value of warrants 0 1,086
Other expenses 65 73
Loss from operations before income taxes (7,887) (5,986)
Benefit from income taxes (1) (5)
Net loss $ (7,886) $ (5,981)
Net loss per common share - basic and diluted:    
Net loss, basic (in USD per share) $ (1.73) $ (1.83)
Net loss, diluted (in USD per share) $ (1.73) $ (1.83)
Weighted average shares of common shares outstanding:    
Basic (in shares) [1] 4,561 3,270
Diluted (in shares) [1] 4,561 3,270
[1]       *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
XML 17 R6.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Statements of Operations (Paranthetical)
Jun. 11, 2020
Income Statement [Abstract]  
Reverse stock split ratio 0.2
XML 18 R7.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Statement of Comprehensive Income [Abstract]    
Net loss $ (7,886) $ (5,981)
Other comprehensive loss:    
Foreign currency translation adjustments 0 0
Comprehensive loss $ (7,886) $ (5,981)
XML 19 R8.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Total
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Common Stock
Additional Paid-in Capital
Additional Paid-in Capital
Preferred Stock
Accumulated Other Comprehensive Loss
Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2019     0   2,486,000 [1]        
Beginning balance at Dec. 31, 2019 $ 3,996   $ 0   $ 0 $ 128,873   $ (3) $ (124,874)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Issuance of common stock under employee stock option and stock purchase plans (in shares) [1]         60,000        
Issuance of common stock under employee stock option and stock purchase plans 100         100      
Common stock withheld in lieu of income tax withholding on vesting of restricted stock units (3)         (3)      
Issuance of common stock and warrants (in shares) [1]         688,000        
Issuance of common stock and warrants 2,749         2,749      
Offering costs on issuance of common stock and warrants (510)         (510)      
Issuance of common stock upon the exercise of warrants (in shares) [1]         269,000        
Issuance of common stock upon the exercise of warrants 2,235         2,235      
Warrant liability - issuance (1,636)         (1,636)      
Warrant liability - modification 1,405         1,405      
Conversion of convertible securities (in shares)     112,000 2,709,000 22,000 [1]        
Conversion of notes to preferred stock   $ 1,769         $ 1,769    
Stock-based compensation 131         131      
Net loss (5,981)               (5,981)
Ending balance at Dec. 31, 2020 4,255   $ 0   $ 0 135,113   (3) (130,855)
Ending balance (in shares) at Dec. 31, 2020     2,597,000   3,525,000 [1]        
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Issuance of common stock under employee stock option and stock purchase plans (in shares) [1]         79,000        
Issuance of common stock under employee stock option and stock purchase plans 80         80      
Common stock withheld in lieu of income tax withholding on vesting of restricted stock units (1)         (1)      
Issuance of common stock and warrants (in shares) [1]         2,183,000        
Issuance of common stock and warrants 9,500         9,500      
Offering costs on issuance of common stock and warrants $ (969)         (969)      
Issuance of common stock upon the exercise of warrants (in shares) 237,892       237,000 [1]        
Issuance of common stock upon the exercise of warrants $ 801         801      
Conversion of convertible securities (in shares)     1,721,000   344,000 [1]        
Stock-based compensation 429         429      
Net loss (7,886)               (7,886)
Ending balance at Dec. 31, 2021 $ 6,209   $ 0   $ 0 $ 144,953   $ (3) $ (138,741)
Ending balance (in shares) at Dec. 31, 2021     876,000   6,368,000 [1]        
[1]       *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
XML 20 R9.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Cash flows from operating activities:    
Net loss $ (7,886) $ (5,981)
Adjustments to reconcile net loss to net cash used in operating activities:    
Other income - employee retention tax credit (876) 0
Gain on forgiveness of PPP loan (801) 0
Depreciation 188 184
Stock-based compensation 429 131
Change in fair value of warrant liabilities 0 1,086
Provision for doubtful accounts receivable 6 (20)
Provision for slow-moving and obsolete inventories 156 (610)
Provision for warranties 68 31
Amortization of loan discounts and origination fees 230 395
Loss on dispositions of property and equipment 0 8
Change in operating assets and liabilities:    
Accounts receivable 783 377
Inventories (2,381) 1,137
Short-term deposits 257 (670)
Prepaid and other assets 669 (18)
Accounts payable (423) 1,096
Accrued and other liabilities (380) 349
Deferred revenue 196 54
Total adjustments (1,879) 3,530
Net cash used in operating activities (9,765) (2,451)
Cash flows from investing activities:    
Acquisitions of property and equipment (443) (223)
Net cash used in investing activities (443) (223)
Cash flows from financing activities:    
Proceeds from the issuance of common stock and warrants 9,500 2,749
Proceeds from the exercise of warrants 801 918
Offering costs paid on the issuance of common stock and warrants (969) (510)
Proceeds from PPP loan 0 795
Proceeds from exercise of stock options and purchases through employee stock purchase plan 80 100
Principal payments under finance lease obligations (3) (3)
Common stock withheld in lieu of income tax withholding on vesting of restricted stock units (1) (3)
Payments for deferred financing costs & termination fees (30) (320)
Payments on the Iliad Note 0 (1,306)
Proceeds from the Streeterville Note 1,515 0
Net cash provided by financing activities 10,712 4,160
Net increase in cash and restricted cash 504 1,486
Cash and restricted cash, beginning of year 2,178 692
Cash and restricted cash, end of year 2,682 2,178
Classification of cash and restricted cash:    
Cash 2,682 1,836
Restricted cash held in other assets 0 342
Cash and restricted cash 2,682 2,178
Supplemental information:    
Cash paid in year for interest 381 269
Cash paid in year for income taxes 4 4
Austin Credit Facility    
Cash flows from financing activities:    
Net proceeds from (payment on) credit line borrowings 0 (719)
Credit Facilities    
Cash flows from financing activities:    
Net proceeds from (payment on) credit line borrowings $ (181) $ 2,459
XML 21 R10.htm IDEA: XBRL DOCUMENT v3.22.0.1
Nature of Operations
12 Months Ended
Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Nature of Operations NATURE OF OPERATIONS
Energy Focus, Inc. engages primarily in the design, development, manufacturing, marketing and sale of energy-efficient lighting systems and controls and ultraviolet-C light disinfection (“UVCD”) products. We develop, market and sell high quality light-emitting diode (“LED”) lighting and controls products and UVCD products in the commercial market and military maritime market (“MMM”), and began to expand our offerings into the consumer market in the fourth quarter of 2021. Our mission is to enable our customers to run their facilities, offices and homes with greater energy efficiency, productivity, and human health and wellness through advanced LED retrofit and UVCD solutions. Our goal is to be the LED and human-centric lighting (“HCL”) technology and market leader for the most demanding applications where performance, quality, value, environmental impact and health are considered paramount. We specialize in LED lighting retrofit by replacing fluorescent, high-intensity discharge lighting and other types of lamps in institutional buildings for primarily indoor lighting applications with our innovative, high-quality commercial and military-grade tubular LED (“TLED”) products, as well as other LED and lighting control products for commercial and consumer applications. In late 2020, we announced the launch of our UVCD product portfolio. With initial development complete and two products now brought to market, we anticipate the development of additional UVCD products in 2022.
The LED lighting industry continues to be characterized by increasing challenges in differentiating product offerings, competition and price erosion. We have been experiencing these industry forces in both our military business since 2016 and in our commercial segment where we once commanded significant price premiums for our flicker-free TLEDs with primarily 10-year warranties. In more recent years, we have focused on redesigning our products for lower costs and consolidating our supply chain in order to price our products more competitively. Despite these efforts, our legacy products continue to face aggressive pricing competition. These trends are not unique to Energy Focus as evidenced by the increasing number of industry peers facing challenges, exiting LED lighting, selling assets and even going out of business. In addition to continuous cost reductions, our strategy to combat these trends is to move up the value chain, with more innovative and differentiated products and solutions that support a premium. Two specific examples of these products we have recently developed include the RedCap®, our emergency backup battery integrated TLED, and EnFocus™, our new dimmable/tunable lighting and powerline control platform that we launched in 2020. We believe our revamped go-to-market strategy that focuses more on direct-sales and additional sales representatives and listens to the voice of the customer, has informed more impactful product development efforts that could eventually translate into larger addressable markets and greater sales growth for us.
During 2021, we continued to see certain benefits from the relaunch efforts (described below) that began in 2019, in addition to a number of strategic sourcing projects completed during 2020. It is our belief that the continued momentum of the efforts undertaken in 2020 and into 2021, along with the development and launch of new and innovative products, will over time result in improved sales and bottom-line performance for the Company. We launched our EnFocus™ platform during the second quarter of 2020 and continued to receive positive feedback from the market. The EnFocus™ powerline control platform offers two immediately available product lines: EnFocus™ DM, which provides a dimmable lighting solution, and EnFocus™ DCT, which provides both a dimmable and color tunable lighting solution. EnFocus™ enables buildings to have dimmable, color tunable and circadian-ready lighting using existing wiring, without requiring any wireless communications, through a relatively simple upgrade with EnFocus™ switches and replacement LED lamps, a more environmentally sustainable solution compared with replacing each lighting fixture.
In addition, in response to the COVID-19 pandemic and an anticipated increase in sanitation and hygiene demand for buildings, facilities and homes, we started developing advanced UVCD products for both the consumer and the commercial and industrial markets in the first quarter of 2020. In late 2020, we announced the nUVo™ portable disinfection devices for offices and homes. Sales of these products began during the fourth quarter of 2021.
Prior to 2019, the Company experienced significant sales declines, operating losses and increases in its inventory. Beginning in 2019, significant restructuring efforts were undertaken. The Company replaced the entire senior management team, significantly reduced non-critical expenses, minimized the amount of inventory the Company was purchasing, dramatically changed the composition of our board of directors (“Board of Directors”) and the executive team, and recruited new departmental leaders across the Company. The cost savings efforts undertaken included phased actions to reduce costs to minimize cash usage. Initial actions included the elimination of certain positions, restructuring of the sales organization and incentive plan, flattening of the senior management team, additional operational streamlining, management compensation reductions, and outsourcing of certain functions including certain elements of supply chain and marketing.
On June 11, 2020, in accordance with previous stockholder approval, our Board of Directors effected a 1-for-5 (the “Split Ratio”) reverse stock split of the Company’s common stock, par value $0.0001 per share. The reverse stock split became effective immediately upon the filing of the Certificate of Amendment to the Company’s Certificate of Incorporation, as amended (the “Certificate of Incorporation”), with the Delaware Secretary of State (the “Effective Time”). At the Effective Time, every five shares of common stock issued and outstanding automatically combined into one validly issued, fully paid and non-assessable share of common stock. No fractional shares were issued as a result of the reverse stock split. The $0.0001 par value per share of common stock and other terms of the common stock were not affected by the reverse stock split. The number of authorized shares of common stock under the Certificate of Incorporation remained unchanged at 50,000,000 shares. Proportional adjustments were made to the conversion and exercise prices of our outstanding warrants and stock options, and to the number of shares issued and issuable under our stock incentive plans in connection with the reverse stock split. The information presented in the financial statements for all prior periods have been retroactively adjusted to reflect the reverse stock split. Preferred shares outstanding were not affected by the reverse stock split and, as such, those shares have not been adjusted.
XML 22 R11.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies
12 Months Ended
Dec. 31, 2021
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The significant accounting policies of our Company, which are summarized below, are consistent with U.S. GAAP and reflect practices appropriate to the business in which we operate.
Use of estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods presented. Estimates include, but are not limited to, the establishment of reserves for accounts receivable, sales returns, inventory excess and obsolescence reserve and warranty claims, the useful lives for property and equipment and stock-based compensation. In addition, estimates and assumptions associated with the determination of the fair value of financial instruments and evaluation of long-lived assets for impairment requires considerable judgment. Actual results could differ from those estimates and such differences could be material.
Basis of presentation
The Consolidated Financial Statements include the accounts of the Company. All significant inter-company balances and transactions have been eliminated. Unless indicated otherwise, the information in the Notes to Consolidated Financial Statements relates to our operations.
Revenue recognition
Net sales include revenues from sales of products and shipping and handling charges, net of estimates for product returns. Revenue is measured at the amount of consideration we expect to receive in exchange for the transferred products. We recognize revenue at the point in time when we transfer the promised products to the customer and the customer obtains control over the products. Distributors’ obligations to us are not contingent upon the resale of our products. We recognize revenue for shipping and handling charges at the time the goods are shipped to the customer, and the costs of outbound freight are included in cost of sales. We provide for product returns based on historical return rates. While we incur costs for sales commissions to our sales employees and outside agents, we recognize commission costs concurrent with the related revenue, as the amortization period is less than one year. We do not incur any other incremental costs to obtain contracts with our customers. Our product warranties are assurance-type warranties, which promise the customer that the products are as specified in the contract. Therefore, the product warranties are not a separate performance obligation and are accounted for as described below. Sales taxes assessed by governmental authorities and collected by us are accounted for on a net basis and are excluded from net sales.
A disaggregation of product net sales is presented in Note 12, “Product and Geographic Information.”
Cash and restricted cash
At December 31, 2021, we had cash of $2.7 million and at December 31, 2020, we had cash and restricted cash of $2.2 million on deposit with financial institutions located in the United States. The December 31, 2020 cash balance of $2.2 million of cash includes restricted cash of $0.3 million which is presented within prepaid and other current assets and other assets in the accompanying Consolidated Balance Sheets. Please refer to Note 4, “Leases,” for additional information.
Inventories
We state inventories at the lower of standard cost (which approximates actual cost determined using the first-in-first-out method) or net realizable value. We establish provisions for excess and obsolete inventories after evaluation of historical sales, current economic trends, forecasted sales, product lifecycles, and current inventory levels. The assessment is both quantitative and qualitative. During 2021, we experienced global supply chain and logistics constraints, which impacted our inventory purchasing strategy, leading to a buildup of inventory and inventory components in an effort to manage both shortages of available components and longer lead times in obtaining components. This resulted in a net increase of our gross inventory levels of $2.4 million. We had an increase of excess inventory reserves of $0.2 million as compared to 2020.
The assessment for excess and obsolete inventories for 2020 not only included both quantitative and qualitative components, but a COVID-19 pandemic impact analysis as well. Throughout 2020, we applied discipline in manufacturing and supply chain management, focusing on a reduction of lead time and inventory on hand which resulted in a net reduction of our gross inventory levels of $1.2 million and excess inventory reserves of $0.6 million compared to 2019. Adjustments to our estimates, such as forecasted sales and expected product lifecycles, could harm our operating results and financial position. Please refer to Note 5, “Inventories,” for additional information.
Accounts receivable
Our trade accounts receivable consists of amounts billed to and currently due from customers. Our customers are concentrated in the United States. In the normal course of business, we extend unsecured credit to our customers related to the sale of our products. Credit is extended to customers based on an evaluation of the customer’s financial condition and the amounts due are stated at their estimated net realizable value. We utilize a third-party account receivables insurance program with a very high credit worthy insurance company where we have the large majority of the accounts receivable insured with a portion of self-retention. This third party also provides credit-worthiness ratings and metrics that significantly assist us in evaluating the credit worthiness of both existing and new customers. We maintain allowances for sales returns and doubtful accounts receivable to provide for the estimated amount of account receivables that will not be collected. The allowance is based on an assessment of customer creditworthiness and historical payment experience, the age of outstanding receivables, and performance guarantees to the extent applicable. Past due amounts are written off when our internal collection efforts have been unsuccessful, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. We do not generally require collateral from our customers.
Our standard payment terms with customers are net 30 days from the date of shipment, and we do not generally offer extended payment terms to our customers, but exceptions are made in some cases to major customers or with particular orders. Accordingly, we do not adjust trade accounts receivable for the effects of financing, as we expect the period between the transfer of product to the customer and the receipt of payment from the customer to be in line with our standard payment terms.
Income taxes
As part of the process of preparing the Consolidated Financial Statements, we are required to estimate our income tax liability in each of the jurisdictions in which we do business. This process involves estimating our actual current tax expense together with assessing temporary differences resulting from differing treatment of items, such as deferred revenues, for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are included in our Consolidated Balance Sheets. We then assess the likelihood of the deferred tax assets being recovered from future taxable income and, to the extent we believe it is more likely than not that the deferred tax assets will not be recovered, or is unknown, we establish a valuation allowance. Significant management judgment is required in determining our provision for income taxes, deferred tax assets and liabilities, and any valuation allowance recorded against our deferred tax assets. At December 31, 2021 and 2020, we have recorded a full valuation allowance against our net deferred tax assets due to uncertainties related to our ability to utilize our deferred tax assets, primarily consisting of certain net operating losses carried forward. The valuation allowance is based upon our estimates of taxable income by jurisdiction and the period over which our deferred tax assets will be recoverable. In considering the need for a valuation allowance, we assess all evidence, both positive and negative, available to determine whether all or some portion of the deferred tax assets will not be realized. Such evidence includes, but is not limited to, recent earnings history, projections of future income or loss, reversal patterns of existing taxable and deductible temporary differences, and tax planning strategies. We continue to evaluate the need for a valuation allowance on a quarterly basis.
Financial Instruments
December 2021 Private Placement
In December 2021, we completed a private placement (the “December 2021 Private Placement”) with certain institutional investors for the sale of 1,193,185 shares of our common stock at a purchase price of $3.52 per share. We also sold to the same institutional investors (i) pre-funded warrants (“Pre-Funded Warrants”) to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (ii) warrants (collectively with the Pre-Funded Warrants, the “December 2021 Warrants”) to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. We paid the placement agent commissions of $360 thousand, plus $42 thousand in expenses, in connection with the December 2021 Private Placement and we also paid legal, accounting and other fees of $97 thousand related to the December 2021 Private Placement. Total offering costs of $499 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the December 2021 Private Placement were approximately $4.0 million. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the 85,228 shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic earnings per share (“EPS”).
As of December 31, 2021, December 2021 Warrants to purchase an aggregate of 1,363,641 shares remained outstanding, with a weighted average exercise price of $3.30 per share. None of the December 2021 Warrants were exercised as of December 31, 2021. In January 2022, all of the Pre-Funded Warrants were exercised. The exercise of the remaining December 2021 Warrants outstanding could provide us with cash proceeds of up to $4.5 million in the aggregate.
June 2021 Equity Offering
In June 2021, we completed a registered direct offering of 990,100 shares of our common stock to certain institutional investors, at a purchase price of $5.05 per share (the “June 2021 Equity Offering”). We paid the placement agent commissions of $400 thousand, plus $51 thousand in expenses, in connection with the June 2021 Equity Offering and we also paid legal and other fees of $19 thousand related to the June 2021 Equity Offering. Total offering costs of $470 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the June 2021 Equity Offering were approximately $4.5 million.
January 2020 Equity Offering
In January 2020, we completed a registered direct offering for the sale of 688,360 shares of our common stock to certain institutional investors, at a purchase price of $3.37 per share. We also sold, to the same institutional investors, warrants to purchase up to 688,360 shares of common stock at an exercise price of $3.37 per share (the, “Investor Warrants”) in a concurrent private placement (together with the concurrent registered direct offering, the “January 2020 Equity Offering”) for a purchase price of $0.625 per warrant. We paid the placement agent commissions of $193 thousand plus $50 thousand in expenses in connection with the January 2020 Equity Offering and we also paid legal, accounting and other fees of $231 thousand related to the January 2020 Equity Offering. Total offering costs of $510 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021 and 2020. In addition, we issued warrants to the placement agent to purchase up to 48,185 shares of common stock at an exercise price of $4.99 per share (together with the Investor Warrants, the “January 2020 Warrants”). Net proceeds to us from the January 2020 Equity Offering were approximately $2.3 million. In accordance with the terms of the Iliad Note (as defined below in Note 8, “Debt”), 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount and the balance to interest.
As of December 31, 2021, January 2020 Warrants issued to purchase an aggregate of 229,414 shares remain outstanding with a weighted average exercise price of $3.67 per share. During the twelve months ended December 31, 2021, 237,892 January 2020 Warrants were exercised resulting in total proceeds of $801 thousand. The exercise of the remaining January 2020 Warrants outstanding could provide us with cash proceeds of up to $841 thousand in the aggregate. At December 31, 2020, January 2020 Warrants issued to purchase an aggregate of 467,306 shares remained outstanding with a weighted average exercise price of $3.51 per share. During the twelve months ended December 31, 2020, 269,240 January 2020 Warrants were exercised resulting in total proceeds of $918 thousand.
Due to a potential cash settlement upon occurrence of a fundamental transaction within the January 2020 Equity Offering warrant agreement, the January 2020 Warrants were initially classified as liabilities, as opposed to equity, and were recorded at their fair values at each balance sheet date for the first three quarters of 2020. During December 2020, the warrant holders agreed to a modification of the terms of their January 2020 Warrants which removed the potential cash settlement option upon the occurrence of a fundamental transaction. As such, during the fourth quarter of 2020, the warrant liability was fair-valued through the modification date and then was reclassified into equity and the January 2020 Warrants are no longer subject to re-measurement at each balance sheet date. Please also refer to Note 10, “Stockholders’ Equity”.
Fair value measurements
Fair value is defined as the price that would be received to sell an asset or would be paid to transfer a liability in an orderly transaction between market participants on the measurement date. The fair value of financial assets and liabilities are measured on a recurring or non-recurring basis. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs.
We utilize valuation techniques that maximize the use of available market information and generally accepted valuation methodologies. We assess the inputs used to measure fair value using a three-tier hierarchy. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value, giving the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
The three levels of the fair value hierarchy are described below. We classify the inputs used to measure fair value into the following hierarchy:
Level 1Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability.
Level 3Unobservable inputs for the asset or liability.
The carrying amounts of certain financial instruments including cash, accounts receivable, accounts payable, and accrued liabilities approximate fair value due to their short maturities. Based on borrowing rates currently available to us for loans with similar terms, the carrying value of borrowings under our revolving credit facilities also approximates fair value.
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. In determining the appropriate levels, we perform a detailed analysis of the assets and liabilities whose fair value is measured on a recurring basis. We review and reassess the fair value hierarchy classifications on a quarterly basis. Changes from one quarter to the next related to the observability of inputs in a fair value measurement may result in a reclassification between fair value hierarchy levels. There were no reclassifications for all periods presented.
A roll-forward of fair value measurements using significant unobservable inputs (Level 3) for the January 2020 Warrants issued in the January 2020 Equity Offering is as follows (in thousands):
Twelve months ended December 31, 2020
Balance January 1, 2020$— 
Issuance of warrants, January 20201,636 
Settlements from exercise(1,317)
Loss from change in fair value of warrants1,086 
Reclassification to equity upon modification (1,405)
Balance December 31, 2020$— 
Long-lived assets 
Property and equipment are stated at cost and include expenditures for additions and major improvements. Expenditures for repairs and maintenance are charged to operations as incurred. We use the straight-line method of depreciation over the estimated useful lives of the related assets (generally two to 15 years) for financial reporting purposes. Accelerated methods of depreciation are used for federal income tax purposes. When assets are sold or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in the Consolidated Statements of Operations. Refer to Note 6, “Property and Equipment,” for additional information.
Long-lived assets are reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Events or circumstances that would result in an impairment review primarily include operations reporting losses, a significant change in the use of an asset, or the planned disposal or sale of the asset. The asset would be considered impaired when the future net undiscounted cash flows generated by the asset are less than its carrying value. An impairment loss would be recognized based on the amount by which the carrying value of the asset exceeds its fair value, as determined by quoted market prices (if available) or the present value of expected future cash flows. Refer to Note 6, “Property and Equipment,” for additional information.
Certain risks and concentrations
Historically our products were sold through a direct sales model, which included a combination of direct sales employees, electrical and lighting contractors, and distributors. We utilize a third-party accounts receivable insurance and credit assessment company. Although we maintain allowances for potential credit losses that we believe to be adequate, a payment default on a significant sale could materially and adversely affect our operating results and financial condition, although we have mitigated this risk somewhat through the accounts receivable insurance program.
We have certain customers whose net sales individually represented 10% or more of our total net sales, or whose net trade accounts receivable balance individually represented 10% or more of our total net trade accounts receivable, as follows:
In 2021, two customers accounted for 43% of net sales, with sales to our primary distributor for the U.S. Navy accounting for approximately 30% and sales to a regional commercial lighting retrofit company accounting for approximately 13% of net sales. When sales to our primary distributor for the U.S. Navy are combined with sales to shipbuilders for the U.S. Navy, total net sales of products for the U.S. Navy comprised approximately 38% of net sales for the same period. In 2020, two customers accounted for 62% of net sales and total net sales of products to the U.S. Navy represented 53% of net sales.
At December 31, 2021, a distributor to the U.S. Department of Defense accounted for 20% of our net trade accounts receivable and a shipbuilder for the U.S. Navy accounted for 36% of our net trade accounts receivable. At December 31, 2020, a distributor to the U.S. Navy accounted for 28% of our net trade accounts receivable and a shipbuilder for the U.S. Navy accounted for 21% of our net trade accounts receivable.
We require substantial amounts of purchased materials from selected vendors. With specific materials, all of our purchases are from a single vendor. The availability and costs of materials may be subject to change due to, among other things, new laws or regulations, suppliers’ allocation to other purchasers, interruptions in production by suppliers, global health issues such as the COVID-19 pandemic, and changes in exchange rates and worldwide price and demand levels. Our inability to obtain adequate supplies of materials for our products at favorable prices could have a material adverse effect on our business, financial position, or results of operations by decreasing our profit margins and by hindering our ability to deliver products to our customers on a timely basis. Additionally, certain vendors require advance deposits prior to the fulfillment of orders. Deposits paid on unfulfilled orders totaled $0.7 million and $0.8 million at December 31, 2021 and 2020, respectively.
We have certain vendors who individually represented 10% or more of our total expenditures, or whose net trade accounts payable balance individually represented 10% or more of our total net trade accounts payable, as follows:
One offshore supplier accounted for approximately 29% of our total expenditures for the twelve months ended December 31, 2021. At December 31, 2021, this same offshore supplier accounted for approximately 60% of our trade accounts payable balance.
One offshore supplier and one domestic supplier accounted for approximately 21% and 12%, respectively, of our total expenditures for the twelve months ended December 31, 2020. At December 31, 2020, this same offshore supplier accounted for approximately 44% of our trade accounts payable balance.
Product development
Product development expenses include salaries, contractor and consulting fees, supplies and materials, as well as costs related to other overhead items such as depreciation and facilities costs. Research and development costs are expensed as they are incurred.
Net loss per share
Basic loss per share is computed by dividing net loss available to common stockholders by the weighted average number of shares of common stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted loss per share gives effect to all dilutive potential shares of common stock outstanding during the period. Dilutive potential shares of common stock consist of incremental shares upon the exercise of stock options, warrants and convertible securities, unless the effect would be anti-dilutive.
The following table presents a reconciliation of basic and diluted loss per share computations (in thousands, except per share amounts):
 For the years ended December 31,
 20212020
Numerator:
Net loss $(7,886)$(5,981)
Denominator:
Basic and diluted weighted average common shares outstanding*4,561 3,270 
*Shares outstanding for prior periods have been restated for the 1-for-5 stock split effective June 11, 2020.
As a result of the net loss we incurred for the year ended December 31, 2021, options, warrants and convertible preferred stock representing approximately 51 thousand, 47 thousand and 260 thousand shares of common stock, respectively, were excluded from the basic loss per share calculation because their inclusion would have been anti-dilutive. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the approximately 85 thousand shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic EPS.
As a result of the net loss we incurred for the year ended December 31, 2020, options, restricted share units, warrants and convertible preferred stock representing approximately 69 thousand, 4 thousand, 174 thousand and 506 thousand shares of common stock, respectively, were excluded from the basic EPS calculation as their inclusion would have been anti-dilutive.
Stock-based compensation
We recognize compensation expense based on the estimated grant date fair value under the authoritative guidance. Management applies the Black-Scholes option pricing model to value stock options issued to employees and directors and applies judgment in estimating key assumptions that are important elements of the model in expense recognition. These elements include the expected life of the option, the expected stock-price volatility, and expected forfeiture rates. Compensation expense is generally amortized on a straight-line basis over the requisite service period, which is generally the vesting period. See Note 10, “Stockholders’ Equity,” for additional information. Common stock, stock options, and warrants issued to non-employees that are not part of an equity offering are accounted for under the applicable guidance under Accounting Standards Codification (“ASC”) 505-50, “Equity-Based Payments to Non-Employees,” and are generally re-measured at each reporting date until the awards vest.
Advertising expenses
Advertising expenses are charged to operations in the period incurred. They consist of costs for the placement of our advertisements in various media and the costs of demos provided to potential distributors of our products. Advertising expenses were $0.4 million and $0.1 million for the years ended December 31, 2021 and 2020, respectively.
Product warranties
We warrant our commercial and MMM LED products and controls for periods generally ranging from five to ten years and from one to five years for UVCD products. Warranty settlement costs consist of actual amounts expensed for warranty, which are largely a result of the cost of replacement products provided to our customers. A liability for the estimated future costs under product warranties is maintained for products under warranty based on the actual claims incurred to date and the estimated nature, frequency, and costs of future claims. These estimates are inherently uncertain and changes to our historical or projected experience may cause material changes to our warranty reserves in the future. We continuously review the assumptions related to the adequacy of our warranty reserve, including product failure rates, and make adjustments to the existing warranty liability when there are changes to these estimates or the underlying replacement product costs, or the warranty period expires.
The following table summarizes warranty activity for the periods presented (in thousands):
 At December 31,
 20212020
Balance at the beginning of the year$227 $195 
Accruals for warranties issued(41)33 
Adjustments to existing warranties47 19 
Settlements made during the year (in kind)62 (20)
Accrued warranty reserve at the end of the period$295 $227 
Recently adopted accounting pronouncements
In November 2021, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2021-10, Government Assistance (Topic 832) (“ASU 2021-10”), in order to increase the transparency of government assistance by requiring the disclosure of: (i) types of assistance; (ii) an entity’s accounting for the assistance; and (iii) the effect of the assistance on an entity’s financial statements. ASU 2021-10 is effective for all entities (including smaller reporting companies) for financial statements issued for annual periods beginning after December 15, 2021, with early adoption permitted. The amendments in ASU 2021-10 should be applied either prospectively to all transactions within scope reflected in the financial statements after the effective date, or retrospectively to those same transactions. The Company has early adopted the new standard effective as of December 31, 2021. Refer to Note 13 “Other Income,” for additional information.
In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”), to simplify accounting for certain financial instruments with characteristics of liabilities or equity. ASU 2020-06 is effective for smaller reporting companies for fiscal years beginning after December 15, 2023 and interim periods therein. Early adoption is permitted beginning January 1, 2021. The new guidance: (i) eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments; (ii) simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity; (iii) introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity; and (iv) amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. The Company early adopted the new standard effective January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s financial position or results of operations upon adoption.
Recently issued accounting pronouncements
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which significantly changes the accounting for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain financial instruments, including trade receivables, and requires an entity to recognize an allowance based on its estimate of expected credit losses rather than incurred losses. This standard will be effective for interim and annual periods starting after December 15, 2022 and will generally require adoption on a modified retrospective basis. We are in the process of evaluating the impact of the standard.
XML 23 R12.htm IDEA: XBRL DOCUMENT v3.22.0.1
Restructuring
12 Months Ended
Dec. 31, 2021
Restructuring and Related Activities [Abstract]  
Restructuring RESTRUCTURING
Due to our financial performance in 2021 and 2020, including net losses of $7.9 million and $6.0 million, respectively, and total cash used in operating activities of $9.8 million and $2.5 million, respectively, we determined that substantial doubt about our ability to continue as a going concern continues to exist at December 31, 2021.
Prior to 2019, the Company experienced significant sales declines, operating losses and increases in its inventory. Beginning in 2019, significant restructuring efforts were undertaken. The Company replaced the entire senior management team, significantly reduced non-critical expenses, minimized the amount of inventory the Company was purchasing, dramatically changed the composition of our Board of Directors and the executive team, and recruited new departmental leaders across the Company. The cost savings efforts undertaken included phased actions to reduce costs to minimize cash usage. Initial actions included the elimination of certain positions, restructuring of the sales organization and incentive plan, flattening of the senior management team, additional operational streamlining, management compensation reductions, and outsourcing of certain functions including certain elements of supply chain and marketing.
For the twelve months ended December 31, 2021 and 2020, we recorded net restructuring credits of approximately $21 thousand and $60 thousand, respectively, related to the costs and offsetting sub-lease income and accretion expense for the remaining lease obligation for our former New York, New York office. The lease obligation on our former New York, New York office was settled as of June 30, 2021.
Our restructuring liabilities consisted of estimated ongoing costs related to long-term operating lease obligations, which the Company exited. The recorded value of the ongoing lease obligations was based on the remaining lease term and payment amount, discounted to present value. Changes in subsequent periods resulting from a revision to either the timing or the amount of estimated cash flows over the future period were measured using the credit adjusted, risk free rate that was used to measure the restructuring liabilities initially.
The following is a reconciliation of the beginning and ending balances of our restructuring liability as it relates to the Company’s restructuring plans (in thousands):
Restructuring Liability
Balance at December 31, 2019$38 
Accretion of lease obligations
Payments(29)
Balance at December 31, 2020$11 
Payments(11)
Balance at December 31, 2021$— 
The following is a reconciliation of the ending balance of our restructuring liability at December 31, 2021 and December 31, 2020 (in thousands):
20212020
Balance at December 31$— $11 
Less, short-term restructuring liability— 11 
Long-term restructuring liability, included in other liabilities$— $— 
As a result of the restructuring actions and initiatives described above, we have tailored our operating expenses to be more in line with our expected sales volumes, however, we continue to incur losses and have a substantial accumulated deficit, and substantial doubt about our ability to continue as a going concern continues to exist at December 31, 2021.
Throughout 2020 and 2021, we have continued to evaluate and assess strategic options as we seek to achieve profitability. We plan to continue to develop advanced lighting and lighting control technologies and introduce impactful new products surrounding EnFocusTM, a patented, breakthrough powerline control platform we officially launched during the second quarter of 2020. We announced the following UVCD products beginning in the fourth quarter of 2020: nUVo™ Tower portable air disinfection device for offices and homes and nUVo™ Traveler portable personal air disinfection device for in-vehicle and smaller spaces. Initial sales of nUVo™ devices began in the fourth quarter of 2021, and we anticipate the development of additional products in 2022.
We plan to achieve profitability by growing our sales through existing lighting, new lighting control systems and UVCD products, and by continuing to refine and execute on our multi-channel sales strategy that targets key verticals, such as government, healthcare, education, and commercial and industrial, complemented by our marketing outreach campaigns and expanding channel partnerships, as well as our emerging consumer market focus.
As described in Note 10, “Stockholders’ Equity,” we raised approximately $4.0 million of net proceeds upon the issuance of common stock and December 2021 Warrants in connection with the December 2021 Private Placement, approximately $4.5 million of net proceeds upon the issuance of common stock in connection with the June 2021 Equity Offering, and approximately $2.3 million of net proceeds upon the issuance of common stock and January 2020 Warrants. As described in Note 8, “Debt”, in April 2021, we obtained approximately $1.5 million of bridge financing, net and in August 2020, we entered into two new revolving credit facilities, which allow for expanded borrowing capacity, which capacity was further increased by an April 20, 2021 amendment to one of the facilities.
The restructuring and cost cutting initiatives implemented during 2020 and continuing into 2021, as well as the December 2021 Private Placement, the June 2021 Equity Offering and the January 2020 Equity Offering that significantly strengthened our balance sheet, the Paycheck Protection Program (“PPP”) loan we obtained in April 2020, our enhanced debt capacity due to the debt refinancing in August 2020, the credit facility capacity increase and bridge financing in April 2021, and the funds we received, and expect to receive, related to the Employee Retention Tax Credit (“ERTC”), see Note 13, “Other Income” for details), were all designed to allow us to effectively execute these strategies. However, our efforts may not occur as quickly as we envision or be successful due to the long sales cycle in our industry, the corresponding time required to ramp up sales from new products, markets, and customers into this sales cycle, the timing of introductions of additional new products, significant competition, potential sales volatility given our customer concentration, numerous interruptions and cost increases in the supply chain globally, and the ongoing and lingering economic impact from the COVID-19 pandemic that has significantly diminished the interest and activities for our customers’ lighting retrofit projects until occupancy returns to more normal levels, among other factors.
Additionally, global supply chain and logistics constraints are impacting our inventory purchasing strategy, leading to a buildup of inventory and components in an effort to manage both shortages of available components and longer lead times in obtaining components. Disruptions in global logistics networks are also impacting our lead times and ability to efficiently and cost-effectively transport products from our third-party suppliers to our facility. As a result, we will continue to review and pursue selected external funding sources to ensure adequate financial resources to execute across the timelines required to achieve these objectives including, but not limited to, the following:
obtaining financing from traditional or non-traditional investment capital organizations or individuals;
obtaining funding from the sale of our common stock or other equity or debt instruments; and
obtaining debt financing with lending terms that more closely match our business model and capital needs.
There can be no assurance that we will obtain funding on acceptable terms, in a timely fashion, or at all. Obtaining additional funding contains risks, including:
additional equity financing may not be available to us on satisfactory terms, and any equity we are able to issue could lead to dilution for current stockholders and have rights, preferences and privileges senior to our common stock;
loans or other debt instruments may have terms or conditions, such as interest rate, restrictive covenants, conversion features, refinancing demands, and control or revocation provisions, which are not acceptable to management or our Board of Directors; and
the current environment in the capital markets combined with our capital constraints may prevent us from being able to obtain adequate debt financing.
Additionally, if we are unable to find a permanent Chief Executive Officer, it may be more difficult to obtain additional financing on satisfactory terms or at all. If we fail to obtain the required additional financing to sustain our business before we are able to produce levels of revenue to meet our financial needs, we will need to delay, scale back or eliminate our growth plans and further reduce our operating costs and headcount, each of which would have a material adverse effect on our business, future prospects, and financial condition. A lack of additional funding could also result in our inability to continue as a going concern and force us to sell certain assets or discontinue or curtail our operations and, as a result, investors in the Company could lose their entire investment.
Considering both quantitative and qualitative information, we continue to believe that the combination of our plans to ensure adequate external funding, timely re-organizational actions, current financial position, liquid resources, obligations due or anticipated within the next year, development and implementation of an excess inventory reduction plan, plans and initiatives in our research and development, product development and sales and marketing, and development of potential channel partnerships, if adequately executed, will provide us with an ability to finance our operations through the next twelve months and will mitigate the substantial doubt about our ability to continue as a going concern.
On August 17, 2020, we received a letter from the Listing Qualifications staff (the “Staff”) of The Nasdaq Stock Market (“Nasdaq”) notifying us that we were no longer in compliance with Nasdaq Listing Rule 5550(b)(1), which requires listed companies to maintain stockholders’ equity of at least $2,500,000 if they do not meet the alternative compliance standards relating to the market value of listed securities or net income from continuing operations (the “Minimum Stockholders’ Equity Rule”). Our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020, filed on August 13, 2020, reflected that our stockholders’ equity as of June 30, 2020 was $1,714,000. Based on our timely submission of our plan to regain compliance, Nasdaq granted us an extension through February 15, 2021 to regain compliance with the Minimum Stockholders’ Equity Rule. In accordance with one part of the plan submitted to the Staff, we successfully modified our outstanding January 2020 Warrants and in December 2020, we reclassified $1.4 million from warrant liability into equity. On January 20, 2021, we received a letter from the Staff notifying us that, on a conditional basis, Nasdaq has determined that we have regained compliance with the Minimum Stockholders’ Equity Rule. At December 31, 2020, our stockholders’ equity was $4,255,000, satisfying the Minimum Stockholders’ Equity Rule. At December 31, 2021, our stockholders’ equity was $6,209,000.
On December 21, 2021, we received a letter from the Staff notifying the Company that, as a result of the resignation of a director, as previously disclosed, from the Board of Directors and the Audit and Finance Committee, we are not in compliance with Nasdaq Listing Rule 5605, which requires that our Audit and Finance Committee be comprised of at least three directors, all of whom are independent pursuant to the rules of Nasdaq and applicable law. The notification letter had no immediate effect on the Company’s listing on the Nasdaq Capital Market. The letter further provided that, pursuant to Nasdaq Listing Rule 5605(c)(4), we are entitled to a cure period to regain compliance with Nasdaq Listing Rule 5605, which cure period will expire on the earlier of the date of our next annual shareholders’ meeting and November 11, 2022, or, if the next annual shareholders’ meeting is held before May 10, 2022, then the cure period will expire on May 10, 2022. The Board of Directors has commenced a search for a new independent director, who would be expected to serve on our Audit and Finance Committee, or the Board of Directors will otherwise appoint a current independent director to fill the vacancy on the committee.
XML 24 R13.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases
12 Months Ended
Dec. 31, 2021
Leases [Abstract]  
Leases LEASESThe Company leases certain equipment, manufacturing, warehouse and office space under non-cancellable operating leases expiring through 2026 under which it is responsible for related maintenance, taxes and insurance. The Company has one finance lease containing a bargain purchase option upon expiration in 2022. The lease term consists of the non-cancellable period of the lease, periods covered by options to extend the lease if the Company is reasonably certain to exercise the option, and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise the option. As of January 21, 2021, the terms of one of these equipment operating leases has been extended through 2026. In accordance with ASC 842, Leases (“Topic 842”), the related right-of-use asset and lease liability was updated at the time of modification in January 2021. The present value of the lease obligation for this lease was calculated using an incremental borrowing rate of 15.93%, which was the Company’s blended borrowing rate (including interest, annual facility fees, collateral management fees, bank fees and other miscellaneous lender fees) on its revolving lines of credit with Crossroads Financial Group, LLC (as described below in Note 8, “Debt”) and Factors Southwest L.L.C (as described below in Note 8, “Debt”). The present value of the remaining lease obligation was calculated using an incremental borrowing rate (“IBR”) of 7.25% (which excludes the annual facility fee and other lender fees), which was the Company’s borrowing rate on its former revolving line of credit with Austin Financial Services, Inc. (the “Austin Facility”). The weighted average remaining lease term for operating and finance leases is 0.8 years and 0.3 years, respectively.
The Company had one restructured lease with a sub-lease component for the New York, New York office that was closed in 2017. The lease expired in June 2021. As part of the lease agreement, there was $0.3 million in restricted cash in prepaid and other current assets on the accompanying Consolidated Balance Sheets as of December 31, 2020 which represented collateral against the related Letter of Credit issued as part of this agreement. Per the terms of the lease agreement, the restrictions on the cash were lifted in September 2021 and the cash was returned to the Company.
The restructured lease and sub-lease were deemed to be in-scope and thus subject to the requirements of Topic 842 and were evaluated for impairment in accordance with the asset impairment provisions of ASC 360, Property, Plant and Equipment (“Topic 360”). The Company concluded its net right-of-use assets were not impaired and the carrying amount approximates expected sublease income in future years as of December 31, 2021 and 2020.
Components of the operating, restructured and finance lease costs recognized in net loss were as follows (in thousands):
For the years ended December 31,
 20212020
Operating lease cost (income)
Sub-lease income$(112)$(105)
Lease cost558 597 
Operating lease cost, net446 492 
Restructured lease cost (income)
Sub-lease income(136)(272)
Lease cost110 237 
Restructured lease income, net(26)(35)
Total lease cost, net$420 $457 
Supplemental Consolidated Balance Sheet information related to the Company’s operating and finance leases are as follows (in thousands):
At December 31,
 20212020
Operating Leases
Operating lease right-of-use assets$292 $794 
Restructured lease right-of-use assets— 107 
Operating lease right-of-use assets, total292 901 
Operating lease liabilities351 916 
Restructured lease liabilities— 168 
Operating lease liabilities, total351 1,084 
Finance Leases
Property and equipment13 13 
Allowances for depreciation(12)(9)
Finance lease assets, net
Finance lease liabilities
Total finance lease liabilities$$
Future minimum lease payments required under operating and finance leases for each of the years 2022 through 2026 are as follows (in thousands):
Operating LeasesFinance Lease
2022$332 $
202319 — 
2024— 
2025— 
2026— 
Total future undiscounted lease payments359 
Less imputed interest(8)— 
Total lease obligations$351 $
Supplemental cash flow information related to leases was as follows (in thousands):
Years ended December 31,
 20212020
Supplemental Cash Flow Information: 
Cash paid, net, for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$532 $537 
Operating cash flows from restructured leases$35 $69 
Financing cash flows from finance leases$$
Leases LEASESThe Company leases certain equipment, manufacturing, warehouse and office space under non-cancellable operating leases expiring through 2026 under which it is responsible for related maintenance, taxes and insurance. The Company has one finance lease containing a bargain purchase option upon expiration in 2022. The lease term consists of the non-cancellable period of the lease, periods covered by options to extend the lease if the Company is reasonably certain to exercise the option, and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise the option. As of January 21, 2021, the terms of one of these equipment operating leases has been extended through 2026. In accordance with ASC 842, Leases (“Topic 842”), the related right-of-use asset and lease liability was updated at the time of modification in January 2021. The present value of the lease obligation for this lease was calculated using an incremental borrowing rate of 15.93%, which was the Company’s blended borrowing rate (including interest, annual facility fees, collateral management fees, bank fees and other miscellaneous lender fees) on its revolving lines of credit with Crossroads Financial Group, LLC (as described below in Note 8, “Debt”) and Factors Southwest L.L.C (as described below in Note 8, “Debt”). The present value of the remaining lease obligation was calculated using an incremental borrowing rate (“IBR”) of 7.25% (which excludes the annual facility fee and other lender fees), which was the Company’s borrowing rate on its former revolving line of credit with Austin Financial Services, Inc. (the “Austin Facility”). The weighted average remaining lease term for operating and finance leases is 0.8 years and 0.3 years, respectively.
The Company had one restructured lease with a sub-lease component for the New York, New York office that was closed in 2017. The lease expired in June 2021. As part of the lease agreement, there was $0.3 million in restricted cash in prepaid and other current assets on the accompanying Consolidated Balance Sheets as of December 31, 2020 which represented collateral against the related Letter of Credit issued as part of this agreement. Per the terms of the lease agreement, the restrictions on the cash were lifted in September 2021 and the cash was returned to the Company.
The restructured lease and sub-lease were deemed to be in-scope and thus subject to the requirements of Topic 842 and were evaluated for impairment in accordance with the asset impairment provisions of ASC 360, Property, Plant and Equipment (“Topic 360”). The Company concluded its net right-of-use assets were not impaired and the carrying amount approximates expected sublease income in future years as of December 31, 2021 and 2020.
Components of the operating, restructured and finance lease costs recognized in net loss were as follows (in thousands):
For the years ended December 31,
 20212020
Operating lease cost (income)
Sub-lease income$(112)$(105)
Lease cost558 597 
Operating lease cost, net446 492 
Restructured lease cost (income)
Sub-lease income(136)(272)
Lease cost110 237 
Restructured lease income, net(26)(35)
Total lease cost, net$420 $457 
Supplemental Consolidated Balance Sheet information related to the Company’s operating and finance leases are as follows (in thousands):
At December 31,
 20212020
Operating Leases
Operating lease right-of-use assets$292 $794 
Restructured lease right-of-use assets— 107 
Operating lease right-of-use assets, total292 901 
Operating lease liabilities351 916 
Restructured lease liabilities— 168 
Operating lease liabilities, total351 1,084 
Finance Leases
Property and equipment13 13 
Allowances for depreciation(12)(9)
Finance lease assets, net
Finance lease liabilities
Total finance lease liabilities$$
Future minimum lease payments required under operating and finance leases for each of the years 2022 through 2026 are as follows (in thousands):
Operating LeasesFinance Lease
2022$332 $
202319 — 
2024— 
2025— 
2026— 
Total future undiscounted lease payments359 
Less imputed interest(8)— 
Total lease obligations$351 $
Supplemental cash flow information related to leases was as follows (in thousands):
Years ended December 31,
 20212020
Supplemental Cash Flow Information: 
Cash paid, net, for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$532 $537 
Operating cash flows from restructured leases$35 $69 
Financing cash flows from finance leases$$
XML 25 R14.htm IDEA: XBRL DOCUMENT v3.22.0.1
Inventories
12 Months Ended
Dec. 31, 2021
Inventory Disclosure [Abstract]  
Inventories INVENTORIES
Inventories are stated at the lower of standard cost (which approximates actual cost determined using the first-in, first-out cost method) or net realizable value and consists of the following (in thousands):
 At December 31,
 20212020
Raw materials$3,882 $2,695 
Finished goods7,034 5,840 
Reserve for excess, obsolete, and slow-moving inventories(3,050)(2,894)
Inventories, net$7,866 $5,641 
The following is a roll-forward of the reserves for excess, obsolete, and slow-moving inventories (in thousands):
At December 31,
20212020
Beginning balance$(2,894)$(3,518)
Accrual(281)281 
Reduction due to sold inventory125 343 
Reserves for excess, obsolete, and slow-moving inventories$(3,050)$(2,894)
Throughout 2021, we experienced global supply chain and logistics constraints, which impacted our inventory purchasing strategy, leading to a buildup of inventory and inventory components in an effort to manage both shortages of available components and longer lead times in obtaining components. This resulted in a net increase of our gross inventory levels of $2.4 million and excess inventory reserves of $0.2 million as compared to 2020.
During 2020, we applied discipline in manufacturing and supply chain management, focusing on a reduction of lead time and inventory on hand, which resulted in a net reduction of our gross inventory levels of $1.2 million and excess inventory reserves of $0.6 million compared to 2019.
XML 26 R15.htm IDEA: XBRL DOCUMENT v3.22.0.1
Property and Equipment
12 Months Ended
Dec. 31, 2021
Property, Plant and Equipment [Abstract]  
Property and Equipment PROPERTY AND EQUIPMENT
Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the related assets and consist of the following (in thousands):
 At December 31,
 20212020
Equipment (useful life 3 - 15 years)
$1,308 $1,281 
Tooling (useful life 2 - 5 years)
384 240 
Vehicles (useful life 5 years)
83 47 
Furniture and fixtures (useful life 5 years)
86 137 
Computer software (useful life 3 years)
1,194 1,057 
Leasehold improvements (the shorter of useful life or lease life)169 169 
Finance lease right-of-use asset13 13 
UV - Robots (useful life 5 years)
105 — 
Construction in progress135 140 
Property and equipment at cost3,477 3,084 
Less: accumulated depreciation(2,802)(2,664)
Property and equipment, net$675 $420 
Depreciation expense was $0.2 million for both of the years ended December 31, 2021 and 2020. There were no impairment charges for property and equipment during 2021 and 2020.
XML 27 R16.htm IDEA: XBRL DOCUMENT v3.22.0.1
Prepaid Expenses and Other Current Assets
12 Months Ended
Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Prepaid and Other Current Assets PREPAID AND OTHER CURRENT ASSETS
Prepaid and other current assets consisted of the following (in thousands):
 At December 31,
 20212020
Prepaid insurance$131 $126 
Prepaid expenses253 233 
Prepaid rent74 80 
Short-term deposits - non-inventory18 — 
Restricted cash— 342 
ERTC funds445 — 
Other
Total prepaid and other current assets$924 782 
XML 28 R17.htm IDEA: XBRL DOCUMENT v3.22.0.1
Debt
12 Months Ended
Dec. 31, 2021
Debt Disclosure [Abstract]  
Debt DEBT
Credit Facilities
On August 11, 2020, we entered into two debt financing arrangements (together, the “Credit Facilities”) that allow for expanded borrowing capacity at a lower blended borrowing cost. The first arrangement is an inventory financing facility (the “Inventory Facility”) pursuant to the Loan and Security Agreement (the “Inventory Loan Agreement”) between the Company and Crossroads Financial Group, LLC, a North Carolina limited liability company (the “IF Lender”). Borrowings under the Inventory Facility are permitted up to the lower of (i) $3.0 million, which was subsequently increased to $3.5 million as described below, and (ii) a borrowing base determined from time to time based on the value of the Company’s eligible inventory, valued at 75% of inventory costs or 85% of the inventory net orderly liquidation value, less the availability reserves. On April 20, 2021, the Company and the IF Lender entered into an amendment to the Inventory Loan Agreement to increase the maximum amount that may be available to the Company from $3.0 million to $3.5 million, subject to the borrowing base as set forth in the Inventory Loan Agreement. The outstanding indebtedness under the Inventory Facility accrues at an annual rate equal to the greater of (i) 5.75% and (ii) 4.00% plus the three-month LIBOR rate (0.21% and 0.24% at December 31, 2021 and
2020, respectively) and is also subject to a service fee of 1% per month. The annualized interest rate at December 31, 2021 and 2020, which includes interest fees, the annual facility fee, bank fees and other miscellaneous lender fees, was 22.4% and 23.6%, respectively. The Inventory Facility’s interest and service fees combined amount is subject to a minimum monthly fee of $18 thousand. There would be no breakage fee for the Company for the Inventory Facility if the Company were to refinance it with an American Bankers Association (“ABA”) equivalent institution. The Inventory Facility is secured by substantially all of the present and future assets of the Company and is also governed by an intercreditor agreement among the Company, the IF Lender and the RF Lender (defined below). The Inventory Facility matures on August 11, 2022, subject to early termination upon 90 days’ notice and otherwise in accordance with the terms of the Inventory Loan Agreement. The term is automatically extended in successive one year increments unless terminated by either party in accordance with the Inventory Loan Agreement.
The second arrangement is a receivables financing facility (the “Receivables Facility”) pursuant to the Loan and Security Agreement (the “Receivables Loan Agreement”) between the Company and Factors Southwest L.L.C. (d/b/a FSW Funding), an Arizona limited liability company (the “RF Lender”). Borrowings under the Receivables Facility are permitted up to the lower of (i) $2.5 million or (ii) a borrowing base determined from time to time based on the value of the Company’s eligible accounts receivable, valued at 90% of the face value of such accounts receivable, less availability reserves, if any. Interest on outstanding indebtedness under the Receivables Facility accrues at an annual rate equal to (i) the highest prime rate announced from time to time by the Wall Street Journal (3.25% at both December 31, 2021 and 2020) plus (ii) 2%. At December 31, 2021 and 2020, the annualized interest rate, which includes interest fees and the annual facility fee, was 8.0% and 7.9%, respectively. The annualized interest rate on the collateral management fee was 5.9% at both December 31, 2021 and 2020. The Receivables Facility is also secured by substantially all of the present and future assets of the Borrower and is also governed by an intercreditor agreement among the Company, the IF Lender and the RF Lender. A $25 thousand, or 1%, facility fee was charged at closing. There would be no breakage fee for the Company for the Receivables Facility if the Company were to refinance it with an ABA equivalent institution. The Receivables Facility matures on August 11, 2022, subject to early termination in accordance with the terms of the Receivables Loan Agreement; provided that the term is automatically extended in successive one year increments unless terminated by either party in accordance with the Receivables Loan Agreement.
Borrowings under the Inventory Facility were $1.2 million and $1.3 million at December 31, 2021 and 2020, respectively. Borrowings under the Receivables Facility were $1.0 million at both December 31, 2021 and 2020. Borrowings under the Credit Facilities are recorded in the Consolidated Balance Sheet as of December 31, 2021 and 2020 as a current liability under the caption “Credit line borrowings, net of origination fees.” Outstanding balances include unamortized net issuance costs totaling $84 thousand and $121 thousand for the Inventory Facility and $24 thousand and $40 thousand for the Receivables Facility as of December 31, 2021 and 2020, respectively.
The Credit Facilities replaced the Austin Facility that was entered into on December 11, 2018 and was secured by a lien on our assets. The Austin Facility was a three year, $5.0 million revolving line of credit. The total loan amount available to us under the Austin Facility from time to time was based on the amount of our (i) qualified accounts receivable, which is equal to the lesser of 85% of our net eligible receivables of, or $4.5 million, plus (ii) available inventory, which is the lesser of 20% of the net realizable value of eligible inventory of, or $500 thousand. The Austin Facility charged interest deeming a minimum borrowing requirement of $1.0 million. Interest on advances under the line was due monthly at the “Prime Rate,” as published by the Wall Street Journal from time to time, plus a margin of 2%. Overdrafts were subject to a 2% fee. Additionally, an annual facility fee of 1% on the entire $5.0 million amount of the Austin Facility was due at the beginning of each of the three years that the Austin Facility was outstanding and a 0.5% collateral management fee on the average outstanding loan balance was payable monthly. On August 11, 2020, we paid $1.4 million to close the Austin Facility which included a $100 thousand termination fee. Additionally, we wrote off $59 thousand of the remaining related debt acquisition costs. The termination fee and the write-off of debt acquisition costs are reflected as a loss on extinguishment of debt in our Consolidated Statements of Operations for the twelve months ended December 31, 2020.
Streeterville Note
On April 27, 2021, we entered into a note purchase agreement with Streeterville Capital, LLC (“Streeterville”) pursuant to which we sold and issued to Streeterville a promissory note in the principal amount of approximately $1.7 million (the “Streeterville Note”). The Streeterville Note was issued with an original issue discount of $194 thousand and Streeterville paid a purchase price of $1.5 million for the Streeterville Note, after deduction of $15 thousand of Streeterville’s transaction expenses.
The Streeterville Note has a maturity date of April 27, 2023, and accrues interest at 8% per annum, compounded daily, on the outstanding balance. The Company may prepay the amounts outstanding under the Streeterville Note at a premium, which is
5% during the first three months and 10% thereafter. Prepayments at the reduced rate in the first three months are limited to 50% of the outstanding balance. Beginning on November 1, 2021, Streeterville may require the Company to redeem up to $205 thousand of the Streeterville Note in any calendar month. The Company has the right on three occasions to defer all redemptions that Streeterville could otherwise require the Company to make during any calendar month. Each exercise of this deferral right by the Company will increase the amount outstanding under the Streeterville Note by 1.5%. The Company exercised this right twice during the fourth quarter of 2021.
The total liability for the Streeterville Note, net of discount and financing fees, was $1.7 million at December 31, 2021. Unamortized loan discount and debt issuance costs were $43 thousand at December 31, 2021.
In the event our common stock is delisted from Nasdaq, the amount outstanding under the Streeterville Note will automatically increase by 15% as of the date of such delisting.
PPP Loan
On April 17, 2020, the Company was granted a loan from KeyBank National Association (“KeyBank”) in the amount of approximately $795 thousand, pursuant to the PPP under Division A of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), which was enacted on March 27, 2020. The funds were received on April 20, 2020 and accrued interest at a rate of 1% per annum. At December 31, 2020, $529 thousand was classified as short-term debt and $266 thousand was classified as long-term debt on the Company’s Consolidated Balance Sheet. Under the terms of the PPP, certain amounts of the loan may be forgiven if they are used for qualifying expenses as described in the CARES Act. The entire principal balance and interest were forgiven by the Small Business Administration on February 11, 2021. The $801 thousand forgiveness income was recorded as other income in the Consolidated Statements of Operations during the year ended December 31, 2021.
Iliad Note
On November 25, 2019, we entered into a note purchase agreement (the “Iliad Note Purchase Agreement”) with Iliad Research and Trading, L.P. (“Iliad”) pursuant to which the Company sold and issued to Iliad a promissory note in the principal amount of $1.3 million (the “Iliad Note”). The Iliad Note was issued with an original issue discount of $142 thousand and Iliad paid a purchase price of $1.1 million for the issuance of the Iliad Note, after deduction of $15 thousand of Iliad transaction expenses.
On December 1, 2020, we repaid the $30 thousand remaining outstanding balance on the Iliad Note in full prior to its maturity date of November 24, 2021. Remaining debt and original issue discount costs of $117 thousand were written off at that time and are reflected as a loss on extinguishment of debt in our Consolidated Statements of Operations for the year ended December 31, 2020. The Iliad Note accrued interest at 8% per annum, compounded daily, on the outstanding balance.
Pursuant to the Iliad Note Purchase Agreement and the Iliad Note, we had, among other things, agreed that, until the Iliad Note was repaid 10% of gross proceeds the Company received from the sale of our common stock or other equity must be paid to Iliad and applied to reduce the outstanding balance of the Iliad Note. In accordance with the terms of the Iliad Note, 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount.
Convertible Notes 
On March 29, 2019, we issued $1.7 million aggregate principal amount of subordinated convertible promissory notes (the “Convertible Notes”) to certain investors in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended. The Convertible Notes had a maturity date of December 31, 2021 and bore interest at a rate of 5% per annum until June 30, 2019 and at a rate of 10.0% thereafter. Pursuant to their terms, on January 16, 2020, following approval by our stockholders of certain amendments to the Certificate of Incorporation, the principal amount of all of the Convertible Notes, and the accumulated interest thereon ($0.1 million), which totaled $1.8 million, were converted at a conversion price of $0.67 per share into an aggregate of 2,709,018 shares of the Company’s Series A Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), which is convertible on a one-for-five basis into shares of our common stock. During the year ended December 31, 2020, 111,548 shares of the Series A Preferred Stock were converted into 22,310 shares of common stock. During the year ended December 31, 2021, 1,721,023 shares of Series A Preferred Stock were converted into 344,205 shares of common stock.
The Series A Preferred Stock was created by the filing of a Certificate of Designation with the Secretary of State of the State of Delaware on March 29, 2019, which authorized 2,000,000 shares of Series A Preferred Stock (the “Original Series A Certificate of Designation”). The Original Series A Certificate of Designation was amended on January 15, 2020 following Stockholder
Approval to increase the number of authorized shares of Series A Preferred to 3,300,000 (the Original Series A Certificate of Designation as so amended, the “Series A Certificate of Designation”).
Pursuant to the Series A Certificate of Designation, each holder of outstanding shares of Series A Preferred Stock is entitled to vote with holders of outstanding shares of common stock, voting together as a single class, with respect to any and all matters presented to the stockholders of the Company for their action or consideration, except as provided by law. In any such vote, each share of Series A Preferred Stock shall be entitled to a number of votes equal to 11.07% of the number of shares of common stock into which such share of Series A Preferred Stock is convertible.
The Series A Preferred Stock (a) has a preference upon liquidation equal to $0.67 per share and then participates on an as-converted basis with the common stock with respect to any additional distributions, (b) shall receive any dividends declared and payable on our common stock on an as-converted basis, and (c) is convertible at the option of the holder into shares of our common stock on a one-for-five basis. We also filed a Certificate of Elimination with respect to the authorized, but unissued, Series A Participating Preferred Stock, to return such shares to the status of preferred stock available for designation as the Series A Preferred Stock.
The purchase agreement related to the Convertible Notes contained customary representations and warranties and provided for resale registration rights with respect to the shares of our common stock issuable upon conversion of the Series A Preferred Stock.
XML 29 R18.htm IDEA: XBRL DOCUMENT v3.22.0.1
Commitments and Contingencies
12 Months Ended
Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies COMMITMENTS AND CONTINGENCIES
Purchase Commitments
As of December 31, 2021, we had approximately $1.7 million in outstanding purchase commitments for inventory, of which $1.5 million is expected to ship in the first quarter of 2022, and $0.2 million in the second quarter of 2022 and thereafter.
XML 30 R19.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity
12 Months Ended
Dec. 31, 2021
Equity [Abstract]  
Stockholders' Equity STOCKHOLDERS’ EQUITY
December 2021 Private Placement
In December 2021, we completed the December 2021 Private Placement with certain institutional investors for the sale of 1,193,185 shares of our common stock at a purchase price of $3.52 per share. We also sold to the same institutional investors (i) Pre-Funded Warrants to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (ii) warrants (collectively with the Pre-Funded Warrants, the “December 2021 Warrants”) to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. We paid the placement agent commission of $360 thousand plus $42 thousand in expenses in connection with the December 2021 Private Placement and we also paid legal, accounting and other fees of $97 thousand related to the December 2021 Private Placement. Total offering costs of $499 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021. Net proceeds from the December 2021 Private Placement were approximately $4.0 million. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the 85,228 shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic EPS.
As of December 31, 2021, December 2021 Warrants to purchase an aggregate of 1,363,641 shares remained outstanding, with a weighted average exercise price of $3.30 per share. None of the December 2021 Warrants were exercised as of December 31, 2021. In January 2022, all of the Pre-Funded Warrants were exercised. The exercise of the remaining December 2021 Warrants outstanding could provide us with cash proceeds of up to $4.5 million in the aggregate.
As of December 31, 2021, we had the following outstanding December 2021 Warrants to purchase shares of common stock:
As of December 31, 2021
Number of Underlying SharesExercise PriceExpiration
Common Warrants1,278,413$3.5200December 16, 2026
Pre-Funded Warrants85,228$0.0001None
1,363,641
June 2021 Equity Offering
In June 2021, we completed a registered direct offering of 990,100 shares of our common stock to certain institutional investors, at a purchase price of $5.05 per share. We paid the placement agent commissions of $400 thousand, plus $51 thousand in expenses, in connection with the June 2021 Equity Offering and we also paid legal and other fees of $19 thousand related to the offering. Total offering costs of $470 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the June 2021 Equity Offering were approximately $4.5 million.
Preferred Stock
Pursuant to the terms of the Convertible Notes, on January 16, 2020, following approval by our stockholders of certain amendments to the Certificate of Incorporation, the principal amount of all of the Convertible Notes and the accumulated interest thereon at the date of conversion (totaling $1.8 million) were converted at a conversion price of $0.67 per share into an aggregate of 2,709,018 shares of the Company’s Series A Preferred Stock, which is convertible on a one-for-five basis into shares of our common stock. During the year ended December 31, 2020, 111,548 shares of the Series A Preferred Stock were converted into 22,310 shares of common stock. During the year ended December 31, 2021, 1,721,023 shares of Series A Preferred Stock were converted into 344,205 shares of common stock. The Series A Preferred Stock that was converted in 2021 was held by a Schedule 13D ownership group (under Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, and Rule 13d-5 promulgated thereunder) that includes Fusion Park LLC (“Fusion Park”) and 5 Elements Global Fund L.P. (controlled affiliates of James Tu, the Company's former Executive Chairman and Chief Executive Officer and current member of the Board of Directors), as well as Brilliant Start Enterprise Inc. (“Brilliant Start”) and Jag International Ltd. (controlled affiliates of Gina Huang, a member of the Company's Board of Directors). Upon conversion of their respective shares of Series A Preferred Stock in 2021, Fusion Park and Brilliant Start received 184,851 and 159,354 shares, respectively, of the Company’s common stock.
The Series A Preferred Stock was created by the filing of a Certificate of Designation with the Secretary of State of the State of Delaware on March 29, 2019, which designated 2,000,000 shares of the Company’s preferred stock, par value $0.0001 per share, as Series A Preferred Stock (the “Original Series A Certificate of Designation”). On January 15, 2020 with prior stockholder approval, the Company amended the Certificate of Incorporation to increase the number of authorized shares of preferred stock to 5,000,000. The Original Series A Certificate of Designation was also amended on January 15, 2020, to increase the number of shares of preferred stock designated as Series A Preferred Stock to 3,300,000 (the Original Series A Certificate of Designation, as so amended, the “Series A Certificate of Designation”).
Pursuant to the Series A Certificate of Designation, each holder of outstanding shares of Series A Preferred Stock is entitled to vote with holders of outstanding shares of common stock, voting together as a single class, with respect to any and all matters presented to the stockholders of the Company for their action or consideration, except as provided by law. In any such vote, each share of Series A Preferred Stock shall entitle its holder to a number of votes equal to 11.07% of the number of shares of common stock into which such share of Series A Preferred Stock is convertible.
The Series A Preferred Stock (a) has a preference upon liquidation equal to $0.67 per share and then participates on an as-converted basis with the common stock with respect to any additional distributions, (b) shall receive any dividends declared and payable on our common stock on an as-converted basis, and (c) is convertible at the option of the holder into shares of our common stock on a one-for-five basis. On March 29, 2019, the Company also filed a Certificate of Elimination with respect to its authorized, but unissued, Series A Participating Preferred Stock, to return such shares to the status of undesignated preferred stock available for designation as Series A Preferred Stock.
The purchase agreement related to the Convertible Notes contained customary representations and warranties and provided for resale registration rights with respect to the shares of our common stock issuable upon conversion of the Series A Preferred Stock.
1-for-5 Reverse Stock Split
On June 11, 2020, in accordance with previous stockholder approval, our Board of Directors effected a 1-for-5 reverse stock split of the Company’s common stock, par value $0.0001 per share. The reverse stock split became effective at the Effective Time upon the filing of the Certificate of Amendment to the Certificate of Incorporation with the Delaware Secretary of State. At the Effective Time, every five shares of common stock issued and outstanding automatically combined into one validly issued, fully paid and non-assessable share of common stock. No fractional shares were issued as a result of the reverse stock split. The fractional shares were settled in cash in an amount not material to the Company. The $0.0001 par value per share of
common stock and other terms of the common stock were not affected by the reverse stock split. The number of authorized shares of common stock under the Certificate of Incorporation remained unchanged at 50,000,000 shares.
Proportional adjustments were made to the conversion and exercise prices of our outstanding warrants and stock options, and to the number of shares issued and issuable under our stock incentive plans in connection with the reverse stock split. The financial statements for the twelve months ended December 31, 2020 have been retroactively adjusted to reflect the reverse stock split. Preferred shares outstanding were not affected by the reverse stock split and, as such, those shares have not been adjusted.
The reverse stock split was effected solely to increase the per share trading price of the common stock to satisfy the $1.00 minimum bid price requirement pursuant to Nasdaq Listing Rule 5550(a)(2) for continued listing on Nasdaq. The common stock began trading on Nasdaq on a split-adjusted basis at the opening of trading on June 12, 2020.
January 2020 Equity Offering
In January 2020, we completed a registered direct offering for the sale of 688,360 shares of our common stock to certain institutional investors, at a purchase price of $3.37 per share. We also sold, to the same institutional investors, warrants to purchase up to 688,360 shares of common stock at an exercise price of $3.37 per share (the, “Investor Warrants”) in a concurrent private placement for a purchase price of $0.625 per warrant. We paid the placement agent commissions of $193 thousand plus $50 thousand in expenses in connection with the registered direct offering and the concurrent private placement and we also paid legal, accounting and other fees of $231 thousand related to the offering. Total offering costs of $510 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021 and 2020. In addition, we issued warrants to the placement agent to purchase up to 48,185 shares of common stock at an exercise price of $4.99 per share (together with the Investor Warrants, the “January 2020 Warrants”). Net proceeds to us from the sale of common stock and January 2020 Warrants were approximately $2.3 million. In accordance with the terms of the Iliad Note, 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount and the balance to interest.
January 2020 Warrants issued to purchase an aggregate of 229,414 shares remain outstanding at December 31, 2021, with a weighted average exercise price of $3.67 per share. During the twelve months ended December 31, 2021, 237,892 January 2020 Warrants issued were exercised resulting in total proceeds of $801 thousand. The exercise of the remaining January 2020 Warrants outstanding could provide us with cash proceeds of up to $841 thousand in the aggregate. At December 31, 2020, January 2020 Warrants issued to purchase an aggregate of 467,306 shares remained outstanding, with a weighted average exercise price of $3.51 per share. During the twelve months ended December 31, 2020, 269,240 January 2020 Warrants issued were exercised, resulting in total proceeds of $918 thousand.
As of December 31, 2021 and 2020, we had the following outstanding January 2020 Warrants to purchase shares of common stock:
As of December 31, 2021As of December 31, 2020
Number of Underlying SharesExercise PriceExpiration
Investor Warrants187,734425,626$3.3700January 13, 2025
Placement Agent Warrants41,68041,680$4.9940January 13, 2025
229,414467,306
Warrant Classification
We account for common stock warrants as either liabilities or equity instruments depending on the specific terms of the warrant agreement. Common stock warrants that could require cash settlement are accounted for as liabilities and are revalued at fair value at each balance sheet date subsequent to the initial issuance. Changes in the fair market value of the warrant are reflected in the consolidated statement of operations as income (expense) based upon the change in fair value of warrants. Common stock warrants without cash settlement provisions are accounted for as equity and re-measurement at each balance sheet date is not required.
The January 2020 Warrants we issued in the January 2020 Equity Offering contained a provision for net cash settlement in the event that there is a fundamental transaction involving the Company (e.g., merger, sale of substantially all assets, tender offer, or share exchange). Due to this provision, the January 2020 Warrants were initially classified as liabilities, as opposed to equity, and were recorded at their fair values at each balance sheet date with fair value adjustments recognized as a component of earnings. During December 2020, the warrant holders agreed to a modification of the terms of their January 2020 Warrants which removed the potential cash settlement option upon the occurrence of a fundamental transaction. As such, during the fourth quarter of 2020, the warrant liability was fair-valued through the modification date and then was reclassified into equity and the January 2020 Warrants are no longer subject to re-measurement at each balance sheet date.
Stock-based compensation
On March 18, 2020, our Board of Directors approved the Energy Focus, Inc. 2020 Stock Incentive Plan (the “2020 Plan”). The 2020 Plan was approved by the stockholders at our annual meeting on September 17, 2020, after which no further awards could be issued under the Energy Focus, Inc. 2014 Stock Incentive Plan (the “2014 Plan”). The 2020 Plan initially allows for awards up to 350,000 shares of common stock and expires on September 17, 2030. At December 31, 2021, 208,256 shares remain available to grant under the 2020 Plan.
On May 6, 2014, our Board of Directors approved the 2014 Plan. The 2014 Plan was approved by the stockholders at our annual meeting on July 15, 2014, after which no further awards could be issued under the Energy Focus, Inc. 2008 Incentive Stock Plan (the “2008 Plan”). The 2014 Plan initially allowed for awards up to 120,000 shares of common stock and expires on July 15, 2024. On July 22, 2015, the stockholders approved an amendment to the 2014 Plan to increase the shares available for issuance under the 2014 Plan by an additional 120,000 shares. On June 21, 2017, the stockholders approved an amendment to the 2014 Plan to increase the shares available for issuance under the 2014 Plan by an additional 260,000. No awards may be granted under this plan.
We have one other historical equity-based compensation plan under which options are currently outstanding; however, no new awards may be granted under this plan. Generally, stock options are granted at fair market value and expire ten years from the grant date. Employee grants generally vest in three or four years, while grants to non-employee directors generally vest in one year. The specific terms of each grant are determined by our Board of Directors.
Stock-based compensation expense is attributable to stock options and restricted stock unit awards. For all stock-based awards, we recognize compensation expense using a straight-line amortization method.
The following table summarizes stock-based compensation expense and the impact it had on operations for the periods presented (in thousands):
 For the year ended December 31,
 20212020
Cost of sales$$
Product development14 10 
Selling, general, and administrative406 119 
Total stock-based compensation$429 $131 
At December 31, 2021 and 2020, we had unearned stock compensation expense of $0.3 million and $0.2 million, respectively. These costs will be charged to expense and amortized on a straight-line basis in subsequent periods. The remaining weighted average period over which the unearned compensation is expected to be amortized was approximately 2.7 years as of December 31, 2021 and 3.1 years as of December 31, 2020. 
Stock options
The fair value of each stock option is estimated on the date of grant using the Black-Scholes option pricing model. Estimates utilized in the calculation include the expected life of the option, risk-free interest rate, and expected volatility, and are further comparatively detailed as follows:
 20212020
Fair value of options issued$3.92 $2.06 
Exercise price$5.07 $2.68 
Expected life of option (in years)6.26.1
Risk-free interest rate0.9 %0.7 %
Expected volatility96.3 %93.6 %
Dividend yield0.00 %0.00 %
We utilize the simplified method as provided by ASC 718-10 to calculate the expected stock option life. Under ASC 718-10, the expected stock option life is based on the midpoint between the vesting date and the end of the contractual term of the stock option award. The use of this simplified method in place of using the actual historical exercise data is allowed when a stock option award meets all of the following criteria: the exercise price of the stock option equals the stock price on the date of grant; the exercisability of the stock option is only conditional upon completing the service requirement through the vesting date; employees who terminate their service prior to the vesting date forfeit their stock options; employees who terminate their service after vesting are granted a limited time period to exercise their stock options; and the stock options are nontransferable and non-hedgeable. We believe that our stock option awards meet all of these criteria. The estimated expected life of the option is calculated based on contractual life of the option, the vesting life of the option, and historical exercise patterns of vested options. The risk-free interest rate is based on U.S. treasury zero-coupon yield curve on the grant date for a maturity similar to the expected life of the option. The volatility estimates are calculated using historical volatility of our stock price calculated over a period of time representative of the expected life of the option. We have not paid dividends in the past, and do not expect to pay dividends over the corresponding expected term as of the grant date.
Options outstanding under all plans at December 31, 2021 have a contractual life of ten years, and vesting periods between one and four years. A summary of option activity under all plans was as follows:
 Number of
Options
Weighted
Average
Exercise Price
Per Share
Outstanding at December 31, 2019155,031 $5.23 
Granted112,350 2.68 
Cancelled(33,774)9.56 
Exercised(12,157)2.11 
Outstanding at December 31, 2020221,450 $3.45 
Granted88,240 5.07 
Cancelled(36,706)5.35 
Expired(1,650)49.18 
Exercised(4,225)1.96 
Outstanding at December 31, 2021267,109 $3.46 
Vested and expected to vest at December 31, 2021231,462 $3.41 
Exercisable at December 31, 202192,121 $3.28 
The “Expected to Vest” options are the unvested options that remain after applying the pre-vesting forfeiture rate assumption to total unvested options. 4,225 options were exercised during 2021 and 12,157 options were exercised during 2020. The total intrinsic value of options outstanding and options exercisable at December 31, 2021 was $426 thousand and $191 thousand, respectively, which was calculated using the closing stock price at the end of the year of $4.27 per share less the option price of the in-the-money grants.
The options outstanding at December 31, 2021 have been segregated into ranges for additional disclosure as follows:
OPTIONS OUTSTANDINGOPTIONS EXERCISABLE
Range of Exercise Prices
Number of Shares OutstandingWeighted Average Remaining Contractual Life (in years)Weighted Average Exercise PriceNumber of Shares ExercisableWeighted Average Remaining Contractual Life (in years)Weighted Average Exercise Price
$1.45$1.6869,377 8.2$1.49 27,078 8.1$1.49 
$1.69$2.2079,975 7.52.10 43,900 7.52.10 
$2.21$5.4238,406 8.62.77 11,046 7.82.46 
$5.43$5.8158,474 9.15.55 319 7.45.52 
$5.82$29.7520,877 7.510.69 9,778 6.114.40 
   267,109 8.2$3.46 92,121 7.6$3.28 
Restricted Stock Units
In 2015, we began issuing restricted stock units to certain employees and non-employee Directors under the 2014 Plan with vesting periods ranging from one to four years from the grant date. In 2020, we began issuing restricted stock units to certain employees and non-employee Directors under the 2020 Plan with vesting periods ranging from one to four years.
The following table shows a summary of restricted stock unit activity:
 Restricted Stock Units OutstandingWeighted
Average
Grant Date
Fair Value
At December 31, 20196,603 $13.17 
Granted19,200 2.44 
Vested(20,068)3.96 
Forfeited(1,255)12.40 
At December 31, 20204,480 8.64 
Granted50,000 5.26 
Vested(52,080)5.46 
At December 31, 20212,400 $7.14 
Employee stock purchase plans
In September 2013, our stockholders approved the 2013 Employee Stock Purchase Plan (the “2013 Plan”) to replace the 1994 prior purchase plan. A total of 100,000 shares of common stock were provided for issuance under the 2013 Plan. The 2013 Plan permits eligible employees to purchase common stock through payroll deductions at a price equal to the lower of 85 percent of the fair market value of our common stock at the beginning or end of the offering period. Employees may end their participation at any time during the offering period, and participation ends automatically upon termination of employment with us. During 2021 and 2020, employees purchased 22,000 and 26,632 shares, respectively. At December 31, 2021, 28,523 shares remained available for purchase under the 2013 Plan.
XML 31 R20.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes
12 Months Ended
Dec. 31, 2021
Income Tax Disclosure [Abstract]  
Income Taxes INCOME TAXESWe file income tax returns in the U.S. federal jurisdiction, as well as in various state and local jurisdictions. With few exceptions, we are no longer subject to U.S. federal, state, and local, or non-U.S. income tax examinations by tax authorities for years before 2018. Our practice is to recognize interest and penalties related to income tax matters in income tax expense when and if they become applicable. At December 31, 2021 and 2020, respectively, there were no accrued interest and penalties related to uncertain tax positions. 
The following table shows the components of the provision for income taxes (in thousands):
 For the year ended December 31,
 20212020
Current:  
State$(1)$(5)
Deferred:
U.S. Federal— — 
(Benefit from) provision for income taxes$(1)$(5)
The principal items accounting for the difference between income taxes computed at the U.S. statutory rate and the (benefit from) provision for income taxes reflected in our Consolidated Statements of Operations are as follows:
 For the year ended December 31,
 20212020
U.S. statutory rate21.0 %21.0 %
State taxes (net of federal tax benefit)9.7 5.6 
Valuation allowance(32.7)(26.0)
Other2.0 (0.5)
 0.0 %0.1 %
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets are as follows (in thousands):
 At December 31,
 20212020
Accrued expenses and other reserves$1,550 $1,787 
Right-of-use-asset(73)(225)
Lease liabilities88 271 
Tax credits, deferred R&D, and other49 20 
Net operating loss17,318 14,510 
Valuation allowance(18,932)(16,363)
Net deferred tax assets$— $— 
In 2021, our effective tax rate was lower than the statutory rate due to an increase in the valuation allowance as a result of the $9.6 million additional federal net operating loss we recognized for the year. In 2020, our effective tax rate was lower than the statutory rate due to an increase in the valuation allowance of the $7.1 million additional federal net operating loss we recognized for the year.
At December 31, 2021, we had net operating loss carry-forwards (“NOLs”) of approximately $125.4 million for federal income tax purposes ($77.2 million for state and local income tax purposes). However, due to changes in our capital structure, approximately $71.0 million of the $125.4 million is available to offset future taxable income after the application of the limitations found under Section 382 of the Internal Revenue Code of 1986, as amended. As a result of the Tax Cuts and Job Act of 2017 (the “Tax Act”), NOLs generated in tax years beginning after December 31, 2017 can only offset 80% of taxable income. These NOLs can no longer be carried back, but they can be carried forward indefinitely. The $9.6 million and $7.1 million in federal net operating losses generated in 2021 and 2020 will be subject to the new limitations under the Tax Act. If not utilized, the NOLs generated prior to December 31, 2017 of $37.5 million will begin to expire in 2023 for federal purposes and have begun to expire for state and local purposes.
Since we believe it is more likely than not that the benefit from NOLs will not be realized, we have provided a full valuation allowance against our deferred tax assets at December 31, 2021 and 2020, respectively. We had no net deferred tax liabilities at December 31, 2021 or 2020, respectively. In 2020, we recognized various states tax benefits as a result of the adjustment from
the 2019 provision to the actual tax on the 2019 returns that were filed in 2019. In 2019, we recognized various states tax expense as a result of the adjustment from the 2018 provision to the actual tax on the 2018 returns that were filed in 2019.
The CARES Act was enacted on March 27, 2020 and the Consolidated Appropriations Act (the “Relief Act”) was enacted on December 27, 2020 in the United States. The key provisions of the CARES Act and the Relief Act, as applicable to the Company, include the following:
The ability to use NOLs to offset income without the 80% taxable income limitation enacted as part of the Tax Cuts and Jobs Act (“TCJA”) of 2017, and to carry back NOLs to offset prior year income for five years. These are temporary provisions that apply to NOLs incurred in 2018, 2019 or 2020 tax years. We did not recognize any tax benefit for the year ended December 31, 2021 related to our ability to carry back prior year losses, as well as projected current year losses, under the CARES Act to years with the previous 35% tax rate.
The ability to claim a current deduction for interest expense up to 50% of Adjusted Taxable Income (“ATI”) for tax years 2019 and 2020. This limitation was previously 30% of ATI pursuant to the Tax Act, and will revert to 30% after 2020. The Company has no current interest expense limitation.
In addition to the aforementioned provisions, the CARES Act also provided the following non-income tax provisions as applicable to the Company:
The ability to defer the payment of the employer portion of social security taxes incurred between March 27, 2020 and December 31, 2020, with 50% of the deferred amount to be paid by December 31, 2021 and the remaining 50% to be paid by December 31, 2022. For the year ended December 31, 2021, the Company has deferred $77 thousand of payroll taxes.
The ability to claim an ERTC, which is a refundable payroll tax credit, subject to certain limitations. Refer to Note 13, “Other Income” for details.
•The Company received approximately $795 thousand in PPP loans, which were forgiven in 2021. The CARES Act provides that the loan forgiveness is tax-exempt for federal purposes. Refer to Note 8, “Debt” for details.
XML 32 R21.htm IDEA: XBRL DOCUMENT v3.22.0.1
Product and Geographic Information
12 Months Ended
Dec. 31, 2021
Segment Reporting [Abstract]  
Product and Geographic Information PRODUCT AND GEOGRAPHIC INFORMATION
We focus our efforts on the sale of LED lighting and controls products and UVCD products in the commercial market and MMM, and began to expand our offerings into the consumer market in the fourth quarter of 2021. Our products are sold primarily in the United States through a combination of direct sales employees, lighting agents, independent sales representatives and distributors, and via e-commerce with digital marketing strategies that profile our UVCD technologies. We currently operate in a single industry segment, developing and selling our LED lighting products and controls as well as UVCD products into the MMM and commercial markets.
The following table provides a breakdown of product net sales for the years indicated (in thousands):
 Year ended December 31,
 20212020
Commercial products$4,682 $5,404 
MMM products5,183 11,424 
Total net sales$9,865 $16,828 
A geographic summary of net sales is as follows (in thousands):
 For the year ended December 31,
 20212020
United States$9,712 $16,685 
International153 143 
Total net sales$9,865 $16,828 
At December 31, 2021 and 2020, approximately 100% of our long-lived assets, which consist of property and equipment, were located in the United States.
XML 33 R22.htm IDEA: XBRL DOCUMENT v3.22.0.1
Other Income
12 Months Ended
Dec. 31, 2021
Other Income and Expenses [Abstract]  
Other Income OTHER INCOME
Employee Retention Tax Credit
The CARES Act, which was enacted on March 27, 2020, provides an ERTC that is a refundable tax credit against certain employer taxes. The ERTC was subsequently amended by the Taxpayer Certainty and Disaster Tax Relief Act of 2020, the Consolidated Appropriation Act of 2021, and the American Rescue Plan Act of 2021, all of which amended and extended the ERTC availability and guidelines under the CARES Act. Following these amendments, we and other businesses became retroactively eligible for the ERTC, and as a result of the foregoing legislation, are eligible to claim a refundable tax credit against the employer share of Social Security taxes equal to 70% of the qualified wages paid to employees between January 1, 2021 and September 30, 2021. Qualified wages are limited to $10,000 per employee per calendar quarter in 2021 for a maximum allowable ERTC per employee of $7,000 per calendar quarter in 2021.
For purposes of the amended ERTC, an eligible employer is defined as having experienced a significant (20% or more) decline in gross receipts during each of the first three 2021 calendar quarters when compared with the same quarter in 2019 or the immediately preceding quarter to the corresponding calendar quarter in 2019. The credit is taken against the Company’s share of Social Security Tax when the Company’s payroll provider files, or subsequently amends the applicable quarterly employer tax filings.
Under the amended guidelines, we are eligible to receive the ERTC for the second and third quarters of 2021. As part of the filing of our employer tax filings for the third quarter of 2021, we applied for and received a refund of $431 thousand, and we amended our filing for the second quarter of 2021, for which we expect to receive an additional refund of approximately $445 thousand. These amounts are recorded as other income in the Consolidated Statements of Operations during the year ended December 31, 2021, and the $445 thousand expected receivable is included in prepaid and other current assets in the Consolidated Balance Sheet as of December 31, 2021.
PPP Loan
On April 17, 2020, the Company was granted a loan from KeyBank in the amount of approximately $795 thousand, pursuant to the PPP under the CARES Act, which was enacted on March 27, 2020. The funds were received on April 20, 2020, and accrued interest at a rate of 1% per annum. At December 31, 2020, $529 thousand was classified as short-term debt and $266 thousand was classified as long-term debt on the Company’s Consolidated Balance Sheet. Under the terms of the PPP, certain amounts of the loan may be forgiven if they are used for qualifying expenses as described in the CARES Act. The entire principal balance and interest were forgiven by the Small Business Administration on February 11, 2021. The $801 thousand forgiveness income was recorded as other income in the Consolidated Statements of Operations during the year ended December 31, 2021.
XML 34 R23.htm IDEA: XBRL DOCUMENT v3.22.0.1
Related Party Transactions
12 Months Ended
Dec. 31, 2021
Related Party Transactions [Abstract]  
Related Party Transactions RELATED PARTY TRANSACTIONS
On December 12, 2012, our Board of Directors appointed James Tu to serve as our non-executive Chairman. On April 30, 2013, Mr. Tu became the Executive Chairman assuming the duties of the Principal Executive Officer. On October 30, 2013 Mr. Tu was appointed Executive Chairman and Chief Executive Officer by our Board of Directors. On May 9, 2016, Mr. Tu also assumed the role of President. On August 11, 2016, our Board of Directors appointed a separate Executive Chairman of the Board, and Mr. Tu continued to serve in the role of Chief Executive Officer and President, until February 19, 2017.
On November 30, 2018, each of Gina Huang, Brilliant Start Enterprise, Inc. (“Brilliant Start”), Jag International Ltd., Jiangang Quo, Cleantech Global Ltd., James Tu, 5 Elements Global Fund L.P., Schema Hui Cheng, Communal International, Ltd., and 5 Elements Energy Efficiency Limited (the “Former Schedule 13D Parties”) filed a Schedule 13D with the SEC, indicating that they may have been deemed to be a “group” under Section 13(d)(3) of the Exchange Act of 1934, as amended, and Rule 13d-5 promulgated thereunder, and that such group beneficially owned 17.6% of our common stock. The Schedule 13D was amended on February 26, 2019 and April 3, 2019.
On February 21, 2019, the Former Schedule 13D Parties entered into a settlement with the Company providing for the appointment of two directors (Geraldine McManus and Jennifer Cheng) and the nomination of those two directors for election at the Company’s 2019 annual meeting of stockholders.
On March 29, 2019, the Company entered into a note purchase agreement (the “Note Purchase Agreement”) with certain investors, including Fusion Park LLC (of which James Tu is the sole member) (“Fusion Park”) and Brilliant Start (which is controlled by Gina Huang, a current member of our Board of Directors), for the purchase of an aggregate of $1.7 million of Convertible Notes. Pursuant to the Note Purchase Agreement, Fusion Park and Brilliant Start purchased $580 thousand and
$500 thousand, respectively, in principal amount of Convertible Notes. In connection with the sale of Convertible Notes, Mr. Tu was appointed as a member of our Board of Directors on April 1, 2019 and Chief Executive Officer, President and interim Chief Financial Officer on April 2, 2019.
Mr. Tu is also the Founder, Chief Executive Officer and Chief Investment Officer of 5 Elements Global Advisors, an investment advisory and management company managing the holdings of 5 Elements Global Fund LP, which was a beneficial owner of more than 5.0% of our common stock prior to the August 2014 registered offering. As of December 31, 2021, 5 Elements Global Fund LP beneficially owns approximately 0.9% of our common stock. 5 Elements Global Advisors focuses on investing in clean energy companies with breakthrough, commercialized technologies, and near-term profitability potential. Mr. Tu is also Co-Founder of Communal International Ltd. (“Communal”), a British Virgin Islands company dedicated to assisting clean energy, solutions-based companies, maximizing technology and product potential and gaining them access to global marketing, distribution licensing, manufacturing and financing resources. Communal has a 50.0% ownership interest in 5 Elements Energy Efficiencies (BVI) Ltd., a beneficial owner of approximately 0.9% of our common stock. Schema Cheng controls 5 Elements Energy Efficiencies (BVI) Ltd. and owns the other 50.0%. She is Co-Founder of Communal International Ltd. with Mr. Tu and the mother of Simon Cheng. Mr. Cheng was a member of our Board of Directors through February 19, 2017 and an employee of the Company through June 30, 2018 and rejoined the Company on August 5, 2019. Schema Cheng is also the mother of Jennifer Cheng, a current member of our Board of Directors.
On January 11, 2022, our Board of Directors appointed Stephen Socolof, our Lead Independent Director, as Interim Chief Executive Officer to replace Mr. Tu. On February 11, 2022, Mr. Tu and the Company entered into a Separation and Release Agreement and Mr. Tu resigned from the Board of Directors.
XML 35 R24.htm IDEA: XBRL DOCUMENT v3.22.0.1
Legal Matters
12 Months Ended
Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]  
Legal Matters LEGAL MATTERSWe may be the subject of threatened or pending legal actions and contingencies in the normal course of conducting our business. We provide for costs related to these matters when a loss is probable and the amount can be reasonably estimated. The effect of the outcome of these matters on our future results of operations and liquidity cannot be predicted because any such effect depends on future results of operations and the amount or timing of the resolution of such matters. While it is not possible to predict the future outcome of such matters, we believe that the ultimate resolution of such individual or aggregated matters will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows. For certain types of claims, we maintain insurance coverage for personal injury and property damage, product liability and other liability coverages in amounts and with deductibles that we believe are prudent, but there can be no assurance that these coverages will be applicable or adequate to cover adverse outcomes of claims or legal proceedings against us.
XML 36 R25.htm IDEA: XBRL DOCUMENT v3.22.0.1
Supplementary Financial Information to Item 8.
12 Months Ended
Dec. 31, 2021
Quarterly Financial Information Disclosure [Abstract]  
Supplementary Financial Information to Item 8.
SUPPLEMENTARY FINANCIAL INFORMATION TO ITEM 8.
The following table sets forth our selected unaudited financial information for the four quarters in the years ended December 31, 2021 and 2020, respectively. This information has been prepared on the same basis as the audited financial statements and, in the opinion of management, contains all adjustments necessary for a fair presentation thereof.
QUARTERLY FINANCIAL DATA (UNAUDITED)
(amounts in thousands, except per share amounts)
2021Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
Net sales$2,405 $2,749 $2,074 $2,637 
Gross profit189 563 393 553 
Net loss(2,631)(1,140)(2,473)(1,642)
    
Net loss per common share attributable to common stockholders (basic and diluted):$(0.50)$(0.22)$(0.59)$(0.45)
Weighted average shares used in computing net loss per common share (basic and diluted)5,312 5,086 4,211 3,612 
2020Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
Net sales$3,746 $5,964 $3,335 $3,783 
Gross profit1,434 1,376 1,343 1,032 
Net income (loss)65 (1,165)(4,340)(541)
    
Net income (loss) per common share attributable to common stockholders - basic1:
$0.01 $(0.35)$(1.36)$(0.18)
Net income (loss) per common share attributable to common stockholders - diluted1:
$0.01 $(0.35)$(1.36)$(0.18)
Weighted average shares used in computing net income (loss) per common share2:
Basic3,491 3,308 3,192 3,086 
Diluted4,307 3,308 3,192 3,086 
1 In accordance with Topic 260 "Earnings Per Share", net income has been allocated to holders of common shares and participating securities including preferred shares and warrants, accordingly. Earnings per share disclosed above utilizes income attributable to common shareholders after this required allocation.
2Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
XML 37 R26.htm IDEA: XBRL DOCUMENT v3.22.0.1
Schedule II - Schedule of Valuation and Qualifying Accounts
12 Months Ended
Dec. 31, 2021
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]  
Schedule II - Schedule of Valuation and Qualifying Accounts
SCHEDULE II
ENERGY FOCUS, INC.
SCHEDULE OF VALUATION AND QUALIFYING ACCOUNTS
(amounts in thousands) 
DescriptionBeginning
Balance
Charges to
Revenue/
Expense
DeductionsEnding
Balance
Year ended December 31, 2021
Allowance for doubtful accounts and returns$$$— $14 
Inventory reserves2,894 281 125 3,050 
Valuation allowance for deferred tax assets16,363 2,568 — 18,931 
Year ended December 31, 2020
Allowance for doubtful accounts and returns$28 $— $20 $
Inventory reserves3,518 — 624 2,894 
Valuation allowance for deferred tax assets14,390 1,973 — 16,363 
XML 38 R27.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2021
Accounting Policies [Abstract]  
Use of estimates
Use of estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods presented. Estimates include, but are not limited to, the establishment of reserves for accounts receivable, sales returns, inventory excess and obsolescence reserve and warranty claims, the useful lives for property and equipment and stock-based compensation. In addition, estimates and assumptions associated with the determination of the fair value of financial instruments and evaluation of long-lived assets for impairment requires considerable judgment. Actual results could differ from those estimates and such differences could be material.
Basis of presentation
Basis of presentation
The Consolidated Financial Statements include the accounts of the Company. All significant inter-company balances and transactions have been eliminated. Unless indicated otherwise, the information in the Notes to Consolidated Financial Statements relates to our operations.
Revenue recognition
Revenue recognition
Net sales include revenues from sales of products and shipping and handling charges, net of estimates for product returns. Revenue is measured at the amount of consideration we expect to receive in exchange for the transferred products. We recognize revenue at the point in time when we transfer the promised products to the customer and the customer obtains control over the products. Distributors’ obligations to us are not contingent upon the resale of our products. We recognize revenue for shipping and handling charges at the time the goods are shipped to the customer, and the costs of outbound freight are included in cost of sales. We provide for product returns based on historical return rates. While we incur costs for sales commissions to our sales employees and outside agents, we recognize commission costs concurrent with the related revenue, as the amortization period is less than one year. We do not incur any other incremental costs to obtain contracts with our customers. Our product warranties are assurance-type warranties, which promise the customer that the products are as specified in the contract. Therefore, the product warranties are not a separate performance obligation and are accounted for as described below. Sales taxes assessed by governmental authorities and collected by us are accounted for on a net basis and are excluded from net sales.
A disaggregation of product net sales is presented in Note 12, “Product and Geographic Information.”
Cash and restricted cash
Cash and restricted cash
At December 31, 2021, we had cash of $2.7 million and at December 31, 2020, we had cash and restricted cash of $2.2 million on deposit with financial institutions located in the United States. The December 31, 2020 cash balance of $2.2 million of cash includes restricted cash of $0.3 million which is presented within prepaid and other current assets and other assets in the accompanying Consolidated Balance Sheets. Please refer to Note 4, “Leases,” for additional information.
Inventories
Inventories
We state inventories at the lower of standard cost (which approximates actual cost determined using the first-in-first-out method) or net realizable value. We establish provisions for excess and obsolete inventories after evaluation of historical sales, current economic trends, forecasted sales, product lifecycles, and current inventory levels. The assessment is both quantitative and qualitative. During 2021, we experienced global supply chain and logistics constraints, which impacted our inventory purchasing strategy, leading to a buildup of inventory and inventory components in an effort to manage both shortages of available components and longer lead times in obtaining components. This resulted in a net increase of our gross inventory levels of $2.4 million. We had an increase of excess inventory reserves of $0.2 million as compared to 2020.
The assessment for excess and obsolete inventories for 2020 not only included both quantitative and qualitative components, but a COVID-19 pandemic impact analysis as well. Throughout 2020, we applied discipline in manufacturing and supply chain management, focusing on a reduction of lead time and inventory on hand which resulted in a net reduction of our gross inventory levels of $1.2 million and excess inventory reserves of $0.6 million compared to 2019. Adjustments to our estimates, such as forecasted sales and expected product lifecycles, could harm our operating results and financial position. Please refer to Note 5, “Inventories,” for additional information.
Accounts receivables
Accounts receivable
Our trade accounts receivable consists of amounts billed to and currently due from customers. Our customers are concentrated in the United States. In the normal course of business, we extend unsecured credit to our customers related to the sale of our products. Credit is extended to customers based on an evaluation of the customer’s financial condition and the amounts due are stated at their estimated net realizable value. We utilize a third-party account receivables insurance program with a very high credit worthy insurance company where we have the large majority of the accounts receivable insured with a portion of self-retention. This third party also provides credit-worthiness ratings and metrics that significantly assist us in evaluating the credit worthiness of both existing and new customers. We maintain allowances for sales returns and doubtful accounts receivable to provide for the estimated amount of account receivables that will not be collected. The allowance is based on an assessment of customer creditworthiness and historical payment experience, the age of outstanding receivables, and performance guarantees to the extent applicable. Past due amounts are written off when our internal collection efforts have been unsuccessful, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. We do not generally require collateral from our customers.
Our standard payment terms with customers are net 30 days from the date of shipment, and we do not generally offer extended payment terms to our customers, but exceptions are made in some cases to major customers or with particular orders. Accordingly, we do not adjust trade accounts receivable for the effects of financing, as we expect the period between the transfer of product to the customer and the receipt of payment from the customer to be in line with our standard payment terms.
Income taxes
Income taxes
As part of the process of preparing the Consolidated Financial Statements, we are required to estimate our income tax liability in each of the jurisdictions in which we do business. This process involves estimating our actual current tax expense together with assessing temporary differences resulting from differing treatment of items, such as deferred revenues, for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are included in our Consolidated Balance Sheets. We then assess the likelihood of the deferred tax assets being recovered from future taxable income and, to the extent we believe it is more likely than not that the deferred tax assets will not be recovered, or is unknown, we establish a valuation allowance. Significant management judgment is required in determining our provision for income taxes, deferred tax assets and liabilities, and any valuation allowance recorded against our deferred tax assets. At December 31, 2021 and 2020, we have recorded a full valuation allowance against our net deferred tax assets due to uncertainties related to our ability to utilize our deferred tax assets, primarily consisting of certain net operating losses carried forward. The valuation allowance is based upon our estimates of taxable income by jurisdiction and the period over which our deferred tax assets will be recoverable. In considering the need for a valuation allowance, we assess all evidence, both positive and negative, available to determine whether all or some portion of the deferred tax assets will not be realized. Such evidence includes, but is not limited to, recent earnings history, projections of future income or loss, reversal patterns of existing taxable and deductible temporary differences, and tax planning strategies. We continue to evaluate the need for a valuation allowance on a quarterly basis.
Financial Instruments
Financial Instruments
December 2021 Private Placement
In December 2021, we completed a private placement (the “December 2021 Private Placement”) with certain institutional investors for the sale of 1,193,185 shares of our common stock at a purchase price of $3.52 per share. We also sold to the same institutional investors (i) pre-funded warrants (“Pre-Funded Warrants”) to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (ii) warrants (collectively with the Pre-Funded Warrants, the “December 2021 Warrants”) to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. We paid the placement agent commissions of $360 thousand, plus $42 thousand in expenses, in connection with the December 2021 Private Placement and we also paid legal, accounting and other fees of $97 thousand related to the December 2021 Private Placement. Total offering costs of $499 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the December 2021 Private Placement were approximately $4.0 million. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the 85,228 shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic earnings per share (“EPS”).
As of December 31, 2021, December 2021 Warrants to purchase an aggregate of 1,363,641 shares remained outstanding, with a weighted average exercise price of $3.30 per share. None of the December 2021 Warrants were exercised as of December 31, 2021. In January 2022, all of the Pre-Funded Warrants were exercised. The exercise of the remaining December 2021 Warrants outstanding could provide us with cash proceeds of up to $4.5 million in the aggregate.
June 2021 Equity Offering
In June 2021, we completed a registered direct offering of 990,100 shares of our common stock to certain institutional investors, at a purchase price of $5.05 per share (the “June 2021 Equity Offering”). We paid the placement agent commissions of $400 thousand, plus $51 thousand in expenses, in connection with the June 2021 Equity Offering and we also paid legal and other fees of $19 thousand related to the June 2021 Equity Offering. Total offering costs of $470 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the June 2021 Equity Offering were approximately $4.5 million.
January 2020 Equity Offering
In January 2020, we completed a registered direct offering for the sale of 688,360 shares of our common stock to certain institutional investors, at a purchase price of $3.37 per share. We also sold, to the same institutional investors, warrants to purchase up to 688,360 shares of common stock at an exercise price of $3.37 per share (the, “Investor Warrants”) in a concurrent private placement (together with the concurrent registered direct offering, the “January 2020 Equity Offering”) for a purchase price of $0.625 per warrant. We paid the placement agent commissions of $193 thousand plus $50 thousand in expenses in connection with the January 2020 Equity Offering and we also paid legal, accounting and other fees of $231 thousand related to the January 2020 Equity Offering. Total offering costs of $510 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021 and 2020. In addition, we issued warrants to the placement agent to purchase up to 48,185 shares of common stock at an exercise price of $4.99 per share (together with the Investor Warrants, the “January 2020 Warrants”). Net proceeds to us from the January 2020 Equity Offering were approximately $2.3 million. In accordance with the terms of the Iliad Note (as defined below in Note 8, “Debt”), 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount and the balance to interest.
As of December 31, 2021, January 2020 Warrants issued to purchase an aggregate of 229,414 shares remain outstanding with a weighted average exercise price of $3.67 per share. During the twelve months ended December 31, 2021, 237,892 January 2020 Warrants were exercised resulting in total proceeds of $801 thousand. The exercise of the remaining January 2020 Warrants outstanding could provide us with cash proceeds of up to $841 thousand in the aggregate. At December 31, 2020, January 2020 Warrants issued to purchase an aggregate of 467,306 shares remained outstanding with a weighted average exercise price of $3.51 per share. During the twelve months ended December 31, 2020, 269,240 January 2020 Warrants were exercised resulting in total proceeds of $918 thousand.
Due to a potential cash settlement upon occurrence of a fundamental transaction within the January 2020 Equity Offering warrant agreement, the January 2020 Warrants were initially classified as liabilities, as opposed to equity, and were recorded at their fair values at each balance sheet date for the first three quarters of 2020. During December 2020, the warrant holders agreed to a modification of the terms of their January 2020 Warrants which removed the potential cash settlement option upon the occurrence of a fundamental transaction. As such, during the fourth quarter of 2020, the warrant liability was fair-valued through the modification date and then was reclassified into equity and the January 2020 Warrants are no longer subject to re-measurement at each balance sheet date. Please also refer to Note 10, “Stockholders’ Equity”.
Fair value measurements
Fair value is defined as the price that would be received to sell an asset or would be paid to transfer a liability in an orderly transaction between market participants on the measurement date. The fair value of financial assets and liabilities are measured on a recurring or non-recurring basis. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs.
We utilize valuation techniques that maximize the use of available market information and generally accepted valuation methodologies. We assess the inputs used to measure fair value using a three-tier hierarchy. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value, giving the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
The three levels of the fair value hierarchy are described below. We classify the inputs used to measure fair value into the following hierarchy:
Level 1Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability.
Level 3Unobservable inputs for the asset or liability.
The carrying amounts of certain financial instruments including cash, accounts receivable, accounts payable, and accrued liabilities approximate fair value due to their short maturities. Based on borrowing rates currently available to us for loans with similar terms, the carrying value of borrowings under our revolving credit facilities also approximates fair value.
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. In determining the appropriate levels, we perform a detailed analysis of the assets and liabilities whose fair value is measured on a recurring basis. We review and reassess the fair value hierarchy classifications on a quarterly basis. Changes from one quarter to the next related to the observability of inputs in a fair value measurement may result in a reclassification between fair value hierarchy levels. There were no reclassifications for all periods presented.
Long-lived assets
Long-lived assets 
Property and equipment are stated at cost and include expenditures for additions and major improvements. Expenditures for repairs and maintenance are charged to operations as incurred. We use the straight-line method of depreciation over the estimated useful lives of the related assets (generally two to 15 years) for financial reporting purposes. Accelerated methods of depreciation are used for federal income tax purposes. When assets are sold or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in the Consolidated Statements of Operations. Refer to Note 6, “Property and Equipment,” for additional information.
Long-lived assets are reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Events or circumstances that would result in an impairment review primarily include operations reporting losses, a significant change in the use of an asset, or the planned disposal or sale of the asset. The asset would be considered impaired when the future net undiscounted cash flows generated by the asset are less than its carrying value. An impairment loss would be recognized based on the amount by which the carrying value of the asset exceeds its fair value, as determined by quoted market prices (if available) or the present value of expected future cash flows.
Certain risks and concentrations
Certain risks and concentrations
Historically our products were sold through a direct sales model, which included a combination of direct sales employees, electrical and lighting contractors, and distributors. We utilize a third-party accounts receivable insurance and credit assessment company. Although we maintain allowances for potential credit losses that we believe to be adequate, a payment default on a significant sale could materially and adversely affect our operating results and financial condition, although we have mitigated this risk somewhat through the accounts receivable insurance program.
We have certain customers whose net sales individually represented 10% or more of our total net sales, or whose net trade accounts receivable balance individually represented 10% or more of our total net trade accounts receivable, as follows:
In 2021, two customers accounted for 43% of net sales, with sales to our primary distributor for the U.S. Navy accounting for approximately 30% and sales to a regional commercial lighting retrofit company accounting for approximately 13% of net sales. When sales to our primary distributor for the U.S. Navy are combined with sales to shipbuilders for the U.S. Navy, total net sales of products for the U.S. Navy comprised approximately 38% of net sales for the same period. In 2020, two customers accounted for 62% of net sales and total net sales of products to the U.S. Navy represented 53% of net sales.
At December 31, 2021, a distributor to the U.S. Department of Defense accounted for 20% of our net trade accounts receivable and a shipbuilder for the U.S. Navy accounted for 36% of our net trade accounts receivable. At December 31, 2020, a distributor to the U.S. Navy accounted for 28% of our net trade accounts receivable and a shipbuilder for the U.S. Navy accounted for 21% of our net trade accounts receivable.
We require substantial amounts of purchased materials from selected vendors. With specific materials, all of our purchases are from a single vendor. The availability and costs of materials may be subject to change due to, among other things, new laws or regulations, suppliers’ allocation to other purchasers, interruptions in production by suppliers, global health issues such as the COVID-19 pandemic, and changes in exchange rates and worldwide price and demand levels. Our inability to obtain adequate supplies of materials for our products at favorable prices could have a material adverse effect on our business, financial position, or results of operations by decreasing our profit margins and by hindering our ability to deliver products to our customers on a timely basis. Additionally, certain vendors require advance deposits prior to the fulfillment of orders. Deposits paid on unfulfilled orders totaled $0.7 million and $0.8 million at December 31, 2021 and 2020, respectively.
Product development
Product development
Product development expenses include salaries, contractor and consulting fees, supplies and materials, as well as costs related to other overhead items such as depreciation and facilities costs. Research and development costs are expensed as they are incurred.
Net income (loss) per share
Net loss per share
Basic loss per share is computed by dividing net loss available to common stockholders by the weighted average number of shares of common stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted loss per share gives effect to all dilutive potential shares of common stock outstanding during the period. Dilutive potential shares of common stock consist of incremental shares upon the exercise of stock options, warrants and convertible securities, unless the effect would be anti-dilutive.
Stock-based compensation
Stock-based compensation
We recognize compensation expense based on the estimated grant date fair value under the authoritative guidance. Management applies the Black-Scholes option pricing model to value stock options issued to employees and directors and applies judgment in estimating key assumptions that are important elements of the model in expense recognition. These elements include the expected life of the option, the expected stock-price volatility, and expected forfeiture rates. Compensation expense is generally amortized on a straight-line basis over the requisite service period, which is generally the vesting period. See Note 10, “Stockholders’ Equity,” for additional information. Common stock, stock options, and warrants issued to non-employees that are not part of an equity offering are accounted for under the applicable guidance under Accounting Standards Codification (“ASC”) 505-50, “Equity-Based Payments to Non-Employees,” and are generally re-measured at each reporting date until the awards vest.
Advertising expenses Advertising expensesAdvertising expenses are charged to operations in the period incurred. They consist of costs for the placement of our advertisements in various media and the costs of demos provided to potential distributors of our products.
Product warranties
Product warranties
We warrant our commercial and MMM LED products and controls for periods generally ranging from five to ten years and from one to five years for UVCD products. Warranty settlement costs consist of actual amounts expensed for warranty, which are largely a result of the cost of replacement products provided to our customers. A liability for the estimated future costs under product warranties is maintained for products under warranty based on the actual claims incurred to date and the estimated nature, frequency, and costs of future claims. These estimates are inherently uncertain and changes to our historical or projected experience may cause material changes to our warranty reserves in the future. We continuously review the assumptions related to the adequacy of our warranty reserve, including product failure rates, and make adjustments to the existing warranty liability when there are changes to these estimates or the underlying replacement product costs, or the warranty period expires.
Recent accounting standards and pronouncements
Recently adopted accounting pronouncements
In November 2021, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2021-10, Government Assistance (Topic 832) (“ASU 2021-10”), in order to increase the transparency of government assistance by requiring the disclosure of: (i) types of assistance; (ii) an entity’s accounting for the assistance; and (iii) the effect of the assistance on an entity’s financial statements. ASU 2021-10 is effective for all entities (including smaller reporting companies) for financial statements issued for annual periods beginning after December 15, 2021, with early adoption permitted. The amendments in ASU 2021-10 should be applied either prospectively to all transactions within scope reflected in the financial statements after the effective date, or retrospectively to those same transactions. The Company has early adopted the new standard effective as of December 31, 2021. Refer to Note 13 “Other Income,” for additional information.
In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”), to simplify accounting for certain financial instruments with characteristics of liabilities or equity. ASU 2020-06 is effective for smaller reporting companies for fiscal years beginning after December 15, 2023 and interim periods therein. Early adoption is permitted beginning January 1, 2021. The new guidance: (i) eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments; (ii) simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity; (iii) introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity; and (iv) amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. The Company early adopted the new standard effective January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s financial position or results of operations upon adoption.
Recently issued accounting pronouncements
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which significantly changes the accounting for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain financial instruments, including trade receivables, and requires an entity to recognize an allowance based on its estimate of expected credit losses rather than incurred losses. This standard will be effective for interim and annual periods starting after December 15, 2022 and will generally require adoption on a modified retrospective basis. We are in the process of evaluating the impact of the standard.
XML 39 R28.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2021
Accounting Policies [Abstract]  
Level 3 Fair Value Reconciliation
A roll-forward of fair value measurements using significant unobservable inputs (Level 3) for the January 2020 Warrants issued in the January 2020 Equity Offering is as follows (in thousands):
Twelve months ended December 31, 2020
Balance January 1, 2020$— 
Issuance of warrants, January 20201,636 
Settlements from exercise(1,317)
Loss from change in fair value of warrants1,086 
Reclassification to equity upon modification (1,405)
Balance December 31, 2020$— 
Schedule of Earnings Per Share, Basic and Diluted
The following table presents a reconciliation of basic and diluted loss per share computations (in thousands, except per share amounts):
 For the years ended December 31,
 20212020
Numerator:
Net loss $(7,886)$(5,981)
Denominator:
Basic and diluted weighted average common shares outstanding*4,561 3,270 
*Shares outstanding for prior periods have been restated for the 1-for-5 stock split effective June 11, 2020.
Schedule of Warranty Activity
The following table summarizes warranty activity for the periods presented (in thousands):
 At December 31,
 20212020
Balance at the beginning of the year$227 $195 
Accruals for warranties issued(41)33 
Adjustments to existing warranties47 19 
Settlements made during the year (in kind)62 (20)
Accrued warranty reserve at the end of the period$295 $227 
XML 40 R29.htm IDEA: XBRL DOCUMENT v3.22.0.1
Restructuring Restructuring (Tables)
12 Months Ended
Dec. 31, 2021
Restructuring and Related Activities [Abstract]  
Schedule of Restructuring Reserve by Type of Cost
The following is a reconciliation of the beginning and ending balances of our restructuring liability as it relates to the Company’s restructuring plans (in thousands):
Restructuring Liability
Balance at December 31, 2019$38 
Accretion of lease obligations
Payments(29)
Balance at December 31, 2020$11 
Payments(11)
Balance at December 31, 2021$— 
The following is a reconciliation of the ending balance of our restructuring liability at December 31, 2021 and December 31, 2020 (in thousands):
20212020
Balance at December 31$— $11 
Less, short-term restructuring liability— 11 
Long-term restructuring liability, included in other liabilities$— $— 
XML 41 R30.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases (Tables)
12 Months Ended
Dec. 31, 2021
Leases [Abstract]  
Components of Lease Cost and Supplemental Cash Flow Information
Components of the operating, restructured and finance lease costs recognized in net loss were as follows (in thousands):
For the years ended December 31,
 20212020
Operating lease cost (income)
Sub-lease income$(112)$(105)
Lease cost558 597 
Operating lease cost, net446 492 
Restructured lease cost (income)
Sub-lease income(136)(272)
Lease cost110 237 
Restructured lease income, net(26)(35)
Total lease cost, net$420 $457 
Schedule of Supplemental Balance Sheet Information
Supplemental Consolidated Balance Sheet information related to the Company’s operating and finance leases are as follows (in thousands):
At December 31,
 20212020
Operating Leases
Operating lease right-of-use assets$292 $794 
Restructured lease right-of-use assets— 107 
Operating lease right-of-use assets, total292 901 
Operating lease liabilities351 916 
Restructured lease liabilities— 168 
Operating lease liabilities, total351 1,084 
Finance Leases
Property and equipment13 13 
Allowances for depreciation(12)(9)
Finance lease assets, net
Finance lease liabilities
Total finance lease liabilities$$
Schedule of Future Maturities of Finance Lease Liabilities
Future minimum lease payments required under operating and finance leases for each of the years 2022 through 2026 are as follows (in thousands):
Operating LeasesFinance Lease
2022$332 $
202319 — 
2024— 
2025— 
2026— 
Total future undiscounted lease payments359 
Less imputed interest(8)— 
Total lease obligations$351 $
Schedule of Future Maturities of Operating Lease Liabilities
Future minimum lease payments required under operating and finance leases for each of the years 2022 through 2026 are as follows (in thousands):
Operating LeasesFinance Lease
2022$332 $
202319 — 
2024— 
2025— 
2026— 
Total future undiscounted lease payments359 
Less imputed interest(8)— 
Total lease obligations$351 $
Supplemental Cash Flow Information Related To Leases
Supplemental cash flow information related to leases was as follows (in thousands):
Years ended December 31,
 20212020
Supplemental Cash Flow Information: 
Cash paid, net, for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$532 $537 
Operating cash flows from restructured leases$35 $69 
Financing cash flows from finance leases$$
XML 42 R31.htm IDEA: XBRL DOCUMENT v3.22.0.1
Inventories Inventories (Tables)
12 Months Ended
Dec. 31, 2021
Inventory Disclosure [Abstract]  
Schedule of Inventory
Inventories are stated at the lower of standard cost (which approximates actual cost determined using the first-in, first-out cost method) or net realizable value and consists of the following (in thousands):
 At December 31,
 20212020
Raw materials$3,882 $2,695 
Finished goods7,034 5,840 
Reserve for excess, obsolete, and slow-moving inventories(3,050)(2,894)
Inventories, net$7,866 $5,641 
The following is a roll-forward of the reserves for excess, obsolete, and slow-moving inventories (in thousands):
At December 31,
20212020
Beginning balance$(2,894)$(3,518)
Accrual(281)281 
Reduction due to sold inventory125 343 
Reserves for excess, obsolete, and slow-moving inventories$(3,050)$(2,894)
XML 43 R32.htm IDEA: XBRL DOCUMENT v3.22.0.1
Property and Equipment (Tables)
12 Months Ended
Dec. 31, 2021
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment
Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the related assets and consist of the following (in thousands):
 At December 31,
 20212020
Equipment (useful life 3 - 15 years)
$1,308 $1,281 
Tooling (useful life 2 - 5 years)
384 240 
Vehicles (useful life 5 years)
83 47 
Furniture and fixtures (useful life 5 years)
86 137 
Computer software (useful life 3 years)
1,194 1,057 
Leasehold improvements (the shorter of useful life or lease life)169 169 
Finance lease right-of-use asset13 13 
UV - Robots (useful life 5 years)
105 — 
Construction in progress135 140 
Property and equipment at cost3,477 3,084 
Less: accumulated depreciation(2,802)(2,664)
Property and equipment, net$675 $420 
XML 44 R33.htm IDEA: XBRL DOCUMENT v3.22.0.1
Prepaid Expenses and Other Current Assets (Tables)
12 Months Ended
Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Schedule of Prepaid and Other Current Assets
Prepaid and other current assets consisted of the following (in thousands):
 At December 31,
 20212020
Prepaid insurance$131 $126 
Prepaid expenses253 233 
Prepaid rent74 80 
Short-term deposits - non-inventory18 — 
Restricted cash— 342 
ERTC funds445 — 
Other
Total prepaid and other current assets$924 782 
XML 45 R34.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity (Tables)
12 Months Ended
Dec. 31, 2021
Equity [Abstract]  
Schedule of Stockholders' Equity Note, Warrants or Rights
As of December 31, 2021, we had the following outstanding December 2021 Warrants to purchase shares of common stock:
As of December 31, 2021
Number of Underlying SharesExercise PriceExpiration
Common Warrants1,278,413$3.5200December 16, 2026
Pre-Funded Warrants85,228$0.0001None
1,363,641
As of December 31, 2021 and 2020, we had the following outstanding January 2020 Warrants to purchase shares of common stock:
As of December 31, 2021As of December 31, 2020
Number of Underlying SharesExercise PriceExpiration
Investor Warrants187,734425,626$3.3700January 13, 2025
Placement Agent Warrants41,68041,680$4.9940January 13, 2025
229,414467,306
Summary of Impact of Results of Stock-Based Compensation
The following table summarizes stock-based compensation expense and the impact it had on operations for the periods presented (in thousands):
 For the year ended December 31,
 20212020
Cost of sales$$
Product development14 10 
Selling, general, and administrative406 119 
Total stock-based compensation$429 $131 
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions Estimates utilized in the calculation include the expected life of the option, risk-free interest rate, and expected volatility, and are further comparatively detailed as follows:
 20212020
Fair value of options issued$3.92 $2.06 
Exercise price$5.07 $2.68 
Expected life of option (in years)6.26.1
Risk-free interest rate0.9 %0.7 %
Expected volatility96.3 %93.6 %
Dividend yield0.00 %0.00 %
Summary of Option Activity A summary of option activity under all plans was as follows:
 Number of
Options
Weighted
Average
Exercise Price
Per Share
Outstanding at December 31, 2019155,031 $5.23 
Granted112,350 2.68 
Cancelled(33,774)9.56 
Exercised(12,157)2.11 
Outstanding at December 31, 2020221,450 $3.45 
Granted88,240 5.07 
Cancelled(36,706)5.35 
Expired(1,650)49.18 
Exercised(4,225)1.96 
Outstanding at December 31, 2021267,109 $3.46 
Vested and expected to vest at December 31, 2021231,462 $3.41 
Exercisable at December 31, 202192,121 $3.28 
Schedule of Options Outstanding
The options outstanding at December 31, 2021 have been segregated into ranges for additional disclosure as follows:
OPTIONS OUTSTANDINGOPTIONS EXERCISABLE
Range of Exercise Prices
Number of Shares OutstandingWeighted Average Remaining Contractual Life (in years)Weighted Average Exercise PriceNumber of Shares ExercisableWeighted Average Remaining Contractual Life (in years)Weighted Average Exercise Price
$1.45$1.6869,377 8.2$1.49 27,078 8.1$1.49 
$1.69$2.2079,975 7.52.10 43,900 7.52.10 
$2.21$5.4238,406 8.62.77 11,046 7.82.46 
$5.43$5.8158,474 9.15.55 319 7.45.52 
$5.82$29.7520,877 7.510.69 9,778 6.114.40 
   267,109 8.2$3.46 92,121 7.6$3.28 
Summary of Restricted Stock Activity
The following table shows a summary of restricted stock unit activity:
 Restricted Stock Units OutstandingWeighted
Average
Grant Date
Fair Value
At December 31, 20196,603 $13.17 
Granted19,200 2.44 
Vested(20,068)3.96 
Forfeited(1,255)12.40 
At December 31, 20204,480 8.64 
Granted50,000 5.26 
Vested(52,080)5.46 
At December 31, 20212,400 $7.14 
XML 46 R35.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2021
Income Tax Disclosure [Abstract]  
Schedule of Components of Benefits from Income Taxes
The following table shows the components of the provision for income taxes (in thousands):
 For the year ended December 31,
 20212020
Current:  
State$(1)$(5)
Deferred:
U.S. Federal— — 
(Benefit from) provision for income taxes$(1)$(5)
Schedule of Effective Income Tax Rate Reconciliation
The principal items accounting for the difference between income taxes computed at the U.S. statutory rate and the (benefit from) provision for income taxes reflected in our Consolidated Statements of Operations are as follows:
 For the year ended December 31,
 20212020
U.S. statutory rate21.0 %21.0 %
State taxes (net of federal tax benefit)9.7 5.6 
Valuation allowance(32.7)(26.0)
Other2.0 (0.5)
 0.0 %0.1 %
Schedule of Deferred Tax Assets
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets are as follows (in thousands):
 At December 31,
 20212020
Accrued expenses and other reserves$1,550 $1,787 
Right-of-use-asset(73)(225)
Lease liabilities88 271 
Tax credits, deferred R&D, and other49 20 
Net operating loss17,318 14,510 
Valuation allowance(18,932)(16,363)
Net deferred tax assets$— $— 
XML 47 R36.htm IDEA: XBRL DOCUMENT v3.22.0.1
Product and Geographic Information (Tables)
12 Months Ended
Dec. 31, 2021
Segment Reporting [Abstract]  
Breakdown of Product Net Sales
The following table provides a breakdown of product net sales for the years indicated (in thousands):
 Year ended December 31,
 20212020
Commercial products$4,682 $5,404 
MMM products5,183 11,424 
Total net sales$9,865 $16,828 
Geographic Summary of Net Sales
A geographic summary of net sales is as follows (in thousands):
 For the year ended December 31,
 20212020
United States$9,712 $16,685 
International153 143 
Total net sales$9,865 $16,828 
XML 48 R37.htm IDEA: XBRL DOCUMENT v3.22.0.1
Supplementary Financial Information to Item 8. (Tables)
12 Months Ended
Dec. 31, 2021
Quarterly Financial Information Disclosure [Abstract]  
Schedule of Quarterly Financial Data
QUARTERLY FINANCIAL DATA (UNAUDITED)
(amounts in thousands, except per share amounts)
2021Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
Net sales$2,405 $2,749 $2,074 $2,637 
Gross profit189 563 393 553 
Net loss(2,631)(1,140)(2,473)(1,642)
    
Net loss per common share attributable to common stockholders (basic and diluted):$(0.50)$(0.22)$(0.59)$(0.45)
Weighted average shares used in computing net loss per common share (basic and diluted)5,312 5,086 4,211 3,612 
2020Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
Net sales$3,746 $5,964 $3,335 $3,783 
Gross profit1,434 1,376 1,343 1,032 
Net income (loss)65 (1,165)(4,340)(541)
    
Net income (loss) per common share attributable to common stockholders - basic1:
$0.01 $(0.35)$(1.36)$(0.18)
Net income (loss) per common share attributable to common stockholders - diluted1:
$0.01 $(0.35)$(1.36)$(0.18)
Weighted average shares used in computing net income (loss) per common share2:
Basic3,491 3,308 3,192 3,086 
Diluted4,307 3,308 3,192 3,086 
1 In accordance with Topic 260 "Earnings Per Share", net income has been allocated to holders of common shares and participating securities including preferred shares and warrants, accordingly. Earnings per share disclosed above utilizes income attributable to common shareholders after this required allocation.
2Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
XML 49 R38.htm IDEA: XBRL DOCUMENT v3.22.0.1
Nature of Operations - Narrative (Details) - $ / shares
Dec. 31, 2021
Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock authorized (in shares) 50,000,000 50,000,000
XML 50 R39.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Cash and Cash Equivalents (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Accounting Policies [Abstract]      
Cash $ 2,682 $ 1,836  
Cash and cash equivalents 2,682 2,178 $ 692
Restricted cash held in other assets $ 0 $ 342  
XML 51 R40.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Inventories (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Accounting Policies [Abstract]    
Reduction of gross inventory levels $ 2.4 $ (1.2)
Increase (decrease) of excess inventory reserves $ 0.2 $ 0.6
XML 52 R41.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Accounts Receivable (Details)
12 Months Ended
Dec. 31, 2021
Accounting Policies [Abstract]  
Payment terms 30 days
XML 53 R42.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Financial Instruments (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 3 Months Ended 12 Months Ended
Dec. 16, 2021
Nov. 25, 2019
Dec. 31, 2021
Jun. 30, 2021
Jan. 31, 2020
Dec. 31, 2021
Dec. 31, 2021
Dec. 31, 2020
Class of Stock [Line Items]                
Amount paid for clearing fees         $ 231      
Offering costs paid on the issuance of common stock and warrants             $ 969 $ 510
Percent proceeds to be paid to Lender         10.00%      
Payments on the Iliad Note             $ 0 1,306
Warrants exercised (in shares)             237,892  
Proceeds from the exercise of warrants             $ 801 $ 918
December 2021 Private Placement                
Class of Stock [Line Items]                
Sale of common stock (in shares)     1,193,185          
Sale of common stock (USD per share)     $ 3.52     $ 3.52 $ 3.52  
Securities called by warrants (in shares)     1,363,641     1,363,641 1,363,641  
Exercise price of warrants (in dollars per share)     $ 3.30     $ 3.30 $ 3.30  
Number of warrants issued (in shares)             1,363,641  
Amount paid for placement agent commissions     $ 360          
Amount paid related to expenses for registered direct offering and concurrent private placement     42          
Amount paid for clearing fees     97          
Offering costs paid on the issuance of common stock and warrants     499          
Net proceeds from sale of common stock and warrants     $ 4,000          
Warrants exercised (in shares)             0  
Estimated proceeds from issuance of warrants             $ 4,500  
December 2021 Private Placement | Pre-Funded Warrants                
Class of Stock [Line Items]                
Securities called by warrants (in shares)     85,228     85,228 85,228  
Exercise price of warrants (in dollars per share)     $ 0.0001     $ 0.0001 $ 0.0001  
Number of warrants issued (in shares) 85,228           85,228  
December 2021 Private Placement | Common Warrants                
Class of Stock [Line Items]                
Securities called by warrants (in shares)     1,278,413     1,278,413 1,278,413  
Exercise price of warrants (in dollars per share)     $ 3.5200     $ 3.5200 $ 3.5200  
Number of warrants issued (in shares)             1,278,413  
Investor Warrants                
Class of Stock [Line Items]                
Sale of common stock (in shares)       990,100        
Sale of common stock (USD per share)       $ 5.05        
Number of warrants issued (in shares)             187,734 425,626
Amount paid for placement agent commissions       $ 400        
Amount paid related to expenses for registered direct offering and concurrent private placement       51        
Amount paid for clearing fees       19        
Offering costs paid on the issuance of common stock and warrants             $ 470  
Net proceeds from sale of common stock and warrants       $ 4,500        
January 2020 Equity Offering                
Class of Stock [Line Items]                
Exercise price of warrants (in dollars per share)     $ 3.67     $ 3.67 $ 3.67 $ 3.51
Number of warrants issued (in shares)           229,414 229,414 467,306
Amount paid for placement agent commissions         $ 193      
Amount paid related to expenses for registered direct offering and concurrent private placement         50      
Amount paid for clearing fees         231      
Offering costs paid on the issuance of common stock and warrants             $ 510 $ 510
Net proceeds from sale of common stock and warrants         2,300      
Gross proceeds from equity issuance         275      
Warrants exercised (in shares)               269,240
Estimated proceeds from issuance of warrants             841  
Proceeds from the exercise of warrants             $ 801 $ 918
January 2020 Equity Offering | Iliad Note                
Class of Stock [Line Items]                
Percent proceeds to be paid to Lender   10.00%            
Payments on the Iliad Note         $ 226      
January 2020 Institutional Investor                
Class of Stock [Line Items]                
Sale of common stock (in shares)         688,360      
Sale of common stock (USD per share)         $ 3.37      
Securities called by warrants (in shares)         688,360      
Exercise price of warrants (in dollars per share)         $ 3.37      
Purchase price (in dollars per share)         $ 0.625      
January 2020 Equity Offering, Private Placement                
Class of Stock [Line Items]                
Securities called by warrants (in shares)         48,185      
Exercise price of warrants (in dollars per share)         $ 4.9940      
Number of warrants issued (in shares)             41,680 41,680
Amount paid for placement agent commissions         $ 193      
Amount paid related to expenses for registered direct offering and concurrent private placement         $ 50      
XML 54 R43.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Fair Value Rollforward (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 01, 2020
Dec. 31, 2021
Dec. 31, 2020
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]      
Change in fair value of warrant liabilities   $ 0 $ 1,086
Warrant liability - modification $ (1,400)   (1,405)
Fair Value, Recurring | Fair Value, Inputs, Level 3      
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]      
Balance January 1, 2020   $ 0 0
Issuance of warrants, January 2020     1,636
Settlements from exercise     (1,317)
Change in fair value of warrant liabilities     1,086
Warrant liability - modification     (1,405)
Balance December 31, 2020     $ 0
XML 55 R44.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Long-lived Assets (Details)
12 Months Ended
Dec. 31, 2021
Minimum  
Property, Plant and Equipment [Line Items]  
Property and equipment, useful life 2 years
Maximum  
Property, Plant and Equipment [Line Items]  
Property and equipment, useful life 15 years
XML 56 R45.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Concentration Risk (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Concentration Risk [Line Items]    
Prepaid Supplies $ 0.7 $ 0.8
Total Expenditures | Supplier Concentration Risk | Offshore Supplier    
Concentration Risk [Line Items]    
Concentration risk 29.00% 21.00%
Total Expenditures | Supplier Concentration Risk | Domestic Supplier    
Concentration Risk [Line Items]    
Concentration risk   12.00%
Accounts Payable | Supplier Concentration Risk | Offshore Supplier    
Concentration Risk [Line Items]    
Concentration risk 60.00% 44.00%
Two Customers | Accounts receivable | Customer concentration risk    
Concentration Risk [Line Items]    
Concentration risk 43.00%  
Two Customers | Net sales | Customer concentration risk    
Concentration Risk [Line Items]    
Concentration risk   62.00%
Distributor To The U.S. Navy | Accounts receivable | Customer concentration risk    
Concentration Risk [Line Items]    
Concentration risk 30.00% 28.00%
Regional Commercial Lighting Retrofit Company | Accounts receivable | Customer concentration risk    
Concentration Risk [Line Items]    
Concentration risk 13.00%  
Distributor To U.S. Navy Combined With Sales To Shipbuilders | Net sales | Customer concentration risk    
Concentration Risk [Line Items]    
Concentration risk 38.00% 53.00%
Distributor To The U.S. Department Of Defense | Accounts receivable | Customer concentration risk    
Concentration Risk [Line Items]    
Concentration risk 20.00%  
Shipbuilder For U.S. Navy | Accounts receivable | Customer concentration risk    
Concentration Risk [Line Items]    
Concentration risk 36.00% 21.00%
XML 57 R46.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Reconciliation of Basic and Diluted Income (Loss) per Share (Details) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 12 Months Ended
Dec. 31, 2021
Sep. 30, 2021
Jun. 30, 2021
Mar. 31, 2021
Dec. 31, 2020
Sep. 30, 2020
Jun. 30, 2020
Mar. 31, 2020
Dec. 31, 2021
Dec. 31, 2020
Numerator:                    
Net loss $ (2,631) $ (1,140) $ (2,473) $ (1,642) $ 65 $ (1,165) $ (4,340) $ (541) $ (7,886) $ (5,981)
Denominator:                    
Basic (in shares) 5,312 5,086 4,211 3,612 3,491 3,308 3,192 3,086 4,561 [1] 3,270 [1]
Diluted (in shares) 5,312 5,086 4,211 3,612 4,307 3,308 3,192 3,086 4,561 [1] 3,270 [1]
[1]       *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
XML 58 R47.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Net Loss Per Share (Details) - shares
12 Months Ended
Dec. 16, 2021
Dec. 31, 2021
Dec. 31, 2020
December 2021 Private Placement      
Impairment Effects on Earnings Per Share [Line Items]      
Number of warrants issued (in shares)   1,363,641  
Pre-Funded Warrants | December 2021 Private Placement      
Impairment Effects on Earnings Per Share [Line Items]      
Number of warrants issued (in shares) 85,228 85,228  
Equity Option      
Impairment Effects on Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (number of shares)   51,000 69,000
Restricted Stock Units (RSUs)      
Impairment Effects on Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (number of shares)     4,000
Common Warrants      
Impairment Effects on Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (number of shares)   47,000 174,000
Convertible Preferred Stock      
Impairment Effects on Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (number of shares)   260,000 506,000
XML 59 R48.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Advertising Expenses (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Accounting Policies [Abstract]    
Advertising expense $ 0.4 $ 0.1
XML 60 R49.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Product Warranties (Details)
12 Months Ended
Dec. 31, 2021
Minimum | Commercial Products  
Product Warranty Liability [Line Items]  
Standard Product Warranty, Number of Years 5 years
Minimum | MMM LED Products  
Product Warranty Liability [Line Items]  
Standard Product Warranty, Number of Years 5 years
Minimum | UVCD Products  
Product Warranty Liability [Line Items]  
Standard Product Warranty, Number of Years 1 year
Maximum | Commercial Products  
Product Warranty Liability [Line Items]  
Standard Product Warranty, Number of Years 10 years
Maximum | MMM LED Products  
Product Warranty Liability [Line Items]  
Standard Product Warranty, Number of Years 10 years
Maximum | UVCD Products  
Product Warranty Liability [Line Items]  
Standard Product Warranty, Number of Years 5 years
XML 61 R50.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies - Schedule of Warranty Activity (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Movement in Standard Product Warranty Accrual [Roll Forward]    
Balance at the beginning of the year $ 227 $ 195
Accruals for warranties issued (41) 33
Adjustments to existing warranties 47 19
Settlements made during the year (in kind) 62 (20)
Accrued warranty reserve at the end of the period $ 295 $ 227
XML 62 R51.htm IDEA: XBRL DOCUMENT v3.22.0.1
Restructuring - Narrative (Details)
$ in Thousands
1 Months Ended 3 Months Ended 12 Months Ended
Dec. 01, 2020
USD ($)
Dec. 31, 2021
USD ($)
Jun. 30, 2021
USD ($)
Apr. 30, 2021
USD ($)
Jan. 31, 2020
USD ($)
Dec. 31, 2021
USD ($)
Sep. 30, 2021
USD ($)
Jun. 30, 2021
USD ($)
Mar. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Sep. 30, 2020
USD ($)
Jun. 30, 2020
USD ($)
Mar. 31, 2020
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Aug. 30, 2020
creditFacility
Aug. 11, 2020
creditFacility
Dec. 31, 2019
USD ($)
Restructuring Cost and Reserve [Line Items]                                    
Net loss           $ (2,631) $ (1,140) $ (2,473) $ (1,642) $ 65 $ (1,165) $ (4,340) $ (541) $ (7,886) $ (5,981)      
Net cash used in operating activities                           (9,765) (2,451)      
Restructuring                           (21) (60)      
Proceeds from bridge financing       $ 1,500                            
Number of new credit facilities | creditFacility                               2 2  
Stockholders' equity   $ 6,209       $ 6,209       $ 4,255   $ 1,714   $ 6,209 4,255     $ 3,996
Warrant liability - modification $ 1,400                           $ 1,405      
December 2021 Private Placement                                    
Restructuring Cost and Reserve [Line Items]                                    
Net proceeds from sale of common stock and warrants   $ 4,000                                
Equity Offering                                    
Restructuring Cost and Reserve [Line Items]                                    
Net proceeds from sale of common stock and warrants     $ 4,500                              
January 2020 Equity Offering                                    
Restructuring Cost and Reserve [Line Items]                                    
Net proceeds from sale of common stock and warrants         $ 2,300                          
XML 63 R52.htm IDEA: XBRL DOCUMENT v3.22.0.1
Restructuring - Reconciliation of Restructuring Liability (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Restructuring Reserve [Roll Forward]    
Less, short-term restructuring liability $ 0 $ 11
Restructuring Liability    
Restructuring Reserve [Roll Forward]    
Beginning balance 11 38
Accretion of lease obligations   2
Payments (11) (29)
Ending balance 0 11
Balance at December 31 0 11
Less, short-term restructuring liability 0 11
Long-term restructuring liability, included in other liabilities $ 0 $ 0
XML 64 R53.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases - Narrative (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Leases [Abstract]    
Operating lease, borrowing rate 15.93%  
Operating lease, discount rate 7.25%  
Operating lease, weighted average remaining lease term 9 months 18 days  
Finance lease, weighted average remaining lease term 3 months 18 days  
Restricted cash held in other assets $ 0 $ 342
XML 65 R54.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases - Components of Lease Cost (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Leases [Abstract]    
Sub-lease income $ (112) $ (105)
Lease cost 558 597
Operating lease cost, net 446 492
Sub-lease income (136) (272)
Lease cost 110 237
Restructured lease income, net (26) (35)
Total lease cost, net $ 420 $ 457
XML 66 R55.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases - Schedule of Supplemental Balance Sheet Information (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Operating Leases    
Operating lease, right-of-use asset $ 292 $ 794
Restructured lease, right-of-use asset 0 107
Operating lease right-of-use assets, total 292 901
Operating lease liabilities 351 916
Restructured lease liabilities 0 168
Operating lease liabilities, total 351 1,084
Finance Leases    
Property and equipment 13 13
Allowances for depreciation (12) (9)
Finance lease assets, net 1 4
Finance lease liabilities $ 1 $ 4
XML 67 R56.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases - Schedule of Future Maturities of Lease Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Operating Leases    
2022 $ 332  
2023 19  
2024 4  
2025 3  
2026 1  
Total future undiscounted lease payments 359  
Less imputed interest (8)  
Total lease obligations 351 $ 916
Finance Lease    
2022 1  
2023 0  
2024 0  
2025 0  
2026 0  
Total future undiscounted lease payments 1  
Less imputed interest 0  
Total lease obligations $ 1 $ 4
XML 68 R57.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases - Schedule of Supplemental Cash Flow Information (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Leases [Abstract]    
Operating cash flows from operating leases $ 532 $ 537
Operating cash flows from restructured leases 35 69
Financing cash flows from finance leases $ 3 $ 3
XML 69 R58.htm IDEA: XBRL DOCUMENT v3.22.0.1
Inventories - Schedule of Inventory (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Inventory Disclosure [Abstract]    
Raw materials $ 3,882 $ 2,695
Finished goods 7,034 5,840
Reserve for excess, obsolete, and slow-moving inventories (3,050) (2,894)
Inventories, net $ 7,866 $ 5,641
XML 70 R59.htm IDEA: XBRL DOCUMENT v3.22.0.1
Inventories - Reserve Rollforward (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Inventory, Reserve [Roll Forward]    
Beginning balance $ (2,894) $ (3,518)
Accrual (281) 281
Reduction due to sold inventory 125 343
Reserves for excess, obsolete, and slow-moving inventories $ (3,050) $ (2,894)
XML 71 R60.htm IDEA: XBRL DOCUMENT v3.22.0.1
Inventories - Narrative (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Inventory Disclosure [Abstract]    
Reduction of gross inventory levels $ 2.4 $ (1.2)
Increase (decrease) of excess inventory reserves $ 0.2 $ 0.6
XML 72 R61.htm IDEA: XBRL DOCUMENT v3.22.0.1
Property and Equipment (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Property, Plant and Equipment [Line Items]    
Finance lease right-of-use asset $ 13 $ 13
Property and equipment at cost 3,477 3,084
Less: accumulated depreciation (2,802) (2,664)
Property and equipment, net 675 420
Depreciation $ 188 184
Minimum    
Property, Plant and Equipment [Line Items]    
Property and equipment, useful life 2 years  
Maximum    
Property, Plant and Equipment [Line Items]    
Property and equipment, useful life 15 years  
Equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment at cost $ 1,308 1,281
Equipment | Minimum    
Property, Plant and Equipment [Line Items]    
Property and equipment, useful life 3 years  
Equipment | Maximum    
Property, Plant and Equipment [Line Items]    
Property and equipment, useful life 15 years  
Tooling    
Property, Plant and Equipment [Line Items]    
Property and equipment at cost $ 384 240
Tooling | Minimum    
Property, Plant and Equipment [Line Items]    
Property and equipment, useful life 2 years  
Tooling | Maximum    
Property, Plant and Equipment [Line Items]    
Property and equipment, useful life 5 years  
Vehicles    
Property, Plant and Equipment [Line Items]    
Property and equipment at cost $ 83 47
Property and equipment, useful life 5 years  
Furniture and fixtures    
Property, Plant and Equipment [Line Items]    
Property and equipment at cost $ 86 137
Property and equipment, useful life 5 years  
Computer software    
Property, Plant and Equipment [Line Items]    
Property and equipment at cost $ 1,194 1,057
Property and equipment, useful life 3 years  
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property and equipment at cost $ 169 169
UV- Robots    
Property, Plant and Equipment [Line Items]    
Property and equipment at cost $ 105 0
Property and equipment, useful life 5 years  
Construction in progress    
Property, Plant and Equipment [Line Items]    
Property and equipment at cost $ 135 $ 140
XML 73 R62.htm IDEA: XBRL DOCUMENT v3.22.0.1
Prepaid Expenses and Other Current Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Jun. 30, 2021
Dec. 31, 2020
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]      
Prepaid insurance $ 131   $ 126
Prepaid expenses 253   233
Prepaid rent 74   80
Short-term deposits - non-inventory 18   0
Restricted cash 0   342
ERTC funds 445 $ 445 0
Other 3   1
Total prepaid and other current assets $ 924   $ 782
XML 74 R63.htm IDEA: XBRL DOCUMENT v3.22.0.1
Debt - Credit Facilities (Details)
Aug. 11, 2020
USD ($)
creditFacility
Dec. 31, 2021
USD ($)
Apr. 20, 2021
USD ($)
Dec. 31, 2020
USD ($)
Aug. 30, 2020
creditFacility
Debt Instrument [Line Items]          
Number of new credit facilities | creditFacility 2       2
Credit line borrowings, net of loan origination fees   $ 2,169,000   $ 2,298,000  
Amount available based on qualifying accounts $ 4,500,000        
Revolving Credit Facility | Inventory Facility          
Debt Instrument [Line Items]          
Credit facility, maximum borrowing capacity $ 3,000,000   $ 3,500,000    
Inventory costs 75.00%        
Inventory, net orderly liquidation value 85.00%        
Stated interest rate 5.75% 22.40%   23.60%  
Monthly service fee 1.00%        
Minimum monthly fee $ 18,000        
Credit line borrowings, net of loan origination fees   $ 1,200,000   $ 1,300,000  
Unamortized net issuance costs   $ 84,000   $ 121,000  
Revolving Credit Facility | Inventory Facility | London Interbank Offered Rate (LIBOR)          
Debt Instrument [Line Items]          
Stated interest rate 4.00%        
Variable interest rate, base   0.21%   0.24%  
Revolving Credit Facility | Receivables Facility          
Debt Instrument [Line Items]          
Credit facility, maximum borrowing capacity $ 2,500,000        
Stated interest rate 2.00% 8.00%   7.90%  
Monthly service fee 1.00%        
Minimum monthly fee $ 25,000        
Percent of accounts receivable used as borrowing capacity 90.00%        
Stated interest rate on collateral management fee   5.90%   5.90%  
Credit line borrowings, net of loan origination fees   $ 1,000,000   $ 1,000,000  
Unamortized net issuance costs   $ 24,000   $ 40,000  
Revolving Credit Facility | Receivables Facility | Wall Street Journal, highest prime rate          
Debt Instrument [Line Items]          
Variable interest rate, base   3.25%   3.25%  
Revolving Credit Facility | Austin Facility          
Debt Instrument [Line Items]          
Annual facility period 3 years        
Overdraft fee 2.00%        
Annual fee 1.00%        
Collateral management fee 0.50%        
Payment amount $ 1,400,000        
Fee amount 100,000        
Write off of remaining related debt and acquisition cost 59,000        
Revolving Credit Facility | Austin Credit Facility          
Debt Instrument [Line Items]          
Credit facility, maximum borrowing capacity $ 5,000,000        
Amount available under facility based on qualified accounts receivable 85.00%        
Percent of net realizable value of eligible inventory 20.00%        
Eligible inventory $ 500,000        
Minimum borrowing requirement $ 1,000,000        
XML 75 R64.htm IDEA: XBRL DOCUMENT v3.22.0.1
Debt - Streeterville Note (Details)
$ in Thousands
1 Months Ended
Apr. 27, 2021
USD ($)
deferral
Apr. 30, 2021
USD ($)
Dec. 31, 2021
USD ($)
Debt Instrument [Line Items]      
Proceeds from issuance   $ 1,500  
Streeterville Note      
Debt Instrument [Line Items]      
Principal amount $ 1,700    
Original issue discount 194    
Proceeds from issuance 1,500    
Debt issuance costs $ 15    
Stated interest rate 8.00%    
Maximum redemption amount $ 205    
Right to defer mandatory redemption, number of deferrals | deferral 3    
Percentage increase due to deferral of redemption option 1.50%    
Total liability, net of discount and financing fees     $ 1,700
Unamortized discount and financing fees     $ 43
Percentage increase if delisted from Nasdaq 15.00%    
Streeterville Note | Debt Instrument, Redemption, Period One      
Debt Instrument [Line Items]      
Prepayment premium 5.00%    
Debt Prepayment Maximum, Percentage 50.00%    
Streeterville Note | Debt Instrument, Redemption, Period Two      
Debt Instrument [Line Items]      
Prepayment premium 10.00%    
XML 76 R65.htm IDEA: XBRL DOCUMENT v3.22.0.1
Debt - PPP Loan (Details) - USD ($)
$ in Thousands
12 Months Ended
Apr. 17, 2020
Dec. 31, 2021
Dec. 31, 2020
Debt Instrument [Line Items]      
PPP loan   $ 0 $ 529
PPP loan, net of current maturities   0 266
Gain on forgiveness of PPP loan   801 0
Paycheck Protection Program CARES Act      
Debt Instrument [Line Items]      
Proceeds from loan origination $ 795    
Stated interest rate 1.00%    
PPP loan     529
PPP loan, net of current maturities     $ 266
Gain on forgiveness of PPP loan   $ 801  
XML 77 R66.htm IDEA: XBRL DOCUMENT v3.22.0.1
Debt - Iliad Note (Details) - USD ($)
1 Months Ended 12 Months Ended
Dec. 01, 2020
Nov. 25, 2019
Apr. 30, 2021
Jan. 31, 2020
Dec. 31, 2021
Dec. 31, 2020
Debt Instrument [Line Items]            
Proceeds from issuance     $ 1,500,000      
Percent proceeds to be paid to Lender       10.00%    
Payments on the Iliad Note         $ 0 $ 1,306,000
Iliad Note            
Debt Instrument [Line Items]            
Principal amount   $ 1,300,000        
Original issue discount   142,000        
Proceeds from issuance   1,100,000        
Debt issuance costs   $ 15,000        
Repayments of debt $ 30,000          
Write off of remaining related debt and acquisition cost $ 117,000          
Stated interest rate   8.00%        
XML 78 R67.htm IDEA: XBRL DOCUMENT v3.22.0.1
Debt - Convertible Notes (Details) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended 7 Months Ended 12 Months Ended
Jan. 16, 2020
Mar. 29, 2019
Jun. 30, 2019
Jan. 16, 2020
Dec. 31, 2021
Dec. 31, 2020
Jan. 15, 2020
Debt Instrument [Line Items]              
Common stock, par value (in dollars per share)         $ 0.0001 $ 0.0001  
Preferred stock authorized (in shares)         5,000,000 5,000,000 5,000,000
Percentage of number of votes that each share of preferred stock holders are entitled to 11.07%       11.07%    
Convertible Preferred Stock              
Debt Instrument [Line Items]              
Preferred stock authorized (in shares)         3,300,000 3,300,000 3,300,000
Preferred Stock              
Debt Instrument [Line Items]              
Conversion of convertible securities (in shares)         1,721,000 112,000  
Common Stock              
Debt Instrument [Line Items]              
Conversion of convertible securities (in shares) [1]         344,000 22,000  
Convertible Debt              
Debt Instrument [Line Items]              
Proceeds from issuance of subordinated convertible promissory notes   $ 1.7          
Interest rate on convertible notes     5.00% 10.00%      
Accumulated interest $ 0.1     $ 0.1      
Net proceeds from the conversion of convertible debt to preferred stock $ 1.8            
Conversion price (in dollars per share) $ 0.67     $ 0.67      
Shares issued (in shares) 2,709,018            
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001   $ 0.0001      
Preferred stock authorized (in shares)   2,000,000          
Convertible Debt | Preferred Stock              
Debt Instrument [Line Items]              
Conversion of convertible securities (in shares)         1,721,023 111,548  
Convertible Debt | Common Stock              
Debt Instrument [Line Items]              
Conversion of convertible securities (in shares)         344,205 22,310  
[1]       *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
XML 79 R68.htm IDEA: XBRL DOCUMENT v3.22.0.1
Commitments and Contingencies - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended
Jun. 30, 2022
Mar. 31, 2022
Dec. 31, 2021
Business Acquisition, Contingent Consideration [Line Items]      
Outstanding purchase commitment     $ 1.7
Scenario, forecast      
Business Acquisition, Contingent Consideration [Line Items]      
Purchase commitment $ 0.2 $ 1.5  
XML 80 R69.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - December 2021 Private Placement (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 12 Months Ended
Dec. 16, 2021
Dec. 31, 2021
Jan. 31, 2020
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Amount paid for clearing fees     $ 231    
Offering costs paid on the issuance of common stock and warrants       $ 969 $ 510
December 2021 Private Placement          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Sale of common stock (in shares)   1,193,185      
Sale of common stock (USD per share)   $ 3.52   $ 3.52  
Securities called by warrants (in shares)   1,363,641   1,363,641  
Exercise price of warrants (in dollars per share)   $ 3.30   $ 3.30  
Amount paid for placement agent commissions   $ 360      
Amount paid related to expenses for registered direct offering and concurrent private placement   42      
Amount paid for clearing fees   97      
Offering costs paid on the issuance of common stock and warrants   499      
Net proceeds from sale of common stock and warrants   $ 4,000      
Number of warrants issued (in shares)       1,363,641  
Estimated proceeds from issuance of warrants       $ 4,500  
December 2021 Private Placement | Pre-Funded Warrants          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Securities called by warrants (in shares)   85,228   85,228  
Exercise price of warrants (in dollars per share)   $ 0.0001   $ 0.0001  
Number of warrants issued (in shares) 85,228     85,228  
December 2021 Private Placement | Common Warrants          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Securities called by warrants (in shares)   1,278,413   1,278,413  
Exercise price of warrants (in dollars per share)   $ 3.5200   $ 3.5200  
Number of warrants issued (in shares)       1,278,413  
XML 81 R70.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Warrants Outstanding from the December 2021 Private Placement (Details) - December 2021 Private Placement - $ / shares
12 Months Ended
Dec. 16, 2021
Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Number of warrants issued (in shares)   1,363,641
Exercise price of warrants (in dollars per share)   $ 3.30
Common Warrants    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Number of warrants issued (in shares)   1,278,413
Exercise price of warrants (in dollars per share)   $ 3.5200
Pre-Funded Warrants    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Number of warrants issued (in shares) 85,228 85,228
Exercise price of warrants (in dollars per share)   $ 0.0001
XML 82 R71.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - June 2021 Equity Offering (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 12 Months Ended
Jun. 30, 2021
Jan. 31, 2020
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Amount paid for clearing fees   $ 231    
Offering costs paid on the issuance of common stock and warrants     $ 969 $ 510
Investor Warrants        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Sale of common stock (in shares) 990,100      
Sale of common stock (USD per share) $ 5.05      
Amount paid for placement agent commissions $ 400      
Amount paid related to expenses for registered direct offering and concurrent private placement 51      
Amount paid for clearing fees 19      
Offering costs paid on the issuance of common stock and warrants     $ 470  
Net proceeds from sale of common stock and warrants $ 4,500      
XML 83 R72.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Preferred Stock (Details) - USD ($)
$ / shares in Units, $ in Millions
12 Months Ended
Jan. 16, 2020
Dec. 31, 2021
Dec. 31, 2020
Jan. 15, 2020
Mar. 29, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Preferred stock authorized (in shares)   5,000,000 5,000,000 5,000,000  
Common stock, par value (in dollars per share)   $ 0.0001 $ 0.0001    
Percentage of number of votes that each share of preferred stock holders are entitled to 11.07% 11.07%      
Convertible Preferred Stock          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Preferred stock authorized (in shares)   3,300,000 3,300,000 3,300,000  
Preferred Stock          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Conversion of convertible securities (in shares)   1,721,000 112,000    
Common Stock          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Conversion of convertible securities (in shares) [1]   344,000 22,000    
Convertible Debt          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Net proceeds from the conversion of convertible debt to preferred stock $ 1.8        
Conversion price (in dollars per share) $ 0.67        
Shares issued (in shares) 2,709,018        
Preferred stock authorized (in shares)         2,000,000
Common stock, par value (in dollars per share) $ 0.0001       $ 0.0001
Convertible Debt | Preferred Stock          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Conversion of convertible securities (in shares)   1,721,023 111,548    
Convertible Debt | Common Stock          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Conversion of convertible securities (in shares)   344,205 22,310    
Convertible Debt | Common Stock | Fusion Park LLC          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Common stock issued upon preferred stock conversion (in shares)   184,851      
Convertible Debt | Common Stock | Brilliant Start Enterprise, Inc.          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Common stock issued upon preferred stock conversion (in shares)   159,354      
[1]       *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
XML 84 R73.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - 1-for-5 Reverse Stock Split (Details)
Jun. 11, 2020
Dec. 31, 2021
$ / shares
shares
Dec. 31, 2020
$ / shares
shares
Equity [Abstract]      
Reverse stock split ratio 0.2    
Common stock, par value (in dollars per share) | $ / shares   $ 0.0001 $ 0.0001
Common stock authorized (in shares) | shares   50,000,000 50,000,000
XML 85 R74.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - January 2020 Equity Offering (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 3 Months Ended 12 Months Ended
Nov. 25, 2019
Jun. 30, 2021
Jan. 31, 2020
Dec. 31, 2021
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Amount paid for clearing fees     $ 231      
Offering costs paid on the issuance of common stock and warrants         $ 969 $ 510
Percent proceeds to be paid to Lender     10.00%      
Payments on the Iliad Note         $ 0 1,306
Warrants exercised (in shares)         237,892  
Proceeds from the exercise of warrants         $ 801 $ 918
January 2020 Institutional Investor            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Sale of common stock (USD per share)     $ 3.37      
Purchase price (in dollars per share)     $ 0.625      
Securities called by warrants (in shares)     688,360      
Exercise price of warrants (in dollars per share)     $ 3.37      
January 2020 Equity Offering            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of warrants issued (in shares)       229,414 229,414 467,306
Amount paid for placement agent commissions     $ 193      
Amount paid related to expenses for registered direct offering and concurrent private placement     50      
Amount paid for clearing fees     231      
Offering costs paid on the issuance of common stock and warrants         $ 510 $ 510
Exercise price of warrants (in dollars per share)       $ 3.67 $ 3.67 $ 3.51
Net proceeds from sale of common stock and warrants     2,300      
Gross proceeds from equity issuance     275      
Warrants exercised (in shares)           269,240
Proceeds from the exercise of warrants         $ 801 $ 918
Estimated proceeds from issuance of warrants         $ 841  
January 2020 Equity Offering | Iliad Note            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Percent proceeds to be paid to Lender 10.00%          
Payments on the Iliad Note     226      
Investor Warrants            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of warrants issued (in shares)         187,734 425,626
Sale of common stock (USD per share)   $ 5.05        
Amount paid for placement agent commissions   $ 400        
Amount paid related to expenses for registered direct offering and concurrent private placement   51        
Amount paid for clearing fees   19        
Offering costs paid on the issuance of common stock and warrants         $ 470  
Net proceeds from sale of common stock and warrants   $ 4,500        
January 2020 Equity Offering, Private Placement            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of warrants issued (in shares)         41,680 41,680
Amount paid for placement agent commissions     193      
Amount paid related to expenses for registered direct offering and concurrent private placement     $ 50      
Securities called by warrants (in shares)     48,185      
Exercise price of warrants (in dollars per share)     $ 4.9940      
XML 86 R75.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Outstanding Warrants from the January 2020 Equity Offering (Details) - $ / shares
3 Months Ended 12 Months Ended
Dec. 31, 2021
Dec. 31, 2021
Dec. 31, 2020
Jun. 30, 2021
Jan. 31, 2020
January 2020 Equity Offering          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Number of warrants issued (in shares) 229,414 229,414 467,306    
Exercise price of warrants (in dollars per share) $ 3.67 $ 3.67 $ 3.51    
Investor Warrants          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Number of warrants issued (in shares)   187,734 425,626    
Sale of common stock (USD per share)       $ 5.05  
January 2020 Equity Offering, Private Placement          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Number of warrants issued (in shares)   41,680 41,680    
Exercise price of warrants (in dollars per share)         $ 4.9940
XML 87 R76.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Stock-based Compensation (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Mar. 18, 2020
Jun. 21, 2017
Jul. 22, 2015
May 06, 2014
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]            
Remaining weighted average life 2 years 8 months 12 days 3 years 1 month 6 days        
Unamortized stock compensation expense $ 0.3 $ 0.2        
Stock option            
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]            
Vesting period 10 years          
Stock option | Non-Employee Director            
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]            
Vesting period 1 year          
Minimum | Stock option            
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]            
Vesting period 1 year          
Maximum | Stock option            
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]            
Vesting period 4 years          
2020 Plan            
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]            
Number of shares authorized (in shares)     350,000      
Number of shares available for grant (in shares) 208,256          
2014 Plan            
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]            
Number of shares authorized (in shares)       260,000 120,000 120,000
2014 Plan | Minimum | Employee            
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]            
Vesting period 3 years          
2014 Plan | Maximum | Employee            
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]            
Vesting period 4 years          
XML 88 R77.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Impact of Results for Stock-Based Compensation (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Total stock-based compensation $ 429 $ 131
Cost of sales    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Total stock-based compensation 9 2
Product development    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Total stock-based compensation 14 10
Selling, general, and administrative    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Total stock-based compensation $ 406 $ 119
XML 89 R78.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Estimates Utilized (Details) - Stock option - $ / shares
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Fair value of options issued (in dollars per share) $ 3.92 $ 2.06
Exercise price (in dollars per share) $ 5.07 $ 2.68
Expected life of option (in years) 6 years 2 months 12 days 6 years 1 month 6 days
Risk-free interest rate 0.90% 0.70%
Expected volatility 96.30% 93.60%
Dividend yield 0.00% 0.00%
XML 90 R79.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Stock Options Narrative (Details) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Exercised (in shares) 4,225 12,157
Intrinsic value of options exercisable $ 426  
Options exercised, intrinsic value $ 191  
Stock price (in dollars per share) $ 4.27  
Stock option    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Vesting period 10 years  
Minimum | Stock option    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Vesting period 1 year  
Maximum | Stock option    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Vesting period 4 years  
2014 Plan    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Vesting periods 10 years  
XML 91 R80.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Summary of Option Activity (Details) - $ / shares
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Number of Options    
Outstanding at beginning of period (in shares) 221,450 155,031
Granted (in shares) 88,240 112,350
Canceled (in shares) (36,706) (33,774)
Expired (in shares) (1,650)  
Exercised (in shares) (4,225) (12,157)
Outstanding at end of period (in shares) 267,109 221,450
Vested and expected to vest (in shares) 231,462  
Exercisable (in shares) 92,121  
Weighted Average Exercise Price Per Share    
Outstanding at beginning of period (in dollars per share) $ 3.45 $ 5.23
Granted (in dollars per share) 5.07 2.68
Canceled (in dollars per share) 5.35 9.56
Expired (in dollars per share) 49.18  
Exercised (in dollars per share) 1.96 2.11
Outstanding at end of period (in dollars per share) 3.46 $ 3.45
Vested and expected to vest (in dollars per share) 3.41  
Exercisable (in dollars per share) $ 3.28  
XML 92 R81.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Options Outstanding and Exercisable (Details)
12 Months Ended
Dec. 31, 2021
$ / shares
shares
OPTIONS OUTSTANDING  
Number of Shares Outstanding (in shares) | shares 267,109
Weighted Average Remaining Contractual Life (in years) 8 years 2 months 12 days
Weighted Average Exercise Price (in dollars per share) $ 3.46
OPTIONS EXERCISABLE  
Number of Shares Exercisable (in shares) | shares 92,121
Weighted Average Remaining Contractual Life (in years) 7 years 7 months 6 days
Weighted Average Exercise Price (in dollars per share) $ 3.28
Exercise price, range one  
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]  
Range of Exercise Prices, lower limit (in dollars per share) 1.45
Range of Exercise Prices, upper limit (in dollars per share) $ 1.68
OPTIONS OUTSTANDING  
Number of Shares Outstanding (in shares) | shares 69,377
Weighted Average Remaining Contractual Life (in years) 8 years 2 months 12 days
Weighted Average Exercise Price (in dollars per share) $ 1.49
OPTIONS EXERCISABLE  
Number of Shares Exercisable (in shares) | shares 27,078
Weighted Average Remaining Contractual Life (in years) 8 years 1 month 6 days
Weighted Average Exercise Price (in dollars per share) $ 1.49
Exercise price, range two  
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]  
Range of Exercise Prices, lower limit (in dollars per share) 1.69
Range of Exercise Prices, upper limit (in dollars per share) $ 2.20
OPTIONS OUTSTANDING  
Number of Shares Outstanding (in shares) | shares 79,975
Weighted Average Remaining Contractual Life (in years) 7 years 6 months
Weighted Average Exercise Price (in dollars per share) $ 2.10
OPTIONS EXERCISABLE  
Number of Shares Exercisable (in shares) | shares 43,900
Weighted Average Remaining Contractual Life (in years) 7 years 6 months
Weighted Average Exercise Price (in dollars per share) $ 2.10
Exercise price, range three  
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]  
Range of Exercise Prices, lower limit (in dollars per share) 2.21
Range of Exercise Prices, upper limit (in dollars per share) $ 5.42
OPTIONS OUTSTANDING  
Number of Shares Outstanding (in shares) | shares 38,406
Weighted Average Remaining Contractual Life (in years) 8 years 7 months 6 days
Weighted Average Exercise Price (in dollars per share) $ 2.77
OPTIONS EXERCISABLE  
Number of Shares Exercisable (in shares) | shares 11,046
Weighted Average Remaining Contractual Life (in years) 7 years 9 months 18 days
Weighted Average Exercise Price (in dollars per share) $ 2.46
Exercise price, range four  
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]  
Range of Exercise Prices, lower limit (in dollars per share) 5.43
Range of Exercise Prices, upper limit (in dollars per share) $ 5.81
OPTIONS OUTSTANDING  
Number of Shares Outstanding (in shares) | shares 58,474
Weighted Average Remaining Contractual Life (in years) 9 years 1 month 6 days
Weighted Average Exercise Price (in dollars per share) $ 5.55
OPTIONS EXERCISABLE  
Number of Shares Exercisable (in shares) | shares 319
Weighted Average Remaining Contractual Life (in years) 7 years 4 months 24 days
Weighted Average Exercise Price (in dollars per share) $ 5.52
Exercise price, range five  
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]  
Range of Exercise Prices, lower limit (in dollars per share) 5.82
Range of Exercise Prices, upper limit (in dollars per share) $ 29.75
OPTIONS OUTSTANDING  
Number of Shares Outstanding (in shares) | shares 20,877
Weighted Average Remaining Contractual Life (in years) 7 years 6 months
Weighted Average Exercise Price (in dollars per share) $ 10.69
OPTIONS EXERCISABLE  
Number of Shares Exercisable (in shares) | shares 9,778
Weighted Average Remaining Contractual Life (in years) 6 years 1 month 6 days
Weighted Average Exercise Price (in dollars per share) $ 14.40
XML 93 R82.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Restricted Stock Units Narrative (Details) - Restricted Stock Units (RSUs)
12 Months Ended
Dec. 31, 2021
2014 Plan | Minimum  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Vesting period 1 year
2014 Plan | Maximum  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Vesting period 4 years
2020 Plan | Minimum  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Vesting period 1 year
2020 Plan | Maximum  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Vesting period 4 years
XML 94 R83.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Summary of Restricted Stock Activity (Details) - Restricted Stock Units (RSUs) - $ / shares
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Restricted Stock Units Outstanding    
Beginning balance (in shares) 4,480 6,603
Granted (in shares) 50,000 19,200
Vested (in shares) (52,080) (20,068)
Canceled (in shares)   (1,255)
Ending balance (in shares) 2,400 4,480
Weighted Average Grant Date Fair Value    
Outstanding at beginning of period (in dollars per share) $ 8.64 $ 13.17
Granted (in dollars per share) 5.26 2.44
Vested (in dollars per share) 5.46 3.96
Canceled (in dollars per share)   12.40
Outstanding at end of period (in dollars per share) $ 7.14 $ 8.64
XML 95 R84.htm IDEA: XBRL DOCUMENT v3.22.0.1
Stockholders' Equity - Employee Stock Purchase Plans (Details) - 2013 Plan - shares
1 Months Ended 12 Months Ended
Sep. 30, 2013
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of shares authorized (in shares) 100,000    
Purchase price of common stock, percent 85.00%    
Shares issued in the period (in shares)   22,000 26,632
Number of shares available for grant (in shares)   28,523  
XML 96 R85.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes - Narrative (Details) - USD ($)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Operating Loss Carryforwards [Line Items]    
Accrued interest and penalties related to uncertain tax positions $ 0 $ 0
Operating loss carry-forwards 9,600,000 7,100,000
Deferred tax assets, operating loss carry-forwards 17,318,000 14,510,000
Deferred tax assets, operating loss carryforwards, portion available after application of IRC Section 382 limitations 71,000,000  
Operating loss, subject to expiration 37,500,000  
Net deferred tax liabilities 0 0
Deferred payroll taxes, CARES Act 77,000  
Proceeds from PPP loan 0 $ 795,000
Paycheck Protection Program CARES Act    
Operating Loss Carryforwards [Line Items]    
Proceeds from PPP loan 795,000  
U.S. Federal    
Operating Loss Carryforwards [Line Items]    
Deferred tax assets, operating loss carry-forwards 125,400,000  
State and Local    
Operating Loss Carryforwards [Line Items]    
Deferred tax assets, operating loss carry-forwards $ 77,200,000  
XML 97 R86.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes - Components (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Current:    
State $ (1) $ (5)
Deferred:    
U.S. Federal 0 0
(Benefit from) provision for income taxes $ (1) $ (5)
XML 98 R87.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes - Reconciliation (Details)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Income Tax Disclosure [Abstract]    
U.S. statutory rate 21.00% 21.00%
State taxes (net of federal tax benefit) 9.70% 5.60%
Valuation allowance (32.70%) (26.00%)
Other 2.00% (0.50%)
Effective income tax rate reconciliation (0.00%) 0.10%
XML 99 R88.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes - Temporary Differences (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Income Tax Disclosure [Abstract]    
Accrued expenses and other reserves $ 1,550 $ 1,787
Right-of-use-asset (73) (225)
Lease liabilities 88 271
Tax credits, deferred R&D, and other 49 20
Net operating loss 17,318 14,510
Valuation allowance (18,932) (16,363)
Net deferred tax assets $ 0 $ 0
XML 100 R89.htm IDEA: XBRL DOCUMENT v3.22.0.1
Product and Geographic Information (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Dec. 31, 2021
Sep. 30, 2021
Jun. 30, 2021
Mar. 31, 2021
Dec. 31, 2020
Sep. 30, 2020
Jun. 30, 2020
Mar. 31, 2020
Dec. 31, 2021
Dec. 31, 2020
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]                    
Net sales $ 2,405 $ 2,749 $ 2,074 $ 2,637 $ 3,746 $ 5,964 $ 3,335 $ 3,783 $ 9,865 $ 16,828
Long-lived assets located in US, percent 100.00%       100.00%       100.00% 100.00%
United States                    
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]                    
Net sales                 $ 9,712 $ 16,685
International                    
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]                    
Net sales                 153 143
Commercial products                    
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]                    
Net sales                 4,682 5,404
MMM products                    
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]                    
Net sales                 $ 5,183 $ 11,424
XML 101 R90.htm IDEA: XBRL DOCUMENT v3.22.0.1
Other Income (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Apr. 17, 2020
Sep. 30, 2021
Dec. 31, 2021
Dec. 31, 2020
Jun. 30, 2021
Debt Instrument [Line Items]          
ERTC refund   $ 431      
ERTC expected receivable     $ 445 $ 0 $ 445
PPP loan     0 529  
PPP loan, net of current maturities     0 266  
Gain on forgiveness of PPP loan     801 0  
Paycheck Protection Program CARES Act          
Debt Instrument [Line Items]          
Proceeds from loan origination $ 795        
Stated interest rate 1.00%        
PPP loan       529  
PPP loan, net of current maturities       $ 266  
Gain on forgiveness of PPP loan     $ 801    
XML 102 R91.htm IDEA: XBRL DOCUMENT v3.22.0.1
Related Party Transactions (Details) - USD ($)
$ in Thousands
12 Months Ended
Mar. 29, 2019
Dec. 31, 2021
Feb. 26, 2019
Jul. 31, 2014
5 Elements Global Advisors        
Related Party Transaction [Line Items]        
Ownership in reporting entity by related party   0.90%    
5 Elements Energy Efficiencies (BVI) Ltd.        
Related Party Transaction [Line Items]        
Ownership in reporting entity by related party   0.90%    
Yeh-Mei Cheng | 5 Elements Efficiencies (BVI) Ltd. | Communal International Ltd.        
Related Party Transaction [Line Items]        
Ownership interest   50.00%    
13D Group        
Related Party Transaction [Line Items]        
Ownership in reporting entity by related party     17.60%  
Amount invested $ 1,700      
13D Group | James Tu Through Fusion Park LLC        
Related Party Transaction [Line Items]        
Amount invested 580      
13D Group | Brilliant Start Enterprise, Inc.        
Related Party Transaction [Line Items]        
Amount invested $ 500      
Communal        
Related Party Transaction [Line Items]        
Ownership in reporting entity by related party       5.00%
Communal | 5 Elements Efficiencies (BVI) Ltd. | Communal International Ltd.        
Related Party Transaction [Line Items]        
Ownership interest   50.00%    
XML 103 R92.htm IDEA: XBRL DOCUMENT v3.22.0.1
Supplementary Financial Information to Item 8. (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 12 Months Ended
Dec. 31, 2021
Sep. 30, 2021
Jun. 30, 2021
Mar. 31, 2021
Dec. 31, 2020
Sep. 30, 2020
Jun. 30, 2020
Mar. 31, 2020
Dec. 31, 2021
Dec. 31, 2020
Quarterly Financial Information Disclosure [Abstract]                    
Net sales $ 2,405 $ 2,749 $ 2,074 $ 2,637 $ 3,746 $ 5,964 $ 3,335 $ 3,783 $ 9,865 $ 16,828
Gross profit 189 563 393 553 1,434 1,376 1,343 1,032 1,698 5,185
Net loss $ (2,631) $ (1,140) $ (2,473) $ (1,642) $ 65 $ (1,165) $ (4,340) $ (541) $ (7,886) $ (5,981)
Net loss per share, basic (in dollars per share) $ (0.50) $ (0.22) $ (0.59) $ (0.45) $ 0.01 $ (0.35) $ (1.36) $ (0.18)    
Net loss per share, diluted (in dollars per share) $ (0.50) $ (0.22) $ (0.59) $ (0.45) $ 0.01 $ (0.35) $ (1.36) $ (0.18)    
Weighted average shares of common shares outstanding:                    
Basic (in shares) 5,312 5,086 4,211 3,612 3,491 3,308 3,192 3,086 4,561 [1] 3,270 [1]
Diluted (in shares) 5,312 5,086 4,211 3,612 4,307 3,308 3,192 3,086 4,561 [1] 3,270 [1]
[1]       *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.
XML 104 R93.htm IDEA: XBRL DOCUMENT v3.22.0.1
Schedule II - Schedule of Valuation and Qualifying Accounts (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Allowance for doubtful accounts and returns    
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]    
Beginning Balance $ 8 $ 28
Charges to Revenue/ Expense 6 0
Deductions 0 20
Ending Balance 14 8
Inventory reserves    
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]    
Beginning Balance 2,894 3,518
Charges to Revenue/ Expense 281 0
Deductions 125 624
Ending Balance 3,050 2,894
Valuation allowance for deferred tax assets    
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]    
Beginning Balance 16,363 14,390
Charges to Revenue/ Expense 2,568 1,973
Deductions 0 0
Ending Balance $ 18,931 $ 16,363
XML 105 efoi-20211231_htm.xml IDEA: XBRL DOCUMENT 0000924168 2021-01-01 2021-12-31 0000924168 2021-06-30 0000924168 2022-03-14 0000924168 2021-12-31 0000924168 2020-12-31 0000924168 us-gaap:ConvertiblePreferredStockMember 2020-12-31 0000924168 us-gaap:ConvertiblePreferredStockMember 2021-12-31 0000924168 2020-01-01 2020-12-31 0000924168 efoi:PaycheckProtectionProgramCARESActMember 2021-01-01 2021-12-31 0000924168 2020-06-11 2020-06-11 0000924168 us-gaap:PreferredStockMember 2019-12-31 0000924168 us-gaap:CommonStockMember 2019-12-31 0000924168 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0000924168 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-12-31 0000924168 us-gaap:RetainedEarningsMember 2019-12-31 0000924168 2019-12-31 0000924168 us-gaap:CommonStockMember 2020-01-01 2020-12-31 0000924168 us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-12-31 0000924168 us-gaap:PreferredStockMember us-gaap:PreferredStockMember 2020-01-01 2020-12-31 0000924168 us-gaap:PreferredStockMember us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-12-31 0000924168 us-gaap:PreferredStockMember 2020-01-01 2020-12-31 0000924168 us-gaap:PreferredStockMember 2020-01-01 2020-12-31 0000924168 us-gaap:RetainedEarningsMember 2020-01-01 2020-12-31 0000924168 us-gaap:PreferredStockMember 2020-12-31 0000924168 us-gaap:CommonStockMember 2020-12-31 0000924168 us-gaap:AdditionalPaidInCapitalMember 2020-12-31 0000924168 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-12-31 0000924168 us-gaap:RetainedEarningsMember 2020-12-31 0000924168 us-gaap:CommonStockMember 2021-01-01 2021-12-31 0000924168 us-gaap:AdditionalPaidInCapitalMember 2021-01-01 2021-12-31 0000924168 us-gaap:PreferredStockMember 2021-01-01 2021-12-31 0000924168 us-gaap:RetainedEarningsMember 2021-01-01 2021-12-31 0000924168 us-gaap:PreferredStockMember 2021-12-31 0000924168 us-gaap:CommonStockMember 2021-12-31 0000924168 us-gaap:AdditionalPaidInCapitalMember 2021-12-31 0000924168 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-12-31 0000924168 us-gaap:RetainedEarningsMember 2021-12-31 0000924168 efoi:AustinCreditFacilityMember 2021-01-01 2021-12-31 0000924168 efoi:AustinCreditFacilityMember 2020-01-01 2020-12-31 0000924168 efoi:CreditFacilitiesMember 2021-01-01 2021-12-31 0000924168 efoi:CreditFacilitiesMember 2020-01-01 2020-12-31 0000924168 efoi:December2021PrivatePlacementMember 2021-12-01 2021-12-31 0000924168 efoi:December2021PrivatePlacementMember 2021-12-31 0000924168 efoi:PreFundedWarrantsMember efoi:December2021PrivatePlacementMember 2021-12-31 0000924168 us-gaap:WarrantMember efoi:December2021PrivatePlacementMember 2021-12-31 0000924168 efoi:PreFundedWarrantsMember efoi:December2021PrivatePlacementMember 2021-12-16 2021-12-16 0000924168 efoi:December2021PrivatePlacementMember 2021-01-01 2021-12-31 0000924168 efoi:InstitutionalInvestorMember 2021-06-01 2021-06-30 0000924168 efoi:InstitutionalInvestorMember 2021-06-30 0000924168 efoi:InstitutionalInvestorMember 2021-01-01 2021-12-31 0000924168 efoi:January2020InstitutionalInvestorMember 2020-01-01 2020-01-31 0000924168 efoi:January2020InstitutionalInvestorMember 2020-01-31 0000924168 efoi:January2020EquityOfferingPrivatePlacementMember 2020-01-01 2020-01-31 0000924168 2020-01-01 2020-01-31 0000924168 efoi:January2020EquityOfferingMember 2021-01-01 2021-12-31 0000924168 efoi:January2020EquityOfferingMember 2020-01-01 2020-12-31 0000924168 efoi:January2020EquityOfferingPrivatePlacementMember 2020-01-31 0000924168 efoi:January2020EquityOfferingMember 2020-01-01 2020-01-31 0000924168 efoi:IliadNotePurchaseAgreementMember efoi:January2020EquityOfferingMember 2020-01-01 2020-01-31 0000924168 efoi:January2020EquityOfferingMember 2021-10-01 2021-12-31 0000924168 efoi:January2020EquityOfferingMember 2021-12-31 0000924168 efoi:January2020EquityOfferingMember 2020-12-31 0000924168 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0000924168 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2020-01-01 2020-12-31 0000924168 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2020-12-31 0000924168 srt:MinimumMember 2021-01-01 2021-12-31 0000924168 srt:MaximumMember 2021-01-01 2021-12-31 0000924168 efoi:TwoCustomersMember us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2021-01-01 2021-12-31 0000924168 efoi:DistributorToTheU.S.NavyMember us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2021-01-01 2021-12-31 0000924168 efoi:RegionalCommercialLightingRetrofitCompanyMember us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2021-01-01 2021-12-31 0000924168 efoi:DistributorToUSNavyCombinedWithSalesToShipbuildersMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2021-01-01 2021-12-31 0000924168 efoi:TwoCustomersMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2020-01-01 2020-12-31 0000924168 efoi:DistributorToUSNavyCombinedWithSalesToShipbuildersMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2020-01-01 2020-12-31 0000924168 efoi:DistributorToTheUSDepartmentOfDefenseMember us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2021-01-01 2021-12-31 0000924168 efoi:ShipbuilderForUSNavyMember us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2021-01-01 2021-12-31 0000924168 efoi:DistributorToTheU.S.NavyMember us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2020-01-01 2020-12-31 0000924168 efoi:ShipbuilderForUSNavyMember us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2020-01-01 2020-12-31 0000924168 efoi:TotalExpendituresMember us-gaap:SupplierConcentrationRiskMember efoi:OffshoreSupplierMember 2021-01-01 2021-12-31 0000924168 us-gaap:AccountsPayableMember us-gaap:SupplierConcentrationRiskMember efoi:OffshoreSupplierMember 2021-01-01 2021-12-31 0000924168 efoi:TotalExpendituresMember us-gaap:SupplierConcentrationRiskMember efoi:OffshoreSupplierMember 2020-01-01 2020-12-31 0000924168 efoi:TotalExpendituresMember us-gaap:SupplierConcentrationRiskMember efoi:DomesticSupplierMember 2020-01-01 2020-12-31 0000924168 us-gaap:AccountsPayableMember us-gaap:SupplierConcentrationRiskMember efoi:OffshoreSupplierMember 2020-01-01 2020-12-31 0000924168 us-gaap:StockOptionMember 2021-01-01 2021-12-31 0000924168 us-gaap:WarrantMember 2021-01-01 2021-12-31 0000924168 us-gaap:ConvertiblePreferredStockMember 2021-01-01 2021-12-31 0000924168 us-gaap:StockOptionMember 2020-01-01 2020-12-31 0000924168 us-gaap:RestrictedStockUnitsRSUMember 2020-01-01 2020-12-31 0000924168 us-gaap:WarrantMember 2020-01-01 2020-12-31 0000924168 us-gaap:ConvertiblePreferredStockMember 2020-01-01 2020-12-31 0000924168 efoi:CommercialProductsMember srt:MinimumMember 2021-01-01 2021-12-31 0000924168 efoi:MMMLEDProductsMember srt:MinimumMember 2021-01-01 2021-12-31 0000924168 efoi:MMMLEDProductsMember srt:MaximumMember 2021-01-01 2021-12-31 0000924168 efoi:CommercialProductsMember srt:MaximumMember 2021-01-01 2021-12-31 0000924168 efoi:UVCDProductsMember srt:MinimumMember 2021-01-01 2021-12-31 0000924168 efoi:UVCDProductsMember srt:MaximumMember 2021-01-01 2021-12-31 0000924168 us-gaap:FacilityClosingMember 2019-12-31 0000924168 us-gaap:FacilityClosingMember 2020-01-01 2020-12-31 0000924168 us-gaap:FacilityClosingMember 2020-12-31 0000924168 us-gaap:FacilityClosingMember 2021-01-01 2021-12-31 0000924168 us-gaap:FacilityClosingMember 2021-12-31 0000924168 2021-04-01 2021-04-30 0000924168 2020-08-30 0000924168 2020-06-30 0000924168 2020-12-01 2020-12-01 0000924168 srt:MinimumMember us-gaap:EquipmentMember 2021-01-01 2021-12-31 0000924168 srt:MaximumMember us-gaap:EquipmentMember 2021-01-01 2021-12-31 0000924168 us-gaap:EquipmentMember 2021-12-31 0000924168 us-gaap:EquipmentMember 2020-12-31 0000924168 srt:MinimumMember efoi:ToolingMember 2021-01-01 2021-12-31 0000924168 srt:MaximumMember efoi:ToolingMember 2021-01-01 2021-12-31 0000924168 efoi:ToolingMember 2021-12-31 0000924168 efoi:ToolingMember 2020-12-31 0000924168 us-gaap:VehiclesMember 2021-01-01 2021-12-31 0000924168 us-gaap:VehiclesMember 2021-12-31 0000924168 us-gaap:VehiclesMember 2020-12-31 0000924168 us-gaap:FurnitureAndFixturesMember 2021-01-01 2021-12-31 0000924168 us-gaap:FurnitureAndFixturesMember 2021-12-31 0000924168 us-gaap:FurnitureAndFixturesMember 2020-12-31 0000924168 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2021-01-01 2021-12-31 0000924168 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2021-12-31 0000924168 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2020-12-31 0000924168 us-gaap:LeaseholdImprovementsMember 2021-12-31 0000924168 us-gaap:LeaseholdImprovementsMember 2020-12-31 0000924168 efoi:RobotsMember 2021-01-01 2021-12-31 0000924168 efoi:RobotsMember 2021-12-31 0000924168 efoi:RobotsMember 2020-12-31 0000924168 us-gaap:ConstructionInProgressMember 2021-12-31 0000924168 us-gaap:ConstructionInProgressMember 2020-12-31 0000924168 2020-08-11 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:InventoryFacilityMember 2020-08-11 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:InventoryFacilityMember 2021-04-20 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:InventoryFacilityMember us-gaap:LondonInterbankOfferedRateLIBORMember 2020-08-11 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:InventoryFacilityMember us-gaap:LondonInterbankOfferedRateLIBORMember 2021-12-31 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:InventoryFacilityMember us-gaap:LondonInterbankOfferedRateLIBORMember 2020-12-31 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:InventoryFacilityMember 2020-08-11 2020-08-11 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:InventoryFacilityMember 2021-12-31 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:InventoryFacilityMember 2020-12-31 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:ReceivablesFacilityMember 2020-08-11 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:ReceivablesFacilityMember efoi:WallStreetJournalHighestPrimeRateMember 2020-12-31 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:ReceivablesFacilityMember efoi:WallStreetJournalHighestPrimeRateMember 2021-12-31 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:ReceivablesFacilityMember 2021-12-31 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:ReceivablesFacilityMember 2020-12-31 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:ReceivablesFacilityMember 2020-08-11 2020-08-11 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:AustinFacilityMember 2020-08-11 2020-08-11 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:AustinCreditFacilityMember 2020-08-11 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:AustinCreditFacilityMember 2020-08-11 2020-08-11 0000924168 us-gaap:RevolvingCreditFacilityMember efoi:AustinFacilityMember 2020-08-11 0000924168 efoi:StreetervilleNotePurchaseAgreementMember 2021-04-27 0000924168 efoi:StreetervilleNotePurchaseAgreementMember 2021-04-27 2021-04-27 0000924168 efoi:StreetervilleNotePurchaseAgreementMember us-gaap:DebtInstrumentRedemptionPeriodOneMember 2021-04-27 2021-04-27 0000924168 efoi:StreetervilleNotePurchaseAgreementMember us-gaap:DebtInstrumentRedemptionPeriodTwoMember 2021-04-27 2021-04-27 0000924168 efoi:StreetervilleNotePurchaseAgreementMember 2021-12-31 0000924168 efoi:PaycheckProtectionProgramCARESActMember 2020-04-17 2020-04-17 0000924168 efoi:PaycheckProtectionProgramCARESActMember 2020-04-17 0000924168 efoi:PaycheckProtectionProgramCARESActMember 2020-12-31 0000924168 efoi:IliadNotePurchaseAgreementMember 2019-11-25 0000924168 efoi:IliadNotePurchaseAgreementMember 2019-11-25 2019-11-25 0000924168 efoi:IliadNotePurchaseAgreementMember 2020-12-01 2020-12-01 0000924168 efoi:IliadNotePurchaseAgreementMember efoi:January2020EquityOfferingMember 2019-11-25 2019-11-25 0000924168 us-gaap:ConvertibleDebtMember 2019-03-29 2019-03-29 0000924168 us-gaap:ConvertibleDebtMember 2019-03-29 2019-06-30 0000924168 us-gaap:ConvertibleDebtMember 2019-07-01 2020-01-16 0000924168 us-gaap:ConvertibleDebtMember 2020-01-16 0000924168 us-gaap:ConvertibleDebtMember 2020-01-16 2020-01-16 0000924168 us-gaap:ConvertibleDebtMember us-gaap:PreferredStockMember 2020-01-01 2020-12-31 0000924168 us-gaap:ConvertibleDebtMember us-gaap:CommonStockMember 2020-01-01 2020-12-31 0000924168 us-gaap:ConvertibleDebtMember us-gaap:PreferredStockMember 2021-01-01 2021-12-31 0000924168 us-gaap:ConvertibleDebtMember us-gaap:CommonStockMember 2021-01-01 2021-12-31 0000924168 us-gaap:ConvertibleDebtMember 2019-03-29 0000924168 us-gaap:ConvertiblePreferredStockMember 2020-01-15 0000924168 srt:ScenarioForecastMember 2022-01-01 2022-03-31 0000924168 srt:ScenarioForecastMember 2022-04-01 2022-06-30 0000924168 us-gaap:WarrantMember efoi:December2021PrivatePlacementMember 2021-01-01 2021-12-31 0000924168 efoi:PreFundedWarrantsMember efoi:December2021PrivatePlacementMember 2021-01-01 2021-12-31 0000924168 efoi:FusionParkLLCMember us-gaap:ConvertibleDebtMember us-gaap:CommonStockMember 2021-12-31 0000924168 efoi:BrilliantStartEnterpriseInc.Member us-gaap:ConvertibleDebtMember us-gaap:CommonStockMember 2021-12-31 0000924168 2020-01-15 0000924168 2020-01-16 2020-01-16 0000924168 efoi:InstitutionalInvestorMember 2020-01-01 2020-12-31 0000924168 efoi:January2020EquityOfferingPrivatePlacementMember 2021-01-01 2021-12-31 0000924168 efoi:January2020EquityOfferingPrivatePlacementMember 2020-01-01 2020-12-31 0000924168 efoi:Plan2020Member 2020-03-18 0000924168 efoi:Plan2020Member 2021-12-31 0000924168 efoi:Plan2014Member 2014-05-06 0000924168 efoi:Plan2014Member 2015-07-22 0000924168 efoi:Plan2014Member 2017-06-21 0000924168 us-gaap:EmployeeStockOptionMember 2021-01-01 2021-12-31 0000924168 srt:MinimumMember efoi:EmployeeMember efoi:Plan2014Member 2021-01-01 2021-12-31 0000924168 srt:MaximumMember efoi:EmployeeMember efoi:Plan2014Member 2021-01-01 2021-12-31 0000924168 efoi:NonEmployeeDirectorMember us-gaap:EmployeeStockOptionMember 2021-01-01 2021-12-31 0000924168 us-gaap:CostOfSalesMember 2021-01-01 2021-12-31 0000924168 us-gaap:CostOfSalesMember 2020-01-01 2020-12-31 0000924168 us-gaap:ResearchAndDevelopmentExpenseMember 2021-01-01 2021-12-31 0000924168 us-gaap:ResearchAndDevelopmentExpenseMember 2020-01-01 2020-12-31 0000924168 us-gaap:SellingGeneralAndAdministrativeExpensesMember 2021-01-01 2021-12-31 0000924168 us-gaap:SellingGeneralAndAdministrativeExpensesMember 2020-01-01 2020-12-31 0000924168 us-gaap:EmployeeStockOptionMember 2020-01-01 2020-12-31 0000924168 us-gaap:EmployeeStockOptionMember 2021-12-31 0000924168 us-gaap:EmployeeStockOptionMember 2020-12-31 0000924168 efoi:Plan2014Member 2021-01-01 2021-12-31 0000924168 srt:MinimumMember us-gaap:EmployeeStockOptionMember 2021-01-01 2021-12-31 0000924168 srt:MaximumMember us-gaap:EmployeeStockOptionMember 2021-01-01 2021-12-31 0000924168 efoi:ExercisePriceRangeOneMember 2021-01-01 2021-12-31 0000924168 efoi:ExercisePriceRangeOneMember 2021-12-31 0000924168 efoi:ExercisePriceRangeTwoMember 2021-01-01 2021-12-31 0000924168 efoi:ExercisePriceRangeTwoMember 2021-12-31 0000924168 efoi:ExercisePriceRangeThreeMember 2021-01-01 2021-12-31 0000924168 efoi:ExercisePriceRangeThreeMember 2021-12-31 0000924168 efoi:ExercisePriceRangeFourMember 2021-01-01 2021-12-31 0000924168 efoi:ExercisePriceRangeFourMember 2021-12-31 0000924168 efoi:ExercisePriceRangeFiveMember 2021-01-01 2021-12-31 0000924168 efoi:ExercisePriceRangeFiveMember 2021-12-31 0000924168 srt:MinimumMember us-gaap:RestrictedStockUnitsRSUMember efoi:Plan2014Member 2021-01-01 2021-12-31 0000924168 srt:MaximumMember us-gaap:RestrictedStockUnitsRSUMember efoi:Plan2014Member 2021-01-01 2021-12-31 0000924168 srt:MinimumMember us-gaap:RestrictedStockUnitsRSUMember efoi:Plan2020Member 2021-01-01 2021-12-31 0000924168 srt:MaximumMember us-gaap:RestrictedStockUnitsRSUMember efoi:Plan2020Member 2021-01-01 2021-12-31 0000924168 us-gaap:RestrictedStockUnitsRSUMember 2019-12-31 0000924168 us-gaap:RestrictedStockUnitsRSUMember 2020-12-31 0000924168 us-gaap:RestrictedStockUnitsRSUMember 2021-01-01 2021-12-31 0000924168 us-gaap:RestrictedStockUnitsRSUMember 2021-12-31 0000924168 efoi:EmployeeStockPurchasePlan2013Member 2013-09-30 0000924168 efoi:EmployeeStockPurchasePlan2013Member 2013-09-01 2013-09-30 0000924168 efoi:EmployeeStockPurchasePlan2013Member 2021-01-01 2021-12-31 0000924168 efoi:EmployeeStockPurchasePlan2013Member 2020-01-01 2020-12-31 0000924168 efoi:EmployeeStockPurchasePlan2013Member 2021-12-31 0000924168 us-gaap:DomesticCountryMember 2021-12-31 0000924168 us-gaap:StateAndLocalJurisdictionMember 2021-12-31 0000924168 efoi:PoolAndCommercialProductsMember 2021-01-01 2021-12-31 0000924168 efoi:PoolAndCommercialProductsMember 2020-01-01 2020-12-31 0000924168 efoi:GovernmentProductsMember 2021-01-01 2021-12-31 0000924168 efoi:GovernmentProductsMember 2020-01-01 2020-12-31 0000924168 country:US 2021-01-01 2021-12-31 0000924168 country:US 2020-01-01 2020-12-31 0000924168 efoi:InternationalMember 2021-01-01 2021-12-31 0000924168 efoi:InternationalMember 2020-01-01 2020-12-31 0000924168 2021-07-01 2021-09-30 0000924168 efoi:A13DGroupMember 2019-02-26 0000924168 efoi:A13DGroupMember 2019-03-29 2019-03-29 0000924168 efoi:A13DGroupMember efoi:JamesTuThroughFusionParkLLCMember 2019-03-29 2019-03-29 0000924168 efoi:A13DGroupMember efoi:BrilliantStartEnterpriseInc.Member 2019-03-29 2019-03-29 0000924168 efoi:CommunalMember 2014-07-31 0000924168 efoi:A5ElementsGlobalAdvisorsMember 2021-12-31 0000924168 efoi:CommunalInternationalLtdMember efoi:FiveElementsEfficientiesBVILtdMember efoi:CommunalMember 2021-01-01 2021-12-31 0000924168 efoi:A5ElementsEnergyEfficienciesBVILtdMember 2021-12-31 0000924168 efoi:CommunalInternationalLtdMember efoi:FiveElementsEfficientiesBVILtdMember efoi:YehMeiChengMember 2021-01-01 2021-12-31 0000924168 2021-10-01 2021-12-31 0000924168 2021-04-01 2021-06-30 0000924168 2021-01-01 2021-03-31 0000924168 2020-10-01 2020-12-31 0000924168 2020-07-01 2020-09-30 0000924168 2020-04-01 2020-06-30 0000924168 2020-01-01 2020-03-31 0000924168 us-gaap:AllowanceForCreditLossMember 2020-12-31 0000924168 us-gaap:AllowanceForCreditLossMember 2021-01-01 2021-12-31 0000924168 us-gaap:AllowanceForCreditLossMember 2021-12-31 0000924168 us-gaap:InventoryValuationReserveMember 2020-12-31 0000924168 us-gaap:InventoryValuationReserveMember 2021-01-01 2021-12-31 0000924168 us-gaap:InventoryValuationReserveMember 2021-12-31 0000924168 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2020-12-31 0000924168 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2021-01-01 2021-12-31 0000924168 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2021-12-31 0000924168 us-gaap:AllowanceForCreditLossMember 2019-12-31 0000924168 us-gaap:AllowanceForCreditLossMember 2020-01-01 2020-12-31 0000924168 us-gaap:InventoryValuationReserveMember 2019-12-31 0000924168 us-gaap:InventoryValuationReserveMember 2020-01-01 2020-12-31 0000924168 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2019-12-31 0000924168 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2020-01-01 2020-12-31 iso4217:USD shares iso4217:USD shares pure efoi:creditFacility efoi:deferral 0000924168 2021 FY false ENERGY FOCUS, INC/DE 0.2 P2Y P5Y P5Y P1Y P3Y P1Y P1Y P1Y 0.2 10-K true 2021-12-31 --12-31 false 001-36583 DE 94-3021850 32000 Aurora Road Suite B Solon OH 44139 440 715.1300 Common stock, par value $0.0001 per share EFOI NASDAQ No No Yes Yes Non-accelerated Filer true false false false 17100000 6453777 Portions of the definitive proxy statement to be filed with the Securities and Exchange Commission relative to the registrant’s 2022 Annual Meeting of Stockholders are incorporated by reference into Part III of this Report. 1808 GBQ Partners, LLC Columbus, Ohio 2682000 1836000 14000 8000 1240000 2021000 7866000 5641000 712000 796000 924000 782000 13424000 11076000 675000 420000 292000 794000 0 107000 14391000 12397000 2235000 2477000 265000 45000 104000 149000 718000 885000 57000 95000 0 11000 295000 227000 268000 72000 325000 598000 0 168000 1000 3000 1719000 0 0 529000 2169000 2298000 8156000 7557000 26000 318000 0 1000 0 266000 8182000 8142000 0.0001 0.0001 5000000 5000000 3300000 3300000 876447 876447 2597470 2597470 0 0 0.0001 0.0001 50000000 50000000 6368549 6368549 3525374 3525374 0 0 144953000 135113000 -3000 -3000 -138741000 -130855000 6209000 4255000 14391000 12397000 9865000 16828000 8167000 11643000 1698000 5185000 1891000 1415000 8535000 7900000 -21000 -60000 10405000 9255000 -8707000 -4070000 792000 481000 801000 0 0 -276000 876000 0 0 1086000 -65000 -73000 -7887000 -5986000 -1000 -5000 -7886000 -5981000 -1.73 -1.73 -1.83 -1.83 4561000 4561000 3270000 3270000 -7886000 -5981000 0 0 -7886000 -5981000 0 0 2486000 0 128873000 -3000 -124874000 3996000 60000 100000 100000 3000 3000 688000 2749000 2749000 510000 510000 269000 2235000 2235000 -1636000 -1636000 1405000 1405000 2709000 1769000 1769000 112000 22000 131000 131000 -5981000 -5981000 2597000 0 3525000 0 135113000 -3000 -130855000 4255000 79000 80000 80000 1000 1000 2183000 9500000 9500000 969000 969000 237000 801000 801000 1721000 344000 429000 429000 -7886000 -7886000 876000 0 6368000 0 144953000 -3000 -138741000 6209000 -7886000 -5981000 876000 0 801000 0 188000 184000 429000 131000 0 1086000 6000 -20000 156000 -610000 68000 31000 230000 395000 0 -8000 -783000 -377000 2381000 -1137000 -257000 670000 -669000 18000 -423000 1096000 -380000 349000 196000 54000 -1879000 3530000 -9765000 -2451000 443000 223000 -443000 -223000 9500000 2749000 801000 918000 969000 510000 0 795000 80000 100000 3000 3000 1000 3000 30000 320000 0 1306000 1515000 0 0 -719000 -181000 2459000 10712000 4160000 504000 1486000 2178000 692000 2682000 2178000 2682000 1836000 0 342000 2682000 2178000 381000 269000 4000 4000 NATURE OF OPERATIONS<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Energy Focus, Inc. engages primarily in the design, development, manufacturing, marketing and sale of energy-efficient lighting systems and controls and ultraviolet-C light disinfection (“UVCD”) products. We develop, market and sell high quality light-emitting diode (“LED”) lighting and controls products and UVCD products in the commercial market and military maritime market (“MMM”), and began to expand our offerings into the consumer market in the fourth quarter of 2021. Our mission is to enable our customers to run their facilities, offices and homes with greater energy efficiency, productivity, and human health and wellness through advanced LED retrofit and UVCD solutions. Our goal is to be the LED and human-centric lighting (“HCL”) technology and market leader for the most demanding applications where performance, quality, value, environmental impact and health are considered paramount. We specialize in LED lighting retrofit by replacing fluorescent, high-intensity discharge lighting and other types of lamps in institutional buildings for primarily indoor lighting applications with our innovative, high-quality commercial and military-grade tubular LED (“TLED”) products, as well as other LED and lighting control products for commercial and consumer applications. In late 2020, we announced the launch of our UVCD product portfolio. With initial development complete and two products now brought to market, we anticipate the development of additional UVCD products in 2022.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The LED lighting industry continues to be characterized by increasing challenges in differentiating product offerings, competition and price erosion. We have been experiencing these industry forces in both our military business since 2016 and in our commercial segment where we once commanded significant price premiums for our flicker-free TLEDs with primarily 10-year warranties. In more recent years, we have focused on redesigning our products for lower costs and consolidating our supply chain in order to price our products more competitively. Despite these efforts, our legacy products continue to face aggressive pricing competition. These trends are not unique to Energy Focus as evidenced by the increasing number of industry peers facing challenges, exiting LED lighting, selling assets and even going out of business. In addition to continuous cost reductions, our strategy to combat these trends is to move up the value chain, with more innovative and differentiated products and solutions that support a premium. Two specific examples of these</span><span style="color:#ee2724;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">products we have recently developed include the RedCap</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:7.8pt;font-style:italic;font-weight:400;line-height:120%;position:relative;top:-4.2pt;vertical-align:baseline">®</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">, our emergency backup battery integrated TLED, and EnFocus™, our new dimmable/tunable lighting and powerline control platform that we launched in 2020. We believe our revamped go-to-market strategy that focuses more on direct-sales and additional sales representatives and listens to the voice of the customer, has informed more impactful product development efforts that could eventually translate into larger addressable markets and greater sales growth for us.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">During 2021, we continued to see certain benefits from the relaunch efforts (described below) that began in 2019, in addition to a number of strategic sourcing projects completed during 2020. It is our belief that the continued momentum of the efforts undertaken in 2020 and into 2021, along with the development and launch of new and innovative products, will over time result in improved sales and bottom-line performance for the Company. We launched our EnFocus™ platform during the second quarter of 2020 and continued to receive positive feedback from the market. The EnFocus™ powerline control platform offers two immediately available product lines: EnFocus™ DM, which provides a dimmable lighting solution, and EnFocus™ DCT, which provides both a dimmable and color tunable lighting solution. EnFocus™ enables buildings to have dimmable, color tunable and circadian-ready lighting using existing wiring, without requiring any wireless communications, through a relatively simple upgrade with EnFocus™ switches and replacement LED lamps, a more environmentally sustainable solution compared with replacing each lighting fixture.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In addition, in response to the COVID-19 pandemic and an anticipated increase in sanitation and hygiene demand for buildings, facilities and homes, we started developing advanced UVCD products for both the consumer and the commercial and industrial markets in the first quarter of 2020. In late 2020, we announced the nUVo™ portable disinfection devices for offices and homes. Sales of these products began during the fourth quarter of 2021.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Prior to 2019, the Company experienced significant sales declines, operating losses and increases in its inventory. Beginning in 2019, significant restructuring efforts were undertaken. The Company replaced the entire senior management team, significantly reduced non-critical expenses, minimized the amount of inventory the Company was purchasing, dramatically changed the composition of our board of directors (“Board of Directors”) and the executive team, and recruited new departmental leaders across the Company. The cost savings efforts undertaken included phased actions to reduce costs to minimize cash usage. Initial actions included the elimination of certain positions, restructuring of the sales organization and incentive plan, flattening of the senior management team, additional operational streamlining, management compensation reductions, and outsourcing of certain functions including certain elements of supply chain and marketing.</span></div>On June 11, 2020, in accordance with previous stockholder approval, our Board of Directors effected a 1-for-5 (the “Split Ratio”) reverse stock split of the Company’s common stock, par value $0.0001 per share. The reverse stock split became effective immediately upon the filing of the Certificate of Amendment to the Company’s Certificate of Incorporation, as amended (the “Certificate of Incorporation”), with the Delaware Secretary of State (the “Effective Time”). At the Effective Time, every five shares of common stock issued and outstanding automatically combined into one validly issued, fully paid and non-assessable share of common stock. No fractional shares were issued as a result of the reverse stock split. The $0.0001 par value per share of common stock and other terms of the common stock were not affected by the reverse stock split. The number of authorized shares of common stock under the Certificate of Incorporation remained unchanged at 50,000,000 shares. Proportional adjustments were made to the conversion and exercise prices of our outstanding warrants and stock options, and to the number of shares issued and issuable under our stock incentive plans in connection with the reverse stock split. The information presented in the financial statements for all prior periods have been retroactively adjusted to reflect the reverse stock split. Preferred shares outstanding were not affected by the reverse stock split and, as such, those shares have not been adjusted. 0.0001 0.0001 0.0001 0.0001 50000000 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The significant accounting policies of our Company, which are summarized below, are consistent with U.S. GAAP and reflect practices appropriate to the business in which we operate.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Use of estimates</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods presented. Estimates include, but are not limited to, the establishment of reserves for accounts receivable, sales returns, inventory excess and obsolescence reserve and warranty claims, the useful lives for property and equipment and stock-based compensation. In addition, estimates and assumptions associated with the determination of the fair value of financial instruments and evaluation of long-lived assets for impairment requires considerable judgment. Actual results could differ from those estimates and such differences could be material.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Basis of presentation</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Consolidated Financial Statements include the accounts of the Company. All significant inter-company balances and transactions have been eliminated. Unless indicated otherwise, the information in the Notes to Consolidated Financial Statements relates to our operations.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Revenue recognition</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Net sales include revenues from sales of products and shipping and handling charges, net of estimates for product returns. Revenue is measured at the amount of consideration we expect to receive in exchange for the transferred products. We recognize revenue at the point in time when we transfer the promised products to the customer and the customer obtains control over the products. Distributors’ obligations to us are not contingent upon the resale of our products. We recognize revenue for shipping and handling charges at the time the goods are shipped to the customer, and the costs of outbound freight are included in cost of sales. We provide for product returns based on historical return rates. While we incur costs for sales commissions to our sales employees and outside agents, we recognize commission costs concurrent with the related revenue, as the amortization period is less than one year. We do not incur any other incremental costs to obtain contracts with our customers. Our product warranties are assurance-type warranties, which promise the customer that the products are as specified in the contract. Therefore, the product warranties are not a separate performance obligation and are accounted for as described below. Sales taxes assessed by governmental authorities and collected by us are accounted for on a net basis and are excluded from net sales.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A disaggregation of product net sales is presented in Note 12, “Product and Geographic Information.”</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Cash and restricted cash</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">At December 31, 2021, we had cash of $2.7 million and at December 31, 2020, we had cash and restricted cash of $2.2 million on deposit with financial institutions located in the United States. The December 31, 2020 cash balance of $2.2 million of cash includes restricted cash of $0.3 million which is presented within prepaid and other current assets and other assets in the accompanying Consolidated Balance Sheets. Please refer to Note 4, “Leases,” for additional information.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Inventories</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We state inventories at the lower of standard cost (which approximates actual cost determined using the first-in-first-out method) or net realizable value. We establish provisions for excess and obsolete inventories after evaluation of historical sales, current economic trends, forecasted sales, product lifecycles, and current inventory levels. The assessment is both quantitative and qualitative. During 2021, we experienced global supply chain and logistics constraints, which impacted our inventory purchasing strategy, leading to a buildup of inventory and inventory components in an effort to manage both shortages of available components and longer lead times in obtaining components. This resulted in a net increase of our gross inventory levels of $2.4 million. We had an increase of excess inventory reserves of $0.2 million as compared to 2020. </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The assessment for excess and obsolete inventories for 2020 not only included both quantitative and qualitative components, but a COVID-19 pandemic impact analysis as well. Throughout 2020, we applied discipline in manufacturing and supply chain management, focusing on a reduction of lead time and inventory on hand which resulted in a net reduction of our gross inventory levels of $1.2 million and excess inventory reserves of $0.6 million compared to 2019. Adjustments to our estimates, such as forecasted sales and expected product lifecycles, could harm our operating results and financial position. Please refer to Note 5, “Inventories,” for additional information.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Accounts receivable</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Our trade accounts receivable consists of amounts billed to and currently due from customers. Our customers are concentrated in the United States. In the normal course of business, we extend unsecured credit to our customers related to the sale of our products. Credit is extended to customers based on an evaluation of the customer’s financial condition and the amounts due are stated at their estimated net realizable value. We utilize a third-party account receivables insurance program with a very high credit worthy insurance company where we have the large majority of the accounts receivable insured with a portion of self-retention. This third party also provides credit-worthiness ratings and metrics that significantly assist us in evaluating the credit worthiness of both existing and new customers. We maintain allowances for sales returns and doubtful accounts receivable to provide for the estimated amount of account receivables that will not be collected. The allowance is based on an assessment of customer creditworthiness and historical payment experience, the age of outstanding receivables, and performance guarantees to the extent applicable. Past due amounts are written off when our internal collection efforts have been unsuccessful, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. We do not generally require collateral from our customers.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Our standard payment terms with customers are net 30 days from the date of shipment, and we do not generally offer extended payment terms to our customers, but exceptions are made in some cases to major customers or with particular orders. Accordingly, we do not adjust trade accounts receivable for the effects of financing, as we expect the period between the transfer of product to the customer and the receipt of payment from the customer to be in line with our standard payment terms.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Income taxes</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As part of the process of preparing the Consolidated Financial Statements, we are required to estimate our income tax liability in each of the jurisdictions in which we do business. This process involves estimating our actual current tax expense together with assessing temporary differences resulting from differing treatment of items, such as deferred revenues, for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are included in our Consolidated Balance Sheets. We then assess the likelihood of the deferred tax assets being recovered from future taxable income and, to the extent we believe it is more likely than not that the deferred tax assets will not be recovered, or is unknown, we establish a valuation allowance. Significant management judgment is required in determining our provision for income taxes, deferred tax assets and liabilities, and any valuation allowance recorded against our deferred tax assets. At December 31, 2021 and 2020, we have recorded a full valuation allowance against our net deferred tax assets due to uncertainties related to our ability to utilize our deferred tax assets, primarily consisting of certain net operating losses carried forward. The valuation allowance is based upon our estimates of taxable income by jurisdiction and the period over which our deferred tax assets will be recoverable. In considering the need for a valuation allowance, we assess all evidence, both positive and negative, available to determine whether all or some portion of the deferred tax assets will not be realized. Such evidence includes, but is not limited to, recent earnings history, projections of future income or loss, reversal patterns of existing taxable and deductible temporary differences, and tax planning strategies. We continue to evaluate the need for a valuation allowance on a quarterly basis.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Financial Instruments</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">December 2021 Private Placement</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In December 2021, we completed a private placement (the “December 2021 Private Placement”) with certain institutional investors for the sale of 1,193,185 shares of our common stock at a purchase price of $3.52 per share. We also sold to the same institutional investors (i) pre-funded warrants (“Pre-Funded Warrants”) to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (ii) warrants (collectively with the Pre-Funded Warrants, the “December 2021 Warrants”) to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. We paid the placement agent commissions of $360 thousand, plus $42 thousand in expenses, in connection with the December 2021 Private Placement and we also paid legal, accounting and other fees of $97 thousand related to the December 2021 Private Placement. Total offering costs of $499 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the December 2021 Private Placement were approximately $4.0 million. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the 85,228 shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic earnings per share (“EPS”).</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of December 31, 2021, December 2021 Warrants to purchase an aggregate of 1,363,641 shares remained outstanding, with a weighted average exercise price of $3.30 per share. None of the December 2021 Warrants were exercised as of December 31, 2021. In January 2022, all of the Pre-Funded Warrants were exercised. The exercise of the remaining December 2021 Warrants outstanding could provide us with cash proceeds of up to $4.5 million in the aggregate.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">June 2021 Equity Offering</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In June 2021, we completed a registered direct offering of 990,100 shares of our common stock to certain institutional investors, at a purchase price of $5.05 per share (the “June 2021 Equity Offering”). We paid the placement agent commissions of $400 thousand, plus $51 thousand in expenses, in connection with the June 2021 Equity Offering and we also paid legal and other fees of $19 thousand related to the June 2021 Equity Offering. Total offering costs of $470 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the June 2021 Equity Offering were approximately $4.5 million.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">January 2020 Equity Offering</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In January 2020, we completed a registered direct offering for the sale of 688,360 shares of our common stock to certain institutional investors, at a purchase price of $3.37 per share. We also sold, to the same institutional investors, warrants to purchase up to 688,360 shares of common stock at an exercise price of $3.37 per share (the, “Investor Warrants”) in a concurrent private placement (together with the concurrent registered direct offering, the “January 2020 Equity Offering”) for a purchase price of $0.625 per warrant. We paid the placement agent commissions of $193 thousand plus $50 thousand in expenses in connection with the January 2020 Equity Offering and we also paid legal, accounting and other fees of $231 thousand related to the January 2020 Equity Offering. Total offering costs of $510 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021 and 2020. In addition, we issued warrants to the placement agent to purchase up to 48,185 shares of common stock at an exercise price of $4.99 per share (together with the Investor Warrants, the “January 2020 Warrants”). Net proceeds to us from the January 2020 Equity Offering were approximately $2.3 million. In accordance with the terms of the Iliad Note (as defined below in Note 8, “Debt”), 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount and the balance to interest.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of December 31, 2021, January 2020 Warrants issued to purchase an aggregate of 229,414 shares remain outstanding with a weighted average exercise price of $3.67 per share. During the twelve months ended December 31, 2021, 237,892 January 2020 Warrants were exercised resulting in total proceeds of $801 thousand. The exercise of the remaining January 2020 Warrants outstanding could provide us with cash proceeds of up to $841 thousand in the aggregate. At December 31, 2020, January 2020 Warrants issued to purchase an aggregate of 467,306 shares remained outstanding with a weighted average exercise price of $3.51 per share. During the twelve months ended December 31, 2020, 269,240 January 2020 Warrants were exercised resulting in total proceeds of $918 thousand.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Due to a potential cash settlement upon occurrence of a fundamental transaction within the January 2020 Equity Offering warrant agreement, the January 2020 Warrants were initially classified as liabilities, as opposed to equity, and were recorded at their fair values at each balance sheet date for the first three quarters of 2020. During December 2020, the warrant holders agreed to a modification of the terms of their January 2020 Warrants which removed the potential cash settlement option upon the occurrence of a fundamental transaction. As such, during the fourth quarter of 2020, the warrant liability was fair-valued through the modification date and then was reclassified into equity and the January 2020 Warrants are no longer subject to re-measurement at each balance sheet date. Please also refer to Note 10, “Stockholders’ Equity”.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Fair value measurements</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Fair value is defined as the price that would be received to sell an asset or would be paid to transfer a liability in an orderly transaction between market participants on the measurement date. The fair value of financial assets and liabilities are measured on a recurring or non-recurring basis. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We utilize valuation techniques that maximize the use of available market information and generally accepted valuation methodologies. We assess the inputs used to measure fair value using a three-tier hierarchy. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value, giving the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The three levels of the fair value hierarchy are described below. We classify the inputs used to measure fair value into the following hierarchy:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:97.368%"><tr><td style="width:1.0%"/><td style="width:8.509%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:89.291%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Level 1</span></td><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Unadjusted quoted prices in active markets for identical assets or liabilities.</span></td></tr><tr><td colspan="3" style="padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Level 2</span></td><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability.</span></td></tr><tr><td colspan="3" style="padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Level 3</span></td><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Unobservable inputs for the asset or liability.</span></td></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The carrying amounts of certain financial instruments including cash, accounts receivable, accounts payable, and accrued liabilities approximate fair value due to their short maturities. Based on borrowing rates currently available to us for loans with similar terms, the carrying value of borrowings under our revolving credit facilities also approximates fair value.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. In determining the appropriate levels, we perform a detailed analysis of the assets and liabilities whose fair value is measured on a recurring basis. We review and reassess the fair value hierarchy classifications on a quarterly basis. Changes from one quarter to the next related to the observability of inputs in a fair value measurement may result in a reclassification between fair value hierarchy levels. There were no reclassifications for all periods presented.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A roll-forward of fair value measurements using significant unobservable inputs (Level 3) for the January 2020 Warrants issued in the January 2020 Equity Offering is as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:97.368%"><tr><td style="width:1.0%"/><td style="width:79.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:18.270%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Twelve months ended December 31, 2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:115%">Balance January 1, 2020</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:top"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Issuance of warrants, January 2020</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">1,636 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:top"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Settlements from exercise</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,317)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Loss from change in fair value of warrants</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">1,086 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:top"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Reclassification to equity upon modification </span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">(1,405)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:top"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:115%">Balance December 31, 2020</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">— </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:top"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Long-lived assets </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Property and equipment are stated at cost and include expenditures for additions and major improvements. Expenditures for repairs and maintenance are charged to operations as incurred. We use the straight-line method of depreciation over the estimated useful lives of the related assets (generally <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNDIvZnJhZzpjMzdlZGRiYzNjYTM0ZjYxYTI4Y2VmNGQ3YjdjMTIxZi90ZXh0cmVnaW9uOmMzN2VkZGJjM2NhMzRmNjFhMjhjZWY0ZDdiN2MxMjFmXzE1MDA5_a382e080-4adf-47d2-b9ae-c9ef896c4927">two</span> to 15 years) for financial reporting purposes. Accelerated methods of depreciation are used for federal income tax purposes. When assets are sold or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in the Consolidated Statements of Operations. Refer to Note 6, “Property and Equipment,” for additional information.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Long-lived assets are reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Events or circumstances that would result in an impairment review primarily include operations reporting losses, a significant change in the use of an asset, or the planned disposal or sale of the asset. The asset would be considered impaired when the future net undiscounted cash flows generated by the asset are less than its carrying value. An impairment loss would be recognized based on the amount by which the carrying value of the asset exceeds its fair value, as determined by quoted market prices (if available) or the present value of expected future cash flows. Refer to Note 6, “Property and Equipment,” for additional information.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Certain risks and concentrations</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Historically our products were sold through a direct sales model, which included a combination of direct sales employees, electrical and lighting contractors, and distributors. We utilize a third-party accounts receivable insurance and credit assessment company. Although we maintain allowances for potential credit losses that we believe to be adequate, a payment default on a significant sale could materially and adversely affect our operating results and financial condition, although we have mitigated this risk somewhat through the accounts receivable insurance program.</span></div><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We have certain customers whose net sales individually represented 10% or more of our total net sales, or whose net trade accounts receivable balance individually represented 10% or more of our total net trade accounts receivable, as follows:</span></div><div style="padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">In 2021, two customers accounted for 43% of net sales, with sales to our primary distributor for the U.S. Navy accounting for approximately 30% and sales to a regional commercial lighting retrofit company accounting for approximately 13% of net sales. When sales to our primary distributor for the U.S. Navy are combined with sales to shipbuilders for the U.S. Navy, total net sales of products for the U.S. Navy comprised approximately 38% of net sales for the same period. In 2020, two customers accounted for 62% of net sales and total net sales of products to the U.S. Navy represented 53% of net sales.</span></div><div style="margin-bottom:10pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">At December 31, 2021, a distributor to the U.S. Department of Defense accounted for 20% of our net trade accounts receivable and a shipbuilder for the U.S. Navy accounted for 36% of our net trade accounts receivable. At December 31, 2020, a distributor to the U.S. Navy accounted for 28% of our net trade accounts receivable and a shipbuilder for the U.S. Navy accounted for 21% of our net trade accounts receivable.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We require substantial amounts of purchased materials from selected vendors. With specific materials, all of our purchases are from a single vendor. The availability and costs of materials may be subject to change due to, among other things, new laws or regulations, suppliers’ allocation to other purchasers, interruptions in production by suppliers, global health issues such as the COVID-19 pandemic, and changes in exchange rates and worldwide price and demand levels. Our inability to obtain adequate supplies of materials for our products at favorable prices could have a material adverse effect on our business, financial position, or results of operations by decreasing our profit margins and by hindering our ability to deliver products to our customers on a timely basis. Additionally, certain vendors require advance deposits prior to the fulfillment of orders. Deposits paid on unfulfilled orders totaled $0.7 million and $0.8 million at December 31, 2021 and 2020, respectively.</span></div><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We have certain vendors who individually represented 10% or more of our total expenditures, or whose net trade accounts payable balance individually represented 10% or more of our total net trade accounts payable, as follows:</span></div><div style="padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">One offshore supplier accounted for approximately 29% of our total expenditures for the twelve months ended December 31, 2021. At December 31, 2021, this same offshore supplier accounted for approximately 60% of our trade accounts payable balance.</span></div><div style="margin-bottom:10pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">One offshore supplier and one domestic supplier accounted for approximately 21% and 12%, respectively, of our total expenditures for the twelve months ended December 31, 2020. At December 31, 2020, this same offshore supplier accounted for approximately 44% of our trade accounts payable balance.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Product development</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Product development expenses include salaries, contractor and consulting fees, supplies and materials, as well as costs related to other overhead items such as depreciation and facilities costs. Research and development costs are expensed as they are incurred.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Net loss per share</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Basic loss per share is computed by dividing net loss available to common stockholders by the weighted average number of shares of common stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted loss per share gives effect to all dilutive potential shares of common stock outstanding during the period. Dilutive potential shares of common stock consist of incremental shares upon the exercise of stock options, warrants and convertible securities, unless the effect would be anti-dilutive.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table presents a reconciliation of basic and diluted loss per share computations (in thousands, except per share amounts):</span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:68.929%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.519%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.522%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the years ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Numerator:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net loss </span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(7,886)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5,981)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr style="height:15pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Denominator:</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Basic and diluted weighted average common shares outstanding*</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,561 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,270 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="12" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">*Shares outstanding for prior periods have been restated for the 1-for-5 stock split effective June 11, 2020.</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As a result of the net loss we incurred for the year ended December 31, 2021, options, warrants and convertible preferred stock representing approximately 51 thousand, 47 thousand and 260 thousand shares of common stock, respectively, were excluded from the basic loss per share calculation because their inclusion would have been anti-dilutive. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the approximately 85 thousand shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic EPS.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As a result of the net loss we incurred for the year ended December 31, 2020, options, restricted share units, warrants and convertible preferred stock representing approximately 69 thousand, 4 thousand, 174 thousand and 506 thousand shares of common stock, respectively, were excluded from the basic EPS calculation as their inclusion would have been anti-dilutive.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Stock-based compensation</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We recognize compensation expense based on the estimated grant date fair value under the authoritative guidance. Management applies the Black-Scholes option pricing model to value stock options issued to employees and directors and applies judgment in estimating key assumptions that are important elements of the model in expense recognition. These elements include the expected life of the option, the expected stock-price volatility, and expected forfeiture rates. Compensation expense is generally amortized on a straight-line basis over the requisite service period, which is generally the vesting period. See Note 10, “Stockholders’ Equity,” for additional information. Common stock, stock options, and warrants issued to non-employees that are not part of an equity offering are accounted for under the applicable guidance under Accounting Standards Codification (“ASC”) 505-50, “Equity-Based Payments to Non-Employees,” and are generally re-measured at each reporting date until the awards vest.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Advertising expenses</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Advertising expenses are charged to operations in the period incurred. They consist of costs for the placement of our advertisements in various media and the costs of demos provided to potential distributors of our products. Advertising expenses were $0.4 million and $0.1 million for the years ended December 31, 2021 and 2020, respectively.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Product warranties</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We warrant our commercial and MMM LED products and controls for periods generally ranging from <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNDIvZnJhZzpjMzdlZGRiYzNjYTM0ZjYxYTI4Y2VmNGQ3YjdjMTIxZi90ZXh0cmVnaW9uOmMzN2VkZGJjM2NhMzRmNjFhMjhjZWY0ZDdiN2MxMjFmXzI3NDg3NzkxMzc3NTY_f2241f38-2999-4d07-a4c3-3f46b21079ae"><span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNDIvZnJhZzpjMzdlZGRiYzNjYTM0ZjYxYTI4Y2VmNGQ3YjdjMTIxZi90ZXh0cmVnaW9uOmMzN2VkZGJjM2NhMzRmNjFhMjhjZWY0ZDdiN2MxMjFmXzI3NDg3NzkxMzc3NTY_f99b5010-37ff-40ae-9fe5-83566fecd2e0">five</span></span> to ten years and from <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNDIvZnJhZzpjMzdlZGRiYzNjYTM0ZjYxYTI4Y2VmNGQ3YjdjMTIxZi90ZXh0cmVnaW9uOmMzN2VkZGJjM2NhMzRmNjFhMjhjZWY0ZDdiN2MxMjFmXzI3NDg3NzkxMzg1Mjk_fbbd22c1-2b2b-46a1-8c5e-8410f2bdbbb7">one</span> to five years for UVCD products. Warranty settlement costs consist of actual amounts expensed for warranty, which are largely a result of the cost of replacement products provided to our customers. A liability for the estimated future costs under product warranties is maintained for products under warranty based on the actual claims incurred to date and the estimated nature, frequency, and costs of future claims. These estimates are inherently uncertain and changes to our historical or projected experience may cause material changes to our warranty reserves in the future. We continuously review the assumptions related to the adequacy of our warranty reserve, including product failure rates, and make adjustments to the existing warranty liability when there are changes to these estimates or the underlying replacement product costs, or the warranty period expires.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table summarizes warranty activity for the periods presented (in thousands):</span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.707%"><tr><td style="width:1.0%"/><td style="width:68.841%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.562%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.533%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.564%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Balance at the beginning of the year</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">227 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">195 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accruals for warranties issued</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(41)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">33 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Adjustments to existing warranties</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">47 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Settlements made during the year (in kind)</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">62 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(20)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 19pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Accrued warranty reserve at the end of the period</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">295 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">227 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Recently adopted accounting pronouncements</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:107%">In November 2021, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2021-10, </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:107%">Government Assistance (Topic 832)</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:107%"> (“ASU 2021-10”), in order to increase the transparency of government assistance by requiring the disclosure of: (i) types of assistance; (ii) an entity’s accounting for the assistance; and (iii) the effect of the assistance on an entity’s financial statements. ASU 2021-10 is effective for all entities (including smaller reporting companies) for financial statements issued for annual periods beginning after December 15, 2021, with early adoption permitted. The amendments in ASU 2021-10 should be applied either prospectively to all transactions within scope reflected in the financial statements after the effective date, or retrospectively to those same transactions. The Company has early adopted the new standard effective as of December 31, 2021. Refer to Note 13 “Other Income,” for additional information.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In August 2020, the FASB issued ASU No. 2020-06, </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40)</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> (“ASU 2020-06”), to simplify accounting for certain financial instruments with characteristics of liabilities or equity. ASU 2020-06 is effective for smaller reporting companies for fiscal years beginning after December 15, 2023 and interim periods therein. Early adoption is permitted beginning January 1, 2021. The new guidance: (i) eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments; (ii) simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity; (iii) introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity; and (iv) amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. The Company early adopted the new standard effective January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s financial position or results of operations upon adoption.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Recently issued accounting pronouncements</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In June 2016, the FASB issued ASU No. 2016-13, </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">, which significantly changes the accounting for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain financial instruments, including trade receivables, and requires an entity to recognize an allowance based on its estimate of expected credit losses rather than incurred losses. This standard will be effective for interim and annual periods starting after December 15, 2022 and will generally require adoption on a modified retrospective basis. We are in the process of evaluating the impact of the standard.</span></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Use of estimates</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods presented. Estimates include, but are not limited to, the establishment of reserves for accounts receivable, sales returns, inventory excess and obsolescence reserve and warranty claims, the useful lives for property and equipment and stock-based compensation. In addition, estimates and assumptions associated with the determination of the fair value of financial instruments and evaluation of long-lived assets for impairment requires considerable judgment. Actual results could differ from those estimates and such differences could be material.</span></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Basis of presentation</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Consolidated Financial Statements include the accounts of the Company. All significant inter-company balances and transactions have been eliminated. Unless indicated otherwise, the information in the Notes to Consolidated Financial Statements relates to our operations.</span></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Revenue recognition</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Net sales include revenues from sales of products and shipping and handling charges, net of estimates for product returns. Revenue is measured at the amount of consideration we expect to receive in exchange for the transferred products. We recognize revenue at the point in time when we transfer the promised products to the customer and the customer obtains control over the products. Distributors’ obligations to us are not contingent upon the resale of our products. We recognize revenue for shipping and handling charges at the time the goods are shipped to the customer, and the costs of outbound freight are included in cost of sales. We provide for product returns based on historical return rates. While we incur costs for sales commissions to our sales employees and outside agents, we recognize commission costs concurrent with the related revenue, as the amortization period is less than one year. We do not incur any other incremental costs to obtain contracts with our customers. Our product warranties are assurance-type warranties, which promise the customer that the products are as specified in the contract. Therefore, the product warranties are not a separate performance obligation and are accounted for as described below. Sales taxes assessed by governmental authorities and collected by us are accounted for on a net basis and are excluded from net sales.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A disaggregation of product net sales is presented in Note 12, “Product and Geographic Information.”</span></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Cash and restricted cash</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">At December 31, 2021, we had cash of $2.7 million and at December 31, 2020, we had cash and restricted cash of $2.2 million on deposit with financial institutions located in the United States. The December 31, 2020 cash balance of $2.2 million of cash includes restricted cash of $0.3 million which is presented within prepaid and other current assets and other assets in the accompanying Consolidated Balance Sheets. Please refer to Note 4, “Leases,” for additional information.</span></div> 2700000 2200000 2200000 300000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Inventories</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We state inventories at the lower of standard cost (which approximates actual cost determined using the first-in-first-out method) or net realizable value. We establish provisions for excess and obsolete inventories after evaluation of historical sales, current economic trends, forecasted sales, product lifecycles, and current inventory levels. The assessment is both quantitative and qualitative. During 2021, we experienced global supply chain and logistics constraints, which impacted our inventory purchasing strategy, leading to a buildup of inventory and inventory components in an effort to manage both shortages of available components and longer lead times in obtaining components. This resulted in a net increase of our gross inventory levels of $2.4 million. We had an increase of excess inventory reserves of $0.2 million as compared to 2020. </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The assessment for excess and obsolete inventories for 2020 not only included both quantitative and qualitative components, but a COVID-19 pandemic impact analysis as well. Throughout 2020, we applied discipline in manufacturing and supply chain management, focusing on a reduction of lead time and inventory on hand which resulted in a net reduction of our gross inventory levels of $1.2 million and excess inventory reserves of $0.6 million compared to 2019. Adjustments to our estimates, such as forecasted sales and expected product lifecycles, could harm our operating results and financial position. Please refer to Note 5, “Inventories,” for additional information.</span></div> 2400000 200000 -1200000 600000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Accounts receivable</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Our trade accounts receivable consists of amounts billed to and currently due from customers. Our customers are concentrated in the United States. In the normal course of business, we extend unsecured credit to our customers related to the sale of our products. Credit is extended to customers based on an evaluation of the customer’s financial condition and the amounts due are stated at their estimated net realizable value. We utilize a third-party account receivables insurance program with a very high credit worthy insurance company where we have the large majority of the accounts receivable insured with a portion of self-retention. This third party also provides credit-worthiness ratings and metrics that significantly assist us in evaluating the credit worthiness of both existing and new customers. We maintain allowances for sales returns and doubtful accounts receivable to provide for the estimated amount of account receivables that will not be collected. The allowance is based on an assessment of customer creditworthiness and historical payment experience, the age of outstanding receivables, and performance guarantees to the extent applicable. Past due amounts are written off when our internal collection efforts have been unsuccessful, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. We do not generally require collateral from our customers.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Our standard payment terms with customers are net 30 days from the date of shipment, and we do not generally offer extended payment terms to our customers, but exceptions are made in some cases to major customers or with particular orders. Accordingly, we do not adjust trade accounts receivable for the effects of financing, as we expect the period between the transfer of product to the customer and the receipt of payment from the customer to be in line with our standard payment terms.</span></div> P30D <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Income taxes</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As part of the process of preparing the Consolidated Financial Statements, we are required to estimate our income tax liability in each of the jurisdictions in which we do business. This process involves estimating our actual current tax expense together with assessing temporary differences resulting from differing treatment of items, such as deferred revenues, for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are included in our Consolidated Balance Sheets. We then assess the likelihood of the deferred tax assets being recovered from future taxable income and, to the extent we believe it is more likely than not that the deferred tax assets will not be recovered, or is unknown, we establish a valuation allowance. Significant management judgment is required in determining our provision for income taxes, deferred tax assets and liabilities, and any valuation allowance recorded against our deferred tax assets. At December 31, 2021 and 2020, we have recorded a full valuation allowance against our net deferred tax assets due to uncertainties related to our ability to utilize our deferred tax assets, primarily consisting of certain net operating losses carried forward. The valuation allowance is based upon our estimates of taxable income by jurisdiction and the period over which our deferred tax assets will be recoverable. In considering the need for a valuation allowance, we assess all evidence, both positive and negative, available to determine whether all or some portion of the deferred tax assets will not be realized. Such evidence includes, but is not limited to, recent earnings history, projections of future income or loss, reversal patterns of existing taxable and deductible temporary differences, and tax planning strategies. We continue to evaluate the need for a valuation allowance on a quarterly basis.</span></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Financial Instruments</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">December 2021 Private Placement</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In December 2021, we completed a private placement (the “December 2021 Private Placement”) with certain institutional investors for the sale of 1,193,185 shares of our common stock at a purchase price of $3.52 per share. We also sold to the same institutional investors (i) pre-funded warrants (“Pre-Funded Warrants”) to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (ii) warrants (collectively with the Pre-Funded Warrants, the “December 2021 Warrants”) to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. We paid the placement agent commissions of $360 thousand, plus $42 thousand in expenses, in connection with the December 2021 Private Placement and we also paid legal, accounting and other fees of $97 thousand related to the December 2021 Private Placement. Total offering costs of $499 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the December 2021 Private Placement were approximately $4.0 million. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the 85,228 shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic earnings per share (“EPS”).</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of December 31, 2021, December 2021 Warrants to purchase an aggregate of 1,363,641 shares remained outstanding, with a weighted average exercise price of $3.30 per share. None of the December 2021 Warrants were exercised as of December 31, 2021. In January 2022, all of the Pre-Funded Warrants were exercised. The exercise of the remaining December 2021 Warrants outstanding could provide us with cash proceeds of up to $4.5 million in the aggregate.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">June 2021 Equity Offering</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In June 2021, we completed a registered direct offering of 990,100 shares of our common stock to certain institutional investors, at a purchase price of $5.05 per share (the “June 2021 Equity Offering”). We paid the placement agent commissions of $400 thousand, plus $51 thousand in expenses, in connection with the June 2021 Equity Offering and we also paid legal and other fees of $19 thousand related to the June 2021 Equity Offering. Total offering costs of $470 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the June 2021 Equity Offering were approximately $4.5 million.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">January 2020 Equity Offering</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In January 2020, we completed a registered direct offering for the sale of 688,360 shares of our common stock to certain institutional investors, at a purchase price of $3.37 per share. We also sold, to the same institutional investors, warrants to purchase up to 688,360 shares of common stock at an exercise price of $3.37 per share (the, “Investor Warrants”) in a concurrent private placement (together with the concurrent registered direct offering, the “January 2020 Equity Offering”) for a purchase price of $0.625 per warrant. We paid the placement agent commissions of $193 thousand plus $50 thousand in expenses in connection with the January 2020 Equity Offering and we also paid legal, accounting and other fees of $231 thousand related to the January 2020 Equity Offering. Total offering costs of $510 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021 and 2020. In addition, we issued warrants to the placement agent to purchase up to 48,185 shares of common stock at an exercise price of $4.99 per share (together with the Investor Warrants, the “January 2020 Warrants”). Net proceeds to us from the January 2020 Equity Offering were approximately $2.3 million. In accordance with the terms of the Iliad Note (as defined below in Note 8, “Debt”), 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount and the balance to interest.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of December 31, 2021, January 2020 Warrants issued to purchase an aggregate of 229,414 shares remain outstanding with a weighted average exercise price of $3.67 per share. During the twelve months ended December 31, 2021, 237,892 January 2020 Warrants were exercised resulting in total proceeds of $801 thousand. The exercise of the remaining January 2020 Warrants outstanding could provide us with cash proceeds of up to $841 thousand in the aggregate. At December 31, 2020, January 2020 Warrants issued to purchase an aggregate of 467,306 shares remained outstanding with a weighted average exercise price of $3.51 per share. During the twelve months ended December 31, 2020, 269,240 January 2020 Warrants were exercised resulting in total proceeds of $918 thousand.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Due to a potential cash settlement upon occurrence of a fundamental transaction within the January 2020 Equity Offering warrant agreement, the January 2020 Warrants were initially classified as liabilities, as opposed to equity, and were recorded at their fair values at each balance sheet date for the first three quarters of 2020. During December 2020, the warrant holders agreed to a modification of the terms of their January 2020 Warrants which removed the potential cash settlement option upon the occurrence of a fundamental transaction. As such, during the fourth quarter of 2020, the warrant liability was fair-valued through the modification date and then was reclassified into equity and the January 2020 Warrants are no longer subject to re-measurement at each balance sheet date. Please also refer to Note 10, “Stockholders’ Equity”.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Fair value measurements</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Fair value is defined as the price that would be received to sell an asset or would be paid to transfer a liability in an orderly transaction between market participants on the measurement date. The fair value of financial assets and liabilities are measured on a recurring or non-recurring basis. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We utilize valuation techniques that maximize the use of available market information and generally accepted valuation methodologies. We assess the inputs used to measure fair value using a three-tier hierarchy. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value, giving the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The three levels of the fair value hierarchy are described below. We classify the inputs used to measure fair value into the following hierarchy:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:97.368%"><tr><td style="width:1.0%"/><td style="width:8.509%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:89.291%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Level 1</span></td><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Unadjusted quoted prices in active markets for identical assets or liabilities.</span></td></tr><tr><td colspan="3" style="padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Level 2</span></td><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability.</span></td></tr><tr><td colspan="3" style="padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Level 3</span></td><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Unobservable inputs for the asset or liability.</span></td></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The carrying amounts of certain financial instruments including cash, accounts receivable, accounts payable, and accrued liabilities approximate fair value due to their short maturities. Based on borrowing rates currently available to us for loans with similar terms, the carrying value of borrowings under our revolving credit facilities also approximates fair value.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. In determining the appropriate levels, we perform a detailed analysis of the assets and liabilities whose fair value is measured on a recurring basis. We review and reassess the fair value hierarchy classifications on a quarterly basis. Changes from one quarter to the next related to the observability of inputs in a fair value measurement may result in a reclassification between fair value hierarchy levels. There were no reclassifications for all periods presented.</span></div> 1193185 3.52 85228 0.0001 1278413 3.52 360000 42000 97000 499000 4000000 85228 1363641 3.30 0 4500000 990100 5.05 400000 51000 19000 470000 4500000 688360 3.37 688360 3.37 0.625 193000 50000 231000 510000 510000 48185 4.99 2300000 0.10 275000 226000 229414 3.67 237892 801000 841000 467306 3.51 269240 918000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A roll-forward of fair value measurements using significant unobservable inputs (Level 3) for the January 2020 Warrants issued in the January 2020 Equity Offering is as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:97.368%"><tr><td style="width:1.0%"/><td style="width:79.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:18.270%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Twelve months ended December 31, 2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:115%">Balance January 1, 2020</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:top"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Issuance of warrants, January 2020</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">1,636 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:top"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Settlements from exercise</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,317)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Loss from change in fair value of warrants</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">1,086 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:top"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">Reclassification to equity upon modification </span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">(1,405)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:top"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:115%">Balance December 31, 2020</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:top"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">— </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:top"/></tr></table></div> 0 1636000 1317000 1086000 1405000 0 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Long-lived assets </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Property and equipment are stated at cost and include expenditures for additions and major improvements. Expenditures for repairs and maintenance are charged to operations as incurred. We use the straight-line method of depreciation over the estimated useful lives of the related assets (generally <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNDIvZnJhZzpjMzdlZGRiYzNjYTM0ZjYxYTI4Y2VmNGQ3YjdjMTIxZi90ZXh0cmVnaW9uOmMzN2VkZGJjM2NhMzRmNjFhMjhjZWY0ZDdiN2MxMjFmXzE1MDA5_a382e080-4adf-47d2-b9ae-c9ef896c4927">two</span> to 15 years) for financial reporting purposes. Accelerated methods of depreciation are used for federal income tax purposes. When assets are sold or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in the Consolidated Statements of Operations. Refer to Note 6, “Property and Equipment,” for additional information.</span></div>Long-lived assets are reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Events or circumstances that would result in an impairment review primarily include operations reporting losses, a significant change in the use of an asset, or the planned disposal or sale of the asset. The asset would be considered impaired when the future net undiscounted cash flows generated by the asset are less than its carrying value. An impairment loss would be recognized based on the amount by which the carrying value of the asset exceeds its fair value, as determined by quoted market prices (if available) or the present value of expected future cash flows. P15Y <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Certain risks and concentrations</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Historically our products were sold through a direct sales model, which included a combination of direct sales employees, electrical and lighting contractors, and distributors. We utilize a third-party accounts receivable insurance and credit assessment company. Although we maintain allowances for potential credit losses that we believe to be adequate, a payment default on a significant sale could materially and adversely affect our operating results and financial condition, although we have mitigated this risk somewhat through the accounts receivable insurance program.</span></div><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We have certain customers whose net sales individually represented 10% or more of our total net sales, or whose net trade accounts receivable balance individually represented 10% or more of our total net trade accounts receivable, as follows:</span></div><div style="padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">In 2021, two customers accounted for 43% of net sales, with sales to our primary distributor for the U.S. Navy accounting for approximately 30% and sales to a regional commercial lighting retrofit company accounting for approximately 13% of net sales. When sales to our primary distributor for the U.S. Navy are combined with sales to shipbuilders for the U.S. Navy, total net sales of products for the U.S. Navy comprised approximately 38% of net sales for the same period. In 2020, two customers accounted for 62% of net sales and total net sales of products to the U.S. Navy represented 53% of net sales.</span></div><div style="margin-bottom:10pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">At December 31, 2021, a distributor to the U.S. Department of Defense accounted for 20% of our net trade accounts receivable and a shipbuilder for the U.S. Navy accounted for 36% of our net trade accounts receivable. At December 31, 2020, a distributor to the U.S. Navy accounted for 28% of our net trade accounts receivable and a shipbuilder for the U.S. Navy accounted for 21% of our net trade accounts receivable.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We require substantial amounts of purchased materials from selected vendors. With specific materials, all of our purchases are from a single vendor. The availability and costs of materials may be subject to change due to, among other things, new laws or regulations, suppliers’ allocation to other purchasers, interruptions in production by suppliers, global health issues such as the COVID-19 pandemic, and changes in exchange rates and worldwide price and demand levels. Our inability to obtain adequate supplies of materials for our products at favorable prices could have a material adverse effect on our business, financial position, or results of operations by decreasing our profit margins and by hindering our ability to deliver products to our customers on a timely basis. Additionally, certain vendors require advance deposits prior to the fulfillment of orders. Deposits paid on unfulfilled orders totaled $0.7 million and $0.8 million at December 31, 2021 and 2020, respectively.</span></div> 0.43 0.30 0.13 0.38 0.62 0.53 0.20 0.36 0.28 0.21 700000 800000 0.29 0.60 0.21 0.12 0.44 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Product development</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Product development expenses include salaries, contractor and consulting fees, supplies and materials, as well as costs related to other overhead items such as depreciation and facilities costs. Research and development costs are expensed as they are incurred.</span></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Net loss per share</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Basic loss per share is computed by dividing net loss available to common stockholders by the weighted average number of shares of common stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted loss per share gives effect to all dilutive potential shares of common stock outstanding during the period. Dilutive potential shares of common stock consist of incremental shares upon the exercise of stock options, warrants and convertible securities, unless the effect would be anti-dilutive.</span></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table presents a reconciliation of basic and diluted loss per share computations (in thousands, except per share amounts):</span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:68.929%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.519%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.522%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the years ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Numerator:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net loss </span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(7,886)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5,981)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr style="height:15pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Denominator:</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Basic and diluted weighted average common shares outstanding*</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,561 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,270 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="12" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">*Shares outstanding for prior periods have been restated for the 1-for-5 stock split effective June 11, 2020.</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> -7886000 -5981000 4561000 4561000 3270000 3270000 51000 47000 260000 85000 69000 4000 174000 506000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Stock-based compensation</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We recognize compensation expense based on the estimated grant date fair value under the authoritative guidance. Management applies the Black-Scholes option pricing model to value stock options issued to employees and directors and applies judgment in estimating key assumptions that are important elements of the model in expense recognition. These elements include the expected life of the option, the expected stock-price volatility, and expected forfeiture rates. Compensation expense is generally amortized on a straight-line basis over the requisite service period, which is generally the vesting period. See Note 10, “Stockholders’ Equity,” for additional information. Common stock, stock options, and warrants issued to non-employees that are not part of an equity offering are accounted for under the applicable guidance under Accounting Standards Codification (“ASC”) 505-50, “Equity-Based Payments to Non-Employees,” and are generally re-measured at each reporting date until the awards vest.</span></div> Advertising expensesAdvertising expenses are charged to operations in the period incurred. They consist of costs for the placement of our advertisements in various media and the costs of demos provided to potential distributors of our products. 400000 100000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Product warranties</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We warrant our commercial and MMM LED products and controls for periods generally ranging from <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNDIvZnJhZzpjMzdlZGRiYzNjYTM0ZjYxYTI4Y2VmNGQ3YjdjMTIxZi90ZXh0cmVnaW9uOmMzN2VkZGJjM2NhMzRmNjFhMjhjZWY0ZDdiN2MxMjFmXzI3NDg3NzkxMzc3NTY_f2241f38-2999-4d07-a4c3-3f46b21079ae"><span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNDIvZnJhZzpjMzdlZGRiYzNjYTM0ZjYxYTI4Y2VmNGQ3YjdjMTIxZi90ZXh0cmVnaW9uOmMzN2VkZGJjM2NhMzRmNjFhMjhjZWY0ZDdiN2MxMjFmXzI3NDg3NzkxMzc3NTY_f99b5010-37ff-40ae-9fe5-83566fecd2e0">five</span></span> to ten years and from <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNDIvZnJhZzpjMzdlZGRiYzNjYTM0ZjYxYTI4Y2VmNGQ3YjdjMTIxZi90ZXh0cmVnaW9uOmMzN2VkZGJjM2NhMzRmNjFhMjhjZWY0ZDdiN2MxMjFmXzI3NDg3NzkxMzg1Mjk_fbbd22c1-2b2b-46a1-8c5e-8410f2bdbbb7">one</span> to five years for UVCD products. Warranty settlement costs consist of actual amounts expensed for warranty, which are largely a result of the cost of replacement products provided to our customers. A liability for the estimated future costs under product warranties is maintained for products under warranty based on the actual claims incurred to date and the estimated nature, frequency, and costs of future claims. These estimates are inherently uncertain and changes to our historical or projected experience may cause material changes to our warranty reserves in the future. We continuously review the assumptions related to the adequacy of our warranty reserve, including product failure rates, and make adjustments to the existing warranty liability when there are changes to these estimates or the underlying replacement product costs, or the warranty period expires.</span></div> P10Y P10Y P5Y <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table summarizes warranty activity for the periods presented (in thousands):</span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.707%"><tr><td style="width:1.0%"/><td style="width:68.841%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.562%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.533%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.564%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Balance at the beginning of the year</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">227 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">195 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accruals for warranties issued</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(41)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">33 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Adjustments to existing warranties</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">47 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Settlements made during the year (in kind)</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">62 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(20)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 19pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Accrued warranty reserve at the end of the period</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">295 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">227 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> 227000 195000 -41000 33000 47000 19000 -62000 20000 295000 227000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Recently adopted accounting pronouncements</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:107%">In November 2021, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2021-10, </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:107%">Government Assistance (Topic 832)</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:107%"> (“ASU 2021-10”), in order to increase the transparency of government assistance by requiring the disclosure of: (i) types of assistance; (ii) an entity’s accounting for the assistance; and (iii) the effect of the assistance on an entity’s financial statements. ASU 2021-10 is effective for all entities (including smaller reporting companies) for financial statements issued for annual periods beginning after December 15, 2021, with early adoption permitted. The amendments in ASU 2021-10 should be applied either prospectively to all transactions within scope reflected in the financial statements after the effective date, or retrospectively to those same transactions. The Company has early adopted the new standard effective as of December 31, 2021. Refer to Note 13 “Other Income,” for additional information.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In August 2020, the FASB issued ASU No. 2020-06, </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40)</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> (“ASU 2020-06”), to simplify accounting for certain financial instruments with characteristics of liabilities or equity. ASU 2020-06 is effective for smaller reporting companies for fiscal years beginning after December 15, 2023 and interim periods therein. Early adoption is permitted beginning January 1, 2021. The new guidance: (i) eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments; (ii) simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity; (iii) introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity; and (iv) amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. The Company early adopted the new standard effective January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s financial position or results of operations upon adoption.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Recently issued accounting pronouncements</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In June 2016, the FASB issued ASU No. 2016-13, </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">, which significantly changes the accounting for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain financial instruments, including trade receivables, and requires an entity to recognize an allowance based on its estimate of expected credit losses rather than incurred losses. This standard will be effective for interim and annual periods starting after December 15, 2022 and will generally require adoption on a modified retrospective basis. We are in the process of evaluating the impact of the standard.</span></div> RESTRUCTURING<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Due to our financial performance in 2021 and 2020, including net losses of $7.9 million and $6.0 million, respectively, and total cash used in operating activities of $9.8 million and $2.5 million, respectively, we determined that substantial doubt about our ability to continue as a going concern continues to exist at December 31, 2021.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Prior to 2019, the Company experienced significant sales declines, operating losses and increases in its inventory. Beginning in 2019, significant restructuring efforts were undertaken. The Company replaced the entire senior management team, significantly reduced non-critical expenses, minimized the amount of inventory the Company was purchasing, dramatically changed the composition of our Board of Directors and the executive team, and recruited new departmental leaders across the Company. The cost savings efforts undertaken included phased actions to reduce costs to minimize cash usage. Initial actions included the elimination of certain positions, restructuring of the sales organization and incentive plan, flattening of the senior management team, additional operational streamlining, management compensation reductions, and outsourcing of certain functions including certain elements of supply chain and marketing.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">For the twelve months ended December 31, 2021 and 2020, we recorded net restructuring credits of approximately $21 thousand and $60 thousand, respectively, related to the costs and offsetting sub-lease income and accretion expense for the remaining lease obligation for our former New York, New York office. The lease obligation on our former New York, New York office was settled as of June 30, 2021.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Our restructuring liabilities consisted of estimated ongoing costs related to long-term operating lease obligations, which the Company exited. The recorded value of the ongoing lease obligations was based on the remaining lease term and payment amount, discounted to present value. Changes in subsequent periods resulting from a revision to either the timing or the amount of estimated cash flows over the future period were measured using the credit adjusted, risk free rate that was used to measure the restructuring liabilities initially.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following is a reconciliation of the beginning and ending balances of our restructuring liability as it relates to the Company’s restructuring plans (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:83.256%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.544%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Restructuring Liability</span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at December 31, 2019</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">38 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accretion of lease obligations</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Payments</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(29)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at December 31, 2020</span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Payments</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(11)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at December 31, 2021</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following is a reconciliation of the ending balance of our restructuring liability at December 31, 2021 and December 31, 2020 (in thousands):</span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:67.028%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.543%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.545%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at December 31</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less, short-term restructuring liability</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Long-term restructuring liability, included in other liabilities</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As a result of the restructuring actions and initiatives described above, we have tailored our operating expenses to be more in line with our expected sales volumes, however, we continue to incur losses and have a substantial accumulated deficit, and substantial doubt about our ability to continue as a going concern continues to exist at December 31, 2021.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Throughout 2020 and 2021, we have continued to evaluate and assess strategic options as we seek to achieve profitability. We plan to continue to develop advanced lighting and lighting control technologies and introduce impactful new products surrounding EnFocus</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:120%;position:relative;top:-3.5pt;vertical-align:baseline">TM</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">, a patented, breakthrough powerline control platform we officially launched during the second quarter of 2020. We announced the following UVCD products beginning in the fourth quarter of 2020: nUVo™ Tower portable air disinfection device for offices and homes and nUVo™ Traveler portable personal air disinfection device for in-vehicle and smaller spaces. Initial sales of nUVo™ devices began in the fourth quarter of 2021, and we anticipate the development of additional products in 2022.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We plan to achieve profitability by growing our sales through existing lighting, new lighting control systems and UVCD products, and by continuing to refine and execute on our multi-channel sales strategy that targets key verticals, such as government, healthcare, education, and commercial and industrial, complemented by our marketing outreach campaigns and expanding channel partnerships, as well as our emerging consumer market focus.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As described in Note 10, “Stockholders’ Equity,” we raised approximately $4.0 million of net proceeds upon the issuance of common stock and December 2021 Warrants in connection with the December 2021 Private Placement, approximately $4.5 million of net proceeds upon the issuance of common stock in connection with the June 2021 Equity Offering, and approximately $2.3 million of net proceeds upon the issuance of common stock and January 2020 Warrants. As described in Note 8, “Debt”, in April 2021, we obtained approximately $1.5 million of bridge financing, net and in August 2020, we entered into two new revolving credit facilities, which allow for expanded borrowing capacity, which capacity was further increased by an April 20, 2021 amendment to one of the facilities.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The restructuring and cost cutting initiatives implemented during 2020 and continuing into 2021, as well as the December 2021 Private Placement, the June 2021 Equity Offering and the January 2020 Equity Offering that significantly strengthened our balance sheet, the Paycheck Protection Program (“PPP”) loan we obtained in April 2020, our enhanced debt capacity due to the debt refinancing in August 2020, the credit facility capacity increase and bridge financing in April 2021, and the funds we received, and expect to receive, related to the Employee Retention Tax Credit (“ERTC”), see Note 13, “Other Income” for details), were all designed to allow us to effectively execute these strategies. However, our efforts may not occur as quickly as we envision or be successful due to the long sales cycle in our industry, the corresponding time required to ramp up sales from new products, markets, and customers into this sales cycle, the timing of introductions of additional new products, significant competition, potential sales volatility given our customer concentration, numerous interruptions and cost increases in the supply chain globally, and the ongoing and lingering economic impact from the COVID-19 pandemic that has significantly diminished the interest and activities for our customers’ lighting retrofit projects until occupancy returns to more normal levels, among other factors.</span></div><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Additionally, global supply chain and logistics constraints are impacting our inventory purchasing strategy, leading to a buildup of inventory and components in an effort to manage both shortages of available components and longer lead times in obtaining components. Disruptions in global logistics networks are also impacting our lead times and ability to efficiently and cost-effectively transport products from our third-party suppliers to our facility. As a result, we will continue to review and pursue selected external funding sources to ensure adequate financial resources to execute across the timelines required to achieve these objectives including, but not limited to, the following:</span></div><div style="padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">obtaining financing from traditional or non-traditional investment capital organizations or individuals; </span></div><div style="padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">obtaining funding from the sale of our common stock or other equity or debt instruments; and</span></div><div style="margin-bottom:10pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">obtaining debt financing with lending terms that more closely match our business model and capital needs.</span></div><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">There can be no assurance that we will obtain funding on acceptable terms, in a timely fashion, or at all. Obtaining additional funding contains risks, including:</span></div><div style="padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">additional equity financing may not be available to us on satisfactory terms, and any equity we are able to issue could lead to dilution for current stockholders and have rights, preferences and privileges senior to our common stock;</span></div><div style="padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">loans or other debt instruments may have terms or conditions, such as interest rate, restrictive covenants, conversion features, refinancing demands, and control or revocation provisions, which are not acceptable to management or our Board of Directors; and</span></div><div style="margin-bottom:10pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">the current environment in the capital markets combined with our capital constraints may prevent us from being able to obtain adequate debt financing.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Additionally, if we are unable to find a permanent Chief Executive Officer, it may be more difficult to obtain additional financing on satisfactory terms or at all. If we fail to obtain the required additional financing to sustain our business before we are able to produce levels of revenue to meet our financial needs, we will need to delay, scale back or eliminate our growth plans and further reduce our operating costs and headcount, each of which would have a material adverse effect on our business, future prospects, and financial condition. A lack of additional funding could also result in our inability to continue as a going concern and force us to sell certain assets or discontinue or curtail our operations and, as a result, investors in the Company could lose their entire investment.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Considering both quantitative and qualitative information, we continue to believe that the combination of our plans to ensure adequate external funding, timely re-organizational actions, current financial position, liquid resources, obligations due or anticipated within the next year, development and implementation of an excess inventory reduction plan, plans and initiatives in our research and development, product development and sales and marketing, and development of potential channel partnerships, if adequately executed, will provide us with an ability to finance our operations through the next twelve months and will mitigate the substantial doubt about our ability to continue as a going concern.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">On August 17, 2020, we received a letter from the Listing Qualifications staff (the “Staff”) of The Nasdaq Stock Market (“Nasdaq”) notifying us that we were no longer in compliance with Nasdaq Listing Rule 5550(b)(1), which requires listed companies to maintain stockholders’ equity of at least $2,500,000 if they do not meet the alternative compliance standards relating to the market value of listed securities or net income from continuing operations (the “Minimum Stockholders’ Equity Rule”). Our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020, filed on August 13, 2020, reflected that our stockholders’ equity as of June 30, 2020 was $1,714,000. Based on our timely submission of our plan to regain compliance, Nasdaq granted us an extension through February 15, 2021 to regain compliance with the Minimum Stockholders’ Equity Rule. In accordance with one part of the plan submitted to the Staff, we successfully modified our outstanding January 2020 Warrants and in December 2020, we reclassified $1.4 million from warrant liability into equity. On January 20, 2021, we received a letter from the Staff notifying us that, on a conditional basis, Nasdaq has determined that we have regained compliance with the Minimum Stockholders’ Equity Rule. At December 31, 2020, our stockholders’ equity was $4,255,000, satisfying the Minimum Stockholders’ Equity Rule. At December 31, 2021, our stockholders’ equity was $6,209,000.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">On December 21, 2021, we received a letter from the Staff notifying the Company that, as a result of the resignation of a director, as previously disclosed, from the Board of Directors and the Audit and Finance Committee, we are not in compliance with Nasdaq Listing Rule 5605, which requires that our Audit and Finance Committee be comprised of at least three directors, all of whom are independent pursuant to the rules of Nasdaq and applicable law. The notification letter had no immediate effect on the Company’s listing on the Nasdaq Capital Market. The letter further provided that, pursuant to Nasdaq Listing Rule 5605(c)(4), we are entitled to a cure period to regain compliance with Nasdaq Listing Rule 5605, which cure period will expire on the earlier of the date of our next annual shareholders’ meeting and November 11, 2022, or, if the next annual shareholders’ meeting is held before May 10, 2022, then the cure period will expire on May 10, 2022. The Board of Directors has commenced a search for a new independent director, who would be expected to serve on our Audit and Finance Committee, or the Board of Directors will otherwise appoint a current independent director to fill the vacancy on the committee.</span></div> -7900000 -6000000 -9800000 -2500000 -21000 -60000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following is a reconciliation of the beginning and ending balances of our restructuring liability as it relates to the Company’s restructuring plans (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:83.256%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.544%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Restructuring Liability</span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at December 31, 2019</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">38 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accretion of lease obligations</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Payments</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(29)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at December 31, 2020</span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Payments</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(11)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at December 31, 2021</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following is a reconciliation of the ending balance of our restructuring liability at December 31, 2021 and December 31, 2020 (in thousands):</span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:67.028%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.543%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.545%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at December 31</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less, short-term restructuring liability</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Long-term restructuring liability, included in other liabilities</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> 38000 2000 29000 11000 11000 0 0 11000 0 11000 0 0 4000000 4500000 2300000 1500000 2 1714000 1400000 4255000 6209000 LEASES<span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company leases certain equipment, manufacturing, warehouse and office space under non-cancellable operating leases expiring through 2026 under which it is responsible for related maintenance, taxes and insurance. The Company has one finance lease containing a bargain purchase option upon expiration in 2022. The lease term consists of the non-cancellable period of the lease, periods covered by options to extend the lease if the Company is reasonably certain to exercise the option, and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise the option. As of January 21, 2021, the terms of one of these equipment operating leases has been extended through 2026. In accordance with ASC 842, </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Leases</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> (“Topic 842”), the related right-of-use asset and lease liability was updated at the time of modification in January 2021. The present value of the lease obligation for this lease was calculated using an incremental borrowing rate of 15.93%, which was the Company’s blended borrowing rate (including interest, annual facility fees, collateral management fees, bank fees and other miscellaneous lender fees) on its revolving lines of credit with Crossroads Financial Group, LLC (as described below in Note 8, “Debt”) and Factors Southwest L.L.C (as described below in Note 8, “Debt”). The present value of the remaining lease obligation was calculated using an incremental borrowing rate (“IBR”) of 7.25% (which excludes the annual facility fee and other lender fees), which was the Company’s borrowing rate on its former revolving line of credit with Austin Financial Services, Inc. (the “Austin Facility”). The weighted average remaining lease term for operating and finance leases is 0.8 years and 0.3 years, respectively.</span><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company had one restructured lease with a sub-lease component for the New York, New York office that was closed in 2017. The lease expired in June 2021. As part of the lease agreement, there was $0.3 million in restricted cash in prepaid and other current assets on the accompanying Consolidated Balance Sheets as of December 31, 2020 which represented collateral against the related Letter of Credit issued as part of this agreement. Per the terms of the lease agreement, the restrictions on the cash were lifted in September 2021 and the cash was returned to the Company.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The restructured lease and sub-lease were deemed to be in-scope and thus subject to the requirements of Topic 842 and were evaluated for impairment in accordance with the asset impairment provisions of ASC 360, </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Property, Plant and Equipment</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> (“Topic 360”). The Company concluded its net right-of-use assets were not impaired and the carrying amount approximates expected sublease income in future years as of December 31, 2021 and 2020.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Components of the operating, restructured and finance lease costs recognized in net loss were as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.765%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the years ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Operating lease cost (income)</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Sub-lease income</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(112)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(105)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Lease cost</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">558 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">597 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease cost, net</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">446 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">492 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:8pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Restructured lease cost (income)</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Sub-lease income</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(136)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(272)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Lease cost</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">110 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">237 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructured lease income, net</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(35)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr style="height:11pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total lease cost, net</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">420 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">457 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Supplemental Consolidated Balance Sheet information related to the Company’s operating and finance leases are as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.765%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Operating Leases</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease right-of-use assets</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">292 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">794 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructured lease right-of-use assets</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">107 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease right-of-use assets, total</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">292 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">901 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease liabilities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:middle"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">351 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:middle"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:middle"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">916 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:middle"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructured lease liabilities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">168 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease liabilities, total</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">351 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,084 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Finance Leases</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Property and equipment</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Allowances for depreciation</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(12)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Finance lease assets, net</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Finance lease liabilities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total finance lease liabilities</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Future minimum lease payments required under operating and finance leases for each of the years 2022 through 2026 are as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:62.350%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:17.176%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Operating Leases</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Finance Lease</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2022</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">332 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2023</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2024</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total future undiscounted lease payments</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">359 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less imputed interest</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(8)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 19pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total lease obligations</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">351 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Supplemental cash flow information related to leases was as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.765%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Years ended December 31,</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Supplemental Cash Flow Information:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash paid, net, for amounts included in the measurement of lease liabilities:</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating cash flows from operating leases</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">532 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">537 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating cash flows from restructured leases</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">35 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">69 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Financing cash flows from finance leases</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr></table></div> LEASES<span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company leases certain equipment, manufacturing, warehouse and office space under non-cancellable operating leases expiring through 2026 under which it is responsible for related maintenance, taxes and insurance. The Company has one finance lease containing a bargain purchase option upon expiration in 2022. The lease term consists of the non-cancellable period of the lease, periods covered by options to extend the lease if the Company is reasonably certain to exercise the option, and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise the option. As of January 21, 2021, the terms of one of these equipment operating leases has been extended through 2026. In accordance with ASC 842, </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Leases</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> (“Topic 842”), the related right-of-use asset and lease liability was updated at the time of modification in January 2021. The present value of the lease obligation for this lease was calculated using an incremental borrowing rate of 15.93%, which was the Company’s blended borrowing rate (including interest, annual facility fees, collateral management fees, bank fees and other miscellaneous lender fees) on its revolving lines of credit with Crossroads Financial Group, LLC (as described below in Note 8, “Debt”) and Factors Southwest L.L.C (as described below in Note 8, “Debt”). The present value of the remaining lease obligation was calculated using an incremental borrowing rate (“IBR”) of 7.25% (which excludes the annual facility fee and other lender fees), which was the Company’s borrowing rate on its former revolving line of credit with Austin Financial Services, Inc. (the “Austin Facility”). The weighted average remaining lease term for operating and finance leases is 0.8 years and 0.3 years, respectively.</span><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company had one restructured lease with a sub-lease component for the New York, New York office that was closed in 2017. The lease expired in June 2021. As part of the lease agreement, there was $0.3 million in restricted cash in prepaid and other current assets on the accompanying Consolidated Balance Sheets as of December 31, 2020 which represented collateral against the related Letter of Credit issued as part of this agreement. Per the terms of the lease agreement, the restrictions on the cash were lifted in September 2021 and the cash was returned to the Company.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The restructured lease and sub-lease were deemed to be in-scope and thus subject to the requirements of Topic 842 and were evaluated for impairment in accordance with the asset impairment provisions of ASC 360, </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Property, Plant and Equipment</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> (“Topic 360”). The Company concluded its net right-of-use assets were not impaired and the carrying amount approximates expected sublease income in future years as of December 31, 2021 and 2020.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Components of the operating, restructured and finance lease costs recognized in net loss were as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.765%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the years ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Operating lease cost (income)</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Sub-lease income</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(112)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(105)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Lease cost</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">558 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">597 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease cost, net</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">446 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">492 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:8pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Restructured lease cost (income)</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Sub-lease income</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(136)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(272)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Lease cost</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">110 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">237 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructured lease income, net</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(35)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr style="height:11pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total lease cost, net</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">420 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">457 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Supplemental Consolidated Balance Sheet information related to the Company’s operating and finance leases are as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.765%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Operating Leases</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease right-of-use assets</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">292 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">794 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructured lease right-of-use assets</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">107 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease right-of-use assets, total</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">292 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">901 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease liabilities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:middle"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">351 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:middle"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:middle"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">916 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:middle"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructured lease liabilities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">168 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease liabilities, total</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">351 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,084 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Finance Leases</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Property and equipment</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Allowances for depreciation</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(12)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Finance lease assets, net</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Finance lease liabilities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total finance lease liabilities</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Future minimum lease payments required under operating and finance leases for each of the years 2022 through 2026 are as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:62.350%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:17.176%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Operating Leases</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Finance Lease</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2022</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">332 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2023</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2024</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total future undiscounted lease payments</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">359 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less imputed interest</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(8)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 19pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total lease obligations</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">351 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Supplemental cash flow information related to leases was as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.765%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Years ended December 31,</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Supplemental Cash Flow Information:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash paid, net, for amounts included in the measurement of lease liabilities:</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating cash flows from operating leases</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">532 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">537 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating cash flows from restructured leases</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">35 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">69 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Financing cash flows from finance leases</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr></table></div> 0.1593 0.0725 P0Y9M18D P0Y3M18D 300000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Components of the operating, restructured and finance lease costs recognized in net loss were as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.765%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the years ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Operating lease cost (income)</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Sub-lease income</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(112)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(105)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Lease cost</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">558 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">597 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease cost, net</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">446 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">492 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:8pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Restructured lease cost (income)</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Sub-lease income</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(136)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(272)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Lease cost</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">110 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">237 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructured lease income, net</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(35)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr style="height:11pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total lease cost, net</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">420 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">457 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> 112000 105000 558000 597000 446000 492000 136000 272000 110000 237000 -26000 -35000 420000 457000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Supplemental Consolidated Balance Sheet information related to the Company’s operating and finance leases are as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.765%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Operating Leases</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease right-of-use assets</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">292 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">794 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructured lease right-of-use assets</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">107 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease right-of-use assets, total</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">292 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">901 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease liabilities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:middle"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">351 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:middle"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:middle"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">916 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:middle"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructured lease liabilities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">168 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease liabilities, total</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">351 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,084 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Finance Leases</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Property and equipment</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Allowances for depreciation</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(12)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Finance lease assets, net</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Finance lease liabilities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total finance lease liabilities</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> 292000 794000 0 107000 292000 901000 351000 916000 0 168000 351000 1084000 13000 13000 12000 9000 1000 4000 1000 4000 1000 4000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Future minimum lease payments required under operating and finance leases for each of the years 2022 through 2026 are as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:62.350%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:17.176%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Operating Leases</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Finance Lease</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2022</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">332 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2023</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2024</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total future undiscounted lease payments</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">359 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less imputed interest</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(8)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 19pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total lease obligations</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">351 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Future minimum lease payments required under operating and finance leases for each of the years 2022 through 2026 are as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:62.350%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:17.176%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Operating Leases</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Finance Lease</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2022</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">332 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2023</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2024</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total future undiscounted lease payments</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">359 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less imputed interest</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(8)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 19pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total lease obligations</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">351 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> 332000 1000 19000 0 4000 0 3000 0 1000 0 359000 1000 8000 0 351000 1000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Supplemental cash flow information related to leases was as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.765%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Years ended December 31,</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Supplemental Cash Flow Information:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash paid, net, for amounts included in the measurement of lease liabilities:</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating cash flows from operating leases</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">532 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">537 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating cash flows from restructured leases</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">35 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">69 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Financing cash flows from finance leases</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr></table></div> 532000 537000 35000 69000 3000 3000 INVENTORIES<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Inventories are stated at the lower of standard cost (which approximates actual cost determined using the first-in, first-out cost method) or net realizable value and consists of the following (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.415%"><tr><td style="width:1.0%"/><td style="width:61.400%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.282%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.535%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.283%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Raw materials</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,882 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,695 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Finished goods</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,034 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,840 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Reserve for excess, obsolete, and slow-moving inventories</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(3,050)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,894)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Inventories, net</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,866 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,641 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following is a roll-forward of the reserves for excess, obsolete, and slow-moving inventories (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.326%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:15.128%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:19.516%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Beginning balance</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,894)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(3,518)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accrual</span></td><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(281)</span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="padding:0 1pt"/><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">281 </span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Reduction due to sold inventory</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">125 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">343 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Reserves for excess, obsolete, and slow-moving inventories</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(3,050)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,894)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Throughout 2021, we experienced global supply chain and logistics constraints, which impacted our inventory purchasing strategy, leading to a buildup of inventory and inventory components in an effort to manage both shortages of available components and longer lead times in obtaining components. This resulted in a net increase of our gross inventory levels of $2.4 million and excess inventory reserves of $0.2 million as compared to 2020.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">During 2020, we applied discipline in manufacturing and supply chain management, focusing on a reduction of lead time and inventory on hand, which resulted in a net reduction of our gross inventory levels of $1.2 million and excess inventory reserves of $0.6 million compared to 2019.</span></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Inventories are stated at the lower of standard cost (which approximates actual cost determined using the first-in, first-out cost method) or net realizable value and consists of the following (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.415%"><tr><td style="width:1.0%"/><td style="width:61.400%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.282%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.535%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.283%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Raw materials</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,882 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,695 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Finished goods</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,034 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,840 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Reserve for excess, obsolete, and slow-moving inventories</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(3,050)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,894)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Inventories, net</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,866 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,641 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following is a roll-forward of the reserves for excess, obsolete, and slow-moving inventories (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.326%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:15.128%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:19.516%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Beginning balance</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,894)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(3,518)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accrual</span></td><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(281)</span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="padding:0 1pt"/><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">281 </span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Reduction due to sold inventory</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">125 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">343 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Reserves for excess, obsolete, and slow-moving inventories</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(3,050)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,894)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> 3882000 2695000 7034000 5840000 3050000 2894000 7866000 5641000 2894000 3518000 -281000 281000 125000 343000 3050000 2894000 2400000 200000 -1200000 600000 PROPERTY AND EQUIPMENT<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the related assets and consist of the following (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.707%"><tr><td style="width:1.0%"/><td style="width:61.509%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.228%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.533%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.230%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Equipment (useful life 3 - 15 years)</span></div></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,308 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,281 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Tooling (useful life 2 - 5 years)</span></div></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">384 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">240 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vehicles (useful life 5 years)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">83 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">47 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Furniture and fixtures (useful life 5 years)</span></div></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">86 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">137 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Computer software (useful life 3 years)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,194 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,057 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Leasehold improvements (the shorter of useful life or lease life)</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">169 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">169 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Finance lease right-of-use asset</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">UV - Robots (useful life 5 years)</span></div></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">105 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Construction in progress</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">135 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">140 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Property and equipment at cost</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,477 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,084 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: accumulated depreciation</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,802)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,664)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Property and equipment, net</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">675 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">420 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Depreciation expense was $0.2 million for both of the years ended December 31, 2021 and 2020. There were no impairment charges for property and equipment during 2021 and 2020.</span></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the related assets and consist of the following (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.707%"><tr><td style="width:1.0%"/><td style="width:61.509%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.228%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.533%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.230%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Equipment (useful life 3 - 15 years)</span></div></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,308 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,281 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Tooling (useful life 2 - 5 years)</span></div></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">384 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">240 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vehicles (useful life 5 years)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">83 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">47 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Furniture and fixtures (useful life 5 years)</span></div></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">86 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">137 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Computer software (useful life 3 years)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,194 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,057 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Leasehold improvements (the shorter of useful life or lease life)</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">169 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">169 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Finance lease right-of-use asset</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">UV - Robots (useful life 5 years)</span></div></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">105 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Construction in progress</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">135 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">140 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Property and equipment at cost</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,477 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,084 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: accumulated depreciation</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,802)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,664)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Property and equipment, net</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">675 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">420 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> P3Y P15Y 1308000 1281000 P2Y P5Y 384000 240000 P5Y 83000 47000 P5Y 86000 137000 P3Y 1194000 1057000 169000 169000 13000 13000 P5Y 105000 0 135000 140000 3477000 3084000 2802000 2664000 675000 420000 200000 200000 PREPAID AND OTHER CURRENT ASSETS<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Prepaid and other current assets consisted of the following (in thousands):</span></div><div style="margin-bottom:10pt;text-align:center;text-indent:9pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.707%"><tr><td style="width:1.0%"/><td style="width:68.841%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.562%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.533%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.564%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Prepaid insurance</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">131 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">126 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Prepaid expenses</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">253 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">233 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Prepaid rent</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">74 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">80 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Short-term deposits - non-inventory</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">18 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restricted cash</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">342 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">ERTC funds</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">445 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total prepaid and other current assets</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">924 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">782 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Prepaid and other current assets consisted of the following (in thousands):</span></div><div style="margin-bottom:10pt;text-align:center;text-indent:9pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.707%"><tr><td style="width:1.0%"/><td style="width:68.841%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.562%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.533%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.564%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Prepaid insurance</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">131 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">126 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Prepaid expenses</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">253 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">233 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Prepaid rent</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">74 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">80 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Short-term deposits - non-inventory</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">18 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restricted cash</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">342 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">ERTC funds</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">445 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total prepaid and other current assets</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">924 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">782 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> 131000 126000 253000 233000 74000 80000 18000 0 0 342000 445000 0 3000 1000 924000 782000 DEBT<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Credit Facilities</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On August 11, 2020, we entered into two debt financing arrangements (together, the “Credit Facilities”) that allow for expanded borrowing capacity at a lower blended borrowing cost. The first arrangement is an inventory financing facility (the “Inventory Facility”) pursuant to the Loan and Security Agreement (the “Inventory Loan Agreement”) between the Company and Crossroads Financial Group, LLC, a North Carolina limited liability company (the “IF Lender”). Borrowings under the Inventory Facility are permitted up to the lower of (i) $3.0 million, which was subsequently increased to $3.5 million as described below, and (ii) a borrowing base determined from time to time based on the value of the Company’s eligible inventory, valued at 75% of inventory costs or 85% of the inventory net orderly liquidation value, less the availability reserves. On April 20, 2021, the Company and the IF Lender entered into an amendment to the Inventory Loan Agreement to increase the maximum amount that may be available to the Company from $3.0 million to $3.5 million, subject to the borrowing base as set forth in the Inventory Loan Agreement. The outstanding indebtedness under the Inventory Facility accrues at an annual rate equal to the greater of (i) 5.75% and (ii) 4.00% plus the three-month LIBOR rate (0.21% and 0.24% at December 31, 2021 and </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">2020, respectively) and is also subject to a service fee of 1% per month. The annualized interest rate at December 31, 2021 and 2020, which includes interest fees, the annual facility fee, bank fees and other miscellaneous lender fees, was 22.4% and 23.6%, respectively. The Inventory Facility’s interest and service fees combined amount is subject to a minimum monthly fee of $18 thousand. There would be no breakage fee for the Company for the Inventory Facility if the Company were to refinance it with an American Bankers Association (“ABA”) equivalent institution. The Inventory Facility is secured by substantially all of the present and future assets of the Company and is also governed by an intercreditor agreement among the Company, the IF Lender and the RF Lender (defined below). The Inventory Facility matures on August 11, 2022, subject to early termination upon 90 days’ notice and otherwise in accordance with the terms of the Inventory Loan Agreement. The term is automatically extended in successive one year increments unless terminated by either party in accordance with the Inventory Loan Agreement.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The second arrangement is a receivables financing facility (the “Receivables Facility”) pursuant to the Loan and Security Agreement (the “Receivables Loan Agreement”) between the Company and Factors Southwest L.L.C. (d/b/a FSW Funding), an Arizona limited liability company (the “RF Lender”). Borrowings under the Receivables Facility are permitted up to the lower of (i) $2.5 million or (ii) a borrowing base determined from time to time based on the value of the Company’s eligible accounts receivable, valued at 90% of the face value of such accounts receivable, less availability reserves, if any. Interest on outstanding indebtedness under the Receivables Facility accrues at an annual rate equal to (i) the highest prime rate announced from time to time by the Wall Street Journal (3.25% at both December 31, 2021 and 2020) plus (ii) 2%. At December 31, 2021 and 2020, the annualized interest rate, which includes interest fees and the annual facility fee, was 8.0% and 7.9%, respectively. The annualized interest rate on the collateral management fee was 5.9% at both December 31, 2021 and 2020. The Receivables Facility is also secured by substantially all of the present and future assets of the Borrower and is also governed by an intercreditor agreement among the Company, the IF Lender and the RF Lender. A $25 thousand, or 1%, facility fee was charged at closing. There would be no breakage fee for the Company for the Receivables Facility if the Company were to refinance it with an ABA equivalent institution. The Receivables Facility matures on August 11, 2022, subject to early termination in accordance with the terms of the Receivables Loan Agreement; provided that the term is automatically extended in successive one year increments unless terminated by either party in accordance with the Receivables Loan Agreement.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Borrowings under the Inventory Facility were $1.2 million and $1.3 million at December 31, 2021 and 2020, respectively. Borrowings under the Receivables Facility were $1.0 million at both December 31, 2021 and 2020. Borrowings under the Credit Facilities are recorded in the Consolidated Balance Sheet as of December 31, 2021 and 2020 as a current liability under the caption “Credit line borrowings, net of origination fees.” Outstanding balances include unamortized net issuance costs totaling $84 thousand and $121 thousand for the Inventory Facility and $24 thousand and $40 thousand for the Receivables Facility as of December 31, 2021 and 2020, respectively.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Credit Facilities replaced the Austin Facility that was entered into on December 11, 2018 and was secured by a lien on our assets. The Austin Facility was a three year, $5.0 million revolving line of credit. The total loan amount available to us under the Austin Facility from time to time was based on the amount of our (i) qualified accounts receivable, which is equal to the lesser of 85% of our net eligible receivables of, or $4.5 million, plus (ii) available inventory, which is the lesser of 20% of the net realizable value of eligible inventory of, or $500 thousand. The Austin Facility charged interest deeming a minimum borrowing requirement of $1.0 million. Interest on advances under the line was due monthly at the “Prime Rate,” as published by the Wall Street Journal from time to time, plus a margin of 2%. Overdrafts were subject to a 2% fee. Additionally, an annual facility fee of 1% on the entire $5.0 million amount of the Austin Facility was due at the beginning of each of the three years that the Austin Facility was outstanding and a 0.5% collateral management fee on the average outstanding loan balance was payable monthly. On August 11, 2020, we paid $1.4 million to close the Austin Facility which included a $100 thousand termination fee. Additionally, we wrote off $59 thousand of the remaining related debt acquisition costs. The termination fee and the write-off of debt acquisition costs are reflected as a loss on extinguishment of debt in our Consolidated Statements of Operations for the twelve months ended December 31, 2020.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Streeterville Note</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On April 27, 2021, we entered into a note purchase agreement with Streeterville Capital, LLC (“Streeterville”) pursuant to which we sold and issued to Streeterville a promissory note in the principal amount of approximately $1.7 million (the “Streeterville Note”). The Streeterville Note was issued with an original issue discount of $194 thousand and Streeterville paid a purchase price of $1.5 million for the Streeterville Note, after deduction of $15 thousand of Streeterville’s transaction expenses.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Streeterville Note has a maturity date of April 27, 2023, and accrues interest at 8% per annum, compounded daily, on the outstanding balance. The Company may prepay the amounts outstanding under the Streeterville Note at a premium, which is </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">5% during the first three months and 10% thereafter. Prepayments at the reduced rate in the first three months are limited to 50% of the outstanding balance. Beginning on November 1, 2021, Streeterville may require the Company to redeem up to $205 thousand of the Streeterville Note in any calendar month. The Company has the right on three occasions to defer all redemptions that Streeterville could otherwise require the Company to make during any calendar month. Each exercise of this deferral right by the Company will increase the amount outstanding under the Streeterville Note by 1.5%. The Company exercised this right twice during the fourth quarter of 2021.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The total liability for the Streeterville Note, net of discount and financing fees, was $1.7 million at December 31, 2021. Unamortized loan discount and debt issuance costs were $43 thousand at December 31, 2021.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In the event our common stock is delisted from Nasdaq, the amount outstanding under the Streeterville Note will automatically increase by 15% as of the date of such delisting.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">PPP Loan</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On April 17, 2020, the Company was granted a loan from KeyBank National Association (“KeyBank”) in the amount of approximately $795 thousand, pursuant to the PPP under Division A of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), which was enacted on March 27, 2020. The funds were received on April 20, 2020 and accrued interest at a rate of 1% per annum. At December 31, 2020, $529 thousand was classified as short-term debt and $266 thousand was classified as long-term debt on the Company’s Consolidated Balance Sheet. Under the terms of the PPP, certain amounts of the loan may be forgiven if they are used for qualifying expenses as described in the CARES Act. The entire principal balance and interest were forgiven by the Small Business Administration on February 11, 2021. The $801 thousand forgiveness income was recorded as other income in the Consolidated Statements of Operations during the year ended December 31, 2021.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Iliad Note</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On November 25, 2019, we entered into a note purchase agreement (the “Iliad Note Purchase Agreement”) with Iliad Research and Trading, L.P. (“Iliad”) pursuant to which the Company sold and issued to Iliad a promissory note in the principal amount of $1.3 million (the “Iliad Note”). The Iliad Note was issued with an original issue discount of $142 thousand and Iliad paid a purchase price of $1.1 million for the issuance of the Iliad Note, after deduction of $15 thousand of Iliad transaction expenses.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On December 1, 2020, we repaid the $30 thousand remaining outstanding balance on the Iliad Note in full prior to its maturity date of November 24, 2021. Remaining debt and original issue discount costs of $117 thousand were written off at that time and are reflected as a loss on extinguishment of debt in our Consolidated Statements of Operations for the year ended December 31, 2020. The Iliad Note accrued interest at 8% per annum, compounded daily, on the outstanding balance.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Pursuant to the Iliad Note Purchase Agreement and the Iliad Note, we had, among other things, agreed that, until the Iliad Note was repaid 10% of gross proceeds the Company received from the sale of our common stock or other equity must be paid to Iliad and applied to reduce the outstanding balance of the Iliad Note. In accordance with the terms of the Iliad Note, 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Convertible Notes</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On March 29, 2019, we issued $1.7 million aggregate principal amount of subordinated convertible promissory notes (the “Convertible Notes”) to certain investors in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended. The Convertible Notes had a maturity date of December 31, 2021 and bore interest at a rate of 5% per annum until June 30, 2019 and at a rate of 10.0% thereafter. Pursuant to their terms, on January 16, 2020, following approval by our stockholders of certain amendments to the Certificate of Incorporation, the principal amount of all of the Convertible Notes, and the accumulated interest thereon ($0.1 million), which totaled $1.8 million, were converted at a conversion price of $0.67 per share into an aggregate of 2,709,018 shares of the Company’s Series A Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), which is convertible on a one-for-five basis into shares of our common stock. During the year ended December 31, 2020, 111,548 shares of the Series A Preferred Stock were converted into 22,310 shares of common stock. During the year ended December 31, 2021, 1,721,023 shares of Series A Preferred Stock were converted into 344,205 shares of common stock.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Series A Preferred Stock was created by the filing of a Certificate of Designation with the Secretary of State of the State of Delaware on March 29, 2019, which authorized 2,000,000 shares of Series A Preferred Stock (the “Original Series A Certificate of Designation”). The Original Series A Certificate of Designation was amended on January 15, 2020 following Stockholder </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Approval to increase the number of authorized shares of Series A Preferred to 3,300,000 (the Original Series A Certificate of Designation as so amended, the “Series A Certificate of Designation”).</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Pursuant to the Series A Certificate of Designation, each holder of outstanding shares of Series A Preferred Stock is entitled to vote with holders of outstanding shares of common stock, voting together as a single class, with respect to any and all matters presented to the stockholders of the Company for their action or consideration, except as provided by law. In any such vote, each share of Series A Preferred Stock shall be entitled to a number of votes equal to 11.07% of the number of shares of common stock into which such share of Series A Preferred Stock is convertible.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Series A Preferred Stock (a) has a preference upon liquidation equal to $0.67 per share and then participates on an as-converted basis with the common stock with respect to any additional distributions, (b) shall receive any dividends declared and payable on our common stock on an as-converted basis, and (c) is convertible at the option of the holder into shares of our common stock on a one-for-five basis. We also filed a Certificate of Elimination with respect to the authorized, but unissued, Series A Participating Preferred Stock, to return such shares to the status of preferred stock available for designation as the Series A Preferred Stock.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The purchase agreement related to the Convertible Notes contained customary representations and warranties and provided for resale registration rights with respect to the shares of our common stock issuable upon conversion of the Series A Preferred Stock.</span></div> 2 3000000 3500000 0.75 0.85 3000000 3500000 0.0575 0.0400 0.0021 0.0024 0.01 0.224 0.236 18000 2500000 0.90 0.0325 0.0325 0.02 0.080 0.079 0.059 0.059 25000 0.01 1200000 1300000 1000000 1000000 84000 121000 24000 40000 P3Y 5000000 0.85 4500000 0.20 500000 1000000 0.02 0.02 0.01 5000000 P3Y 0.005 1400000 100000 59000 1700000 194000 1500000 15000 0.08 0.05 0.10 0.50 205000 3 0.015 1700000 43000 0.15 795000 0.01 529000 266000 801000 1300000 142000 1100000 15000 30000 117000 0.08 0.10 0.10 275000 226000 1700000 0.05 0.100 100000 1800000 0.67 2709018 0.0001 111548 22310 1721023 344205 2000000 3300000 0.1107 0.67 COMMITMENTS AND CONTINGENCIES<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Purchase Commitments</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of December 31, 2021, we had approximately $1.7 million in outstanding purchase commitments for inventory, of which $1.5 million is expected to ship in the first quarter of 2022, and $0.2 million in the second quarter of 2022 and thereafter.</span></div> 1700000 1500000 200000 STOCKHOLDERS’ EQUITY<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">December 2021 Private Placement</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In December 2021, we completed the December 2021 Private Placement with certain institutional investors for the sale of 1,193,185 shares of our common stock at a purchase price of $3.52 per share. We also sold to the same institutional investors (i) Pre-Funded Warrants to purchase 85,228 shares of common stock at an exercise price of $0.0001 per share and (ii) warrants (collectively with the Pre-Funded Warrants, the “December 2021 Warrants”) to purchase up to an aggregate of 1,278,413 shares of common stock at an exercise price of $3.52 per share. We paid the placement agent commission of $360 thousand plus $42 thousand in expenses in connection with the December 2021 Private Placement and we also paid legal, accounting and other fees of $97 thousand related to the December 2021 Private Placement. Total offering costs of $499 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021. Net proceeds from the December 2021 Private Placement were approximately $4.0 million. We determined the exercise price of the Pre-Funded Warrants to be nominal and, as such, have considered the 85,228 shares underlying them to be outstanding effective December 16, 2021, for the purposes of calculating basic EPS.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of December 31, 2021, December 2021 Warrants to purchase an aggregate of 1,363,641 shares remained outstanding, with a weighted average exercise price of $3.30 per share. None of the December 2021 Warrants were exercised as of December 31, 2021. In January 2022, all of the Pre-Funded Warrants were exercised. The exercise of the remaining December 2021 Warrants outstanding could provide us with cash proceeds of up to $4.5 million in the aggregate.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of December 31, 2021, we had the following outstanding December 2021 Warrants to purchase shares of common stock:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:40.859%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.759%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:17.759%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.763%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">As of December 31, 2021</span></td><td colspan="3" style="border-bottom:1pt solid #000;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="6" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Number of Underlying Shares</span></td><td colspan="3" style="display:none"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Exercise Price</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Expiration</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Common Warrants</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,278,413</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$3.5200</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">December 16, 2026</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Pre-Funded Warrants</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">85,228</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$0.0001</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">None</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,363,641</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">June 2021 Equity Offering</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In June 2021, we completed a registered direct offering of 990,100 shares of our common stock to certain institutional investors, at a purchase price of $5.05 per share. We paid the placement agent commissions of $400 thousand, plus $51 thousand in expenses, in connection with the June 2021 Equity Offering and we also paid legal and other fees of $19 thousand related to the offering. Total offering costs of $470 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Condensed Consolidated Balance Sheet as of December 31, 2021. Net proceeds to us from the June 2021 Equity Offering were approximately $4.5 million.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Preferred Stock</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Pursuant to the terms of the Convertible Notes, on January 16, 2020, following approval by our stockholders of certain amendments to the Certificate of Incorporation, the principal amount of all of the Convertible Notes and the accumulated interest thereon at the date of conversion (totaling $1.8 million) were converted at a conversion price of $0.67 per share into an aggregate of 2,709,018 shares of the Company’s Series A Preferred Stock, which is convertible on a one-for-five basis into shares of our common stock. During the year ended December 31, 2020, 111,548 shares of the Series A Preferred Stock were converted into 22,310 shares of common stock. During the year ended December 31, 2021, 1,721,023 shares of Series A Preferred Stock were converted into 344,205 shares of common stock. The Series A Preferred Stock that was converted in 2021 was held by a Schedule 13D ownership group (under Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, and Rule 13d-5 promulgated thereunder) that includes Fusion Park LLC (“Fusion Park”) and 5 Elements Global Fund L.P. (controlled affiliates of James Tu, the Company's former Executive Chairman and Chief Executive Officer and current member of the Board of Directors), as well as Brilliant Start Enterprise Inc. (“Brilliant Start”) and Jag International Ltd. (controlled affiliates of Gina Huang, a member of the Company's Board of Directors). Upon conversion of their respective shares of Series A Preferred Stock in 2021, Fusion Park and Brilliant Start received 184,851 and 159,354 shares, respectively, of the Company’s common stock.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Series A Preferred Stock was created by the filing of a Certificate of Designation with the Secretary of State of the State of Delaware on March 29, 2019, which designated 2,000,000 shares of the Company’s preferred stock, par value $0.0001 per share, as Series A Preferred Stock (the “Original Series A Certificate of Designation”). On January 15, 2020 with prior stockholder approval, the Company amended the Certificate of Incorporation to increase the number of authorized shares of preferred stock to 5,000,000. The Original Series A Certificate of Designation was also amended on January 15, 2020, to increase the number of shares of preferred stock designated as Series A Preferred Stock to 3,300,000 (the Original Series A Certificate of Designation, as so amended, the “Series A Certificate of Designation”).</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Pursuant to the Series A Certificate of Designation, each holder of outstanding shares of Series A Preferred Stock is entitled to vote with holders of outstanding shares of common stock, voting together as a single class, with respect to any and all matters presented to the stockholders of the Company for their action or consideration, except as provided by law. In any such vote, each share of Series A Preferred Stock shall entitle its holder to a number of votes equal to 11.07% of the number of shares of common stock into which such share of Series A Preferred Stock is convertible.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Series A Preferred Stock (a) has a preference upon liquidation equal to $0.67 per share and then participates on an as-converted basis with the common stock with respect to any additional distributions, (b) shall receive any dividends declared and payable on our common stock on an as-converted basis, and (c) is convertible at the option of the holder into shares of our common stock on a one-for-five basis. On March 29, 2019, the Company also filed a Certificate of Elimination with respect to its authorized, but unissued, Series A Participating Preferred Stock, to return such shares to the status of undesignated preferred stock available for designation as Series A Preferred Stock.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The purchase agreement related to the Convertible Notes contained customary representations and warranties and provided for resale registration rights with respect to the shares of our common stock issuable upon conversion of the Series A Preferred Stock.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">1-for-5 Reverse Stock Split</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On June 11, 2020, in accordance with previous stockholder approval, our Board of Directors effected a 1-for-5 reverse stock split of the Company’s common stock, par value $0.0001 per share. The reverse stock split became effective at the Effective Time upon the filing of the Certificate of Amendment to the Certificate of Incorporation with the Delaware Secretary of State. At the Effective Time, every five shares of common stock issued and outstanding automatically combined into one validly issued, fully paid and non-assessable share of common stock. No fractional shares were issued as a result of the reverse stock split. The fractional shares were settled in cash in an amount not material to the Company. The $0.0001 par value per share of </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">common stock and other terms of the common stock were not affected by the reverse stock split. The number of authorized shares of common stock under the Certificate of Incorporation remained unchanged at 50,000,000 shares.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Proportional adjustments were made to the conversion and exercise prices of our outstanding warrants and stock options, and to the number of shares issued and issuable under our stock incentive plans in connection with the reverse stock split. The financial statements for the twelve months ended December 31, 2020 have been retroactively adjusted to reflect the reverse stock split. Preferred shares outstanding were not affected by the reverse stock split and, as such, those shares have not been adjusted.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The reverse stock split was effected solely to increase the per share trading price of the common stock to satisfy the $1.00 minimum bid price requirement pursuant to Nasdaq Listing Rule 5550(a)(2) for continued listing on Nasdaq. The common stock began trading on Nasdaq on a split-adjusted basis at the opening of trading on June 12, 2020.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">January 2020 Equity Offering</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In January 2020, we completed a registered direct offering for the sale of 688,360 shares of our common stock to certain institutional investors, at a purchase price of $3.37 per share. We also sold, to the same institutional investors, warrants to purchase up to 688,360 shares of common stock at an exercise price of $3.37 per share (the, “Investor Warrants”) in a concurrent private placement for a purchase price of $0.625 per warrant. We paid the placement agent commissions of $193 thousand plus $50 thousand in expenses in connection with the registered direct offering and the concurrent private placement and we also paid legal, accounting and other fees of $231 thousand related to the offering. Total offering costs of $510 thousand have been presented as a reduction of additional paid-in capital and have been netted within equity in the Consolidated Balance Sheet as of December 31, 2021 and 2020. In addition, we issued warrants to the placement agent to purchase up to 48,185 shares of common stock at an exercise price of $4.99 per share (together with the Investor Warrants, the “January 2020 Warrants”). Net proceeds to us from the sale of common stock and January 2020 Warrants were approximately $2.3 million. In accordance with the terms of the Iliad Note, 10% of the gross proceeds from the January 2020 Equity Offering ($275 thousand) were used to make payments on the Iliad Note, of which $226 thousand went towards the outstanding principal amount and the balance to interest.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">January 2020 Warrants issued to purchase an aggregate of 229,414 shares remain outstanding at December 31, 2021, with a weighted average exercise price of $3.67 per share. During the twelve months ended December 31, 2021, 237,892 January 2020 Warrants issued were exercised resulting in total proceeds of $801 thousand. The exercise of the remaining January 2020 Warrants outstanding could provide us with cash proceeds of up to $841 thousand in the aggregate. At December 31, 2020, January 2020 Warrants issued to purchase an aggregate of 467,306 shares remained outstanding, with a weighted average exercise price of $3.51 per share. During the twelve months ended December 31, 2020, 269,240 January 2020 Warrants issued were exercised, resulting in total proceeds of $918 thousand.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of December 31, 2021 and 2020, we had the following outstanding January 2020 Warrants to purchase shares of common stock:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:32.379%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:16.443%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:16.736%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.350%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.548%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">As of December 31, 2021</span></td><td colspan="3" style="border-bottom:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">As of December 31, 2020</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Number of Underlying Shares</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Exercise Price</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Expiration</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Investor Warrants</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">187,734</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">425,626</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$3.3700</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">January 13, 2025</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Placement Agent Warrants</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">41,680</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">41,680</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$4.9940</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">January 13, 2025</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">229,414</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">467,306</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Warrant Classification</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We account for common stock warrants as either liabilities or equity instruments depending on the specific terms of the warrant agreement. Common stock warrants that could require cash settlement are accounted for as liabilities and are revalued at fair value at each balance sheet date subsequent to the initial issuance. Changes in the fair market value of the warrant are reflected in the consolidated statement of operations as income (expense) based upon the change in fair value of warrants. Common stock warrants without cash settlement provisions are accounted for as equity and re-measurement at each balance sheet date is not required.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The January 2020 Warrants we issued in the January 2020 Equity Offering contained a provision for net cash settlement in the event that there is a fundamental transaction involving the Company (e.g., merger, sale of substantially all assets, tender offer, or share exchange). Due to this provision, the January 2020 Warrants were initially classified as liabilities, as opposed to equity, and were recorded at their fair values at each balance sheet date with fair value adjustments recognized as a component of earnings. During December 2020, the warrant holders agreed to a modification of the terms of their January 2020 Warrants which removed the potential cash settlement option upon the occurrence of a fundamental transaction. As such, during the fourth quarter of 2020, the warrant liability was fair-valued through the modification date and then was reclassified into equity and the January 2020 Warrants are no longer subject to re-measurement at each balance sheet date.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Stock-based compensation</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On March 18, 2020, our Board of Directors approved the Energy Focus, Inc. 2020 Stock Incentive Plan (the “2020 Plan”). The 2020 Plan was approved by the stockholders at our annual meeting on September 17, 2020, after which no further awards could be issued under the Energy Focus, Inc. 2014 Stock Incentive Plan (the “2014 Plan”). The 2020 Plan initially allows for awards up to 350,000 shares of common stock and expires on September 17, 2030. At December 31, 2021, 208,256 shares remain available to grant under the 2020 Plan.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On May 6, 2014, our Board of Directors approved the 2014 Plan. The 2014 Plan was approved by the stockholders at our annual meeting on July 15, 2014, after which no further awards could be issued under the Energy Focus, Inc. 2008 Incentive Stock Plan (the “2008 Plan”). The 2014 Plan initially allowed for awards up to 120,000 shares of common stock and expires on July 15, 2024. On July 22, 2015, the stockholders approved an amendment to the 2014 Plan to increase the shares available for issuance under the 2014 Plan by an additional 120,000 shares. On June 21, 2017, the stockholders approved an amendment to the 2014 Plan to increase the shares available for issuance under the 2014 Plan by an additional 260,000. No awards may be granted under this plan.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We have one other historical equity-based compensation plan under which options are currently outstanding; however, no new awards may be granted under this plan. Generally, stock options are granted at fair market value and expire ten years from the grant date. Employee grants generally vest in <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNjkvZnJhZzpiZWE5MDRmY2RjYWY0NTRiOTk2MmZhYTJkNjFhZjgwMi90ZXh0cmVnaW9uOmJlYTkwNGZjZGNhZjQ1NGI5OTYyZmFhMmQ2MWFmODAyXzEwMTY4_e102dd0f-9627-4c4e-9b7d-2411cb446505">three</span> or four years, while grants to non-employee directors generally vest in one year. The specific terms of each grant are determined by our Board of Directors. </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Stock-based compensation expense is attributable to stock options and restricted stock unit awards. For all stock-based awards, we recognize compensation expense using a straight-line amortization method.</span></div><div style="margin-bottom:10pt;text-align:justify"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table summarizes stock-based compensation expense and the impact it had on operations for the periods presented (in thousands):</span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the year ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cost of sales</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Product development</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">10 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Selling, general, and administrative</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">406 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">119 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 19pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total stock-based compensation</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">429 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">131 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">At December 31, 2021 and 2020, we had unearned stock compensation expense of $0.3 million and $0.2 million, respectively. These costs will be charged to expense and amortized on a straight-line basis in subsequent periods. The remaining weighted average period over which the unearned compensation is expected to be amortized was approximately 2.7 years as of December 31, 2021 and 3.1 years as of December 31, 2020. </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Stock options</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The fair value of each stock option is estimated on the date of grant using the Black-Scholes option pricing model. Estimates utilized in the calculation include the expected life of the option, risk-free interest rate, and expected volatility, and are further comparatively detailed as follows:</span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Fair value of options issued</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.92 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.06 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Exercise price</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.07 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.68 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected life of option (in years)</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.2</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.1</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Risk-free interest rate</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.9 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.7 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected volatility</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">96.3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">93.6 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Dividend yield</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.00 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.00 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">We utilize the simplified method as provided by ASC 718-10 to calculate the expected stock option life. Under ASC 718-10, the expected stock option life is based on the midpoint between the vesting date and the end of the contractual term of the stock option award. The use of this simplified method in place of using the actual historical exercise data is allowed when a stock option award meets all of the following criteria: the exercise price of the stock option equals the stock price on the date of grant; the exercisability of the stock option is only conditional upon completing the service requirement through the vesting date; employees who terminate their service prior to the vesting date forfeit their stock options; employees who terminate their service after vesting are granted a limited time period to exercise their stock options; and the stock options are nontransferable and non-hedgeable. We believe that our stock option awards meet all of these criteria. The estimated expected life of the option is calculated based on contractual life of the option, the vesting life of the option, and historical exercise patterns of vested options. The risk-free interest rate is based on U.S. treasury zero-coupon yield curve on the grant date for a maturity similar to the expected life of the option. The volatility estimates are calculated using historical volatility of our stock price calculated over a period of time representative of the expected life of the option. We have not paid dividends in the past, and do not expect to pay dividends over the corresponding expected term as of the grant date.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Options outstanding under all plans at December 31, 2021 have a contractual life of ten years, and vesting periods between <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNjkvZnJhZzpiZWE5MDRmY2RjYWY0NTRiOTk2MmZhYTJkNjFhZjgwMi90ZXh0cmVnaW9uOmJlYTkwNGZjZGNhZjQ1NGI5OTYyZmFhMmQ2MWFmODAyXzEzMDc1_49d4c02d-9dbd-42f5-ad55-56f087c1ed05">one</span> and four years. A summary of option activity under all plans was as follows:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.707%"><tr><td style="width:1.0%"/><td style="width:61.509%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.228%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.533%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.230%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Number of<br/>Options</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted<br/>Average<br/>Exercise Price<br/>Per Share</span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Outstanding at December 31, 2019</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">155,031 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.23 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Granted</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">112,350 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.68 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cancelled</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(33,774)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9.56 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Exercised</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(12,157)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.11 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Outstanding at December 31, 2020</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">221,450 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.45 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Granted</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">88,240 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.07 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cancelled</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(36,706)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.35 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expired</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,650)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">49.18 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Exercised</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(4,225)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1.96 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Outstanding at December 31, 2021</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">267,109 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.46 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:5pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested and expected to vest at December 31, 2021</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">231,462 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.41 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:3pt double #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Exercisable at December 31, 2021</span></td><td colspan="2" style="background-color:#cceeff;border-bottom:3pt double #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">92,121 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.28 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The “Expected to Vest” options are the unvested options that remain after applying the pre-vesting forfeiture rate assumption to total unvested options. 4,225 options were exercised during 2021 and 12,157 options were exercised during 2020. The total intrinsic value of options outstanding and options exercisable at December 31, 2021 was $426 thousand and $191 thousand, respectively, which was calculated using the closing stock price at the end of the year of $4.27 per share less the option price of the in-the-money grants.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The options outstanding at December 31, 2021 have been segregated into ranges for additional disclosure as follows:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:6.095%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:2.424%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:5.801%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.234%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.381%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.975%"/><td style="width:0.1%"/></tr><tr><td colspan="27" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">OPTIONS OUTSTANDING</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">OPTIONS EXERCISABLE</span></td></tr><tr><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Range of</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Exercise Prices</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Number of Shares Outstanding</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted Average Remaining Contractual Life (in years)</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted Average Exercise Price</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Number of Shares Exercisable</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted Average Remaining Contractual Life (in years)</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted Average Exercise Price</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$1.45</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$1.68</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">69,377 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.2</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1.49 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">27,078 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.1</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1.49 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$1.69</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$2.20</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">79,975 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.5</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.10 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43,900 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.5</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.10 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$2.21</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$5.42</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">38,406 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.6</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.77 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11,046 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.8</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.46 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$5.43</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$5.81</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">58,474 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9.1</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.55 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">319 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.4</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.52 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$5.82</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$29.75</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">20,877 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.5</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">10.69 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,778 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.1</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14.40 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">267,109 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.2</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.46 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">92,121 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.6</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.28 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Restricted Stock Units</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In 2015, we began issuing restricted stock units to certain employees and non-employee Directors under the 2014 Plan with vesting periods ranging from <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNjkvZnJhZzpiZWE5MDRmY2RjYWY0NTRiOTk2MmZhYTJkNjFhZjgwMi90ZXh0cmVnaW9uOmJlYTkwNGZjZGNhZjQ1NGI5OTYyZmFhMmQ2MWFmODAyXzI3NDg3NzkxMTM1Mzc_8eee0c28-5471-4cde-b3a5-86abeeb1b29b">one</span> to four years from the grant date. In 2020, we began issuing restricted stock units to certain employees and non-employee Directors under the 2020 Plan with vesting periods ranging from <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOjBhYWM1ODg4NGFmZDQzYzdhZjE0OGUzOTk2MjRiOGViL3NlYzowYWFjNTg4ODRhZmQ0M2M3YWYxNDhlMzk5NjI0YjhlYl8xNjkvZnJhZzpiZWE5MDRmY2RjYWY0NTRiOTk2MmZhYTJkNjFhZjgwMi90ZXh0cmVnaW9uOmJlYTkwNGZjZGNhZjQ1NGI5OTYyZmFhMmQ2MWFmODAyXzI3NDg3NzkxMTQzMjU_2fa0f6e2-9267-4bc0-b4a7-1cbd6cb9c397">one</span> to four years.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table shows a summary of restricted stock unit activity:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Restricted Stock Units Outstanding</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted<br/>Average<br/>Grant Date<br/>Fair Value</span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31, 2019</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,603 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13.17 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Granted</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19,200 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.44 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(20,068)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.96 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Forfeited</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,255)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">12.40 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31, 2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,480 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.64 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Granted</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">50,000 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.26 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(52,080)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.46 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31, 2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,400 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.14 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Employee</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">stock</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">purchase</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">plans</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In September 2013, our stockholders approved the 2013 Employee Stock Purchase Plan (the “2013 Plan”) to replace the 1994 prior purchase plan. A total of 100,000 shares of common stock were provided for issuance under the 2013 Plan. The 2013 Plan permits eligible employees to purchase common stock through payroll deductions at a price equal to the lower of 85 percent of the fair market value of our common stock at the beginning or end of the offering period. Employees may end their participation at any time during the offering period, and participation ends automatically upon termination of employment with us. During 2021 and 2020, employees purchased 22,000 and 26,632 shares, respectively. At December 31, 2021, 28,523 shares remained available for purchase under the 2013 Plan.</span></div> 1193185 3.52 85228 0.0001 1278413 3.52 360000 42000 97000 499000 4000000 85228 1363641 3.30 4500000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of December 31, 2021, we had the following outstanding December 2021 Warrants to purchase shares of common stock:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:40.859%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.759%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:17.759%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.763%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">As of December 31, 2021</span></td><td colspan="3" style="border-bottom:1pt solid #000;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="6" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Number of Underlying Shares</span></td><td colspan="3" style="display:none"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Exercise Price</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Expiration</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Common Warrants</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,278,413</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$3.5200</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">December 16, 2026</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Pre-Funded Warrants</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">85,228</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$0.0001</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">None</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,363,641</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of December 31, 2021 and 2020, we had the following outstanding January 2020 Warrants to purchase shares of common stock:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:32.379%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:16.443%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:16.736%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.350%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.548%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">As of December 31, 2021</span></td><td colspan="3" style="border-bottom:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">As of December 31, 2020</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Number of Underlying Shares</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Exercise Price</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:8pt;font-weight:700;line-height:100%">Expiration</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Investor Warrants</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">187,734</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">425,626</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$3.3700</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">January 13, 2025</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Placement Agent Warrants</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">41,680</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">41,680</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$4.9940</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">January 13, 2025</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">229,414</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">467,306</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr></table></div> 1278413 3.5200 85228 0.0001 1363641 990100 5.05 400000 51000 19000 470000 4500000 1800000 0.67 2709018 111548 22310 1721023 344205 184851 159354 2000000 0.0001 5000000 3300000 0.1107 0.67 0.0001 0.0001 0.0001 0.0001 50000000 688360 3.37 688360 3.37 0.625 193000 50000 231000 510000 510000 48185 4.99 2300000 0.10 275000 226000 229414 3.67 237892 801000 841000 467306 3.51 269240 918000 187734 425626 3.3700 41680 41680 4.9940 229414 467306 350000 208256 120000 120000 260000 P10Y P4Y P1Y <div style="margin-bottom:10pt;text-align:justify"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table summarizes stock-based compensation expense and the impact it had on operations for the periods presented (in thousands):</span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the year ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cost of sales</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Product development</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">10 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Selling, general, and administrative</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">406 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">119 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 19pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total stock-based compensation</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">429 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">131 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> 9000 2000 14000 10000 406000 119000 429000 131000 300000 200000 P2Y8M12D P3Y1M6D Estimates utilized in the calculation include the expected life of the option, risk-free interest rate, and expected volatility, and are further comparatively detailed as follows:<table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Fair value of options issued</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.92 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.06 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Exercise price</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.07 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.68 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected life of option (in years)</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.2</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.1</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Risk-free interest rate</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.9 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.7 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected volatility</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">96.3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">93.6 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Dividend yield</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.00 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.00 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table> 3.92 2.06 5.07 2.68 P6Y2M12D P6Y1M6D 0.009 0.007 0.963 0.936 0.0000 0.0000 P10Y P4Y A summary of option activity under all plans was as follows:<table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.707%"><tr><td style="width:1.0%"/><td style="width:61.509%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.228%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.533%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.230%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Number of<br/>Options</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted<br/>Average<br/>Exercise Price<br/>Per Share</span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Outstanding at December 31, 2019</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">155,031 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.23 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Granted</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">112,350 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.68 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cancelled</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(33,774)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9.56 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Exercised</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(12,157)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.11 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Outstanding at December 31, 2020</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">221,450 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.45 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Granted</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">88,240 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.07 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cancelled</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(36,706)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.35 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expired</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,650)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">49.18 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Exercised</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(4,225)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1.96 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Outstanding at December 31, 2021</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">267,109 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.46 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:5pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested and expected to vest at December 31, 2021</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">231,462 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.41 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:6pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:3pt double #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Exercisable at December 31, 2021</span></td><td colspan="2" style="background-color:#cceeff;border-bottom:3pt double #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">92,121 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.28 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 155031 5.23 112350 2.68 33774 9.56 12157 2.11 221450 3.45 88240 5.07 36706 5.35 1650 49.18 4225 1.96 267109 3.46 231462 3.41 92121 3.28 4225 12157 426000 191000 4.27 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The options outstanding at December 31, 2021 have been segregated into ranges for additional disclosure as follows:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:6.095%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:2.424%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:5.801%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.234%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.381%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.975%"/><td style="width:0.1%"/></tr><tr><td colspan="27" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">OPTIONS OUTSTANDING</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">OPTIONS EXERCISABLE</span></td></tr><tr><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Range of</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Exercise Prices</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Number of Shares Outstanding</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted Average Remaining Contractual Life (in years)</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted Average Exercise Price</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Number of Shares Exercisable</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted Average Remaining Contractual Life (in years)</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted Average Exercise Price</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$1.45</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$1.68</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">69,377 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.2</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1.49 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">27,078 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.1</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1.49 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$1.69</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$2.20</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">79,975 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.5</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.10 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43,900 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.5</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.10 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$2.21</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$5.42</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">38,406 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.6</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.77 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11,046 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.8</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.46 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$5.43</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$5.81</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">58,474 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9.1</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.55 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">319 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.4</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.52 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$5.82</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$29.75</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">20,877 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.5</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">10.69 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,778 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.1</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14.40 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">267,109 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.2</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.46 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">92,121 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.6</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.28 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> 1.45 1.68 69377 P8Y2M12D 1.49 27078 P8Y1M6D 1.49 1.69 2.20 79975 P7Y6M 2.10 43900 P7Y6M 2.10 2.21 5.42 38406 P8Y7M6D 2.77 11046 P7Y9M18D 2.46 5.43 5.81 58474 P9Y1M6D 5.55 319 P7Y4M24D 5.52 5.82 29.75 20877 P7Y6M 10.69 9778 P6Y1M6D 14.40 267109 P8Y2M12D 3.46 92121 P7Y7M6D 3.28 P4Y P4Y <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table shows a summary of restricted stock unit activity:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Restricted Stock Units Outstanding</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Weighted<br/>Average<br/>Grant Date<br/>Fair Value</span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31, 2019</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,603 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13.17 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Granted</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19,200 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.44 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(20,068)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.96 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Forfeited</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,255)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">12.40 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31, 2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,480 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.64 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Granted</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">50,000 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.26 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(52,080)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.46 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31, 2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,400 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7.14 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> 6603 13.17 19200 2.44 20068 3.96 1255 12.40 4480 8.64 50000 5.26 52080 5.46 2400 7.14 100000 0.85 22000 26632 28523 INCOME TAXESWe file income tax returns in the U.S. federal jurisdiction, as well as in various state and local jurisdictions. With few exceptions, we are no longer subject to U.S. federal, state, and local, or non-U.S. income tax examinations by tax authorities for years before 2018. Our practice is to recognize interest and penalties related to income tax matters in income tax expense when and if they become applicable. At December 31, 2021 and 2020, respectively, there were no accrued interest and penalties related to uncertain tax positions. <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table shows the components of the provision for income taxes (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the year ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%;text-decoration:underline">Current:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">State</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%;text-decoration:underline">Deferred:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. Federal</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">(Benefit from) provision for income taxes</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The principal items accounting for the difference between income taxes computed at the U.S. statutory rate and the (benefit from) provision for income taxes reflected in our Consolidated Statements of Operations are as follows:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the year ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. statutory rate</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21.0 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21.0 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">State taxes (net of federal tax benefit)</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9.7 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.6 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Valuation allowance</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(32.7)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26.0)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.0 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.5)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="2" style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.0 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.1 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The tax effects of temporary differences that give rise to significant portions of the deferred tax assets are as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accrued expenses and other reserves</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,550 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,787 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Right-of-use-asset</span></td><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(73)</span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(225)</span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Lease liabilities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">88 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">271 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Tax credits, deferred R&amp;D, and other</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">49 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">20 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net operating loss</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">17,318 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14,510 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Valuation allowance</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(18,932)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(16,363)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Net deferred tax assets</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In 2021, our effective tax rate was lower than the statutory rate due to an increase in the valuation allowance as a result of the $9.6 million additional federal net operating loss we recognized for the year. In 2020, our effective tax rate was lower than the statutory rate due to an increase in the valuation allowance of the $7.1 million additional federal net operating loss we recognized for the year.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">At December 31, 2021, we had net operating loss carry-forwards (“NOLs”) of approximately $125.4 million for federal income tax purposes ($77.2 million for state and local income tax purposes). However, due to changes in our capital structure, approximately $71.0 million of the $125.4 million is available to offset future taxable income after the application of the limitations found under Section 382 of the Internal Revenue Code of 1986, as amended. As a result of the Tax Cuts and Job Act of 2017 (the “Tax Act”), NOLs generated in tax years beginning after December 31, 2017 can only offset 80% of taxable income. These NOLs can no longer be carried back, but they can be carried forward indefinitely. The $9.6 million and $7.1 million in federal net operating losses generated in 2021 and 2020 will be subject to the new limitations under the Tax Act. If not utilized, the NOLs generated prior to December 31, 2017 of $37.5 million will begin to expire in 2023 for federal purposes and have begun to expire for state and local purposes.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Since we believe it is more likely than not that the benefit from NOLs will not be realized, we have provided a full valuation allowance against our deferred tax assets at December 31, 2021 and 2020, respectively. We had no net deferred tax liabilities at December 31, 2021 or 2020, respectively. In 2020, we recognized various states tax benefits as a result of the adjustment from </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">the 2019 provision to the actual tax on the 2019 returns that were filed in 2019. In 2019, we recognized various states tax expense as a result of the adjustment from the 2018 provision to the actual tax on the 2018 returns that were filed in 2019.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The CARES Act was enacted on March 27, 2020 and the Consolidated Appropriations Act (the “Relief Act”) was enacted on December 27, 2020 in the United States. The key provisions of the CARES Act and the Relief Act, as applicable to the Company, include the following:</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The ability to use NOLs to offset income without the 80% taxable income limitation enacted as part of the Tax Cuts and Jobs Act (“TCJA”) of 2017, and to carry back NOLs to offset prior year income for five years. These are temporary provisions that apply to NOLs incurred in 2018, 2019 or 2020 tax years. We did not recognize any tax benefit for the year ended December 31, 2021 related to our ability to carry back prior year losses, as well as projected current year losses, under the CARES Act to years with the previous 35% tax rate. </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The ability to claim a current deduction for interest expense up to 50% of Adjusted Taxable Income (“ATI”) for tax years 2019 and 2020. This limitation was previously 30% of ATI pursuant to the Tax Act, and will revert to 30% after 2020. The Company has no current interest expense limitation. </span></div><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In addition to the aforementioned provisions, the CARES Act also provided the following non-income tax provisions as applicable to the Company: </span></div><div style="padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">The ability to defer the payment of the employer portion of social security taxes incurred between March 27, 2020 and December 31, 2020, with 50% of the deferred amount to be paid by December 31, 2021 and the remaining 50% to be paid by December 31, 2022. For the year ended December 31, 2021, the Company has deferred $77 thousand of payroll taxes.</span></div><div style="padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">The ability to claim an ERTC, which is a refundable payroll tax credit, subject to certain limitations. Refer to Note 13, “Other Income” for details.</span></div>•The Company received approximately $795 thousand in PPP loans, which were forgiven in 2021. The CARES Act provides that the loan forgiveness is tax-exempt for federal purposes. Refer to Note 8, “Debt” for details. 0 0 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table shows the components of the provision for income taxes (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the year ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%;text-decoration:underline">Current:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">State</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%;text-decoration:underline">Deferred:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. Federal</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">(Benefit from) provision for income taxes</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> -1000 -5000 0 0 -1000 -5000 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The principal items accounting for the difference between income taxes computed at the U.S. statutory rate and the (benefit from) provision for income taxes reflected in our Consolidated Statements of Operations are as follows:</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the year ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. statutory rate</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21.0 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21.0 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">State taxes (net of federal tax benefit)</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9.7 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.6 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Valuation allowance</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(32.7)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26.0)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.0 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.5)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="2" style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.0 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.1 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> 0.210 0.210 0.097 0.056 -0.327 -0.260 0.020 -0.005 -0.000 0.001 <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The tax effects of temporary differences that give rise to significant portions of the deferred tax assets are as follows (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">At December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accrued expenses and other reserves</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,550 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,787 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Right-of-use-asset</span></td><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(73)</span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(225)</span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Lease liabilities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">88 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">271 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Tax credits, deferred R&amp;D, and other</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">49 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">20 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net operating loss</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">17,318 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14,510 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Valuation allowance</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(18,932)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(16,363)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Net deferred tax assets</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> 1550000 1787000 73000 225000 88000 271000 49000 20000 17318000 14510000 18932000 16363000 0 0 9600000 7100000 125400000 77200000 71000000 125400000 9600000 7100000 37500000 0 0 77000 795000 PRODUCT AND GEOGRAPHIC INFORMATION<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:115%">We focus our efforts on the sale of LED lighting and controls products and UVCD products in the commercial market and MMM, and began to expand our offerings into the consumer market in the fourth quarter of 2021. Our products are sold primarily in the United States through a combination of direct sales employees, lighting agents, independent sales representatives and distributors, and via e-commerce with digital marketing strategies that profile our UVCD technologies. We currently operate in a single industry segment, developing and selling our LED lighting products and controls as well as UVCD products into the MMM and commercial markets.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table provides a breakdown of product net sales for the years indicated (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Year ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Commercial products</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,682 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,404 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">MMM products</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,183 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11,424 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total net sales</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,865 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16,828 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A geographic summary of net sales is as follows (in thousands):</span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the year ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">United States</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,712 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16,685 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">International</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">153 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">143 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total net sales</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,865 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16,828 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">At December 31, 2021 and 2020, approximately 100% of our long-lived assets, which consist of property and equipment, were located in the United States.</span></div> <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table provides a breakdown of product net sales for the years indicated (in thousands):</span></div><div style="margin-bottom:10pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Year ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Commercial products</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,682 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,404 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">MMM products</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,183 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11,424 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total net sales</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,865 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16,828 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> 4682000 5404000 5183000 11424000 9865000 16828000 <div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A geographic summary of net sales is as follows (in thousands):</span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:61.619%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.174%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.177%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">For the year ended December 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">United States</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,712 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16,685 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">International</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">153 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">143 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Total net sales</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,865 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16,828 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> 9712000 16685000 153000 143000 9865000 16828000 1 1 OTHER INCOME<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Employee Retention Tax Credit</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The CARES Act, which was enacted on March 27, 2020, provides an ERTC that is a refundable tax credit against certain employer taxes. The ERTC was subsequently amended by the Taxpayer Certainty and Disaster Tax Relief Act of 2020, the Consolidated Appropriation Act of 2021, and the American Rescue Plan Act of 2021, all of which amended and extended the ERTC availability and guidelines under the CARES Act. Following these amendments, we and other businesses became retroactively eligible for the ERTC, and as a result of the foregoing legislation, are eligible to claim a refundable tax credit against the employer share of Social Security taxes equal to 70% of the qualified wages paid to employees between January 1, 2021 and September 30, 2021. Qualified wages are limited to $10,000 per employee per calendar quarter in 2021 for a maximum allowable ERTC per employee of $7,000 per calendar quarter in 2021. </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">For purposes of the amended ERTC, an eligible employer is defined as having experienced a significant (20% or more) decline in gross receipts during each of the first three 2021 calendar quarters when compared with the same quarter in 2019 or the immediately preceding quarter to the corresponding calendar quarter in 2019. The credit is taken against the Company’s share of Social Security Tax when the Company’s payroll provider files, or subsequently amends the applicable quarterly employer tax filings.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Under the amended guidelines, we are eligible to receive the ERTC for the second and third quarters of 2021. As part of the filing of our employer tax filings for the third quarter of 2021, we applied for and received a refund of $431 thousand, and we amended our filing for the second quarter of 2021, for which we expect to receive an additional refund of approximately $445 thousand. These amounts are recorded as other income in the Consolidated Statements of Operations during the year ended December 31, 2021, and the $445 thousand expected receivable is included in prepaid and other current assets in the Consolidated Balance Sheet as of December 31, 2021. </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">PPP Loan</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On April 17, 2020, the Company was granted a loan from KeyBank in the amount of approximately $795 thousand, pursuant to the PPP under the CARES Act, which was enacted on March 27, 2020. The funds were received on April 20, 2020, and accrued interest at a rate of 1% per annum. At December 31, 2020, $529 thousand was classified as short-term debt and $266 thousand was classified as long-term debt on the Company’s Consolidated Balance Sheet. Under the terms of the PPP, certain amounts of the loan may be forgiven if they are used for qualifying expenses as described in the CARES Act. The entire principal balance and interest were forgiven by the Small Business Administration on February 11, 2021. The $801 thousand forgiveness income was recorded as other income in the Consolidated Statements of Operations during the year ended December 31, 2021.</span></div> 431000 445000 445000 795000 0.01 529000 266000 801000 RELATED PARTY TRANSACTIONS<div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On December 12, 2012, our Board of Directors appointed James Tu to serve as our non-executive Chairman. On April 30, 2013, Mr. Tu became the Executive Chairman assuming the duties of the Principal Executive Officer. On October 30, 2013 Mr. Tu was appointed Executive Chairman and Chief Executive Officer by our Board of Directors. On May 9, 2016, Mr. Tu also assumed the role of President. On August 11, 2016, our Board of Directors appointed a separate Executive Chairman of the Board, and Mr. Tu continued to serve in the role of Chief Executive Officer and President, until February 19, 2017.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On November 30, 2018, each of Gina Huang, Brilliant Start Enterprise, Inc. (“Brilliant Start”), Jag International Ltd., Jiangang Quo, Cleantech Global Ltd., James Tu, 5 Elements Global Fund L.P., Schema Hui Cheng, Communal International, Ltd., and 5 Elements Energy Efficiency Limited (the “Former Schedule 13D Parties”) filed a Schedule 13D with the SEC, indicating that they may have been deemed to be a “group” under Section 13(d)(3) of the Exchange Act of 1934, as amended, and Rule 13d-5 promulgated thereunder, and that such group beneficially owned 17.6% of our common stock. The Schedule 13D was amended on February 26, 2019 and April 3, 2019.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On February 21, 2019, the Former Schedule 13D Parties entered into a settlement with the Company providing for the appointment of two directors (Geraldine McManus and Jennifer Cheng) and the nomination of those two directors for election at the Company’s 2019 annual meeting of stockholders.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On March 29, 2019, the Company entered into a note purchase agreement (the “Note Purchase Agreement”) with certain investors, including Fusion Park LLC (of which James Tu is the sole member) (“Fusion Park”) and Brilliant Start (which is controlled by Gina Huang, a current member of our Board of Directors), for the purchase of an aggregate of $1.7 million of Convertible Notes. Pursuant to the Note Purchase Agreement, Fusion Park and Brilliant Start purchased $580 thousand and </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">$500 thousand, respectively, in principal amount of Convertible Notes. In connection with the sale of Convertible Notes, Mr. Tu was appointed as a member of our Board of Directors on April 1, 2019 and Chief Executive Officer, President and interim Chief Financial Officer on April 2, 2019. </span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Mr. Tu is also the Founder, Chief Executive Officer and Chief Investment Officer of 5 Elements Global Advisors, an investment advisory and management company managing the holdings of 5 Elements Global Fund LP, which was a beneficial owner of more than 5.0% of our common stock prior to the August 2014 registered offering. As of December 31, 2021, 5 Elements Global Fund LP beneficially owns approximately 0.9% of our common stock. 5 Elements Global Advisors focuses on investing in clean energy companies with breakthrough, commercialized technologies, and near-term profitability potential. Mr. Tu is also Co-Founder of Communal International Ltd. (“Communal”), a British Virgin Islands company dedicated to assisting clean energy, solutions-based companies, maximizing technology and product potential and gaining them access to global marketing, distribution licensing, manufacturing and financing resources. Communal has a 50.0% ownership interest in 5 Elements Energy Efficiencies (BVI) Ltd., a beneficial owner of approximately 0.9% of our common stock. Schema Cheng controls 5 Elements Energy Efficiencies (BVI) Ltd. and owns the other 50.0%. She is Co-Founder of Communal International Ltd. with Mr. Tu and the mother of Simon Cheng. Mr. Cheng was a member of our Board of Directors through February 19, 2017 and an employee of the Company through June 30, 2018 and rejoined the Company on August 5, 2019. Schema Cheng is also the mother of Jennifer Cheng, a current member of our Board of Directors.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On January 11, 2022, our Board of Directors appointed Stephen Socolof, our Lead Independent Director, as Interim Chief Executive Officer to replace Mr. Tu. On February 11, 2022, Mr. Tu and the Company entered into a Separation and Release Agreement and Mr. Tu resigned from the Board of Directors.</span></div> 0.176 1700000 580000 500000 0.050 0.009 0.500 0.009 0.500 <span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">LEGAL</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">MATTERS</span>We may be the subject of threatened or pending legal actions and contingencies in the normal course of conducting our business. We provide for costs related to these matters when a loss is probable and the amount can be reasonably estimated. The effect of the outcome of these matters on our future results of operations and liquidity cannot be predicted because any such effect depends on future results of operations and the amount or timing of the resolution of such matters. While it is not possible to predict the future outcome of such matters, we believe that the ultimate resolution of such individual or aggregated matters will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows. For certain types of claims, we maintain insurance coverage for personal injury and property damage, product liability and other liability coverages in amounts and with deductibles that we believe are prudent, but there can be no assurance that these coverages will be applicable or adequate to cover adverse outcomes of claims or legal proceedings against us. <div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">SUPPLEMENTARY FINANCIAL INFORMATION TO ITEM 8.</span></div><div style="margin-bottom:10pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table sets forth our selected unaudited financial information for the four quarters in the years ended December 31, 2021 and 2020, respectively. This information has been prepared on the same basis as the audited financial statements and, in the opinion of management, contains all adjustments necessary for a fair presentation thereof.</span></div><div style="text-align:center;text-indent:9pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">QUARTERLY FINANCIAL DATA (UNAUDITED)</span></div><div style="text-align:center;text-indent:9pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">(</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">amounts in thousands, except per share amounts</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">)</span></div><div style="margin-bottom:15pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:48.973%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.650%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Fourth<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Third<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Second<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">First<br/>Quarter</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net sales</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,405 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,749 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,074 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,637 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Gross profit</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">189 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">563 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">393 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">553 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net loss</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,631)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,140)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,473)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,642)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net loss per common share attributable to common stockholders (basic and diluted):</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.50)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.22)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.59)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.45)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:11pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Weighted average shares used in computing net loss per common share (basic and diluted)</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,312 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,086 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,211 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,612 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:48.973%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.650%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Fourth<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Third<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Second<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">First<br/>Quarter</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net sales</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,746 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,964 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,335 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,783 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Gross profit</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,434 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,376 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,343 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,032 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net income (loss)</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">65 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,165)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(4,340)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(541)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net income (loss) per common share attributable to common stockholders - basic</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">1</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">:</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.01 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.35)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1.36)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.18)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:11pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net income (loss) per common share attributable to common stockholders - diluted</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">1</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">:</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.01 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.35)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1.36)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.18)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:11pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Weighted average shares used in computing net income (loss) per common share</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">2</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">:</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Basic</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,491 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,308 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,192 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,086 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Diluted</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,307 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,308 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,192 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,086 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt;padding-left:13.5pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:120%;position:relative;top:-3.5pt;vertical-align:baseline">1 </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In accordance with Topic 260 </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">"Earnings Per Share"</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">, net income has been allocated to holders of common shares and participating securities including preferred shares and warrants, accordingly. Earnings per share disclosed above utilizes income attributable to common shareholders after this required allocation.</span></div><div style="margin-bottom:10pt;padding-left:13.5pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:120%;position:relative;top:-3.5pt;vertical-align:baseline">2</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.</span></div> <div style="text-align:center;text-indent:9pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">QUARTERLY FINANCIAL DATA (UNAUDITED)</span></div><div style="text-align:center;text-indent:9pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">(</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">amounts in thousands, except per share amounts</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">)</span></div><div style="margin-bottom:15pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:48.973%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.650%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Fourth<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Third<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Second<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">First<br/>Quarter</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net sales</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,405 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,749 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,074 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,637 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Gross profit</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">189 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">563 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">393 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">553 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net loss</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,631)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,140)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,473)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,642)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net loss per common share attributable to common stockholders (basic and diluted):</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.50)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.22)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.59)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.45)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:11pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Weighted average shares used in computing net loss per common share (basic and diluted)</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,312 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,086 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,211 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,612 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:48.973%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.647%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.650%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">2020</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Fourth<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Third<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Second<br/>Quarter</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">First<br/>Quarter</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net sales</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,746 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,964 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,335 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,783 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Gross profit</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,434 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,376 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,343 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,032 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net income (loss)</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">65 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,165)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(4,340)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(541)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net income (loss) per common share attributable to common stockholders - basic</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">1</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">:</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.01 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.35)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1.36)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.18)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:11pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net income (loss) per common share attributable to common stockholders - diluted</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">1</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">:</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.01 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.35)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1.36)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.18)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:11pt"><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Weighted average shares used in computing net income (loss) per common share</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">2</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">:</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Basic</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,491 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,308 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,192 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,086 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Diluted</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,307 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,308 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,192 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,086 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:10pt;padding-left:13.5pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:120%;position:relative;top:-3.5pt;vertical-align:baseline">1 </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In accordance with Topic 260 </span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">"Earnings Per Share"</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">, net income has been allocated to holders of common shares and participating securities including preferred shares and warrants, accordingly. Earnings per share disclosed above utilizes income attributable to common shareholders after this required allocation.</span></div><div style="margin-bottom:10pt;padding-left:13.5pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:6.5pt;font-weight:400;line-height:120%;position:relative;top:-3.5pt;vertical-align:baseline">2</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.</span></div> 2405000 2749000 2074000 2637000 189000 563000 393000 553000 -2631000 -1140000 -2473000 -1642000 -0.50 -0.50 -0.22 -0.22 -0.59 -0.59 -0.45 -0.45 5312000 5312000 5086000 5086000 4211000 4211000 3612000 3612000 3746000 5964000 3335000 3783000 1434000 1376000 1343000 1032000 65000 -1165000 -4340000 -541000 0.01 -0.35 -1.36 -0.18 0.01 -0.35 -1.36 -0.18 3491000 3308000 3192000 3086000 4307000 3308000 3192000 3086000 <div style="text-align:center;text-indent:9pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">SCHEDULE II</span></div><div style="text-align:center;text-indent:9pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">ENERGY FOCUS, INC.</span></div><div style="text-align:center;text-indent:9pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%">SCHEDULE OF VALUATION AND QUALIFYING ACCOUNTS</span></div><div style="margin-bottom:10pt;text-align:center;text-indent:9pt"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">(amounts in thousands)</span><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:120%"> </span></div><div style="margin-bottom:10pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.415%"><tr><td style="width:1.0%"/><td style="width:48.311%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.535%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.811%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.535%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.811%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.535%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.811%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.535%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.816%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Description</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Beginning<br/>Balance</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Charges to<br/>Revenue/<br/>Expense</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Deductions</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Ending<br/>Balance</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Year ended December 31, 2021</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Allowance for doubtful accounts and returns</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Inventory reserves</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,894 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">281 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">125 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,050 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Valuation allowance for deferred tax assets</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16,363 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,568 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">18,931 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Year ended December 31, 2020</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Allowance for doubtful accounts and returns</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">28 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">20 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Inventory reserves</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3,518 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">624 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,894 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Valuation allowance for deferred tax assets</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14,390 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,973 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Times New Roman',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16,363 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> 8000 6000 0 14000 2894000 281000 125000 3050000 16363000 2568000 0 18931000 28000 0 20000 8000 3518000 0 624000 2894000 14390000 1973000 0 16363000       *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020.       *Shares outstanding for prior periods have been restated for the 1-for-5 reverse stock split effective June 11, 2020. EXCEL 106 Financial_Report.xlsx IDEA: XBRL DOCUMENT begin 644 Financial_Report.xlsx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end XML 107 Show.js IDEA: XBRL DOCUMENT // Edgar(tm) Renderer was created by staff of the U.S. Securities and Exchange Commission. Data and content created by government employees within the scope of their employment are not subject to domestic copyright protection. 17 U.S.C. 105. var Show={};Show.LastAR=null,Show.showAR=function(a,r,w){if(Show.LastAR)Show.hideAR();var e=a;while(e&&e.nodeName!='TABLE')e=e.nextSibling;if(!e||e.nodeName!='TABLE'){var ref=((window)?w.document:document).getElementById(r);if(ref){e=ref.cloneNode(!0); e.removeAttribute('id');a.parentNode.appendChild(e)}} if(e)e.style.display='block';Show.LastAR=e};Show.hideAR=function(){Show.LastAR.style.display='none'};Show.toggleNext=function(a){var e=a;while(e.nodeName!='DIV')e=e.nextSibling;if(!e.style){}else if(!e.style.display){}else{var d,p_;if(e.style.display=='none'){d='block';p='-'}else{d='none';p='+'} e.style.display=d;if(a.textContent){a.textContent=p+a.textContent.substring(1)}else{a.innerText=p+a.innerText.substring(1)}}} XML 108 report.css IDEA: XBRL DOCUMENT /* Updated 2009-11-04 */ /* v2.2.0.24 */ /* DefRef Styles */ ..report table.authRefData{ background-color: #def; border: 2px solid #2F4497; font-size: 1em; position: absolute; } ..report table.authRefData a { display: block; font-weight: bold; } ..report table.authRefData p { margin-top: 0px; } ..report table.authRefData .hide { background-color: #2F4497; padding: 1px 3px 0px 0px; text-align: right; } ..report table.authRefData .hide a:hover { background-color: #2F4497; } ..report table.authRefData .body { height: 150px; overflow: auto; width: 400px; } ..report table.authRefData table{ font-size: 1em; } /* Report Styles */ ..pl a, .pl a:visited { color: black; text-decoration: none; } /* table */ ..report { background-color: white; border: 2px solid #acf; clear: both; color: black; font: normal 8pt Helvetica, Arial, san-serif; margin-bottom: 2em; } ..report hr { border: 1px solid #acf; } /* Top labels */ ..report th { background-color: #acf; color: black; font-weight: bold; text-align: center; } ..report th.void { background-color: transparent; color: #000000; font: bold 10pt Helvetica, Arial, san-serif; text-align: left; } ..report .pl { text-align: left; vertical-align: top; white-space: normal; width: 200px; white-space: normal; /* word-wrap: break-word; */ } ..report td.pl a.a { cursor: pointer; display: block; width: 200px; overflow: hidden; } ..report td.pl div.a { width: 200px; } ..report td.pl a:hover { background-color: #ffc; } /* Header rows... */ ..report tr.rh { background-color: #acf; color: black; font-weight: bold; } /* Calendars... */ ..report .rc { background-color: #f0f0f0; } /* Even rows... */ ..report .re, .report .reu { background-color: #def; } ..report .reu td { border-bottom: 1px solid black; } /* Odd rows... */ ..report .ro, .report .rou { background-color: white; } ..report .rou td { border-bottom: 1px solid black; } ..report .rou table td, .report .reu table td { border-bottom: 0px solid black; } /* styles for footnote marker */ ..report .fn { white-space: nowrap; } /* styles for numeric types */ ..report .num, .report .nump { text-align: right; white-space: nowrap; } ..report .nump { padding-left: 2em; } ..report .nump { padding: 0px 0.4em 0px 2em; } /* styles for text types */ ..report .text { text-align: left; white-space: normal; } ..report .text .big { margin-bottom: 1em; width: 17em; } ..report .text .more { display: none; } ..report .text .note { font-style: italic; font-weight: bold; } ..report .text .small { width: 10em; } ..report sup { font-style: italic; } ..report .outerFootnotes { font-size: 1em; } XML 109 FilingSummary.xml IDEA: XBRL DOCUMENT 3.22.0.1 html 267 508 1 true 97 0 false 6 false false R1.htm 0001001 - Document - Cover Page Sheet http://www.energyfocusinc.com/role/CoverPage Cover Page Cover 1 false false R2.htm 0002002 - Document - Audit Information Sheet http://www.energyfocusinc.com/role/AuditInformation Audit Information Notes 2 false false R3.htm 1001003 - Statement - Consolidated Balance Sheets Sheet http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets Consolidated Balance Sheets Uncategorized 3 false false R4.htm 1002004 - Statement - Consolidated Balance Sheets (Parenthetical) Sheet http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical Consolidated Balance Sheets (Parenthetical) Cover 4 false false R5.htm 1003005 - Statement - Consolidated Statements of Operations Sheet http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations Consolidated Statements of Operations Statements 5 false false R6.htm 1004006 - Statement - Consolidated Statements of Operations (Paranthetical) Sheet http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperationsParanthetical Consolidated Statements of Operations (Paranthetical) Statements 6 false false R7.htm 1005007 - Statement - Consolidated Statements of Comprehensive Loss Sheet http://www.energyfocusinc.com/role/ConsolidatedStatementsofComprehensiveLoss Consolidated Statements of Comprehensive Loss Statements 7 false false R8.htm 1006008 - Statement - Consolidated Statements of Stockholders' Equity Sheet http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity Consolidated Statements of Stockholders' Equity Statements 8 false false R9.htm 1007009 - Statement - Consolidated Statements of Cash Flows Sheet http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows Consolidated Statements of Cash Flows Statements 9 false false R10.htm 2101101 - Disclosure - Nature of Operations Sheet http://www.energyfocusinc.com/role/NatureofOperations Nature of Operations Notes 10 false false R11.htm 2103102 - Disclosure - Summary of Significant Accounting Policies Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPolicies Summary of Significant Accounting Policies Notes 11 false false R12.htm 2118103 - Disclosure - Restructuring Sheet http://www.energyfocusinc.com/role/Restructuring Restructuring Notes 12 false false R13.htm 2122104 - Disclosure - Leases Sheet http://www.energyfocusinc.com/role/Leases Leases Notes 13 false false R14.htm 2129105 - Disclosure - Inventories Sheet http://www.energyfocusinc.com/role/Inventories Inventories Notes 14 false false R15.htm 2134106 - Disclosure - Property and Equipment Sheet http://www.energyfocusinc.com/role/PropertyandEquipment Property and Equipment Notes 15 false false R16.htm 2137107 - Disclosure - Prepaid Expenses and Other Current Assets Sheet http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssets Prepaid Expenses and Other Current Assets Notes 16 false false R17.htm 2140108 - Disclosure - Debt Sheet http://www.energyfocusinc.com/role/Debt Debt Notes 17 false false R18.htm 2146109 - Disclosure - Commitments and Contingencies Sheet http://www.energyfocusinc.com/role/CommitmentsandContingencies Commitments and Contingencies Notes 18 false false R19.htm 2148110 - Disclosure - Stockholders' Equity Sheet http://www.energyfocusinc.com/role/StockholdersEquity Stockholders' Equity Notes 19 false false R20.htm 2166111 - Disclosure - Income Taxes Sheet http://www.energyfocusinc.com/role/IncomeTaxes Income Taxes Notes 20 false false R21.htm 2172112 - Disclosure - Product and Geographic Information Sheet http://www.energyfocusinc.com/role/ProductandGeographicInformation Product and Geographic Information Notes 21 false false R22.htm 2175113 - Disclosure - Other Income Sheet http://www.energyfocusinc.com/role/OtherIncome Other Income Notes 22 false false R23.htm 2177114 - Disclosure - Related Party Transactions Sheet http://www.energyfocusinc.com/role/RelatedPartyTransactions Related Party Transactions Notes 23 false false R24.htm 2179115 - Disclosure - Legal Matters Sheet http://www.energyfocusinc.com/role/LegalMatters Legal Matters Notes 24 false false R25.htm 2180116 - Disclosure - Supplementary Financial Information to Item 8. Sheet http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8 Supplementary Financial Information to Item 8. Notes 25 false false R26.htm 2183117 - Disclosure - Schedule II - Schedule of Valuation and Qualifying Accounts Sheet http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccounts Schedule II - Schedule of Valuation and Qualifying Accounts Notes 26 false false R27.htm 2204201 - Disclosure - Summary of Significant Accounting Policies (Policies) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies Summary of Significant Accounting Policies (Policies) Policies http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPolicies 27 false false R28.htm 2305301 - Disclosure - Summary of Significant Accounting Policies (Tables) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesTables Summary of Significant Accounting Policies (Tables) Tables http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPolicies 28 false false R29.htm 2319302 - Disclosure - Restructuring Restructuring (Tables) Sheet http://www.energyfocusinc.com/role/RestructuringRestructuringTables Restructuring Restructuring (Tables) Tables 29 false false R30.htm 2323303 - Disclosure - Leases (Tables) Sheet http://www.energyfocusinc.com/role/LeasesTables Leases (Tables) Tables http://www.energyfocusinc.com/role/Leases 30 false false R31.htm 2330304 - Disclosure - Inventories Inventories (Tables) Sheet http://www.energyfocusinc.com/role/InventoriesInventoriesTables Inventories Inventories (Tables) Tables 31 false false R32.htm 2335305 - Disclosure - Property and Equipment (Tables) Sheet http://www.energyfocusinc.com/role/PropertyandEquipmentTables Property and Equipment (Tables) Tables http://www.energyfocusinc.com/role/PropertyandEquipment 32 false false R33.htm 2338306 - Disclosure - Prepaid Expenses and Other Current Assets (Tables) Sheet http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsTables Prepaid Expenses and Other Current Assets (Tables) Tables http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssets 33 false false R34.htm 2349307 - Disclosure - Stockholders' Equity (Tables) Sheet http://www.energyfocusinc.com/role/StockholdersEquityTables Stockholders' Equity (Tables) Tables http://www.energyfocusinc.com/role/StockholdersEquity 34 false false R35.htm 2367308 - Disclosure - Income Taxes (Tables) Sheet http://www.energyfocusinc.com/role/IncomeTaxesTables Income Taxes (Tables) Tables http://www.energyfocusinc.com/role/IncomeTaxes 35 false false R36.htm 2373309 - Disclosure - Product and Geographic Information (Tables) Sheet http://www.energyfocusinc.com/role/ProductandGeographicInformationTables Product and Geographic Information (Tables) Tables http://www.energyfocusinc.com/role/ProductandGeographicInformation 36 false false R37.htm 2381310 - Disclosure - Supplementary Financial Information to Item 8. (Tables) Sheet http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Tables Supplementary Financial Information to Item 8. (Tables) Tables http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8 37 false false R38.htm 2402401 - Disclosure - Nature of Operations - Narrative (Details) Sheet http://www.energyfocusinc.com/role/NatureofOperationsNarrativeDetails Nature of Operations - Narrative (Details) Details 38 false false R39.htm 2406402 - Disclosure - Summary of Significant Accounting Policies - Cash and Cash Equivalents (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesCashandCashEquivalentsDetails Summary of Significant Accounting Policies - Cash and Cash Equivalents (Details) Details 39 false false R40.htm 2407403 - Disclosure - Summary of Significant Accounting Policies - Inventories (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesInventoriesDetails Summary of Significant Accounting Policies - Inventories (Details) Details 40 false false R41.htm 2408404 - Disclosure - Summary of Significant Accounting Policies - Accounts Receivable (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesAccountsReceivableDetails Summary of Significant Accounting Policies - Accounts Receivable (Details) Details 41 false false R42.htm 2409405 - Disclosure - Summary of Significant Accounting Policies - Financial Instruments (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails Summary of Significant Accounting Policies - Financial Instruments (Details) Details 42 false false R43.htm 2410406 - Disclosure - Summary of Significant Accounting Policies - Fair Value Rollforward (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails Summary of Significant Accounting Policies - Fair Value Rollforward (Details) Details 43 false false R44.htm 2411407 - Disclosure - Summary of Significant Accounting Policies - Long-lived Assets (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesLonglivedAssetsDetails Summary of Significant Accounting Policies - Long-lived Assets (Details) Details 44 false false R45.htm 2412408 - Disclosure - Summary of Significant Accounting Policies - Concentration Risk (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails Summary of Significant Accounting Policies - Concentration Risk (Details) Details 45 false false R46.htm 2413409 - Disclosure - Summary of Significant Accounting Policies - Reconciliation of Basic and Diluted Income (Loss) per Share (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesReconciliationofBasicandDilutedIncomeLossperShareDetails Summary of Significant Accounting Policies - Reconciliation of Basic and Diluted Income (Loss) per Share (Details) Details 46 false false R47.htm 2414410 - Disclosure - Summary of Significant Accounting Policies - Net Loss Per Share (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails Summary of Significant Accounting Policies - Net Loss Per Share (Details) Details 47 false false R48.htm 2415411 - Disclosure - Summary of Significant Accounting Policies - Advertising Expenses (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesAdvertisingExpensesDetails Summary of Significant Accounting Policies - Advertising Expenses (Details) Details 48 false false R49.htm 2416412 - Disclosure - Summary of Significant Accounting Policies - Product Warranties (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails Summary of Significant Accounting Policies - Product Warranties (Details) Details 49 false false R50.htm 2417413 - Disclosure - Summary of Significant Accounting Policies - Schedule of Warranty Activity (Details) Sheet http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesScheduleofWarrantyActivityDetails Summary of Significant Accounting Policies - Schedule of Warranty Activity (Details) Details 50 false false R51.htm 2420414 - Disclosure - Restructuring - Narrative (Details) Sheet http://www.energyfocusinc.com/role/RestructuringNarrativeDetails Restructuring - Narrative (Details) Details 51 false false R52.htm 2421415 - Disclosure - Restructuring - Reconciliation of Restructuring Liability (Details) Sheet http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails Restructuring - Reconciliation of Restructuring Liability (Details) Details 52 false false R53.htm 2424416 - Disclosure - Leases - Narrative (Details) Sheet http://www.energyfocusinc.com/role/LeasesNarrativeDetails Leases - Narrative (Details) Details 53 false false R54.htm 2425417 - Disclosure - Leases - Components of Lease Cost (Details) Sheet http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails Leases - Components of Lease Cost (Details) Details 54 false false R55.htm 2426418 - Disclosure - Leases - Schedule of Supplemental Balance Sheet Information (Details) Sheet http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails Leases - Schedule of Supplemental Balance Sheet Information (Details) Details 55 false false R56.htm 2427419 - Disclosure - Leases - Schedule of Future Maturities of Lease Liabilities (Details) Sheet http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails Leases - Schedule of Future Maturities of Lease Liabilities (Details) Details 56 false false R57.htm 2428420 - Disclosure - Leases - Schedule of Supplemental Cash Flow Information (Details) Sheet http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalCashFlowInformationDetails Leases - Schedule of Supplemental Cash Flow Information (Details) Details 57 false false R58.htm 2431421 - Disclosure - Inventories - Schedule of Inventory (Details) Sheet http://www.energyfocusinc.com/role/InventoriesScheduleofInventoryDetails Inventories - Schedule of Inventory (Details) Details 58 false false R59.htm 2432422 - Disclosure - Inventories - Reserve Rollforward (Details) Sheet http://www.energyfocusinc.com/role/InventoriesReserveRollforwardDetails Inventories - Reserve Rollforward (Details) Details 59 false false R60.htm 2433423 - Disclosure - Inventories - Narrative (Details) Sheet http://www.energyfocusinc.com/role/InventoriesNarrativeDetails Inventories - Narrative (Details) Details 60 false false R61.htm 2436424 - Disclosure - Property and Equipment (Details) Sheet http://www.energyfocusinc.com/role/PropertyandEquipmentDetails Property and Equipment (Details) Details http://www.energyfocusinc.com/role/PropertyandEquipmentTables 61 false false R62.htm 2439425 - Disclosure - Prepaid Expenses and Other Current Assets (Details) Sheet http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails Prepaid Expenses and Other Current Assets (Details) Details http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsTables 62 false false R63.htm 2441426 - Disclosure - Debt - Credit Facilities (Details) Sheet http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails Debt - Credit Facilities (Details) Details 63 false false R64.htm 2442427 - Disclosure - Debt - Streeterville Note (Details) Sheet http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails Debt - Streeterville Note (Details) Details 64 false false R65.htm 2443428 - Disclosure - Debt - PPP Loan (Details) Sheet http://www.energyfocusinc.com/role/DebtPPPLoanDetails Debt - PPP Loan (Details) Details 65 false false R66.htm 2444429 - Disclosure - Debt - Iliad Note (Details) Sheet http://www.energyfocusinc.com/role/DebtIliadNoteDetails Debt - Iliad Note (Details) Details 66 false false R67.htm 2445430 - Disclosure - Debt - Convertible Notes (Details) Notes http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails Debt - Convertible Notes (Details) Details 67 false false R68.htm 2447431 - Disclosure - Commitments and Contingencies - Narrative (Details) Sheet http://www.energyfocusinc.com/role/CommitmentsandContingenciesNarrativeDetails Commitments and Contingencies - Narrative (Details) Details 68 false false R69.htm 2450432 - Disclosure - Stockholders' Equity - December 2021 Private Placement (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails Stockholders' Equity - December 2021 Private Placement (Details) Details 69 false false R70.htm 2451433 - Disclosure - Stockholders' Equity - Warrants Outstanding from the December 2021 Private Placement (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails Stockholders' Equity - Warrants Outstanding from the December 2021 Private Placement (Details) Details 70 false false R71.htm 2452434 - Disclosure - Stockholders' Equity - June 2021 Equity Offering (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails Stockholders' Equity - June 2021 Equity Offering (Details) Details 71 false false R72.htm 2453435 - Disclosure - Stockholders' Equity - Preferred Stock (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails Stockholders' Equity - Preferred Stock (Details) Details 72 false false R73.htm 2454436 - Disclosure - Stockholders' Equity - 1-for-5 Reverse Stock Split (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquity1for5ReverseStockSplitDetails Stockholders' Equity - 1-for-5 Reverse Stock Split (Details) Details 73 false false R74.htm 2455437 - Disclosure - Stockholders' Equity - January 2020 Equity Offering (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails Stockholders' Equity - January 2020 Equity Offering (Details) Details 74 false false R75.htm 2456438 - Disclosure - Stockholders' Equity - Outstanding Warrants from the January 2020 Equity Offering (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails Stockholders' Equity - Outstanding Warrants from the January 2020 Equity Offering (Details) Details 75 false false R76.htm 2457439 - Disclosure - Stockholders' Equity - Stock-based Compensation (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails Stockholders' Equity - Stock-based Compensation (Details) Details 76 false false R77.htm 2458440 - Disclosure - Stockholders' Equity - Impact of Results for Stock-Based Compensation (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityImpactofResultsforStockBasedCompensationDetails Stockholders' Equity - Impact of Results for Stock-Based Compensation (Details) Details 77 false false R78.htm 2459441 - Disclosure - Stockholders' Equity - Estimates Utilized (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails Stockholders' Equity - Estimates Utilized (Details) Details 78 false false R79.htm 2460442 - Disclosure - Stockholders' Equity - Stock Options Narrative (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails Stockholders' Equity - Stock Options Narrative (Details) Details 79 false false R80.htm 2461443 - Disclosure - Stockholders' Equity - Summary of Option Activity (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails Stockholders' Equity - Summary of Option Activity (Details) Details 80 false false R81.htm 2462444 - Disclosure - Stockholders' Equity - Options Outstanding and Exercisable (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails Stockholders' Equity - Options Outstanding and Exercisable (Details) Details 81 false false R82.htm 2463445 - Disclosure - Stockholders' Equity - Restricted Stock Units Narrative (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails Stockholders' Equity - Restricted Stock Units Narrative (Details) Details 82 false false R83.htm 2464446 - Disclosure - Stockholders' Equity - Summary of Restricted Stock Activity (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails Stockholders' Equity - Summary of Restricted Stock Activity (Details) Details 83 false false R84.htm 2465447 - Disclosure - Stockholders' Equity - Employee Stock Purchase Plans (Details) Sheet http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails Stockholders' Equity - Employee Stock Purchase Plans (Details) Details 84 false false R85.htm 2468448 - Disclosure - Income Taxes - Narrative (Details) Sheet http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails Income Taxes - Narrative (Details) Details 85 false false R86.htm 2469449 - Disclosure - Income Taxes - Components (Details) Sheet http://www.energyfocusinc.com/role/IncomeTaxesComponentsDetails Income Taxes - Components (Details) Details 86 false false R87.htm 2470450 - Disclosure - Income Taxes - Reconciliation (Details) Sheet http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails Income Taxes - Reconciliation (Details) Details 87 false false R88.htm 2471451 - Disclosure - Income Taxes - Temporary Differences (Details) Sheet http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails Income Taxes - Temporary Differences (Details) Details 88 false false R89.htm 2474452 - Disclosure - Product and Geographic Information (Details) Sheet http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails Product and Geographic Information (Details) Details http://www.energyfocusinc.com/role/ProductandGeographicInformationTables 89 false false R90.htm 2476453 - Disclosure - Other Income (Details) Sheet http://www.energyfocusinc.com/role/OtherIncomeDetails Other Income (Details) Details http://www.energyfocusinc.com/role/OtherIncome 90 false false R91.htm 2478454 - Disclosure - Related Party Transactions (Details) Sheet http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails Related Party Transactions (Details) Details http://www.energyfocusinc.com/role/RelatedPartyTransactions 91 false false R92.htm 2482455 - Disclosure - Supplementary Financial Information to Item 8. (Details) Sheet http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Details Supplementary Financial Information to Item 8. (Details) Details http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Tables 92 false false R93.htm 2484456 - Disclosure - Schedule II - Schedule of Valuation and Qualifying Accounts (Details) Sheet http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails Schedule II - Schedule of Valuation and Qualifying Accounts (Details) Details http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccounts 93 false false All Reports Book All Reports efoi-20211231.htm efoi-20211231.xsd efoi-20211231_cal.xml efoi-20211231_def.xml efoi-20211231_lab.xml efoi-20211231_pre.xml ex211-10xk123121.htm ex231-10xk123121.htm ex311-10xk123121.htm ex312-10xk123121.htm ex321-10xk123121.htm http://fasb.org/srt/2021-01-31 http://fasb.org/us-gaap/2021-01-31 http://xbrl.sec.gov/dei/2021q4 true true JSON 112 MetaLinks.json IDEA: XBRL DOCUMENT { "instance": { "efoi-20211231.htm": { "axisCustom": 0, "axisStandard": 34, "contextCount": 267, "dts": { "calculationLink": { "local": [ "efoi-20211231_cal.xml" ] }, "definitionLink": { "local": [ "efoi-20211231_def.xml" ] }, "inline": { "local": [ "efoi-20211231.htm" ] }, "labelLink": { "local": [ "efoi-20211231_lab.xml" ] }, "presentationLink": { "local": [ "efoi-20211231_pre.xml" ] }, "schema": { "local": [ "efoi-20211231.xsd" ], "remote": [ "http://www.xbrl.org/2003/xbrl-instance-2003-12-31.xsd", "http://www.xbrl.org/2003/xbrl-linkbase-2003-12-31.xsd", "http://www.xbrl.org/2003/xl-2003-12-31.xsd", "http://www.xbrl.org/2003/xlink-2003-12-31.xsd", "http://www.xbrl.org/2005/xbrldt-2005.xsd", "http://www.xbrl.org/2006/ref-2006-02-27.xsd", "http://www.xbrl.org/lrr/role/negated-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/net-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/reference-2009-12-16.xsd", "https://www.xbrl.org/2020/extensible-enumerations-2.0.xsd", "https://www.xbrl.org/dtr/type/2020-01-21/types.xsd", "https://xbrl.fasb.org/srt/2021/elts/srt-2021-01-31.xsd", "https://xbrl.fasb.org/srt/2021/elts/srt-roles-2021-01-31.xsd", "https://xbrl.fasb.org/srt/2021/elts/srt-types-2021-01-31.xsd", "https://xbrl.fasb.org/us-gaap/2021/elts/us-gaap-2021-01-31.xsd", "https://xbrl.fasb.org/us-gaap/2021/elts/us-roles-2021-01-31.xsd", "https://xbrl.fasb.org/us-gaap/2021/elts/us-types-2021-01-31.xsd", "https://xbrl.sec.gov/country/2021/country-2021.xsd", "https://xbrl.sec.gov/dei/2021q4/dei-2021q4.xsd" ] } }, "elementCount": 678, "entityCount": 1, "hidden": { "http://fasb.org/us-gaap/2021-01-31": 7, "http://www.energyfocusinc.com/20211231": 3, "http://xbrl.sec.gov/dei/2021q4": 5, "total": 15 }, "keyCustom": 73, "keyStandard": 435, "memberCustom": 52, "memberStandard": 41, "nsprefix": "efoi", "nsuri": "http://www.energyfocusinc.com/20211231", "report": { "R1": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentType", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "true", "longName": "0001001 - Document - Cover Page", "role": "http://www.energyfocusinc.com/role/CoverPage", "shortName": "Cover Page", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentType", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R10": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:NatureOfOperations", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2101101 - Disclosure - Nature of Operations", "role": "http://www.energyfocusinc.com/role/NatureofOperations", "shortName": "Nature of Operations", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:NatureOfOperations", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R11": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2103102 - Disclosure - Summary of Significant Accounting Policies", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPolicies", "shortName": "Summary of Significant Accounting Policies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R12": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RestructuringAndRelatedActivitiesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2118103 - Disclosure - Restructuring", "role": "http://www.energyfocusinc.com/role/Restructuring", "shortName": "Restructuring", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RestructuringAndRelatedActivitiesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R13": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LesseeFinanceLeasesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2122104 - Disclosure - Leases", "role": "http://www.energyfocusinc.com/role/Leases", "shortName": "Leases", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LesseeFinanceLeasesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R14": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:InventoryDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2129105 - Disclosure - Inventories", "role": "http://www.energyfocusinc.com/role/Inventories", "shortName": "Inventories", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:InventoryDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R15": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2134106 - Disclosure - Property and Equipment", "role": "http://www.energyfocusinc.com/role/PropertyandEquipment", "shortName": "Property and Equipment", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R16": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:OtherCurrentAssetsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2137107 - Disclosure - Prepaid Expenses and Other Current Assets", "role": "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssets", "shortName": "Prepaid Expenses and Other Current Assets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:OtherCurrentAssetsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R17": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DebtDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2140108 - Disclosure - Debt", "role": "http://www.energyfocusinc.com/role/Debt", "shortName": "Debt", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DebtDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R18": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsAndContingenciesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2146109 - Disclosure - Commitments and Contingencies", "role": "http://www.energyfocusinc.com/role/CommitmentsandContingencies", "shortName": "Commitments and Contingencies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsAndContingenciesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R19": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2148110 - Disclosure - Stockholders' Equity", "role": "http://www.energyfocusinc.com/role/StockholdersEquity", "shortName": "Stockholders' Equity", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R2": { "firstAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "dei:AuditorFirmId", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "false", "longName": "0002002 - Document - Audit Information", "role": "http://www.energyfocusinc.com/role/AuditInformation", "shortName": "Audit Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "dei:AuditorFirmId", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R20": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2166111 - Disclosure - Income Taxes", "role": "http://www.energyfocusinc.com/role/IncomeTaxes", "shortName": "Income Taxes", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R21": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SegmentReportingDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2172112 - Disclosure - Product and Geographic Information", "role": "http://www.energyfocusinc.com/role/ProductandGeographicInformation", "shortName": "Product and Geographic Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SegmentReportingDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R22": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:OtherIncomeAndOtherExpenseDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2175113 - Disclosure - Other Income", "role": "http://www.energyfocusinc.com/role/OtherIncome", "shortName": "Other Income", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:OtherIncomeAndOtherExpenseDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R23": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RelatedPartyTransactionsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2177114 - Disclosure - Related Party Transactions", "role": "http://www.energyfocusinc.com/role/RelatedPartyTransactions", "shortName": "Related Party Transactions", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RelatedPartyTransactionsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R24": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LegalMattersAndContingenciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2179115 - Disclosure - Legal Matters", "role": "http://www.energyfocusinc.com/role/LegalMatters", "shortName": "Legal Matters", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LegalMattersAndContingenciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R25": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:QuarterlyFinancialInformationTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2180116 - Disclosure - Supplementary Financial Information to Item 8.", "role": "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8", "shortName": "Supplementary Financial Information to Item 8.", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:QuarterlyFinancialInformationTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R26": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "srt:ScheduleOfValuationAndQualifyingAccountsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2183117 - Disclosure - Schedule II - Schedule of Valuation and Qualifying Accounts", "role": "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccounts", "shortName": "Schedule II - Schedule of Valuation and Qualifying Accounts", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "srt:ScheduleOfValuationAndQualifyingAccountsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R27": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:UseOfEstimates", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2204201 - Disclosure - Summary of Significant Accounting Policies (Policies)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies", "shortName": "Summary of Significant Accounting Policies (Policies)", "subGroupType": "policies", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:UseOfEstimates", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R28": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2305301 - Disclosure - Summary of Significant Accounting Policies (Tables)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesTables", "shortName": "Summary of Significant Accounting Policies (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R29": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2319302 - Disclosure - Restructuring Restructuring (Tables)", "role": "http://www.energyfocusinc.com/role/RestructuringRestructuringTables", "shortName": "Restructuring Restructuring (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R3": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1001003 - Statement - Consolidated Balance Sheets", "role": "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "shortName": "Consolidated Balance Sheets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:AccountsReceivableNetCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R30": { "firstAnchor": { "ancestors": [ "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LeaseCostTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2323303 - Disclosure - Leases (Tables)", "role": "http://www.energyfocusinc.com/role/LeasesTables", "shortName": "Leases (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LeaseCostTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R31": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfInventoryCurrentTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2330304 - Disclosure - Inventories Inventories (Tables)", "role": "http://www.energyfocusinc.com/role/InventoriesInventoriesTables", "shortName": "Inventories Inventories (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfInventoryCurrentTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R32": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2335305 - Disclosure - Property and Equipment (Tables)", "role": "http://www.energyfocusinc.com/role/PropertyandEquipmentTables", "shortName": "Property and Equipment (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R33": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DeferredCostsCapitalizedPrepaidAndOtherAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2338306 - Disclosure - Prepaid Expenses and Other Current Assets (Tables)", "role": "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsTables", "shortName": "Prepaid Expenses and Other Current Assets (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DeferredCostsCapitalizedPrepaidAndOtherAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R34": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfStockholdersEquityNoteWarrantsOrRightsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2349307 - Disclosure - Stockholders' Equity (Tables)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityTables", "shortName": "Stockholders' Equity (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfStockholdersEquityNoteWarrantsOrRightsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R35": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2367308 - Disclosure - Income Taxes (Tables)", "role": "http://www.energyfocusinc.com/role/IncomeTaxesTables", "shortName": "Income Taxes (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R36": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfEntityWideInformationRevenueFromExternalCustomersByProductsAndServicesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2373309 - Disclosure - Product and Geographic Information (Tables)", "role": "http://www.energyfocusinc.com/role/ProductandGeographicInformationTables", "shortName": "Product and Geographic Information (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfEntityWideInformationRevenueFromExternalCustomersByProductsAndServicesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R37": { "firstAnchor": { "ancestors": [ "us-gaap:QuarterlyFinancialInformationTextBlock", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2381310 - Disclosure - Supplementary Financial Information to Item 8. (Tables)", "role": "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Tables", "shortName": "Supplementary Financial Information to Item 8. (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:QuarterlyFinancialInformationTextBlock", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R38": { "firstAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:CommonStockParOrStatedValuePerShare", "reportCount": 1, "unitRef": "usdPerShare", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2402401 - Disclosure - Nature of Operations - Narrative (Details)", "role": "http://www.energyfocusinc.com/role/NatureofOperationsNarrativeDetails", "shortName": "Nature of Operations - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R39": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2406402 - Disclosure - Summary of Significant Accounting Policies - Cash and Cash Equivalents (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesCashandCashEquivalentsDetails", "shortName": "Summary of Significant Accounting Policies - Cash and Cash Equivalents (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R4": { "firstAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:AllowanceForDoubtfulAccountsReceivableCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1002004 - Statement - Consolidated Balance Sheets (Parenthetical)", "role": "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical", "shortName": "Consolidated Balance Sheets (Parenthetical)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:AllowanceForDoubtfulAccountsReceivableCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R40": { "firstAnchor": { "ancestors": [ "span", "div", "us-gaap:InventoryPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-5", "first": true, "lang": "en-US", "name": "efoi:IncreaseDecreaseInInventoryLevelsGross", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2407403 - Disclosure - Summary of Significant Accounting Policies - Inventories (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesInventoriesDetails", "shortName": "Summary of Significant Accounting Policies - Inventories (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R41": { "firstAnchor": { "ancestors": [ "span", "div", "us-gaap:TradeAndOtherAccountsReceivablePolicy", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "efoi:ContractWithCustomerPaymentTerms", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2408404 - Disclosure - Summary of Significant Accounting Policies - Accounts Receivable (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesAccountsReceivableDetails", "shortName": "Summary of Significant Accounting Policies - Accounts Receivable (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "us-gaap:TradeAndOtherAccountsReceivablePolicy", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "efoi:ContractWithCustomerPaymentTerms", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R42": { "firstAnchor": { "ancestors": [ "span", "div", "us-gaap:FairValueMeasurementPolicyPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "ie831c8aa62e1461e9346c4bbab4bc485_D20200101-20200131", "decimals": "-3", "first": true, "lang": "en-US", "name": "efoi:PaymentsForClearingFees", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2409405 - Disclosure - Summary of Significant Accounting Policies - Financial Instruments (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails", "shortName": "Summary of Significant Accounting Policies - Financial Instruments (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "us-gaap:FairValueMeasurementPolicyPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "ib1360804400a46b29e810150f3ae74b2_D20210101-20211231", "decimals": "INF", "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsExercised", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R43": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:FairValueAdjustmentOfWarrants", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2410406 - Disclosure - Summary of Significant Accounting Policies - Fair Value Rollforward (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails", "shortName": "Summary of Significant Accounting Policies - Fair Value Rollforward (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "iea9fe4df11ca499a8ed5718af6f1e6ee_I20191231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:OtherDeferredCompensationArrangementsLiabilityCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R44": { "firstAnchor": { "ancestors": [ "span", "div", "efoi:LongLivedAssetsPolicyPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i131e048a20ad40778e3bce72ff3d1b56_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentUsefulLife", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2411407 - Disclosure - Summary of Significant Accounting Policies - Long-lived Assets (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesLonglivedAssetsDetails", "shortName": "Summary of Significant Accounting Policies - Long-lived Assets (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R45": { "firstAnchor": { "ancestors": [ "span", "div", "us-gaap:ConcentrationRiskCreditRisk", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-5", "first": true, "lang": "en-US", "name": "us-gaap:Supplies", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2412408 - Disclosure - Summary of Significant Accounting Policies - Concentration Risk (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails", "shortName": "Summary of Significant Accounting Policies - Concentration Risk (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "us-gaap:ConcentrationRiskCreditRisk", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-5", "first": true, "lang": "en-US", "name": "us-gaap:Supplies", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R46": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "us-gaap:QuarterlyFinancialInformationTextBlock", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i707c00d290fc4ee1aab7ed43f57ded42_D20211001-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:NetIncomeLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2413409 - Disclosure - Summary of Significant Accounting Policies - Reconciliation of Basic and Diluted Income (Loss) per Share (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesReconciliationofBasicandDilutedIncomeLossperShareDetails", "shortName": "Summary of Significant Accounting Policies - Reconciliation of Basic and Diluted Income (Loss) per Share (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R47": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfStockholdersEquityNoteWarrantsOrRightsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "ib1360804400a46b29e810150f3ae74b2_D20210101-20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "efoi:ClassOfWarrantOrRightWarrantsIssued", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2414410 - Disclosure - Summary of Significant Accounting Policies - Net Loss Per Share (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails", "shortName": "Summary of Significant Accounting Policies - Net Loss Per Share (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i851a20cb6a754010b44d41cba9df3b6b_D20210101-20211231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R48": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-5", "first": true, "lang": "en-US", "name": "us-gaap:AdvertisingExpense", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2415411 - Disclosure - Summary of Significant Accounting Policies - Advertising Expenses (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesAdvertisingExpensesDetails", "shortName": "Summary of Significant Accounting Policies - Advertising Expenses (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-5", "first": true, "lang": "en-US", "name": "us-gaap:AdvertisingExpense", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R49": { "firstAnchor": { "ancestors": [ "efoi:StandardProductWarrantyNumberofYears", "span", "div", "us-gaap:StandardProductWarrantyPolicy", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "ib47a6ee10bab469bbc27f70f2ce480f9_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "efoi:StandardProductWarrantyNumberofYears", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2416412 - Disclosure - Summary of Significant Accounting Policies - Product Warranties (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails", "shortName": "Summary of Significant Accounting Policies - Product Warranties (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "efoi:StandardProductWarrantyNumberofYears", "span", "div", "us-gaap:StandardProductWarrantyPolicy", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "ib47a6ee10bab469bbc27f70f2ce480f9_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "efoi:StandardProductWarrantyNumberofYears", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R5": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfRevenueFromExternalCustomersAttributedToForeignCountriesByGeographicAreaTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:Revenues", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1003005 - Statement - Consolidated Statements of Operations", "role": "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "shortName": "Consolidated Statements of Operations", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:CostOfGoodsAndServicesSold", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R50": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i902bade71e834f7f9e25997670e249f2_I20201231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:StandardProductWarrantyAccrualCurrent", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2417413 - Disclosure - Summary of Significant Accounting Policies - Schedule of Warranty Activity (Details)", "role": "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesScheduleofWarrantyActivityDetails", "shortName": "Summary of Significant Accounting Policies - Schedule of Warranty Activity (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfProductWarrantyLiabilityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i3294dbcf1a9747dba52da6a9462883b6_I20191231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:StandardProductWarrantyAccrualCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R51": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "us-gaap:QuarterlyFinancialInformationTextBlock", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i707c00d290fc4ee1aab7ed43f57ded42_D20211001-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:NetIncomeLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2420414 - Disclosure - Restructuring - Narrative (Details)", "role": "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "shortName": "Restructuring - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "ie36d68bd24994a9e9a48cb302763ddf6_I20200630", "decimals": "-3", "lang": "en-US", "name": "us-gaap:StockholdersEquity", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R52": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:RestructuringReserveCurrent", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2421415 - Disclosure - Restructuring - Reconciliation of Restructuring Liability (Details)", "role": "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails", "shortName": "Restructuring - Reconciliation of Restructuring Liability (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i1f183382bd22428686ea1fa5147a3e6f_I20191231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:RestructuringReserve", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R53": { "firstAnchor": { "ancestors": [ "span", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "4", "first": true, "lang": "en-US", "name": "efoi:LesseeOperatingLeaseInterestRateEffectiveRate", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2424416 - Disclosure - Leases - Narrative (Details)", "role": "http://www.energyfocusinc.com/role/LeasesNarrativeDetails", "shortName": "Leases - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "4", "first": true, "lang": "en-US", "name": "efoi:LesseeOperatingLeaseInterestRateEffectiveRate", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" } }, "R54": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:LeaseCostTableTextBlock", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:SubleaseIncome", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2425417 - Disclosure - Leases - Components of Lease Cost (Details)", "role": "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails", "shortName": "Leases - Components of Lease Cost (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:LeaseCostTableTextBlock", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:SubleaseIncome", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R55": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "efoi:LeaseSupplementalBalanceSheetInformationTableTextBlock", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:OperatingLeaseRightOfUseAsset", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2426418 - Disclosure - Leases - Schedule of Supplemental Balance Sheet Information (Details)", "role": "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails", "shortName": "Leases - Schedule of Supplemental Balance Sheet Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "efoi:LeaseSupplementalBalanceSheetInformationTableTextBlock", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "lang": "en-US", "name": "efoi:OperatingLeaseRightofUseAssetIncludingRestructuredLeases", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R56": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "us-gaap:FinanceLeaseLiabilityMaturityTableTextBlock", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:LesseeOperatingLeaseLiabilityPaymentsDueNextRollingTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2427419 - Disclosure - Leases - Schedule of Future Maturities of Lease Liabilities (Details)", "role": "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails", "shortName": "Leases - Schedule of Future Maturities of Lease Liabilities (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "us-gaap:FinanceLeaseLiabilityMaturityTableTextBlock", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:LesseeOperatingLeaseLiabilityPaymentsDueNextRollingTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R57": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "efoi:SupplementalCashFlowInformationRelatedToLeasesTableTextBlock", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:OperatingLeasePayments", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2428420 - Disclosure - Leases - Schedule of Supplemental Cash Flow Information (Details)", "role": "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalCashFlowInformationDetails", "shortName": "Leases - Schedule of Supplemental Cash Flow Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "efoi:SupplementalCashFlowInformationRelatedToLeasesTableTextBlock", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:OperatingLeasePayments", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R58": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfInventoryCurrentTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:InventoryRawMaterials", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2431421 - Disclosure - Inventories - Schedule of Inventory (Details)", "role": "http://www.energyfocusinc.com/role/InventoriesScheduleofInventoryDetails", "shortName": "Inventories - Schedule of Inventory (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfInventoryCurrentTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:InventoryRawMaterials", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R59": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfInventoryCurrentTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i902bade71e834f7f9e25997670e249f2_I20201231", "decimals": "-3", "first": true, "lang": "en-US", "name": "efoi:InventoryValuationReservesRawMaterials", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2432422 - Disclosure - Inventories - Reserve Rollforward (Details)", "role": "http://www.energyfocusinc.com/role/InventoriesReserveRollforwardDetails", "shortName": "Inventories - Reserve Rollforward (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfInventoryCurrentTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i3294dbcf1a9747dba52da6a9462883b6_I20191231", "decimals": "-3", "lang": "en-US", "name": "efoi:InventoryValuationReservesRawMaterials", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R6": { "firstAnchor": null, "groupType": "statement", "isDefault": "false", "longName": "1004006 - Statement - Consolidated Statements of Operations (Paranthetical)", "role": "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperationsParanthetical", "shortName": "Consolidated Statements of Operations (Paranthetical)", "subGroupType": "", "uniqueAnchor": null }, "R60": { "firstAnchor": { "ancestors": [ "span", "div", "us-gaap:InventoryPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-5", "first": true, "lang": "en-US", "name": "efoi:IncreaseDecreaseInInventoryLevelsGross", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2433423 - Disclosure - Inventories - Narrative (Details)", "role": "http://www.energyfocusinc.com/role/InventoriesNarrativeDetails", "shortName": "Inventories - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R61": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:PropertyPlantAndEquipmentTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:FinanceLeaseRightOfUseAssetBeforeAccumulatedAmortization", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2436424 - Disclosure - Property and Equipment (Details)", "role": "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails", "shortName": "Property and Equipment (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:PropertyPlantAndEquipmentTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:FinanceLeaseRightOfUseAssetBeforeAccumulatedAmortization", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R62": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:DeferredCostsCapitalizedPrepaidAndOtherAssetsDisclosureTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:PrepaidInsurance", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2439425 - Disclosure - Prepaid Expenses and Other Current Assets (Details)", "role": "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails", "shortName": "Prepaid Expenses and Other Current Assets (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:DeferredCostsCapitalizedPrepaidAndOtherAssetsDisclosureTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:PrepaidInsurance", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R63": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "idaf6193742c24231b85ad8babc0de26d_I20200811", "decimals": "INF", "first": true, "lang": "en-US", "name": "efoi:DebtInstrumentNumberOfCreditFacilities", "reportCount": 1, "unitRef": "creditfacility", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2441426 - Disclosure - Debt - Credit Facilities (Details)", "role": "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "shortName": "Debt - Credit Facilities (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "idaf6193742c24231b85ad8babc0de26d_I20200811", "decimals": "-5", "lang": "en-US", "name": "efoi:LineOfCreditFacilityAvailableAmountBasedOnQualifiedAccounts", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R64": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "if144a899302d4dcc9da1823f257a72cf_D20210401-20210430", "decimals": "-5", "first": true, "lang": "en-US", "name": "us-gaap:ProceedsFromIssuanceOfDebt", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2442427 - Disclosure - Debt - Streeterville Note (Details)", "role": "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails", "shortName": "Debt - Streeterville Note (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "if964e91e61a049199762807497f4fe6d_I20210427", "decimals": "-5", "lang": "en-US", "name": "us-gaap:DebtInstrumentFaceAmount", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R65": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "efoi:PaymentProtectionProgramCurrent", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2443428 - Disclosure - Debt - PPP Loan (Details)", "role": "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "shortName": "Debt - PPP Loan (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R66": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "if144a899302d4dcc9da1823f257a72cf_D20210401-20210430", "decimals": "-5", "first": true, "lang": "en-US", "name": "us-gaap:ProceedsFromIssuanceOfDebt", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2444429 - Disclosure - Debt - Iliad Note (Details)", "role": "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "shortName": "Debt - Iliad Note (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i90c085f859574bfebac847d55bbc3e34_I20191125", "decimals": "INF", "lang": "en-US", "name": "us-gaap:DebtInstrumentFaceAmount", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R67": { "firstAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:CommonStockParOrStatedValuePerShare", "reportCount": 1, "unitRef": "usdPerShare", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2445430 - Disclosure - Debt - Convertible Notes (Details)", "role": "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "shortName": "Debt - Convertible Notes (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "icdcfe2637deb4eb98cdaa89aec70b7f3_D20190329-20190329", "decimals": "-5", "lang": "en-US", "name": "us-gaap:ProceedsFromIssuanceOfSubordinatedLongTermDebt", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R68": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-5", "first": true, "lang": "en-US", "name": "us-gaap:PurchaseObligation", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2447431 - Disclosure - Commitments and Contingencies - Narrative (Details)", "role": "http://www.energyfocusinc.com/role/CommitmentsandContingenciesNarrativeDetails", "shortName": "Commitments and Contingencies - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-5", "first": true, "lang": "en-US", "name": "us-gaap:PurchaseObligation", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R69": { "firstAnchor": { "ancestors": [ "span", "div", "us-gaap:FairValueMeasurementPolicyPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "ie831c8aa62e1461e9346c4bbab4bc485_D20200101-20200131", "decimals": "-3", "first": true, "lang": "en-US", "name": "efoi:PaymentsForClearingFees", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2450432 - Disclosure - Stockholders' Equity - December 2021 Private Placement (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "shortName": "Stockholders' Equity - December 2021 Private Placement (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R7": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:NetIncomeLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1005007 - Statement - Consolidated Statements of Comprehensive Loss", "role": "http://www.energyfocusinc.com/role/ConsolidatedStatementsofComprehensiveLoss", "shortName": "Consolidated Statements of Comprehensive Loss", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:OtherComprehensiveIncomeForeignCurrencyTransactionAndTranslationAdjustmentNetOfTaxPortionAttributableToParent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R70": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfStockholdersEquityNoteWarrantsOrRightsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "ib1360804400a46b29e810150f3ae74b2_D20210101-20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "efoi:ClassOfWarrantOrRightWarrantsIssued", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2451433 - Disclosure - Stockholders' Equity - Warrants Outstanding from the December 2021 Private Placement (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails", "shortName": "Stockholders' Equity - Warrants Outstanding from the December 2021 Private Placement (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R71": { "firstAnchor": { "ancestors": [ "span", "div", "us-gaap:FairValueMeasurementPolicyPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "ie831c8aa62e1461e9346c4bbab4bc485_D20200101-20200131", "decimals": "-3", "first": true, "lang": "en-US", "name": "efoi:PaymentsForClearingFees", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2452434 - Disclosure - Stockholders' Equity - June 2021 Equity Offering (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "shortName": "Stockholders' Equity - June 2021 Equity Offering (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R72": { "firstAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:PreferredStockSharesAuthorized", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2453435 - Disclosure - Stockholders' Equity - Preferred Stock (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails", "shortName": "Stockholders' Equity - Preferred Stock (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "if45ec14e9ce748d5b1610444fdeb4d51_I20211231", "decimals": "INF", "lang": "en-US", "name": "us-gaap:ConvertiblePreferredStockSharesIssuedUponConversion", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R73": { "firstAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:CommonStockParOrStatedValuePerShare", "reportCount": 1, "unitRef": "usdPerShare", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2454436 - Disclosure - Stockholders' Equity - 1-for-5 Reverse Stock Split (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquity1for5ReverseStockSplitDetails", "shortName": "Stockholders' Equity - 1-for-5 Reverse Stock Split (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R74": { "firstAnchor": { "ancestors": [ "span", "div", "us-gaap:FairValueMeasurementPolicyPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "ie831c8aa62e1461e9346c4bbab4bc485_D20200101-20200131", "decimals": "-3", "first": true, "lang": "en-US", "name": "efoi:PaymentsForClearingFees", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2455437 - Disclosure - Stockholders' Equity - January 2020 Equity Offering (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "shortName": "Stockholders' Equity - January 2020 Equity Offering (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R75": { "firstAnchor": { "ancestors": [ "span", "div", "us-gaap:FairValueMeasurementPolicyPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i22825782b9084bab96299f33f2d30063_D20211001-20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "efoi:ClassOfWarrantOrRightWarrantsIssued", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2456438 - Disclosure - Stockholders' Equity - Outstanding Warrants from the January 2020 Equity Offering (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "shortName": "Stockholders' Equity - Outstanding Warrants from the January 2020 Equity Offering (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R76": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2457439 - Disclosure - Stockholders' Equity - Stock-based Compensation (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails", "shortName": "Stockholders' Equity - Stock-based Compensation (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R77": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2458440 - Disclosure - Stockholders' Equity - Impact of Results for Stock-Based Compensation (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityImpactofResultsforStockBasedCompensationDetails", "shortName": "Stockholders' Equity - Impact of Results for Stock-Based Compensation (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R78": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i93476ff4e70046ad81c09f08f9c0bc64_D20210101-20211231", "decimals": "2", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "reportCount": 1, "unique": true, "unitRef": "usdPerShare", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2459441 - Disclosure - Stockholders' Equity - Estimates Utilized (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails", "shortName": "Stockholders' Equity - Estimates Utilized (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i93476ff4e70046ad81c09f08f9c0bc64_D20210101-20211231", "decimals": "2", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "reportCount": 1, "unique": true, "unitRef": "usdPerShare", "xsiNil": "false" } }, "R79": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:StockIssuedDuringPeriodSharesStockOptionsExercised", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2460442 - Disclosure - Stockholders' Equity - Stock Options Narrative (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "shortName": "Stockholders' Equity - Stock Options Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableIntrinsicValue1", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R8": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i8ef81b3ca36b41809c79c3c111f3456a_I20191231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:SharesOutstanding", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1006008 - Statement - Consolidated Statements of Stockholders' Equity", "role": "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "shortName": "Consolidated Statements of Stockholders' Equity", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i8ef81b3ca36b41809c79c3c111f3456a_I20191231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:SharesOutstanding", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R80": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i902bade71e834f7f9e25997670e249f2_I20201231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2461443 - Disclosure - Stockholders' Equity - Summary of Option Activity (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails", "shortName": "Stockholders' Equity - Summary of Option Activity (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i3294dbcf1a9747dba52da6a9462883b6_I20191231", "decimals": "INF", "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R81": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAndExercisableTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeNumberOfOutstandingOptions", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2462444 - Disclosure - Stockholders' Equity - Options Outstanding and Exercisable (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails", "shortName": "Stockholders' Equity - Options Outstanding and Exercisable (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAndExercisableTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeNumberOfOutstandingOptions", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R82": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i4ff91b791919436d91bf7fecc7a86b8a_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2463445 - Disclosure - Stockholders' Equity - Restricted Stock Units Narrative (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "shortName": "Stockholders' Equity - Restricted Stock Units Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i4ff91b791919436d91bf7fecc7a86b8a_D20210101-20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R83": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfSharebasedCompensationRestrictedStockAndRestrictedStockUnitsActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i3db4a53ab94249ca8f416d280f4a7609_I20201231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingNumber", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2464446 - Disclosure - Stockholders' Equity - Summary of Restricted Stock Activity (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails", "shortName": "Stockholders' Equity - Summary of Restricted Stock Activity (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfSharebasedCompensationRestrictedStockAndRestrictedStockUnitsActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i683a1c383f14479db04e359bb44dc770_I20191231", "decimals": "INF", "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingNumber", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R84": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i7798c1a139c1494fa683aabbf81de26c_I20130930", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAuthorized", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2465447 - Disclosure - Stockholders' Equity - Employee Stock Purchase Plans (Details)", "role": "http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails", "shortName": "Stockholders' Equity - Employee Stock Purchase Plans (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i7798c1a139c1494fa683aabbf81de26c_I20130930", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAuthorized", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R85": { "firstAnchor": { "ancestors": [ "ix:continuation", "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestAccrued", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2468448 - Disclosure - Income Taxes - Narrative (Details)", "role": "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails", "shortName": "Income Taxes - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "ix:continuation", "span", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestAccrued", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R86": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:CurrentStateAndLocalTaxExpenseBenefit", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2469449 - Disclosure - Income Taxes - Components (Details)", "role": "http://www.energyfocusinc.com/role/IncomeTaxesComponentsDetails", "shortName": "Income Taxes - Components (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:CurrentStateAndLocalTaxExpenseBenefit", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R87": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2470450 - Disclosure - Income Taxes - Reconciliation (Details)", "role": "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails", "shortName": "Income Taxes - Reconciliation (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" } }, "R88": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsOther", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2471451 - Disclosure - Income Taxes - Temporary Differences (Details)", "role": "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails", "shortName": "Income Taxes - Temporary Differences (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i9f73e56b185c477d9990315664de9839_I20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsOther", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R89": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "us-gaap:QuarterlyFinancialInformationTextBlock", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i707c00d290fc4ee1aab7ed43f57ded42_D20211001-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:Revenues", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2474452 - Disclosure - Product and Geographic Information (Details)", "role": "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails", "shortName": "Product and Geographic Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfRevenueFromExternalCustomersAttributedToForeignCountriesByGeographicAreaTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i7f06ae07d18848d594df88fe8d7cfc70_D20210101-20211231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:Revenues", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R9": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:NetIncomeLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1007009 - Statement - Consolidated Statements of Cash Flows", "role": "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "shortName": "Consolidated Statements of Cash Flows", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i5a9cc399b7534615a31d5101868a2b7e_D20210101-20211231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:ShareBasedCompensation", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R90": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i8ceaadf37ddf4323b6ede32586a81d9e_D20210701-20210930", "decimals": "-3", "first": true, "lang": "en-US", "name": "efoi:PayrollTaxCreditEmployeeRetentionCreditUnderTheCARESAct", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2476453 - Disclosure - Other Income (Details)", "role": "http://www.energyfocusinc.com/role/OtherIncomeDetails", "shortName": "Other Income (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i8ceaadf37ddf4323b6ede32586a81d9e_D20210701-20210930", "decimals": "-3", "first": true, "lang": "en-US", "name": "efoi:PayrollTaxCreditEmployeeRetentionCreditUnderTheCARESAct", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R91": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i0501a64963994dacaa526c0a82bd81fc_I20211231", "decimals": "3", "first": true, "lang": "en-US", "name": "efoi:RelatedPartyTransactionsOwnershipinReportingEntitybyRelatedParty", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2478454 - Disclosure - Related Party Transactions (Details)", "role": "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails", "shortName": "Related Party Transactions (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i0501a64963994dacaa526c0a82bd81fc_I20211231", "decimals": "3", "first": true, "lang": "en-US", "name": "efoi:RelatedPartyTransactionsOwnershipinReportingEntitybyRelatedParty", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" } }, "R92": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "us-gaap:QuarterlyFinancialInformationTextBlock", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i707c00d290fc4ee1aab7ed43f57ded42_D20211001-20211231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:Revenues", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2482455 - Disclosure - Supplementary Financial Information to Item 8. (Details)", "role": "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Details", "shortName": "Supplementary Financial Information to Item 8. (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "us-gaap:QuarterlyFinancialInformationTextBlock", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i707c00d290fc4ee1aab7ed43f57ded42_D20211001-20211231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:GrossProfit", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R93": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "srt:ScheduleOfValuationAndQualifyingAccountsDisclosureTextBlock", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i470ca8126ea5433aac9f7fd8d9230dee_I20201231", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:ValuationAllowancesAndReservesBalance", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2484456 - Disclosure - Schedule II - Schedule of Valuation and Qualifying Accounts (Details)", "role": "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails", "shortName": "Schedule II - Schedule of Valuation and Qualifying Accounts (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "srt:ScheduleOfValuationAndQualifyingAccountsDisclosureTextBlock", "body", "html" ], "baseRef": "efoi-20211231.htm", "contextRef": "i15d2a29dd4644d06a4ed9d981c8d9103_I20191231", "decimals": "-3", "lang": "en-US", "name": "us-gaap:ValuationAllowancesAndReservesBalance", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } } }, "segmentCount": 97, "tag": { "country_US": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "UNITED STATES", "terseLabel": "United States" } } }, "localname": "US", "nsuri": "http://xbrl.sec.gov/country/2021", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails" ], "xbrltype": "domainItemType" }, "dei_AmendmentFlag": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.", "label": "Amendment Flag", "terseLabel": "Amendment Flag" } } }, "localname": "AmendmentFlag", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "booleanItemType" }, "dei_AuditorFirmId": { "auth_ref": [ "r626", "r627", "r628" ], "lang": { "en-us": { "role": { "documentation": "PCAOB issued Audit Firm Identifier", "label": "Auditor Firm ID", "terseLabel": "Auditor Firm ID" } } }, "localname": "AuditorFirmId", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/AuditInformation" ], "xbrltype": "nonemptySequenceNumberItemType" }, "dei_AuditorLocation": { "auth_ref": [ "r626", "r627", "r628" ], "lang": { "en-us": { "role": { "label": "Auditor Location", "terseLabel": "Auditor Location" } } }, "localname": "AuditorLocation", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/AuditInformation" ], "xbrltype": "internationalNameItemType" }, "dei_AuditorName": { "auth_ref": [ "r626", "r627", "r628" ], "lang": { "en-us": { "role": { "label": "Auditor Name", "terseLabel": "Auditor Name" } } }, "localname": "AuditorName", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/AuditInformation" ], "xbrltype": "internationalNameItemType" }, "dei_CityAreaCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Area code of city", "label": "City Area Code", "terseLabel": "City Area Code" } } }, "localname": "CityAreaCode", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "normalizedStringItemType" }, "dei_CoverAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Cover page.", "label": "Cover [Abstract]" } } }, "localname": "CoverAbstract", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "xbrltype": "stringItemType" }, "dei_CurrentFiscalYearEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "End date of current fiscal year in the format --MM-DD.", "label": "Current Fiscal Year End Date", "terseLabel": "Current Fiscal Year End Date" } } }, "localname": "CurrentFiscalYearEndDate", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "gMonthDayItemType" }, "dei_DocumentAnnualReport": { "auth_ref": [ "r626", "r627", "r628" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true only for a form used as an annual report.", "label": "Document Annual Report", "terseLabel": "Document Annual Report" } } }, "localname": "DocumentAnnualReport", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "booleanItemType" }, "dei_DocumentFiscalPeriodFocus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Fiscal period values are FY, Q1, Q2, and Q3. 1st, 2nd and 3rd quarter 10-Q or 10-QT statements have value Q1, Q2, and Q3 respectively, with 10-K, 10-KT or other fiscal year statements having FY.", "label": "Document Fiscal Period Focus", "terseLabel": "Document Fiscal Period Focus" } } }, "localname": "DocumentFiscalPeriodFocus", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "fiscalPeriodItemType" }, "dei_DocumentFiscalYearFocus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "This is focus fiscal year of the document report in YYYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006.", "label": "Document Fiscal Year Focus", "terseLabel": "Document Fiscal Year Focus" } } }, "localname": "DocumentFiscalYearFocus", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "gYearItemType" }, "dei_DocumentPeriodEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.", "label": "Document Period End Date", "terseLabel": "Document Period End Date" } } }, "localname": "DocumentPeriodEndDate", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "dateItemType" }, "dei_DocumentTransitionReport": { "auth_ref": [ "r629" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true only for a form used as a transition report.", "label": "Document Transition Report", "terseLabel": "Document Transition Report" } } }, "localname": "DocumentTransitionReport", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "booleanItemType" }, "dei_DocumentType": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.", "label": "Document Type", "terseLabel": "Document Type" } } }, "localname": "DocumentType", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "submissionTypeItemType" }, "dei_DocumentsIncorporatedByReferenceTextBlock": { "auth_ref": [ "r624" ], "lang": { "en-us": { "role": { "documentation": "Documents incorporated by reference.", "label": "Documents Incorporated by Reference [Text Block]", "terseLabel": "Documents Incorporated by Reference" } } }, "localname": "DocumentsIncorporatedByReferenceTextBlock", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "textBlockItemType" }, "dei_EntityAddressAddressLine1": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Address Line 1 such as Attn, Building Name, Street Name", "label": "Entity Address, Address Line One", "terseLabel": "Entity Address, Address Line One" } } }, "localname": "EntityAddressAddressLine1", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressAddressLine2": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Address Line 2 such as Street or Suite number", "label": "Entity Address, Address Line Two", "terseLabel": "Entity Address, Address Line Two" } } }, "localname": "EntityAddressAddressLine2", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressCityOrTown": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of the City or Town", "label": "Entity Address, City or Town", "terseLabel": "Entity Address, City or Town" } } }, "localname": "EntityAddressCityOrTown", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressPostalZipCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Code for the postal or zip code", "label": "Entity Address, Postal Zip Code", "terseLabel": "Entity Address, Postal Zip Code" } } }, "localname": "EntityAddressPostalZipCode", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressStateOrProvince": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of the state or province.", "label": "Entity Address, State or Province", "terseLabel": "Entity Address, State or Province" } } }, "localname": "EntityAddressStateOrProvince", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "stateOrProvinceItemType" }, "dei_EntityCentralIndexKey": { "auth_ref": [ "r623" ], "lang": { "en-us": { "role": { "documentation": "A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.", "label": "Entity Central Index Key", "terseLabel": "Entity Central Index Key" } } }, "localname": "EntityCentralIndexKey", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "centralIndexKeyItemType" }, "dei_EntityCommonStockSharesOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument.", "label": "Entity Common Stock, Shares Outstanding", "terseLabel": "Entity Common Stock, Shares Outstanding" } } }, "localname": "EntityCommonStockSharesOutstanding", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "sharesItemType" }, "dei_EntityCurrentReportingStatus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Current Reporting Status", "terseLabel": "Entity Current Reporting Status" } } }, "localname": "EntityCurrentReportingStatus", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "yesNoItemType" }, "dei_EntityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "All the names of the entities being reported upon in a document. Any legal structure used to conduct activities or to hold assets. Some examples of such structures are corporations, partnerships, limited liability companies, grantor trusts, and other trusts. This item does not include business and geographical segments which are included in the geographical or business segments domains.", "label": "Entity [Domain]", "terseLabel": "Entity [Domain]" } } }, "localname": "EntityDomain", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "dei_EntityEmergingGrowthCompany": { "auth_ref": [ "r623" ], "lang": { "en-us": { "role": { "documentation": "Indicate if registrant meets the emerging growth company criteria.", "label": "Entity Emerging Growth Company", "terseLabel": "Entity Emerging Growth Company" } } }, "localname": "EntityEmergingGrowthCompany", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "booleanItemType" }, "dei_EntityFileNumber": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.", "label": "Entity File Number", "terseLabel": "Entity File Number" } } }, "localname": "EntityFileNumber", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "fileNumberItemType" }, "dei_EntityFilerCategory": { "auth_ref": [ "r623" ], "lang": { "en-us": { "role": { "documentation": "Indicate whether the registrant is one of the following: Large Accelerated Filer, Accelerated Filer, Non-accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Filer Category", "terseLabel": "Entity Filer Category" } } }, "localname": "EntityFilerCategory", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "filerCategoryItemType" }, "dei_EntityIncorporationStateCountryCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two-character EDGAR code representing the state or country of incorporation.", "label": "Entity Incorporation, State or Country Code", "terseLabel": "Entity Incorporation, State or Country Code" } } }, "localname": "EntityIncorporationStateCountryCode", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "edgarStateCountryItemType" }, "dei_EntityInteractiveDataCurrent": { "auth_ref": [ "r631" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).", "label": "Entity Interactive Data Current", "terseLabel": "Entity Interactive Data Current" } } }, "localname": "EntityInteractiveDataCurrent", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "yesNoItemType" }, "dei_EntityPublicFloat": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.", "label": "Entity Public Float", "terseLabel": "Entity Public Float" } } }, "localname": "EntityPublicFloat", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "monetaryItemType" }, "dei_EntityRegistrantName": { "auth_ref": [ "r623" ], "lang": { "en-us": { "role": { "documentation": "The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.", "label": "Entity Registrant Name", "terseLabel": "Entity Registrant Name" } } }, "localname": "EntityRegistrantName", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityShellCompany": { "auth_ref": [ "r623" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act.", "label": "Entity Shell Company", "terseLabel": "Entity Shell Company" } } }, "localname": "EntityShellCompany", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "booleanItemType" }, "dei_EntitySmallBusiness": { "auth_ref": [ "r623" ], "lang": { "en-us": { "role": { "documentation": "Indicates that the company is a Smaller Reporting Company (SRC).", "label": "Entity Small Business", "terseLabel": "Entity Small Business" } } }, "localname": "EntitySmallBusiness", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "booleanItemType" }, "dei_EntityTaxIdentificationNumber": { "auth_ref": [ "r623" ], "lang": { "en-us": { "role": { "documentation": "The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.", "label": "Entity Tax Identification Number", "terseLabel": "Entity Tax Identification Number" } } }, "localname": "EntityTaxIdentificationNumber", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "employerIdItemType" }, "dei_EntityVoluntaryFilers": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.", "label": "Entity Voluntary Filers", "terseLabel": "Entity Voluntary Filers" } } }, "localname": "EntityVoluntaryFilers", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "yesNoItemType" }, "dei_EntityWellKnownSeasonedIssuer": { "auth_ref": [ "r645" ], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A.", "label": "Entity Well-known Seasoned Issuer", "terseLabel": "Entity Well-known Seasoned Issuer" } } }, "localname": "EntityWellKnownSeasonedIssuer", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "yesNoItemType" }, "dei_IcfrAuditorAttestationFlag": { "auth_ref": [ "r626", "r627", "r628" ], "lang": { "en-us": { "role": { "label": "ICFR Auditor Attestation Flag", "terseLabel": "ICFR Auditor Attestation Flag" } } }, "localname": "IcfrAuditorAttestationFlag", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "booleanItemType" }, "dei_LegalEntityAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The set of legal entities associated with a report.", "label": "Legal Entity [Axis]", "terseLabel": "Legal Entity [Axis]" } } }, "localname": "LegalEntityAxis", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "stringItemType" }, "dei_LocalPhoneNumber": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Local phone number for entity.", "label": "Local Phone Number", "terseLabel": "Local Phone Number" } } }, "localname": "LocalPhoneNumber", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "normalizedStringItemType" }, "dei_Security12bTitle": { "auth_ref": [ "r622" ], "lang": { "en-us": { "role": { "documentation": "Title of a 12(b) registered security.", "label": "Title of 12(b) Security", "terseLabel": "Title of 12(b) Security" } } }, "localname": "Security12bTitle", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "securityTitleItemType" }, "dei_SecurityExchangeName": { "auth_ref": [ "r625" ], "lang": { "en-us": { "role": { "documentation": "Name of the Exchange on which a security is registered.", "label": "Security Exchange Name", "terseLabel": "Security Exchange Name" } } }, "localname": "SecurityExchangeName", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "edgarExchangeCodeItemType" }, "dei_TradingSymbol": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Trading symbol of an instrument as listed on an exchange.", "label": "Trading Symbol", "terseLabel": "Trading Symbol" } } }, "localname": "TradingSymbol", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.energyfocusinc.com/role/CoverPage" ], "xbrltype": "tradingSymbolItemType" }, "efoi_A13DGroupMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "13D Group [Member]", "label": "13D Group [Member]", "terseLabel": "13D Group" } } }, "localname": "A13DGroupMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "efoi_A5ElementsEnergyEfficienciesBVILtdMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "5 Elements Energy Efficiencies (BVI) Ltd.", "label": "5 Elements Energy Efficiencies (BVI) Ltd. [Member]", "terseLabel": "5 Elements Energy Efficiencies (BVI) Ltd." } } }, "localname": "A5ElementsEnergyEfficienciesBVILtdMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "efoi_A5ElementsGlobalAdvisorsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "5 Elements Global Advisors [Member]", "label": "5 Elements Global Advisors [Member]", "terseLabel": "5 Elements Global Advisors" } } }, "localname": "A5ElementsGlobalAdvisorsMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "efoi_AccumulatedInterestOnSubordinatedDebt": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated Interest on Subordinated Debt", "label": "Accumulated Interest on Subordinated Debt", "terseLabel": "Accumulated interest" } } }, "localname": "AccumulatedInterestOnSubordinatedDebt", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails" ], "xbrltype": "monetaryItemType" }, "efoi_AdjustmentsToAdditionalPaidInCapitalWarrantReclassified": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Adjustments to Additional Paid in Capital, Warrant Reclassified", "label": "Adjustments to Additional Paid in Capital, Warrant Reclassified", "negatedTerseLabel": "Warrant liability - modification", "terseLabel": "Warrant liability - modification" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalWarrantReclassified", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "efoi_AuditInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Audit Information [Abstract]", "label": "Audit Information [Abstract]" } } }, "localname": "AuditInformationAbstract", "nsuri": "http://www.energyfocusinc.com/20211231", "xbrltype": "stringItemType" }, "efoi_AustinCreditFacilityMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Austin Credit Facility", "label": "Austin Credit Facility [Member]", "terseLabel": "Austin Credit Facility" } } }, "localname": "AustinCreditFacilityMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "domainItemType" }, "efoi_AustinFacilityMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Austin Facility", "label": "Austin Facility [Member]", "terseLabel": "Austin Facility" } } }, "localname": "AustinFacilityMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "domainItemType" }, "efoi_BrilliantStartEnterpriseInc.Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Brilliant Start Enterprise, Inc. [Member]", "label": "Brilliant Start Enterprise, Inc. [Member]", "terseLabel": "Brilliant Start Enterprise, Inc." } } }, "localname": "BrilliantStartEnterpriseInc.Member", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "domainItemType" }, "efoi_ClassOfWarrantOrRightWarrantsIssued": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Class Of Warrant Or Right, Warrants Issued", "label": "Class Of Warrant Or Right, Warrants Issued", "terseLabel": "Number of warrants issued (in shares)" } } }, "localname": "ClassOfWarrantOrRightWarrantsIssued", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "sharesItemType" }, "efoi_ClassOfWarrantOrRightWarrantsIssuedPricePerShare": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Class Of Warrant Or Right, Warrants Issued, Price Per Share", "label": "Class Of Warrant Or Right, Warrants Issued, Price Per Share", "terseLabel": "Purchase price (in dollars per share)" } } }, "localname": "ClassOfWarrantOrRightWarrantsIssuedPricePerShare", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "perShareItemType" }, "efoi_CommercialProductsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Commercial Products", "label": "Commercial Products [Member]", "terseLabel": "Commercial Products" } } }, "localname": "CommercialProductsMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "domainItemType" }, "efoi_CommunalInternationalLtdMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Communal International Ltd.", "label": "Communal International Ltd. [Member]", "terseLabel": "Communal International Ltd." } } }, "localname": "CommunalInternationalLtdMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "efoi_CommunalMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Communal [Member]", "terseLabel": "Communal" } } }, "localname": "CommunalMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "efoi_ContractWithCustomerPaymentTerms": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contract With Customer, Payment Terms", "label": "Contract With Customer, Payment Terms", "terseLabel": "Payment terms" } } }, "localname": "ContractWithCustomerPaymentTerms", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesAccountsReceivableDetails" ], "xbrltype": "durationItemType" }, "efoi_CreditFacilitiesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Credit Facilities", "label": "Credit Facilities [Member]", "terseLabel": "Credit Facilities" } } }, "localname": "CreditFacilitiesMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "domainItemType" }, "efoi_DebtInstrumentBaseRateVariable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Base Rate, Variable", "label": "Debt Instrument, Base Rate, Variable", "terseLabel": "Variable interest rate, base" } } }, "localname": "DebtInstrumentBaseRateVariable", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_DebtInstrumentInterestRateStatedPercentageCollateralManagementFee": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Interest Rate, Stated Percentage, Collateral Management Fee", "label": "Debt Instrument, Interest Rate, Stated Percentage, Collateral Management Fee", "terseLabel": "Stated interest rate on collateral management fee" } } }, "localname": "DebtInstrumentInterestRateStatedPercentageCollateralManagementFee", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_DebtInstrumentNumberOfCreditFacilities": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Number Of Credit Facilities", "label": "Debt Instrument, Number Of Credit Facilities", "terseLabel": "Number of new credit facilities" } } }, "localname": "DebtInstrumentNumberOfCreditFacilities", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails" ], "xbrltype": "integerItemType" }, "efoi_DebtInstrumentPercentageIncreaseIfDelistedFromSecurityExchange": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Percentage Increase If Delisted From Security Exchange", "label": "Debt Instrument, Percentage Increase If Delisted From Security Exchange", "terseLabel": "Percentage increase if delisted from Nasdaq" } } }, "localname": "DebtInstrumentPercentageIncreaseIfDelistedFromSecurityExchange", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "percentItemType" }, "efoi_DebtInstrumentPrepaymentPremiumPercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Prepayment Premium, Percent", "label": "Debt Instrument, Prepayment Premium, Percent", "terseLabel": "Prepayment premium" } } }, "localname": "DebtInstrumentPrepaymentPremiumPercent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "percentItemType" }, "efoi_DebtInstrumentProceedsToBePaidToLenderPercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Proceeds To Be Paid To Lender, Percent", "label": "Debt Instrument, Proceeds To Be Paid To Lender, Percent", "terseLabel": "Percent proceeds to be paid to Lender" } } }, "localname": "DebtInstrumentProceedsToBePaidToLenderPercent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "percentItemType" }, "efoi_DebtInstrumentRightToDeferMandatoryRedemptionNumberOfDeferrals": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Right To Defer Mandatory Redemption, Number Of Deferrals", "label": "Debt Instrument, Right To Defer Mandatory Redemption, Number Of Deferrals", "terseLabel": "Right to defer mandatory redemption, number of deferrals" } } }, "localname": "DebtInstrumentRightToDeferMandatoryRedemptionNumberOfDeferrals", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "integerItemType" }, "efoi_DebtInstrumentSubjectToMandatoryRedemptionMaximumAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Debt Instrument Subject To Mandatory Redemption, Maximum Amount", "label": "Debt Instrument Subject To Mandatory Redemption, Maximum Amount", "terseLabel": "Maximum redemption amount" } } }, "localname": "DebtInstrumentSubjectToMandatoryRedemptionMaximumAmount", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "monetaryItemType" }, "efoi_DebtPrepaymentMaximumPercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Prepayment Maximum, Percentage", "label": "Debt Prepayment Maximum, Percentage", "terseLabel": "Debt Prepayment Maximum, Percentage" } } }, "localname": "DebtPrepaymentMaximumPercentage", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "percentItemType" }, "efoi_December2021PrivatePlacementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "December 2021 Private Placement", "label": "December 2021 Private Placement [Member]", "terseLabel": "December 2021 Private Placement" } } }, "localname": "December2021PrivatePlacementMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "efoi_DeferredTaxAssetsLeasingArrangements": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails": { "order": 3.0, "parentTag": "us-gaap_DeferredTaxAssetsLiabilitiesNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred Tax Assets, Leasing Arrangements", "label": "Deferred Tax Assets, Leasing Arrangements", "terseLabel": "Lease liabilities" } } }, "localname": "DeferredTaxAssetsLeasingArrangements", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails" ], "xbrltype": "monetaryItemType" }, "efoi_DeferredTaxAssetsOperatingLossCarryforwardsPortionAvailableAfterApplicationOfIRCSection382Limitations": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred Tax Assets, Operating Loss Carryforwards, Portion Available After Application Of IRC Section 382 Limitations", "label": "Deferred Tax Assets, Operating Loss Carryforwards, Portion Available After Application Of IRC Section 382 Limitations", "terseLabel": "Deferred tax assets, operating loss carryforwards, portion available after application of IRC Section 382 limitations" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryforwardsPortionAvailableAfterApplicationOfIRCSection382Limitations", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "efoi_DistributorToTheU.S.NavyMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Distributor To The U.S. Navy [Member]", "label": "Distributor To The U.S. Navy [Member]", "terseLabel": "Distributor To The U.S. Navy" } } }, "localname": "DistributorToTheU.S.NavyMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "efoi_DistributorToTheUSDepartmentOfDefenseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Distributor To The U.S. Department Of Defense", "label": "Distributor To The U.S. Department Of Defense [Member]", "terseLabel": "Distributor To The U.S. Department Of Defense" } } }, "localname": "DistributorToTheUSDepartmentOfDefenseMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "efoi_DistributorToUSNavyCombinedWithSalesToShipbuildersMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Distributor To U.S. Navy Combined With Sales To Shipbuilders", "label": "Distributor To U.S. Navy Combined With Sales To Shipbuilders [Member]", "terseLabel": "Distributor To U.S. Navy Combined With Sales To Shipbuilders" } } }, "localname": "DistributorToUSNavyCombinedWithSalesToShipbuildersMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "efoi_DomesticSupplierMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Domestic Supplier", "label": "Domestic Supplier [Member]", "terseLabel": "Domestic Supplier" } } }, "localname": "DomesticSupplierMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "efoi_EmployeeMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Employee", "label": "Employee [Member]", "terseLabel": "Employee" } } }, "localname": "EmployeeMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "domainItemType" }, "efoi_EmployeeStockPurchasePlan2013Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information related to the employee stock purchase plan approved in 2013.", "label": "Employee Stock Purchase Plan 2013 [Member]", "terseLabel": "2013 Plan" } } }, "localname": "EmployeeStockPurchasePlan2013Member", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails" ], "xbrltype": "domainItemType" }, "efoi_EmployerDeferredPayrollTaxesLiabilityCARESAct": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Employer Deferred Payroll Taxes, Liability, CARES Act", "label": "Employer Deferred Payroll Taxes, Liability, CARES Act", "terseLabel": "Deferred payroll taxes, CARES Act" } } }, "localname": "EmployerDeferredPayrollTaxesLiabilityCARESAct", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "efoi_EstimatedProceedsFromIssuanceOfWarrants": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Estimated Proceeds From Issuance Of Warrants", "label": "Estimated Proceeds From Issuance Of Warrants", "terseLabel": "Estimated proceeds from issuance of warrants" } } }, "localname": "EstimatedProceedsFromIssuanceOfWarrants", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "efoi_ExercisePriceRangeFiveMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Exercise Price Range Five", "label": "Exercise Price Range Five [Member]", "terseLabel": "Exercise price, range five" } } }, "localname": "ExercisePriceRangeFiveMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "domainItemType" }, "efoi_ExercisePriceRangeFourMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The third exercise price range.", "label": "Exercise Price Range Four [Member]", "terseLabel": "Exercise price, range four" } } }, "localname": "ExercisePriceRangeFourMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "domainItemType" }, "efoi_ExercisePriceRangeOneMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The first exercise price range.", "label": "Exercise Price Range One [Member]", "terseLabel": "Exercise price, range one" } } }, "localname": "ExercisePriceRangeOneMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "domainItemType" }, "efoi_ExercisePriceRangeThreeMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The third exercise price range.", "label": "Exercise Price Range Three [Member]", "terseLabel": "Exercise price, range three" } } }, "localname": "ExercisePriceRangeThreeMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "domainItemType" }, "efoi_ExercisePriceRangeTwoMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The second exercise price range.", "label": "Exercise Price Range Two [Member]", "terseLabel": "Exercise price, range two" } } }, "localname": "ExercisePriceRangeTwoMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "domainItemType" }, "efoi_FinanceLeaseAssetsAndLiabilitiesLesseeAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Finance Lease, Assets And Liabilities, Lessee", "label": "Finance Lease, Assets And Liabilities, Lessee [Abstract]", "terseLabel": "Finance Leases" } } }, "localname": "FinanceLeaseAssetsAndLiabilitiesLesseeAbstract", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "stringItemType" }, "efoi_FinanceLeaseRightOfUseAssetAccumulatedDepreciation": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails": { "order": 2.0, "parentTag": "us-gaap_FinanceLeaseRightOfUseAsset", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Finance Lease, Right-Of-Use Asset, Accumulated Depreciation", "label": "Finance Lease, Right-Of-Use Asset, Accumulated Depreciation", "negatedTerseLabel": "Allowances for depreciation" } } }, "localname": "FinanceLeaseRightOfUseAssetAccumulatedDepreciation", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "monetaryItemType" }, "efoi_FinanceLeaseRightOfUseAssetGross": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails": { "order": 1.0, "parentTag": "us-gaap_FinanceLeaseRightOfUseAsset", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Finance Lease, Right-Of-Use Asset, Gross", "label": "Finance Lease, Right-Of-Use Asset, Gross", "terseLabel": "Property and equipment" } } }, "localname": "FinanceLeaseRightOfUseAssetGross", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "monetaryItemType" }, "efoi_FiveElementsEfficientiesBVILtdMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "5 Elements Efficienties (BVI) Ltd.", "label": "Five Elements Efficienties BVI Ltd [Member]", "terseLabel": "5 Elements Efficiencies (BVI) Ltd." } } }, "localname": "FiveElementsEfficientiesBVILtdMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "efoi_FusionParkLLCMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Fusion Park LLC", "label": "Fusion Park LLC [Member]", "terseLabel": "Fusion Park LLC" } } }, "localname": "FusionParkLLCMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "domainItemType" }, "efoi_GainLossFromEmployeeRetentionTaxCredit": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 1.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": -1.0 }, "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 7.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "(Gain) Loss From Employee Retention Tax Credit", "label": "(Gain) Loss From Employee Retention Tax Credit", "negatedTerseLabel": "Other income - employee retention tax credit" } } }, "localname": "GainLossFromEmployeeRetentionTaxCredit", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "monetaryItemType" }, "efoi_GainLossOnForgivenessOfDebt": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 2.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": -1.0 }, "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 6.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Gain (Loss) On Forgiveness Of Debt", "label": "Gain (Loss) On Forgiveness Of Debt", "negatedTerseLabel": "Gain on forgiveness of PPP loan", "terseLabel": "Gain on forgiveness of PPP loan" } } }, "localname": "GainLossOnForgivenessOfDebt", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "http://www.energyfocusinc.com/role/OtherIncomeDetails" ], "xbrltype": "monetaryItemType" }, "efoi_GovernmentProductsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Government Products segment.", "label": "Government Products [Member]", "terseLabel": "MMM products" } } }, "localname": "GovernmentProductsMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails" ], "xbrltype": "domainItemType" }, "efoi_IliadNotePurchaseAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Iliad Note Purchase Agreement", "label": "Iliad Note Purchase Agreement [Member]", "terseLabel": "Iliad Note" } } }, "localname": "IliadNotePurchaseAgreementMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "domainItemType" }, "efoi_IncreaseDecreaseInInventoryLevelsGross": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Increase (Decrease) In Inventory Levels, Gross", "label": "Increase (Decrease) In Inventory Levels, Gross", "terseLabel": "Reduction of gross inventory levels" } } }, "localname": "IncreaseDecreaseInInventoryLevelsGross", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/InventoriesNarrativeDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesInventoriesDetails" ], "xbrltype": "monetaryItemType" }, "efoi_IncreaseDecreaseInInventoryReserves": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Increase (Decrease) In Inventory Reserves", "label": "Increase (Decrease) In Inventory Reserves", "terseLabel": "Increase (decrease) of excess inventory reserves" } } }, "localname": "IncreaseDecreaseInInventoryReserves", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/InventoriesNarrativeDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesInventoriesDetails" ], "xbrltype": "monetaryItemType" }, "efoi_IncreaseDecreaseInProvisionForWarranties": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 8.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Increase (Decrease) In Provision For Warranties", "label": "Increase (Decrease) In Provision For Warranties", "terseLabel": "Provision for warranties" } } }, "localname": "IncreaseDecreaseInProvisionForWarranties", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "efoi_InstitutionalInvestorMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Institutional Investor", "label": "Institutional Investor [Member]", "terseLabel": "Investor Warrants", "verboseLabel": "Equity Offering" } } }, "localname": "InstitutionalInvestorMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "domainItemType" }, "efoi_InternationalMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "International", "label": "International [Member]", "terseLabel": "International" } } }, "localname": "InternationalMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails" ], "xbrltype": "domainItemType" }, "efoi_InventoryFacilityMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Inventory Facility", "label": "Inventory Facility [Member]", "terseLabel": "Inventory Facility" } } }, "localname": "InventoryFacilityMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "domainItemType" }, "efoi_InventoryReserveRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Inventory, Reserve", "label": "Inventory, Reserve [Roll Forward]", "terseLabel": "Inventory, Reserve [Roll Forward]" } } }, "localname": "InventoryReserveRollForward", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/InventoriesReserveRollforwardDetails" ], "xbrltype": "stringItemType" }, "efoi_InventoryValuationReservesProvisionAccrual": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Inventory Valuation Reserves, Provision (Accrual)", "label": "Inventory Valuation Reserves, Provision (Accrual)", "terseLabel": "Accrual" } } }, "localname": "InventoryValuationReservesProvisionAccrual", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/InventoriesReserveRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "efoi_InventoryValuationReservesRawMaterials": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Inventory Valuation Reserves, Raw Materials", "label": "Inventory Valuation Reserves, Raw Materials", "negatedPeriodEndLabel": "Reserves for excess, obsolete, and slow-moving inventories", "negatedPeriodStartLabel": "Beginning balance" } } }, "localname": "InventoryValuationReservesRawMaterials", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/InventoriesReserveRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "efoi_InventoryValuationReservesSalesOfInventory": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Inventory Valuation Reserves, Sales Of Inventory", "label": "Inventory Valuation Reserves, Sales Of Inventory", "terseLabel": "Reduction due to sold inventory" } } }, "localname": "InventoryValuationReservesSalesOfInventory", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/InventoriesReserveRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "efoi_JamesTuThroughFusionParkLLCMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "James Tu Through Fusion Park LLC [Member]", "label": "James Tu Through Fusion Park LLC [Member]", "terseLabel": "James Tu Through Fusion Park LLC" } } }, "localname": "JamesTuThroughFusionParkLLCMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "efoi_January2020EquityOfferingMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "January 2020 Equity Offering", "label": "January 2020 Equity Offering [Member]", "terseLabel": "January 2020 Equity Offering" } } }, "localname": "January2020EquityOfferingMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "domainItemType" }, "efoi_January2020EquityOfferingPrivatePlacementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "January 2020 Equity Offering, Private Placement", "label": "January 2020 Equity Offering, Private Placement [Member]", "terseLabel": "January 2020 Equity Offering, Private Placement" } } }, "localname": "January2020EquityOfferingPrivatePlacementMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "domainItemType" }, "efoi_January2020InstitutionalInvestorMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "January 2020 Institutional Investor", "label": "January 2020 Institutional Investor [Member]", "terseLabel": "January 2020 Institutional Investor" } } }, "localname": "January2020InstitutionalInvestorMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "domainItemType" }, "efoi_LeaseSupplementalBalanceSheetInformationTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Lease, Supplemental Balance Sheet Information [Table Text Block]", "label": "Lease, Supplemental Balance Sheet Information [Table Text Block]", "terseLabel": "Schedule of Supplemental Balance Sheet Information" } } }, "localname": "LeaseSupplementalBalanceSheetInformationTableTextBlock", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesTables" ], "xbrltype": "textBlockItemType" }, "efoi_LesseeOperatingLeaseInterestRateEffectiveRate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Lessee, Operating Lease, Interest Rate, Effective Rate", "label": "Lessee, Operating Lease, Interest Rate, Effective Rate", "terseLabel": "Operating lease, borrowing rate" } } }, "localname": "LesseeOperatingLeaseInterestRateEffectiveRate", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesNarrativeDetails" ], "xbrltype": "percentItemType" }, "efoi_LineOfCreditFacilityAmountAvailableBasedOnQualifiedAccounts": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line of Credit Facility, Amount Available Based On Qualified Accounts", "label": "Line of Credit Facility, Amount Available Based On Qualified Accounts", "terseLabel": "Amount available under facility based on qualified accounts receivable" } } }, "localname": "LineOfCreditFacilityAmountAvailableBasedOnQualifiedAccounts", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_LineOfCreditFacilityAnnualFacilityFeePeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line Of Credit Facility, Annual Facility Fee, Period", "label": "Line Of Credit Facility, Annual Facility Fee, Period", "terseLabel": "Annual facility period" } } }, "localname": "LineOfCreditFacilityAnnualFacilityFeePeriod", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "durationItemType" }, "efoi_LineOfCreditFacilityAnnualFeePercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line Of Credit Facility, Annual Fee, Percent", "label": "Line Of Credit Facility, Annual Fee, Percent", "terseLabel": "Annual fee" } } }, "localname": "LineOfCreditFacilityAnnualFeePercent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_LineOfCreditFacilityAvailableAmountBasedOnQualifiedAccounts": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Line of Credit Facility, Available Amount Based On Qualified Accounts", "label": "Line of Credit Facility, Available Amount Based On Qualified Accounts", "terseLabel": "Amount available based on qualifying accounts" } } }, "localname": "LineOfCreditFacilityAvailableAmountBasedOnQualifiedAccounts", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "monetaryItemType" }, "efoi_LineOfCreditFacilityAvailableInventory": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Line of Credit Facility, Available Inventory", "label": "Line of Credit Facility, Available Inventory", "terseLabel": "Eligible inventory" } } }, "localname": "LineOfCreditFacilityAvailableInventory", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "monetaryItemType" }, "efoi_LineOfCreditFacilityAvailableInventoryNetRealizableValue": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line of Credit Facility, Available Inventory, Net Realizable Value", "label": "Line of Credit Facility, Available Inventory, Net Realizable Value", "terseLabel": "Percent of net realizable value of eligible inventory" } } }, "localname": "LineOfCreditFacilityAvailableInventoryNetRealizableValue", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_LineOfCreditFacilityBorrowingCapacityInventoryCostsPercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line of Credit Facility, Borrowing Capacity, Inventory Costs, Percent", "label": "Line of Credit Facility, Borrowing Capacity, Inventory Costs, Percent", "terseLabel": "Inventory costs" } } }, "localname": "LineOfCreditFacilityBorrowingCapacityInventoryCostsPercent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_LineOfCreditFacilityBorrowingCapacityInventoryValuePercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line of Credit Facility, Borrowing Capacity, Inventory Value, Percent", "label": "Line of Credit Facility, Borrowing Capacity, Inventory Value, Percent", "terseLabel": "Inventory, net orderly liquidation value" } } }, "localname": "LineOfCreditFacilityBorrowingCapacityInventoryValuePercent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_LineOfCreditFacilityBorrowingCapacityValueOfAccountsReceivablePercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line of Credit Facility, Borrowing Capacity, Value Of Accounts Receivable, Percent", "label": "Line of Credit Facility, Borrowing Capacity, Value Of Accounts Receivable, Percent", "terseLabel": "Percent of accounts receivable used as borrowing capacity" } } }, "localname": "LineOfCreditFacilityBorrowingCapacityValueOfAccountsReceivablePercent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_LineOfCreditFacilityCollateralManagementFeePercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line Of Credit Facility, Collateral Management Fee, Percent", "label": "Line Of Credit Facility, Collateral Management Fee, Percent", "terseLabel": "Collateral management fee" } } }, "localname": "LineOfCreditFacilityCollateralManagementFeePercent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_LineOfCreditFacilityMinimumRequirement": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Line Of Credit Facility, Minimum Requirement", "label": "Line Of Credit Facility, Minimum Requirement", "terseLabel": "Minimum borrowing requirement" } } }, "localname": "LineOfCreditFacilityMinimumRequirement", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "monetaryItemType" }, "efoi_LineOfCreditFacilityMonthlyFacilityFee": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Line Of Credit Facility, Monthly Facility Fee", "label": "Line Of Credit Facility, Monthly Facility Fee", "terseLabel": "Minimum monthly fee" } } }, "localname": "LineOfCreditFacilityMonthlyFacilityFee", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "monetaryItemType" }, "efoi_LineOfCreditFacilityMonthlyFacilityFeePercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line Of Credit Facility, Monthly Facility Fee, Percent", "label": "Line Of Credit Facility, Monthly Facility Fee, Percent", "terseLabel": "Monthly service fee" } } }, "localname": "LineOfCreditFacilityMonthlyFacilityFeePercent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_LineOfCreditFacilityOverdraftFeePercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line Of Credit Facility, Overdraft Fee, Percent", "label": "Line Of Credit Facility, Overdraft Fee, Percent", "terseLabel": "Overdraft fee" } } }, "localname": "LineOfCreditFacilityOverdraftFeePercent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "percentItemType" }, "efoi_LongLivedAssetsPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for property, plant and equipment as well as goodwill and intangible assets, which may include the basis of such assets, depreciation methods used and estimated useful lives, the entity's capitalization policy, including its accounting treatment for costs incurred for repairs and maintenance activities, whether such asset balances include capitalized interest and the method by which such is calculated, how disposals of such assets are accounted for and how impairment of such assets is assessed and recognized.", "label": "Long Lived Assets Policy [Policy Text Block]", "terseLabel": "Long-lived assets" } } }, "localname": "LongLivedAssetsPolicyPolicyTextBlock", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "efoi_LonglivedAssetsLocatedinUSPercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Long-lived Assets Located in US, Percent", "label": "Long-lived Assets Located in US, Percent", "terseLabel": "Long-lived assets located in US, percent" } } }, "localname": "LonglivedAssetsLocatedinUSPercent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails" ], "xbrltype": "percentItemType" }, "efoi_MMMLEDProductsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "MMM LED Products", "label": "MMM LED Products [Member]", "terseLabel": "MMM LED Products" } } }, "localname": "MMMLEDProductsMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "domainItemType" }, "efoi_NetProceedsFromTheConversionOfConvertibleDebtToPreferredStock": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Net proceeds from the conversion of convertible debt to preferred stock", "label": "Net proceeds from the conversion of convertible debt to preferred stock", "terseLabel": "Net proceeds from the conversion of convertible debt to preferred stock" } } }, "localname": "NetProceedsFromTheConversionOfConvertibleDebtToPreferredStock", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "monetaryItemType" }, "efoi_NonEmployeeDirectorMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Non-Employee Director", "label": "Non-Employee Director [Member]", "terseLabel": "Non-Employee Director" } } }, "localname": "NonEmployeeDirectorMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "domainItemType" }, "efoi_NotePayablePercentageIncreaseDueToDeferralOfRedemptionOption": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Note Payable, Percentage Increase Due to Deferral of Redemption Option", "label": "Note Payable, Percentage Increase Due to Deferral of Redemption Option", "terseLabel": "Percentage increase due to deferral of redemption option" } } }, "localname": "NotePayablePercentageIncreaseDueToDeferralOfRedemptionOption", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "percentItemType" }, "efoi_OffshoreSupplierMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Offshore Supplier", "label": "Offshore Supplier [Member]", "terseLabel": "Offshore Supplier" } } }, "localname": "OffshoreSupplierMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "efoi_OperatingLeaseAssetsAndLiabilitiesLesseeAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Operating Lease, Assets And Liabilities, Lessee", "label": "Operating Lease, Assets And Liabilities, Lessee [Abstract]", "terseLabel": "Operating Leases" } } }, "localname": "OperatingLeaseAssetsAndLiabilitiesLesseeAbstract", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "stringItemType" }, "efoi_OperatingLeaseCostNetOfSubleaseIncome": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails": { "order": 1.0, "parentTag": "us-gaap_LeaseCost", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Operating Lease, Cost, Net Of Sublease Income", "label": "Operating Lease, Cost, Net Of Sublease Income", "totalLabel": "Operating lease cost, net" } } }, "localname": "OperatingLeaseCostNetOfSubleaseIncome", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails" ], "xbrltype": "monetaryItemType" }, "efoi_OperatingLeaseLiabilityIncludingRestructuredLeases": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Operating Lease, Liability, Including Restructured Leases", "label": "Operating Lease, Liability, Including Restructured Leases", "totalLabel": "Operating lease liabilities, total" } } }, "localname": "OperatingLeaseLiabilityIncludingRestructuredLeases", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "monetaryItemType" }, "efoi_OperatingLeaseRightofUseAssetIncludingRestructuredLeases": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Operating Lease, Right-of-Use Asset, Including Restructured Leases", "label": "Operating Lease, Right-of-Use Asset, Including Restructured Leases", "totalLabel": "Operating lease right-of-use assets, total" } } }, "localname": "OperatingLeaseRightofUseAssetIncludingRestructuredLeases", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "monetaryItemType" }, "efoi_PaycheckProtectionProgramCARESActMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Paycheck Protection Program CARES Act", "label": "Paycheck Protection Program CARES Act [Member]", "terseLabel": "Paycheck Protection Program CARES Act" } } }, "localname": "PaycheckProtectionProgramCARESActMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails", "http://www.energyfocusinc.com/role/OtherIncomeDetails" ], "xbrltype": "domainItemType" }, "efoi_PaymentProtectionProgramCurrent": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 13.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Payment Protection Program, Current", "label": "Payment Protection Program, Current", "terseLabel": "PPP loan" } } }, "localname": "PaymentProtectionProgramCurrent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "http://www.energyfocusinc.com/role/OtherIncomeDetails" ], "xbrltype": "monetaryItemType" }, "efoi_PaymentProtectionProgramNoncurrent": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 4.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Payment Protection Program, Noncurrent", "label": "Payment Protection Program, Noncurrent", "terseLabel": "PPP loan, net of current maturities" } } }, "localname": "PaymentProtectionProgramNoncurrent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "http://www.energyfocusinc.com/role/OtherIncomeDetails" ], "xbrltype": "monetaryItemType" }, "efoi_PaymentsForClearingFees": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Payments For Clearing Fees", "label": "Payments For Clearing Fees", "terseLabel": "Amount paid for clearing fees" } } }, "localname": "PaymentsForClearingFees", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "efoi_PaymentsForPlacementAgentCommissions": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Payments For Placement Agent Commissions", "label": "Payments For Placement Agent Commissions", "terseLabel": "Amount paid for placement agent commissions" } } }, "localname": "PaymentsForPlacementAgentCommissions", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "efoi_PaymentsRelatedToExpensesForRegisteredDirectOfferingAndConcurrentPrivatePlacement": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Payments Related To Expenses For Registered Direct Offering And Concurrent Private Placement", "label": "Payments Related To Expenses For Registered Direct Offering And Concurrent Private Placement", "terseLabel": "Amount paid related to expenses for registered direct offering and concurrent private placement" } } }, "localname": "PaymentsRelatedToExpensesForRegisteredDirectOfferingAndConcurrentPrivatePlacement", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "efoi_PayrollTaxCreditEmployeeRetentionCreditUnderTheCARESAct": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Payroll Tax Credit, Employee Retention Credit Under The CARES Act", "label": "Payroll Tax Credit, Employee Retention Credit Under The CARES Act", "terseLabel": "ERTC refund" } } }, "localname": "PayrollTaxCreditEmployeeRetentionCreditUnderTheCARESAct", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/OtherIncomeDetails" ], "xbrltype": "monetaryItemType" }, "efoi_PayrollTaxCreditEmployeeRetentionCreditUnderTheCARESActCurrent": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails": { "order": 6.0, "parentTag": "us-gaap_PrepaidExpenseAndOtherAssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Payroll Tax Credit, Employee Retention Credit Under The CARES Act, Current", "label": "Payroll Tax Credit, Employee Retention Credit Under The CARES Act, Current", "terseLabel": "ERTC funds", "verboseLabel": "ERTC expected receivable" } } }, "localname": "PayrollTaxCreditEmployeeRetentionCreditUnderTheCARESActCurrent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/OtherIncomeDetails", "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails" ], "xbrltype": "monetaryItemType" }, "efoi_PercentageOfSeriesAPreferredStockEligibleToVote": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of Series A Preferred Stock Eligible to Vote", "label": "Percentage of Series A Preferred Stock Eligible to Vote", "terseLabel": "Percentage of number of votes that each share of preferred stock holders are entitled to" } } }, "localname": "PercentageOfSeriesAPreferredStockEligibleToVote", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "percentItemType" }, "efoi_Plan2014Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock incentive plan approved in 2014.", "label": "Plan 2014 [Member]", "terseLabel": "2014 Plan" } } }, "localname": "Plan2014Member", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "domainItemType" }, "efoi_Plan2020Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Plan 2020", "label": "Plan 2020 [Member]", "terseLabel": "2020 Plan" } } }, "localname": "Plan2020Member", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "domainItemType" }, "efoi_PoolAndCommercialProductsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Pool And Commercial Products [Member]", "verboseLabel": "Commercial products" } } }, "localname": "PoolAndCommercialProductsMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails" ], "xbrltype": "domainItemType" }, "efoi_PreFundedWarrantsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Pre-Funded Warrants", "label": "Pre-Funded Warrants [Member]", "terseLabel": "Pre-Funded Warrants" } } }, "localname": "PreFundedWarrantsMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "efoi_ProceedsFromIssuanceOfCommonStockAndWarrants": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from Issuance of Common Stock and Warrants", "label": "Proceeds from Issuance of Common Stock and Warrants", "terseLabel": "Proceeds from the issuance of common stock and warrants" } } }, "localname": "ProceedsFromIssuanceOfCommonStockAndWarrants", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "efoi_ProceedsFromPaycheckProtectionProgram": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 4.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds From Paycheck Protection Program", "label": "Proceeds From Paycheck Protection Program", "terseLabel": "Proceeds from PPP loan" } } }, "localname": "ProceedsFromPaycheckProtectionProgram", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "efoi_ProceedsFromTheIssuanceOfCommonStockAndWarrantsNetOfIssuanceCosts": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Proceeds from the Issuance of Common Stock and Warrants, Net of Issuance Costs", "label": "Proceeds from the Issuance of Common Stock and Warrants, Net of Issuance Costs", "terseLabel": "Net proceeds from sale of common stock and warrants" } } }, "localname": "ProceedsFromTheIssuanceOfCommonStockAndWarrantsNetOfIssuanceCosts", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "efoi_ReceivablesFacilityMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Receivables Facility", "label": "Receivables Facility [Member]", "terseLabel": "Receivables Facility" } } }, "localname": "ReceivablesFacilityMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "domainItemType" }, "efoi_RegionalCommercialLightingRetrofitCompanyMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Regional Commercial Lighting Retrofit Company", "label": "Regional Commercial Lighting Retrofit Company [Member]", "terseLabel": "Regional Commercial Lighting Retrofit Company" } } }, "localname": "RegionalCommercialLightingRetrofitCompanyMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "efoi_RelatedPartyTransactionsOwnershipinReportingEntitybyRelatedParty": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Related Party Transactions, Ownership in Reporting Entity by Related Party", "label": "Related Party Transactions, Ownership in Reporting Entity by Related Party", "terseLabel": "Ownership in reporting entity by related party" } } }, "localname": "RelatedPartyTransactionsOwnershipinReportingEntitybyRelatedParty", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "percentItemType" }, "efoi_RestructuredLeaseOperatingLeaseCost": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails": { "order": 2.0, "parentTag": "efoi_RestructuredLeaseOperatingLeaseCostNetOfSubleaseIncome", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Restructured Lease, Operating Lease, Cost", "label": "Restructured Lease, Operating Lease, Cost", "terseLabel": "Lease cost" } } }, "localname": "RestructuredLeaseOperatingLeaseCost", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails" ], "xbrltype": "monetaryItemType" }, "efoi_RestructuredLeaseOperatingLeaseCostNetOfSubleaseIncome": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails": { "order": 2.0, "parentTag": "us-gaap_LeaseCost", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Restructured Lease, Operating Lease, Cost, Net Of Sublease Income", "label": "Restructured Lease, Operating Lease, Cost, Net Of Sublease Income", "totalLabel": "Restructured lease income, net" } } }, "localname": "RestructuredLeaseOperatingLeaseCostNetOfSubleaseIncome", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails" ], "xbrltype": "monetaryItemType" }, "efoi_RestructuredLeaseSubleaseIncome": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails": { "order": 1.0, "parentTag": "efoi_RestructuredLeaseOperatingLeaseCostNetOfSubleaseIncome", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Restructured Lease, Sublease Income", "label": "Restructured Lease, Sublease Income", "negatedTerseLabel": "Sub-lease income" } } }, "localname": "RestructuredLeaseSubleaseIncome", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails" ], "xbrltype": "monetaryItemType" }, "efoi_RestructuredLeasesOperatingLeasePayments": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Restructured Leases, Operating Lease, Payments", "label": "Restructured Leases, Operating Lease, Payments", "terseLabel": "Operating cash flows from restructured leases" } } }, "localname": "RestructuredLeasesOperatingLeasePayments", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalCashFlowInformationDetails" ], "xbrltype": "monetaryItemType" }, "efoi_RestructuredOperatingLeaseLiability": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails": { "order": 2.0, "parentTag": "efoi_OperatingLeaseLiabilityIncludingRestructuredLeases", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Restructured Operating Lease, Liability", "label": "Restructured Operating Lease, Liability", "terseLabel": "Restructured lease liabilities" } } }, "localname": "RestructuredOperatingLeaseLiability", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "monetaryItemType" }, "efoi_RestructuredOperatingLeaseLiabilityCurrent": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 10.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Restructured Operating Lease, Liability, Current", "label": "Restructured Operating Lease, Liability, Current", "terseLabel": "Restructured lease liabilities" } } }, "localname": "RestructuredOperatingLeaseLiabilityCurrent", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "efoi_RestructuredOperatingLeaseRightOfUseAsset": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 4.0, "parentTag": "us-gaap_Assets", "weight": 1.0 }, "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails": { "order": 2.0, "parentTag": "efoi_OperatingLeaseRightofUseAssetIncludingRestructuredLeases", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Restructured Operating Lease, Right-Of-Use Asset", "label": "Restructured Operating Lease, Right-Of-Use Asset", "terseLabel": "Restructured lease, right-of-use asset" } } }, "localname": "RestructuredOperatingLeaseRightOfUseAsset", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "monetaryItemType" }, "efoi_RestructuringReserveAccretion": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Restructuring Reserve, Accretion", "label": "Restructuring Reserve, Accretion", "terseLabel": "Accretion of lease obligations" } } }, "localname": "RestructuringReserveAccretion", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "monetaryItemType" }, "efoi_RobotsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Robots", "label": "Robots [Member]", "terseLabel": "UV- Robots" } } }, "localname": "RobotsMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "domainItemType" }, "efoi_SharebasedCompensationSharesAuthorizedunderStockOptionPlansExercisePriceRangeOptionsExercisableAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Options Exercisable [Abstract]", "label": "Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Options Exercisable [Abstract]", "terseLabel": "OPTIONS EXERCISABLE" } } }, "localname": "SharebasedCompensationSharesAuthorizedunderStockOptionPlansExercisePriceRangeOptionsExercisableAbstract", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "stringItemType" }, "efoi_SharebasedCompensationSharesAuthorizedunderStockOptionPlansExercisePriceRangeOptionsOutstandingAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Options Outstanding [Abstract]", "label": "Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Options Outstanding [Abstract]", "terseLabel": "OPTIONS OUTSTANDING" } } }, "localname": "SharebasedCompensationSharesAuthorizedunderStockOptionPlansExercisePriceRangeOptionsOutstandingAbstract", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "stringItemType" }, "efoi_ShipbuilderForUSNavyMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Shipbuilder For U.S. Navy", "label": "Shipbuilder For U.S. Navy [Member]", "terseLabel": "Shipbuilder For U.S. Navy" } } }, "localname": "ShipbuilderForUSNavyMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "efoi_StandardProductWarrantyNumberofYears": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Standard Product Warranty, Number of Years", "label": "Standard Product Warranty, Number of Years", "terseLabel": "Standard Product Warranty, Number of Years" } } }, "localname": "StandardProductWarrantyNumberofYears", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "durationItemType" }, "efoi_StreetervilleNotePurchaseAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Streeterville Note Purchase Agreement", "label": "Streeterville Note Purchase Agreement [Member]", "terseLabel": "Streeterville Note" } } }, "localname": "StreetervilleNotePurchaseAgreementMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "domainItemType" }, "efoi_SupplementalCashFlowInformationRelatedToLeasesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "[Table Text Block] for Supplemental Cash Flow Information Related To Leases [Table]", "label": "Supplemental Cash Flow Information Related To Leases [Table Text Block]", "terseLabel": "Supplemental Cash Flow Information Related To Leases" } } }, "localname": "SupplementalCashFlowInformationRelatedToLeasesTableTextBlock", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/LeasesTables" ], "xbrltype": "textBlockItemType" }, "efoi_ToolingMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Tooling [Member]", "terseLabel": "Tooling" } } }, "localname": "ToolingMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "domainItemType" }, "efoi_TotalExpendituresMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Total Expenditures", "label": "Total Expenditures [Member]", "terseLabel": "Total Expenditures" } } }, "localname": "TotalExpendituresMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "efoi_TwoCustomersMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two Customers", "label": "Two Customers [Member]", "terseLabel": "Two Customers" } } }, "localname": "TwoCustomersMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "efoi_UVCDProductsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "UVCD Products", "label": "UVCD Products [Member]", "terseLabel": "UVCD Products" } } }, "localname": "UVCDProductsMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "domainItemType" }, "efoi_WallStreetJournalHighestPrimeRateMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Wall Street Journal, Highest Prime Rate", "label": "Wall Street Journal, Highest Prime Rate [Member]", "terseLabel": "Wall Street Journal, highest prime rate" } } }, "localname": "WallStreetJournalHighestPrimeRateMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "domainItemType" }, "efoi_YehMeiChengMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Yeh-Mei Cheng", "label": "Yeh Mei Cheng [Member]", "terseLabel": "Yeh-Mei Cheng" } } }, "localname": "YehMeiChengMember", "nsuri": "http://www.energyfocusinc.com/20211231", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "srt_CounterpartyNameAxis": { "auth_ref": [ "r64", "r66", "r128", "r129", "r287", "r328", "r644" ], "lang": { "en-us": { "role": { "documentation": "Information by name of counterparty. A counterparty is the other party that participates in a financial transaction. Examples include, but not limited to, the name of the financial institution.", "label": "Counterparty Name [Axis]", "terseLabel": "Counterparty Name [Axis]" } } }, "localname": "CounterpartyNameAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "stringItemType" }, "srt_EquityMethodInvesteeNameDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of investment including named security. Excludes entity that is consolidated.", "label": "Investment, Name [Domain]", "terseLabel": "Investment, Name [Domain]" } } }, "localname": "EquityMethodInvesteeNameDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "srt_MajorCustomersAxis": { "auth_ref": [ "r214", "r362", "r365", "r595" ], "lang": { "en-us": { "role": { "documentation": "Information by name or description of a single external customer or a group of external customers.", "label": "Customer [Axis]", "terseLabel": "Customer [Axis]" } } }, "localname": "MajorCustomersAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "stringItemType" }, "srt_MaximumMember": { "auth_ref": [ "r286", "r327", "r380", "r382", "r539", "r540", "r541", "r542", "r543", "r544", "r545", "r592", "r596", "r619", "r620" ], "lang": { "en-us": { "role": { "documentation": "Upper limit of the provided range.", "label": "Maximum [Member]", "terseLabel": "Maximum" } } }, "localname": "MaximumMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails", "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesLonglivedAssetsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "domainItemType" }, "srt_MinimumMember": { "auth_ref": [ "r286", "r327", "r380", "r382", "r539", "r540", "r541", "r542", "r543", "r544", "r545", "r592", "r596", "r619", "r620" ], "lang": { "en-us": { "role": { "documentation": "Lower limit of the provided range.", "label": "Minimum [Member]", "terseLabel": "Minimum" } } }, "localname": "MinimumMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails", "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesLonglivedAssetsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "domainItemType" }, "srt_NameOfMajorCustomerDomain": { "auth_ref": [ "r214", "r362", "r365", "r595" ], "lang": { "en-us": { "role": { "documentation": "Single external customer or group of external customers.", "label": "Customer [Domain]", "terseLabel": "Customer [Domain]" } } }, "localname": "NameOfMajorCustomerDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "srt_OwnershipAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by name of entity in which ownership interest is disclosed. Excludes equity method investee and named security investment.", "label": "Ownership [Axis]", "terseLabel": "Ownership [Axis]" } } }, "localname": "OwnershipAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "stringItemType" }, "srt_OwnershipDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of entity in which ownership interest is disclosed. Excludes equity method investee and named security investment.", "label": "Ownership [Domain]", "terseLabel": "Ownership [Domain]" } } }, "localname": "OwnershipDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "srt_ProductOrServiceAxis": { "auth_ref": [ "r210", "r362", "r363", "r548", "r591", "r593" ], "lang": { "en-us": { "role": { "documentation": "Information by product and service, or group of similar products and similar services.", "label": "Product and Service [Axis]", "terseLabel": "Product and Service [Axis]" } } }, "localname": "ProductOrServiceAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "stringItemType" }, "srt_ProductsAndServicesDomain": { "auth_ref": [ "r210", "r362", "r363", "r548", "r591", "r593" ], "lang": { "en-us": { "role": { "documentation": "Product or service, or a group of similar products or similar services.", "label": "Product and Service [Domain]", "terseLabel": "Product and Service [Domain]" } } }, "localname": "ProductsAndServicesDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "domainItemType" }, "srt_RangeAxis": { "auth_ref": [ "r286", "r327", "r370", "r380", "r382", "r539", "r540", "r541", "r542", "r543", "r544", "r545", "r592", "r596", "r619", "r620" ], "lang": { "en-us": { "role": { "documentation": "Information by statistical measurement. Includes, but is not limited to, minimum, maximum, weighted average, arithmetic average, and median.", "label": "Statistical Measurement [Axis]", "terseLabel": "Statistical Measurement [Axis]" } } }, "localname": "RangeAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails", "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesLonglivedAssetsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "stringItemType" }, "srt_RangeMember": { "auth_ref": [ "r286", "r327", "r370", "r380", "r382", "r539", "r540", "r541", "r542", "r543", "r544", "r545", "r592", "r596", "r619", "r620" ], "lang": { "en-us": { "role": { "documentation": "Statistical measurement. Includes, but is not limited to, minimum, maximum, weighted average, arithmetic average, and median.", "label": "Statistical Measurement [Domain]", "terseLabel": "Statistical Measurement [Domain]" } } }, "localname": "RangeMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails", "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesLonglivedAssetsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "domainItemType" }, "srt_RepurchaseAgreementCounterpartyNameDomain": { "auth_ref": [ "r65", "r66", "r128", "r129", "r287", "r328" ], "lang": { "en-us": { "role": { "documentation": "Named other party that participates in a financial transaction. Examples include, but not limited to, the name of the financial institution.", "label": "Counterparty Name [Domain]", "terseLabel": "Counterparty Name [Domain]" } } }, "localname": "RepurchaseAgreementCounterpartyNameDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "domainItemType" }, "srt_ScenarioForecastMember": { "auth_ref": [ "r147", "r381", "r632" ], "lang": { "en-us": { "role": { "documentation": "Information reported for future period. Excludes information expected to be reported in future period for effect on historical fact.", "label": "Forecast [Member]", "terseLabel": "Scenario, forecast" } } }, "localname": "ScenarioForecastMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/CommitmentsandContingenciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_ScenarioUnspecifiedDomain": { "auth_ref": [ "r147", "r152", "r381" ], "lang": { "en-us": { "role": { "documentation": "Scenario reported, distinguishing information from actual fact. Includes, but is not limited to, pro forma and forecast. Excludes actual facts.", "label": "Scenario [Domain]", "terseLabel": "Scenario [Domain]" } } }, "localname": "ScenarioUnspecifiedDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/CommitmentsandContingenciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis": { "auth_ref": [ "r227" ], "lang": { "en-us": { "role": { "documentation": "Information by name of investment including named security. Excludes entity that is consolidated.", "label": "Investment, Name [Axis]", "terseLabel": "Investment, Name [Axis]" } } }, "localname": "ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "stringItemType" }, "srt_ScheduleOfValuationAndQualifyingAccountsDisclosureTextBlock": { "auth_ref": [ "r137", "r643" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Schedule of Valuation and Qualifying Accounts Disclosure [Text Block]", "terseLabel": "Schedule II - Schedule of Valuation and Qualifying Accounts" } } }, "localname": "ScheduleOfValuationAndQualifyingAccountsDisclosureTextBlock", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccounts" ], "xbrltype": "textBlockItemType" }, "srt_SegmentGeographicalDomain": { "auth_ref": [ "r211", "r212", "r362", "r364", "r594", "r610", "r611", "r612", "r613", "r614", "r615", "r616", "r617", "r618", "r633", "r635", "r636", "r637", "r638", "r639", "r640", "r641", "r642" ], "lang": { "en-us": { "role": { "documentation": "Geographical area.", "label": "Geographical [Domain]", "terseLabel": "Geographical [Domain]" } } }, "localname": "SegmentGeographicalDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails" ], "xbrltype": "domainItemType" }, "srt_StatementGeographicalAxis": { "auth_ref": [ "r211", "r212", "r362", "r364", "r594", "r604", "r610", "r611", "r612", "r613", "r614", "r615", "r616", "r617", "r618", "r633", "r634" ], "lang": { "en-us": { "role": { "documentation": "Information by geographical components.", "label": "Geographical [Axis]", "terseLabel": "Geographical [Axis]" } } }, "localname": "StatementGeographicalAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails" ], "xbrltype": "stringItemType" }, "srt_StatementScenarioAxis": { "auth_ref": [ "r147", "r152", "r262", "r381", "r535" ], "lang": { "en-us": { "role": { "documentation": "Information by scenario reported, distinguishing information from actual fact. Includes, but is not limited to, pro forma and forecast. Excludes actual facts.", "label": "Scenario [Axis]", "terseLabel": "Scenario [Axis]" } } }, "localname": "StatementScenarioAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/CommitmentsandContingenciesNarrativeDetails" ], "xbrltype": "stringItemType" }, "srt_TitleOfIndividualAxis": { "auth_ref": [ "r216", "r528" ], "lang": { "en-us": { "role": { "documentation": "Information by title of individual or nature of relationship to individual or group of individuals.", "label": "Title of Individual [Axis]", "terseLabel": "Title of Individual [Axis]" } } }, "localname": "TitleOfIndividualAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "stringItemType" }, "srt_TitleOfIndividualWithRelationshipToEntityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Title of individual, or nature of relationship to individual or group of individuals.", "label": "Title of Individual [Domain]", "terseLabel": "Title of Individual [Domain]" } } }, "localname": "TitleOfIndividualWithRelationshipToEntityDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "domainItemType" }, "srt_ValuationAndQualifyingAccountsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]", "terseLabel": "SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]" } } }, "localname": "ValuationAndQualifyingAccountsAbstract", "nsuri": "http://fasb.org/srt/2021-01-31", "xbrltype": "stringItemType" }, "srt_ValuationAndQualifyingAccountsDisclosureLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]", "terseLabel": "SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]" } } }, "localname": "ValuationAndQualifyingAccountsDisclosureLineItems", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "stringItemType" }, "srt_ValuationAndQualifyingAccountsDisclosureTable": { "auth_ref": [ "r131", "r132", "r133", "r135", "r136", "r643" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Table]", "terseLabel": "SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Table]" } } }, "localname": "ValuationAndQualifyingAccountsDisclosureTable", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AccountingPoliciesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Accounting Policies [Abstract]", "terseLabel": "Accounting Policies [Abstract]" } } }, "localname": "AccountingPoliciesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_AccountsPayableCurrent": { "auth_ref": [ "r43", "r534" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accounts Payable, Current", "terseLabel": "Accounts payable" } } }, "localname": "AccountsPayableCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsPayableMember": { "auth_ref": [ "r16" ], "lang": { "en-us": { "role": { "documentation": "Obligations incurred and payable to vendors for goods and services received.", "label": "Accounts Payable [Member]", "terseLabel": "Accounts Payable" } } }, "localname": "AccountsPayableMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountsReceivableMember": { "auth_ref": [ "r605" ], "lang": { "en-us": { "role": { "documentation": "Due from customers or clients for goods or services that have been delivered or sold.", "label": "Accounts Receivable [Member]", "terseLabel": "Accounts receivable" } } }, "localname": "AccountsReceivableMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountsReceivableNetCurrent": { "auth_ref": [ "r4", "r25", "r217", "r218" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current.", "label": "Accounts Receivable, after Allowance for Credit Loss, Current", "terseLabel": "Trade accounts receivable, less allowances of $14 and $8, respectively" } } }, "localname": "AccountsReceivableNetCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedEmployeeBenefitsCurrent": { "auth_ref": [ "r12", "r13", "r47" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 4.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of obligations, excluding pension and other postretirement benefits, incurred through that date and payable for perquisites provided to employees pertaining to services received from them. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accrued Employee Benefits, Current", "terseLabel": "Accrued payroll and related benefits" } } }, "localname": "AccruedEmployeeBenefitsCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedProfessionalFeesCurrent": { "auth_ref": [ "r12", "r13", "r47" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 3.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of obligations incurred through that date and payable for professional fees, such as for legal and accounting services received. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accrued Professional Fees, Current", "terseLabel": "Accrued legal and professional fees" } } }, "localname": "AccruedProfessionalFeesCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedSalesCommissionCurrent": { "auth_ref": [ "r12", "r13", "r47" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 5.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of obligations incurred through that date and payable for sales commissions. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accrued Sales Commission, Current", "terseLabel": "Accrued sales commissions" } } }, "localname": "AccruedSalesCommissionCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax": { "auth_ref": [ "r28", "r68", "r69", "r70", "r581", "r601", "r602" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 4.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.", "label": "Accumulated Other Comprehensive Income (Loss), Net of Tax", "terseLabel": "Accumulated other comprehensive loss" } } }, "localname": "AccumulatedOtherComprehensiveIncomeLossNetOfTax", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeMember": { "auth_ref": [ "r67", "r70", "r77", "r78", "r79", "r139", "r140", "r141", "r474", "r597", "r598", "r646" ], "lang": { "en-us": { "role": { "documentation": "Accumulated increase (decrease) in equity from transactions and other events and circumstances from non-owner sources, attributable to the parent. Excludes net income (loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners.", "label": "AOCI Attributable to Parent [Member]", "terseLabel": "Accumulated Other Comprehensive Loss" } } }, "localname": "AccumulatedOtherComprehensiveIncomeMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_AdditionalPaidInCapitalCommonStock": { "auth_ref": [ "r26" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital.", "label": "Additional Paid in Capital, Common Stock", "terseLabel": "Additional paid-in capital" } } }, "localname": "AdditionalPaidInCapitalCommonStock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdditionalPaidInCapitalMember": { "auth_ref": [ "r139", "r140", "r141", "r422", "r423", "r424", "r477" ], "lang": { "en-us": { "role": { "documentation": "Excess of issue price over par or stated value of the entity's capital stock and amounts received from other transactions involving the entity's stock or stockholders.", "label": "Additional Paid-in Capital [Member]", "terseLabel": "Additional Paid-in Capital" } } }, "localname": "AdditionalPaidInCapitalMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_AdjustmentsRelatedToTaxWithholdingForShareBasedCompensation": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of decrease to equity for grantee's tax withholding obligation for award under share-based payment arrangement.", "label": "Share-based Payment Arrangement, Decrease for Tax Withholding Obligation", "negatedTerseLabel": "Common stock withheld in lieu of income tax withholding on vesting of restricted stock units" } } }, "localname": "AdjustmentsRelatedToTaxWithholdingForShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue": { "auth_ref": [ "r383", "r385", "r428", "r429" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase to additional paid-in capital (APIC) for recognition of cost for award under share-based payment arrangement.", "label": "APIC, Share-based Payment Arrangement, Increase for Cost Recognition", "terseLabel": "Stock-based compensation" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalStockIssuedIssuanceCosts": { "auth_ref": [ "r342", "r350" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of decrease in additional paid in capital (APIC) resulting from direct costs associated with issuing stock. Includes, but is not limited to, legal and accounting fees and direct costs associated with stock issues under a shelf registration.", "label": "Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs", "negatedTerseLabel": "Offering costs on issuance of common stock and warrants" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalStockIssuedIssuanceCosts", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalWarrantIssued": { "auth_ref": [ "r282", "r342", "r350" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in additional paid in capital (APIC) resulting from the issuance of warrants. Includes allocation of proceeds of debt securities issued with detachable stock purchase warrants.", "label": "Adjustments to Additional Paid in Capital, Warrant Issued", "terseLabel": "Warrant liability - issuance" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalWarrantIssued", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities": { "auth_ref": [ "r110" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The sum of adjustments which are added to or deducted from net income or loss, including the portion attributable to noncontrolling interest, to reflect cash provided by or used in operating activities, in accordance with the indirect cash flow method.", "label": "Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities", "totalLabel": "Total adjustments" } } }, "localname": "AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract]", "terseLabel": "Adjustments to reconcile net loss to net cash used in operating activities:" } } }, "localname": "AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_AdvertisingCostsPolicyTextBlock": { "auth_ref": [ "r432" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for advertising cost.", "label": "Advertising Cost [Policy Text Block]", "terseLabel": "Advertising expenses" } } }, "localname": "AdvertisingCostsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_AdvertisingExpense": { "auth_ref": [ "r433" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount charged to advertising expense for the period, which are expenses incurred with the objective of increasing revenue for a specified brand, product or product line.", "label": "Advertising Expense", "terseLabel": "Advertising expense" } } }, "localname": "AdvertisingExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesAdvertisingExpensesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AllocatedShareBasedCompensationExpense": { "auth_ref": [ "r385", "r418", "r427" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense for award under share-based payment arrangement. Excludes amount capitalized.", "label": "Share-based Payment Arrangement, Expense", "terseLabel": "Total stock-based compensation" } } }, "localname": "AllocatedShareBasedCompensationExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityImpactofResultsforStockBasedCompensationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AllowanceForCreditLossMember": { "auth_ref": [ "r131", "r132", "r133", "r135", "r136" ], "lang": { "en-us": { "role": { "documentation": "Allowance for credit loss from right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than passage of time.", "label": "SEC Schedule, 12-09, Allowance, Credit Loss [Member]", "terseLabel": "Allowance for doubtful accounts and returns" } } }, "localname": "AllowanceForCreditLossMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AllowanceForDoubtfulAccountsReceivableCurrent": { "auth_ref": [ "r32", "r223", "r230" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of allowance for credit loss on accounts receivable, classified as current.", "label": "Accounts Receivable, Allowance for Credit Loss, Current", "terseLabel": "Trade accounts receivable, allowances" } } }, "localname": "AllowanceForDoubtfulAccountsReceivableCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfDebtDiscountPremium": { "auth_ref": [ "r92", "r109", "r306", "r503" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 9.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncash expense included in interest expense to amortize debt discount and premium associated with the related debt instruments. Excludes amortization of financing costs. Alternate captions include noncash interest expense.", "label": "Amortization of Debt Discount (Premium)", "terseLabel": "Amortization of loan discounts and origination fees" } } }, "localname": "AmortizationOfDebtDiscountPremium", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount": { "auth_ref": [ "r162" ], "lang": { "en-us": { "role": { "documentation": "Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.", "label": "Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount", "terseLabel": "Antidilutive securities excluded from computation of earnings per share (number of shares)" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_Assets": { "auth_ref": [ "r124", "r196", "r200", "r206", "r228", "r270", "r271", "r272", "r273", "r274", "r275", "r276", "r277", "r278", "r279", "r280", "r471", "r475", "r494", "r532", "r534", "r563", "r579" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets", "totalLabel": "Total assets" } } }, "localname": "Assets", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets [Abstract]", "terseLabel": "ASSETS" } } }, "localname": "AssetsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_AssetsCurrent": { "auth_ref": [ "r9", "r11", "r61", "r124", "r228", "r270", "r271", "r272", "r273", "r274", "r275", "r276", "r277", "r278", "r279", "r280", "r471", "r475", "r494", "r532", "r534" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets, Current", "totalLabel": "Total current assets" } } }, "localname": "AssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsCurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets, Current [Abstract]", "terseLabel": "Current assets:" } } }, "localname": "AssetsCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_AwardTypeAxis": { "auth_ref": [ "r386", "r420" ], "lang": { "en-us": { "role": { "documentation": "Information by type of award under share-based payment arrangement.", "label": "Award Type [Axis]", "terseLabel": "Award Type [Axis]" } } }, "localname": "AwardTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails", "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails", "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BasisOfAccountingPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for basis of accounting, or basis of presentation, used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS).", "label": "Basis of Accounting, Policy [Policy Text Block]", "terseLabel": "Basis of presentation" } } }, "localname": "BasisOfAccountingPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_BusinessAcquisitionContingentConsiderationLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Business Acquisition, Contingent Consideration [Line Items]", "terseLabel": "Business Acquisition, Contingent Consideration [Line Items]" } } }, "localname": "BusinessAcquisitionContingentConsiderationLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/CommitmentsandContingenciesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CashAndCashEquivalentsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Cash and Cash Equivalents [Abstract]", "terseLabel": "Classification of cash and restricted cash:" } } }, "localname": "CashAndCashEquivalentsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_CashAndCashEquivalentsAtCarryingValue": { "auth_ref": [ "r2", "r39", "r111" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 }, "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 1.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.", "label": "Cash and Cash Equivalents, at Carrying Value", "terseLabel": "Cash", "verboseLabel": "Cash" } } }, "localname": "CashAndCashEquivalentsAtCarryingValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesCashandCashEquivalentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsPolicyTextBlock": { "auth_ref": [ "r17", "r112" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for cash and cash equivalents, including the policy for determining which items are treated as cash equivalents. Other information that may be disclosed includes (1) the nature of any restrictions on the entity's use of its cash and cash equivalents, (2) whether the entity's cash and cash equivalents are insured or expose the entity to credit risk, (3) the classification of any negative balance accounts (overdrafts), and (4) the carrying basis of cash equivalents (for example, at cost) and whether the carrying amount of cash equivalents approximates fair value.", "label": "Cash and Cash Equivalents, Policy [Policy Text Block]", "terseLabel": "Cash and restricted cash" } } }, "localname": "CashAndCashEquivalentsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents": { "auth_ref": [ "r104", "r111", "r116" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage. Excludes amount for disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents", "periodEndLabel": "Cash and restricted cash, end of year", "periodStartLabel": "Cash and restricted cash, beginning of year", "terseLabel": "Cash and cash equivalents", "totalLabel": "Cash and restricted cash" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesCashandCashEquivalentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect": { "auth_ref": [ "r104", "r495" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in cash, cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; including effect from exchange rate change. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect", "totalLabel": "Net increase in cash and restricted cash" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ClassOfStockDomain": { "auth_ref": [ "r121", "r124", "r155", "r156", "r157", "r159", "r161", "r171", "r172", "r173", "r228", "r270", "r274", "r275", "r276", "r279", "r280", "r325", "r326", "r330", "r334", "r494", "r630" ], "lang": { "en-us": { "role": { "documentation": "Share of stock differentiated by the voting rights the holder receives. Examples include, but are not limited to, common stock, redeemable preferred stock, nonredeemable preferred stock, and convertible stock.", "label": "Class of Stock [Domain]", "terseLabel": "Class of Stock [Domain]" } } }, "localname": "ClassOfStockDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical", "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ClassOfStockLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Class of Stock [Line Items]", "terseLabel": "Class of Stock [Line Items]" } } }, "localname": "ClassOfStockLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ClassOfWarrantOrRightAxis": { "auth_ref": [ "r352", "r384" ], "lang": { "en-us": { "role": { "documentation": "Information by type of warrant or right issued.", "label": "Class of Warrant or Right [Axis]", "terseLabel": "Class of Warrant or Right [Axis]" } } }, "localname": "ClassOfWarrantOrRightAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ClassOfWarrantOrRightDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of the class or type of warrant or right outstanding. Warrants and rights represent derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months.", "label": "Class of Warrant or Right [Domain]", "terseLabel": "Class of Warrant or Right [Domain]" } } }, "localname": "ClassOfWarrantOrRightDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1": { "auth_ref": [ "r343" ], "lang": { "en-us": { "role": { "documentation": "Exercise price per share or per unit of warrants or rights outstanding.", "label": "Class of Warrant or Right, Exercise Price of Warrants or Rights", "terseLabel": "Exercise price of warrants (in dollars per share)" } } }, "localname": "ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ClassOfWarrantOrRightNumberOfSecuritiesCalledByWarrantsOrRights": { "auth_ref": [ "r343" ], "lang": { "en-us": { "role": { "documentation": "Number of securities into which the class of warrant or right may be converted. For example, but not limited to, 500,000 warrants may be converted into 1,000,000 shares.", "label": "Class of Warrant or Right, Number of Securities Called by Warrants or Rights", "terseLabel": "Securities called by warrants (in shares)" } } }, "localname": "ClassOfWarrantOrRightNumberOfSecuritiesCalledByWarrantsOrRights", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Commitments and Contingencies Disclosure [Abstract]", "terseLabel": "Commitments and Contingencies Disclosure [Abstract]" } } }, "localname": "CommitmentsAndContingenciesDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureTextBlock": { "auth_ref": [ "r259", "r260", "r261", "r263", "r606" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for commitments and contingencies.", "label": "Commitments and Contingencies Disclosure [Text Block]", "terseLabel": "Commitments and Contingencies" } } }, "localname": "CommitmentsAndContingenciesDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/CommitmentsandContingencies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CommonStockMember": { "auth_ref": [ "r139", "r140", "r477" ], "lang": { "en-us": { "role": { "documentation": "Stock that is subordinate to all other stock of the issuer.", "label": "Common Stock [Member]", "terseLabel": "Common Stock" } } }, "localname": "CommonStockMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CommonStockParOrStatedValuePerShare": { "auth_ref": [ "r24" ], "lang": { "en-us": { "role": { "documentation": "Face amount or stated value per share of common stock.", "label": "Common Stock, Par or Stated Value Per Share", "terseLabel": "Common stock, par value (in dollars per share)" } } }, "localname": "CommonStockParOrStatedValuePerShare", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical", "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/NatureofOperationsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquity1for5ReverseStockSplitDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_CommonStockSharesAuthorized": { "auth_ref": [ "r24" ], "lang": { "en-us": { "role": { "documentation": "The maximum number of common shares permitted to be issued by an entity's charter and bylaws.", "label": "Common Stock, Shares Authorized", "terseLabel": "Common stock authorized (in shares)", "verboseLabel": "Common stock authorized (in shares)" } } }, "localname": "CommonStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical", "http://www.energyfocusinc.com/role/NatureofOperationsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquity1for5ReverseStockSplitDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockSharesIssued": { "auth_ref": [ "r24" ], "lang": { "en-us": { "role": { "documentation": "Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.", "label": "Common Stock, Shares, Issued", "terseLabel": "Common stock, shares issued" } } }, "localname": "CommonStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockSharesOutstanding": { "auth_ref": [ "r24", "r342" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation.", "label": "Common Stock, Shares, Outstanding", "verboseLabel": "Common stock, shares outstanding" } } }, "localname": "CommonStockSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockValue": { "auth_ref": [ "r24", "r534" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.", "label": "Common Stock, Value, Issued", "terseLabel": "Common stock, par value $0.0001 per share:" } } }, "localname": "CommonStockValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_ComprehensiveIncomeNetOfTax": { "auth_ref": [ "r72", "r74", "r75", "r85", "r571", "r587" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofComprehensiveLoss": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.", "label": "Comprehensive Income (Loss), Net of Tax, Attributable to Parent", "totalLabel": "Comprehensive loss" } } }, "localname": "ComprehensiveIncomeNetOfTax", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_ComprehensiveIncomeNetOfTaxAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]", "terseLabel": "Other comprehensive loss:" } } }, "localname": "ComprehensiveIncomeNetOfTaxAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskBenchmarkDomain": { "auth_ref": [ "r182", "r183", "r214", "r491", "r492", "r605" ], "lang": { "en-us": { "role": { "documentation": "The denominator in a calculation of a disclosed concentration risk percentage.", "label": "Concentration Risk Benchmark [Domain]", "terseLabel": "Concentration Risk Benchmark [Domain]" } } }, "localname": "ConcentrationRiskBenchmarkDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConcentrationRiskByBenchmarkAxis": { "auth_ref": [ "r182", "r183", "r214", "r491", "r492", "r603", "r605" ], "lang": { "en-us": { "role": { "documentation": "Information by benchmark of concentration risk.", "label": "Concentration Risk Benchmark [Axis]", "terseLabel": "Concentration Risk Benchmark [Axis]" } } }, "localname": "ConcentrationRiskByBenchmarkAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskByTypeAxis": { "auth_ref": [ "r182", "r183", "r214", "r491", "r492", "r603", "r605" ], "lang": { "en-us": { "role": { "documentation": "Information by type of concentration risk, for example, but not limited to, asset, liability, net assets, geographic, customer, employees, supplier, lender.", "label": "Concentration Risk Type [Axis]", "terseLabel": "Concentration Risk Type [Axis]" } } }, "localname": "ConcentrationRiskByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskCreditRisk": { "auth_ref": [ "r177", "r577" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for credit risk.", "label": "Concentration Risk, Credit Risk, Policy [Policy Text Block]", "terseLabel": "Certain risks and concentrations" } } }, "localname": "ConcentrationRiskCreditRisk", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConcentrationRiskLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Concentration Risk [Line Items]", "terseLabel": "Concentration Risk [Line Items]" } } }, "localname": "ConcentrationRiskLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskPercentage1": { "auth_ref": [ "r182", "r183", "r214", "r491", "r492" ], "lang": { "en-us": { "role": { "documentation": "For an entity that discloses a concentration risk in relation to quantitative amount, which serves as the \"benchmark\" (or denominator) in the equation, this concept represents the concentration percentage derived from the division.", "label": "Concentration Risk, Percentage", "terseLabel": "Concentration risk" } } }, "localname": "ConcentrationRiskPercentage1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ConcentrationRiskTable": { "auth_ref": [ "r180", "r182", "r183", "r184", "r491", "r493", "r605" ], "lang": { "en-us": { "role": { "documentation": "Describes the nature of a concentration, a benchmark to which it is compared, and the percentage that the risk is to the benchmark.", "label": "Concentration Risk [Table]", "terseLabel": "Concentration Risk [Table]" } } }, "localname": "ConcentrationRiskTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskTypeDomain": { "auth_ref": [ "r182", "r183", "r214", "r491", "r492", "r605" ], "lang": { "en-us": { "role": { "documentation": "For an entity that discloses a concentration risk as a percentage of some financial balance or benchmark, identifies the type (for example, asset, liability, net assets, geographic, customer, employees, supplier, lender) of the concentration.", "label": "Concentration Risk Type [Domain]", "terseLabel": "Concentration Risk Type [Domain]" } } }, "localname": "ConcentrationRiskTypeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConstructionInProgressMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Structure or a modification to a structure under construction. Includes recently completed structures or modifications to structures that have not been placed into service.", "label": "Construction in Progress [Member]", "terseLabel": "Construction in progress" } } }, "localname": "ConstructionInProgressMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConvertibleDebtMember": { "auth_ref": [ "r281", "r283", "r284", "r286", "r296", "r297", "r298", "r302", "r303", "r304", "r305", "r306", "r314", "r315", "r316", "r317" ], "lang": { "en-us": { "role": { "documentation": "Borrowing which can be exchanged for a specified number of another security at the option of the issuer or the holder, for example, but not limited to, the entity's common stock.", "label": "Convertible Debt [Member]", "terseLabel": "Convertible Debt" } } }, "localname": "ConvertibleDebtMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConvertiblePreferredStockMember": { "auth_ref": [ "r325", "r326", "r330" ], "lang": { "en-us": { "role": { "documentation": "Preferred stock that may be exchanged into common shares or other types of securities at the owner's option.", "label": "Convertible Preferred Stock [Member]", "terseLabel": "Convertible Preferred Stock" } } }, "localname": "ConvertiblePreferredStockMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical", "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConvertiblePreferredStockSharesIssuedUponConversion": { "auth_ref": [ "r22", "r23", "r337", "r343", "r346" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued for each share of convertible preferred stock that is converted.", "label": "Convertible Preferred Stock, Shares Issued upon Conversion", "terseLabel": "Common stock issued upon preferred stock conversion (in shares)" } } }, "localname": "ConvertiblePreferredStockSharesIssuedUponConversion", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CostOfGoodsAndServicesSold": { "auth_ref": [ "r90", "r548" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 2.0, "parentTag": "us-gaap_GrossProfit", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate costs related to goods produced and sold and services rendered by an entity during the reporting period. This excludes costs incurred during the reporting period related to financial services rendered and other revenue generating activities.", "label": "Cost of Goods and Services Sold", "terseLabel": "Cost of sales" } } }, "localname": "CostOfGoodsAndServicesSold", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "monetaryItemType" }, "us-gaap_CostOfSalesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption encompassing cost of sales.", "label": "Cost of Sales [Member]", "terseLabel": "Cost of sales" } } }, "localname": "CostOfSalesMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityImpactofResultsforStockBasedCompensationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CreditFacilityAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by type of credit facility. Credit facilities provide capital to borrowers without the need to structure a loan for each borrowing.", "label": "Credit Facility [Axis]", "terseLabel": "Credit Facility [Axis]" } } }, "localname": "CreditFacilityAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CreditFacilityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Type of credit facility. Credit facilities provide capital to borrowers without the need to structure a loan for each borrowing.", "label": "Credit Facility [Domain]", "terseLabel": "Credit Facility [Domain]" } } }, "localname": "CreditFacilityDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CurrentIncomeTaxExpenseBenefitContinuingOperationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Current Income Tax Expense (Benefit), Continuing Operations [Abstract]", "terseLabel": "Current:" } } }, "localname": "CurrentIncomeTaxExpenseBenefitContinuingOperationsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesComponentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CurrentStateAndLocalTaxExpenseBenefit": { "auth_ref": [ "r125", "r454", "r461" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesComponentsDetails": { "order": 1.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current state and local tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Current State and Local Tax Expense (Benefit)", "terseLabel": "State" } } }, "localname": "CurrentStateAndLocalTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesComponentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CustomerConcentrationRiskMember": { "auth_ref": [ "r181", "r214" ], "lang": { "en-us": { "role": { "documentation": "Reflects the percentage that revenues in the period from one or more significant customers is to net revenues, as defined by the entity, such as total net revenues, product line revenues, segment revenues. The risk is the materially adverse effects of loss of a significant customer.", "label": "Customer Concentration Risk [Member]", "terseLabel": "Customer concentration risk" } } }, "localname": "CustomerConcentrationRiskMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DebtConversionOriginalDebtInterestRateOfDebt": { "auth_ref": [ "r114", "r115" ], "lang": { "en-us": { "role": { "documentation": "The rate of interest that was being paid on the original debt issue that is being converted in the noncash (or part noncash) transaction. \"Part noncash\" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period.", "label": "Debt Conversion, Original Debt, Interest Rate of Debt", "terseLabel": "Interest rate on convertible notes" } } }, "localname": "DebtConversionOriginalDebtInterestRateOfDebt", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Debt Disclosure [Abstract]", "terseLabel": "Debt Disclosure [Abstract]" } } }, "localname": "DebtDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_DebtDisclosureTextBlock": { "auth_ref": [ "r120", "r289", "r290", "r291", "r292", "r293", "r294", "r295", "r300", "r307", "r308", "r310", "r320" ], "lang": { "en-us": { "role": { "documentation": "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.", "label": "Debt Disclosure [Text Block]", "terseLabel": "Debt" } } }, "localname": "DebtDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/Debt" ], "xbrltype": "textBlockItemType" }, "us-gaap_DebtInstrumentAxis": { "auth_ref": [ "r19", "r20", "r21", "r123", "r130", "r283", "r284", "r285", "r286", "r287", "r288", "r290", "r296", "r297", "r298", "r299", "r301", "r302", "r303", "r304", "r305", "r306", "r314", "r315", "r316", "r317", "r506", "r564", "r565", "r578" ], "lang": { "en-us": { "role": { "documentation": "Information by type of debt instrument, including, but not limited to, draws against credit facilities.", "label": "Debt Instrument [Axis]", "terseLabel": "Debt Instrument [Axis]" } } }, "localname": "DebtInstrumentAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails", "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails", "http://www.energyfocusinc.com/role/OtherIncomeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentCarryingAmount": { "auth_ref": [ "r21", "r311", "r565", "r578" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, before unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but is not limited to, notes payable, bonds payable, commercial loans, mortgage loans, convertible debt, subordinated debt and other types of debt.", "label": "Long-term Debt, Gross", "terseLabel": "Total liability, net of discount and financing fees" } } }, "localname": "DebtInstrumentCarryingAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentConvertibleConversionPrice1": { "auth_ref": [ "r285", "r313" ], "lang": { "en-us": { "role": { "documentation": "The price per share of the conversion feature embedded in the debt instrument.", "label": "Debt Instrument, Convertible, Conversion Price", "terseLabel": "Conversion price (in dollars per share)" } } }, "localname": "DebtInstrumentConvertibleConversionPrice1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_DebtInstrumentFaceAmount": { "auth_ref": [ "r283", "r314", "r315", "r504", "r506", "r507" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Face (par) amount of debt instrument at time of issuance.", "label": "Debt Instrument, Face Amount", "terseLabel": "Principal amount" } } }, "localname": "DebtInstrumentFaceAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentFeeAmount": { "auth_ref": [ "r50" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the fee that accompanies borrowing money under the debt instrument.", "label": "Debt Instrument, Fee Amount", "terseLabel": "Fee amount" } } }, "localname": "DebtInstrumentFeeAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentInterestRateStatedPercentage": { "auth_ref": [ "r49", "r284" ], "lang": { "en-us": { "role": { "documentation": "Contractual interest rate for funds borrowed, under the debt agreement.", "label": "Debt Instrument, Interest Rate, Stated Percentage", "terseLabel": "Stated interest rate" } } }, "localname": "DebtInstrumentInterestRateStatedPercentage", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails", "http://www.energyfocusinc.com/role/OtherIncomeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Debt Instrument [Line Items]", "terseLabel": "Debt Instrument [Line Items]" } } }, "localname": "DebtInstrumentLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails", "http://www.energyfocusinc.com/role/OtherIncomeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentNameDomain": { "auth_ref": [ "r51", "r123", "r130", "r283", "r284", "r285", "r286", "r287", "r288", "r290", "r296", "r297", "r298", "r299", "r301", "r302", "r303", "r304", "r305", "r306", "r314", "r315", "r316", "r317", "r506" ], "lang": { "en-us": { "role": { "documentation": "The name for the particular debt instrument or borrowing that distinguishes it from other debt instruments or borrowings, including draws against credit facilities.", "label": "Debt Instrument, Name [Domain]", "terseLabel": "Debt Instrument, Name [Domain]" } } }, "localname": "DebtInstrumentNameDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails", "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails", "http://www.energyfocusinc.com/role/OtherIncomeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DebtInstrumentRedemptionPeriodAxis": { "auth_ref": [ "r575" ], "lang": { "en-us": { "role": { "documentation": "Information about timing of debt redemption features under terms of the debt agreement.", "label": "Debt Instrument, Redemption, Period [Axis]", "terseLabel": "Debt Instrument, Redemption, Period [Axis]" } } }, "localname": "DebtInstrumentRedemptionPeriodAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentRedemptionPeriodDomain": { "auth_ref": [ "r575" ], "lang": { "en-us": { "role": { "documentation": "Period as defined under terms of the debt agreement for debt redemption features.", "label": "Debt Instrument, Redemption, Period [Domain]", "terseLabel": "Debt Instrument, Redemption, Period [Domain]" } } }, "localname": "DebtInstrumentRedemptionPeriodDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DebtInstrumentRedemptionPeriodOneMember": { "auth_ref": [ "r575" ], "lang": { "en-us": { "role": { "documentation": "Period one representing most current period of debt redemption features under terms of the debt agreement.", "label": "Debt Instrument, Redemption, Period One [Member]", "terseLabel": "Debt Instrument, Redemption, Period One" } } }, "localname": "DebtInstrumentRedemptionPeriodOneMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DebtInstrumentRedemptionPeriodTwoMember": { "auth_ref": [ "r575" ], "lang": { "en-us": { "role": { "documentation": "Period two representing second most current period of debt redemption features under terms of the debt agreement.", "label": "Debt Instrument, Redemption, Period Two [Member]", "terseLabel": "Debt Instrument, Redemption, Period Two" } } }, "localname": "DebtInstrumentRedemptionPeriodTwoMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DebtInstrumentTable": { "auth_ref": [ "r51", "r123", "r130", "r283", "r284", "r285", "r286", "r287", "r288", "r290", "r296", "r297", "r298", "r299", "r301", "r302", "r303", "r304", "r305", "r306", "r309", "r314", "r315", "r316", "r317", "r343", "r347", "r348", "r349", "r503", "r504", "r506", "r507", "r576" ], "lang": { "en-us": { "role": { "documentation": "A table or schedule providing information pertaining to long-term debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the company, if longer.", "label": "Schedule of Long-term Debt Instruments [Table]", "terseLabel": "Schedule of Long-term Debt Instruments [Table]" } } }, "localname": "DebtInstrumentTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails", "http://www.energyfocusinc.com/role/OtherIncomeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentUnamortizedDiscount": { "auth_ref": [ "r296", "r503", "r507" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated amortization, of debt discount.", "label": "Debt Instrument, Unamortized Discount", "terseLabel": "Original issue discount" } } }, "localname": "DebtInstrumentUnamortizedDiscount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentUnamortizedDiscountPremiumAndDebtIssuanceCostsNet": { "auth_ref": [ "r296", "r312", "r314", "r315", "r505" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of unamortized debt discount (premium) and debt issuance costs.", "label": "Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net", "terseLabel": "Unamortized discount and financing fees" } } }, "localname": "DebtInstrumentUnamortizedDiscountPremiumAndDebtIssuanceCostsNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentUnamortizedPremium": { "auth_ref": [ "r296", "r503", "r507" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated amortization, of debt premium.", "label": "Debt Instrument, Unamortized Premium", "terseLabel": "Original issue discount" } } }, "localname": "DebtInstrumentUnamortizedPremium", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtIliadNoteDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredCostsCapitalizedPrepaidAndOtherAssetsDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]", "terseLabel": "Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]" } } }, "localname": "DeferredCostsCapitalizedPrepaidAndOtherAssetsDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_DeferredCostsCapitalizedPrepaidAndOtherAssetsDisclosureTextBlock": { "auth_ref": [ "r42" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the amounts paid in advance for capitalized costs that will be expensed with the passage of time or the occurrence of a triggering event, and will be charged against earnings within one year or the normal operating cycle, if longer; the aggregate carrying amount of current assets, not separately presented elsewhere in the balance sheet; and other deferred costs.", "label": "Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block]", "terseLabel": "Schedule of Prepaid and Other Current Assets" } } }, "localname": "DeferredCostsCapitalizedPrepaidAndOtherAssetsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_DeferredFederalIncomeTaxExpenseBenefit": { "auth_ref": [ "r125", "r455", "r461" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesComponentsDetails": { "order": 2.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred federal income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred Federal Income Tax Expense (Benefit)", "terseLabel": "U.S. Federal" } } }, "localname": "DeferredFederalIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesComponentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredFinanceCostsGross": { "auth_ref": [ "r505" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before accumulated amortization, of debt issuance costs. Includes, but is not limited to, legal, accounting, underwriting, printing, and registration costs.", "label": "Debt Issuance Costs, Gross", "terseLabel": "Debt issuance costs" } } }, "localname": "DeferredFinanceCostsGross", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxExpenseBenefitContinuingOperationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract]", "terseLabel": "Deferred:" } } }, "localname": "DeferredIncomeTaxExpenseBenefitContinuingOperationsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesComponentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredRevenueCurrent": { "auth_ref": [ "r33" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 8.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred income and obligation to transfer product and service to customer for which consideration has been received or is receivable, classified as current.", "label": "Deferred Revenue, Current", "terseLabel": "Deferred revenue" } } }, "localname": "DeferredRevenueCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsInProcessResearchAndDevelopment": { "auth_ref": [ "r452", "r453" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails": { "order": 4.0, "parentTag": "us-gaap_DeferredTaxAssetsLiabilitiesNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from in-process research and development costs expensed in connection with a business combination.", "label": "Deferred Tax Assets, in Process Research and Development", "terseLabel": "Tax credits, deferred R&D, and other" } } }, "localname": "DeferredTaxAssetsInProcessResearchAndDevelopment", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsLiabilitiesNet": { "auth_ref": [ "r447" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allocation of valuation allowances and deferred tax liability, of deferred tax asset attributable to deductible differences and carryforwards, without jurisdictional netting.", "label": "Deferred Tax Assets, Net", "totalLabel": "Net deferred tax assets" } } }, "localname": "DeferredTaxAssetsLiabilitiesNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsOperatingLossCarryforwards": { "auth_ref": [ "r452", "r453" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails": { "order": 5.0, "parentTag": "us-gaap_DeferredTaxAssetsLiabilitiesNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible operating loss carryforwards.", "label": "Deferred Tax Assets, Operating Loss Carryforwards", "terseLabel": "Net operating loss", "verboseLabel": "Deferred tax assets, operating loss carry-forwards" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails", "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsOperatingLossCarryforwardsSubjectToExpiration": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible operating loss carryforwards that are subject to expiration dates.", "label": "Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration", "terseLabel": "Operating loss, subject to expiration" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryforwardsSubjectToExpiration", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsOther": { "auth_ref": [ "r452", "r453" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails": { "order": 1.0, "parentTag": "us-gaap_DeferredTaxAssetsLiabilitiesNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before allocation of valuation allowance, of deferred tax asset attributable to deductible temporary differences from reserves and accruals, classified as other.", "label": "Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Other", "terseLabel": "Accrued expenses and other reserves" } } }, "localname": "DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsOther", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r446" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails": { "order": 6.0, "parentTag": "us-gaap_DeferredTaxAssetsLiabilitiesNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax assets for which it is more likely than not that a tax benefit will not be realized.", "label": "Deferred Tax Assets, Valuation Allowance", "negatedLabel": "Valuation allowance" } } }, "localname": "DeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilities": { "auth_ref": [ "r438", "r447" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences without jurisdictional netting.", "label": "Deferred Tax Liabilities, Net", "terseLabel": "Net deferred tax liabilities" } } }, "localname": "DeferredTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesLeasingArrangements": { "auth_ref": [ "r452", "r453" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails": { "order": 2.0, "parentTag": "us-gaap_DeferredTaxAssetsLiabilitiesNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from leasing arrangements.", "label": "Deferred Tax Liabilities, Leasing Arrangements", "negatedTerseLabel": "Right-of-use-asset" } } }, "localname": "DeferredTaxLiabilitiesLeasingArrangements", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesTemporaryDifferencesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DepositsAssetsCurrent": { "auth_ref": [ "r42" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 4.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Carrying value of amounts transferred to third parties for security purposes that are expected to be returned or applied towards payment within one year or during the operating cycle, if shorter.", "label": "Deposits Assets, Current", "terseLabel": "Short-term deposits" } } }, "localname": "DepositsAssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_Depreciation": { "auth_ref": [ "r109", "r241" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 3.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation.", "label": "Depreciation", "terseLabel": "Depreciation" } } }, "localname": "Depreciation", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DomesticCountryMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of the government that is entitled to levy and collect income taxes from the entity in its country of domicile.", "label": "Domestic Tax Authority [Member]", "terseLabel": "U.S. Federal" } } }, "localname": "DomesticCountryMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EarningsPerShareAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings Per Share [Abstract]", "terseLabel": "Numerator:" } } }, "localname": "EarningsPerShareAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesReconciliationofBasicandDilutedIncomeLossperShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareBasic": { "auth_ref": [ "r86", "r144", "r145", "r146", "r147", "r148", "r153", "r155", "r159", "r160", "r161", "r164", "r165", "r478", "r479", "r572", "r588" ], "lang": { "en-us": { "role": { "documentation": "The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.", "label": "Earnings Per Share, Basic", "terseLabel": "Net loss per share, basic (in dollars per share)" } } }, "localname": "EarningsPerShareBasic", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Details" ], "xbrltype": "perShareItemType" }, "us-gaap_EarningsPerShareBasicAndDilutedAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings Per Share, Basic and Diluted [Abstract]", "terseLabel": "Denominator:", "verboseLabel": "Net loss per common share - basic and diluted:" } } }, "localname": "EarningsPerShareBasicAndDilutedAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesReconciliationofBasicandDilutedIncomeLossperShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareBasicAndDilutedOtherDisclosuresAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract]", "terseLabel": "Weighted average shares of common shares outstanding:" } } }, "localname": "EarningsPerShareBasicAndDilutedOtherDisclosuresAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Details" ], "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareDiluted": { "auth_ref": [ "r86", "r144", "r145", "r146", "r147", "r148", "r155", "r159", "r160", "r161", "r164", "r165", "r478", "r479", "r572", "r588" ], "lang": { "en-us": { "role": { "documentation": "The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.", "label": "Earnings Per Share, Diluted", "terseLabel": "Net loss per share, diluted (in dollars per share)" } } }, "localname": "EarningsPerShareDiluted", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Details" ], "xbrltype": "perShareItemType" }, "us-gaap_EarningsPerSharePolicyTextBlock": { "auth_ref": [ "r162", "r163" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for computing basic and diluted earnings or loss per share for each class of common stock and participating security. Addresses all significant policy factors, including any antidilutive items that have been excluded from the computation and takes into account stock dividends, splits and reverse splits that occur after the balance sheet date of the latest reporting period but before the issuance of the financial statements.", "label": "Earnings Per Share, Policy [Policy Text Block]", "terseLabel": "Net income (loss) per share" } } }, "localname": "EarningsPerSharePolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_EffectiveIncomeTaxRateContinuingOperations": { "auth_ref": [ "r440" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "lang": { "en-us": { "role": { "documentation": "Percentage of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Effective Income Tax Rate Reconciliation, Percent", "totalLabel": "Effective income tax rate reconciliation" } } }, "localname": "EffectiveIncomeTaxRateContinuingOperations", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate": { "auth_ref": [ "r126", "r440", "r462" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails": { "order": 1.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of domestic federal statutory tax rate applicable to pretax income (loss).", "label": "Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent", "terseLabel": "U.S. statutory rate" } } }, "localname": "EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationChangeInDeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r440", "r462" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails": { "order": 3.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to changes in the valuation allowance for deferred tax assets.", "label": "Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Percent", "terseLabel": "Valuation allowance" } } }, "localname": "EffectiveIncomeTaxRateReconciliationChangeInDeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationOtherAdjustments": { "auth_ref": [ "r440", "r462" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails": { "order": 4.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to other adjustments.", "label": "Effective Income Tax Rate Reconciliation, Other Adjustments, Percent", "terseLabel": "Other" } } }, "localname": "EffectiveIncomeTaxRateReconciliationOtherAdjustments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationStateAndLocalIncomeTaxes": { "auth_ref": [ "r440", "r462" ], "calculation": { "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails": { "order": 2.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations applicable to state and local income tax expense (benefit), net of federal tax expense (benefit).", "label": "Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent", "terseLabel": "State taxes (net of federal tax benefit)" } } }, "localname": "EffectiveIncomeTaxRateReconciliationStateAndLocalIncomeTaxes", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesReconciliationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]", "terseLabel": "Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]" } } }, "localname": "EmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityImpactofResultsforStockBasedCompensationDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognized": { "auth_ref": [ "r419" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost not yet recognized for nonvested award under share-based payment arrangement.", "label": "Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount", "terseLabel": "Unamortized stock compensation expense" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognized", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1": { "auth_ref": [ "r419" ], "lang": { "en-us": { "role": { "documentation": "Weighted-average period over which cost not yet recognized is expected to be recognized for award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition", "terseLabel": "Remaining weighted average life" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_EmployeeStockOptionMember": { "auth_ref": [ "r416" ], "lang": { "en-us": { "role": { "documentation": "Share-based payment arrangement granting right, subject to vesting and other restrictions, to purchase or sell certain number of shares at predetermined price for specified period of time.", "label": "Share-based Payment Arrangement, Option [Member]", "terseLabel": "Stock option" } } }, "localname": "EmployeeStockOptionMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EmployeeStockOwnershipPlanESOPDisclosuresByPlanAxis": { "auth_ref": [ "r431" ], "lang": { "en-us": { "role": { "documentation": "Information by name of employee stock ownership plan.", "label": "Employee Stock Ownership Plan (ESOP) Name [Axis]", "terseLabel": "Employee Stock Ownership Plan (ESOP) Name [Axis]" } } }, "localname": "EmployeeStockOwnershipPlanESOPDisclosuresByPlanAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails" ], "xbrltype": "stringItemType" }, "us-gaap_EmployeeStockOwnershipPlanESOPPlanDomain": { "auth_ref": [ "r430" ], "lang": { "en-us": { "role": { "documentation": "Entities identify multiple employee stock ownership plans by unique name.", "label": "Employee Stock Ownership Plan (ESOP), Plan [Domain]", "terseLabel": "Employee Stock Ownership Plan (ESOP), Plan [Domain]" } } }, "localname": "EmployeeStockOwnershipPlanESOPPlanDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tangible personal property used to produce goods and services.", "label": "Equipment [Member]", "terseLabel": "Equipment" } } }, "localname": "EquipmentMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Equity [Abstract]" } } }, "localname": "EquityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_EquityComponentDomain": { "auth_ref": [ "r0", "r77", "r78", "r79", "r139", "r140", "r141", "r143", "r149", "r151", "r170", "r229", "r342", "r350", "r422", "r423", "r424", "r457", "r458", "r477", "r496", "r497", "r498", "r499", "r500", "r501", "r597", "r598", "r599", "r646" ], "lang": { "en-us": { "role": { "documentation": "Components of equity are the parts of the total Equity balance including that which is allocated to common, preferred, treasury stock, retained earnings, etc.", "label": "Equity Component [Domain]", "terseLabel": "Equity Component [Domain]" } } }, "localname": "EquityComponentDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FacilityClosingMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Closing of a facility associated with exit from or disposal of business activities or restructurings pursuant to a plan.", "label": "Facility Closing [Member]", "terseLabel": "Restructuring Liability" } } }, "localname": "FacilityClosingMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueAdjustmentOfWarrants": { "auth_ref": [ "r109", "r321" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 5.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": 1.0 }, "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 5.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense (income) related to adjustment to fair value of warrant liability.", "label": "Fair Value Adjustment of Warrants", "terseLabel": "Loss from change in fair value of warrants", "verboseLabel": "Change in fair value of warrant liabilities" } } }, "localname": "FairValueAdjustmentOfWarrants", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueBalanceSheetGroupingFinancialStatementCaptionsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]", "terseLabel": "Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]" } } }, "localname": "FairValueBalanceSheetGroupingFinancialStatementCaptionsLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByBalanceSheetGroupingTable": { "auth_ref": [ "r480", "r489", "r490" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about the fair value of financial instruments, including financial assets and financial liabilities, and the measurements of those instruments, assets, and liabilities.", "label": "Fair Value, by Balance Sheet Grouping [Table]", "terseLabel": "Fair Value, by Balance Sheet Grouping [Table]" } } }, "localname": "FairValueByBalanceSheetGroupingTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByFairValueHierarchyLevelAxis": { "auth_ref": [ "r298", "r314", "r315", "r371", "r372", "r373", "r374", "r375", "r376", "r377", "r379", "r481", "r536", "r537", "r538" ], "lang": { "en-us": { "role": { "documentation": "Information by level within fair value hierarchy and fair value measured at net asset value per share as practical expedient.", "label": "Fair Value Hierarchy and NAV [Axis]", "terseLabel": "Fair Value Hierarchy and NAV [Axis]" } } }, "localname": "FairValueByFairValueHierarchyLevelAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByMeasurementFrequencyAxis": { "auth_ref": [ "r480", "r481", "r482", "r483", "r488" ], "lang": { "en-us": { "role": { "documentation": "Information by measurement frequency.", "label": "Measurement Frequency [Axis]", "terseLabel": "Measurement Frequency [Axis]" } } }, "localname": "FairValueByMeasurementFrequencyAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueInputsLevel3Member": { "auth_ref": [ "r298", "r314", "r315", "r371", "r372", "r373", "r374", "r375", "r376", "r377", "r379", "r481", "r538" ], "lang": { "en-us": { "role": { "documentation": "Unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value, Inputs, Level 3 [Member]", "terseLabel": "Fair Value, Inputs, Level 3" } } }, "localname": "FairValueInputsLevel3Member", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationCalculationRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]", "terseLabel": "Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]" } } }, "localname": "FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationCalculationRollForward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock": { "auth_ref": [ "r484", "r487" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the fair value measurement of liabilities using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes attributable to the following: (1) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets), and gains or losses recognized in other comprehensive income (loss) and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (2) purchases, sales, issues, and settlements (each type disclosed separately); and (3) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs) by class of liability.", "label": "Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]", "terseLabel": "Level 3 Fair Value Reconciliation" } } }, "localname": "FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueMeasurementFrequencyDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Measurement frequency.", "label": "Measurement Frequency [Domain]", "terseLabel": "Measurement Frequency [Domain]" } } }, "localname": "FairValueMeasurementFrequencyDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for fair value measurements of financial and non-financial assets, liabilities and instruments classified in shareholders' equity. Disclosures include, but are not limited to, how an entity that manages a group of financial assets and liabilities on the basis of its net exposure measures the fair value of those assets and liabilities.", "label": "Fair Value Measurement, Policy [Policy Text Block]", "terseLabel": "Financial Instruments" } } }, "localname": "FairValueMeasurementPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityIssues": { "auth_ref": [ "r485" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of issuances of financial instrument classified as a liability measured using unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Issuances", "terseLabel": "Issuance of warrants, January 2020" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityIssues", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilitySettlements": { "auth_ref": [ "r485" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of settlements of financial instrument classified as a liability measured using unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements", "negatedTerseLabel": "Settlements from exercise" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilitySettlements", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementsFairValueHierarchyDomain": { "auth_ref": [ "r298", "r314", "r315", "r371", "r372", "r373", "r374", "r375", "r376", "r377", "r379", "r536", "r537", "r538" ], "lang": { "en-us": { "role": { "documentation": "Categories used to prioritize the inputs to valuation techniques to measure fair value.", "label": "Fair Value Hierarchy and NAV [Domain]", "terseLabel": "Fair Value Hierarchy and NAV [Domain]" } } }, "localname": "FairValueMeasurementsFairValueHierarchyDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementsRecurringMember": { "auth_ref": [ "r486", "r488" ], "lang": { "en-us": { "role": { "documentation": "Frequent fair value measurement. Includes, but is not limited to, fair value adjustment for impairment of asset, liability or equity, frequently measured at fair value.", "label": "Fair Value, Recurring [Member]", "terseLabel": "Fair Value, Recurring" } } }, "localname": "FairValueMeasurementsRecurringMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FinanceLeaseLiabilitiesPaymentsRollingMaturityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Finance Lease, Liability, Payment, Due, Rolling Maturity [Abstract]", "terseLabel": "Finance Lease" } } }, "localname": "FinanceLeaseLiabilitiesPaymentsRollingMaturityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FinanceLeaseLiability": { "auth_ref": [ "r509", "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails_1": { "order": 2.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from finance lease.", "label": "Finance Lease, Liability", "terseLabel": "Total lease obligations", "verboseLabel": "Finance lease liabilities" } } }, "localname": "FinanceLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails", "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityCurrent": { "auth_ref": [ "r509" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 11.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from finance lease, classified as current.", "label": "Finance Lease, Liability, Current", "terseLabel": "Finance lease liabilities" } } }, "localname": "FinanceLeaseLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityMaturityTableTextBlock": { "auth_ref": [ "r520" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of undiscounted cash flows of finance lease liability. Includes, but is not limited to, reconciliation of undiscounted cash flows to finance lease liability recognized in statement of financial position.", "label": "Finance Lease, Liability, Fiscal Year Maturity [Table Text Block]", "terseLabel": "Schedule of Future Maturities of Finance Lease Liabilities" } } }, "localname": "FinanceLeaseLiabilityMaturityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_FinanceLeaseLiabilityNoncurrent": { "auth_ref": [ "r509" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 3.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from finance lease, classified as noncurrent.", "label": "Finance Lease, Liability, Noncurrent", "terseLabel": "Finance lease liabilities, net of current portion" } } }, "localname": "FinanceLeaseLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDue": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails_1": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for finance lease.", "label": "Finance Lease, Liability, Payment, Due", "totalLabel": "Total future undiscounted lease payments" } } }, "localname": "FinanceLeaseLiabilityPaymentsDue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueInNextRollingTwelveMonths": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": 1.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for finance lease due in next rolling 12 months following current statement of financial position date. For interim and annual periods when interim period is reported on rolling approach.", "label": "Finance Lease, Liability, Payments, Due in Next Rolling 12 Months", "terseLabel": "2022" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueInNextRollingTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueInRollingYearFive": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": 5.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for finance lease, due in fifth rolling twelve months following latest statement of financial position date. For interim and annual periods when interim periods are reported on rolling approach, from latest statement of financial position date.", "label": "Finance Lease, Liability, Payments, Due in Rolling Year Five", "terseLabel": "2026" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueInRollingYearFive", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueInRollingYearFour": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": 4.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for finance lease, due in fourth rolling twelve months following latest statement of financial position date. For interim and annual periods when interim periods are reported on rolling approach, from latest statement of financial position date.", "label": "Finance Lease, Liability, Payments, Due in Rolling Year Four", "terseLabel": "2025" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueInRollingYearFour", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueInRollingYearThree": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": 3.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for finance lease, due in third rolling twelve months following latest statement of financial position date. For interim and annual periods when interim periods are reported on rolling approach, from latest statement of financial position date.", "label": "Finance Lease, Liability, Payments, Due in Rolling Year Three", "terseLabel": "2024" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueInRollingYearThree", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueInRollingYearTwo": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": 2.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for finance lease, due in second rolling twelve months following latest statement of financial position date. For interim and annual periods when interim periods are reported on rolling approach, from latest statement of financial position date.", "label": "Finance Lease, Liability, Payments, Due in Rolling Year Two", "terseLabel": "2023" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueInRollingYearTwo", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityUndiscountedExcessAmount": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails_1": { "order": 1.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments in excess of discounted obligation for lease payments for finance lease.", "label": "Finance Lease, Liability, Undiscounted Excess Amount", "negatedLabel": "Less imputed interest" } } }, "localname": "FinanceLeaseLiabilityUndiscountedExcessAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeasePrincipalPayments": { "auth_ref": [ "r511", "r517" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 6.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow for principal payment on finance lease.", "label": "Finance Lease, Principal Payments", "negatedLabel": "Principal payments under finance lease obligations", "terseLabel": "Financing cash flows from finance leases" } } }, "localname": "FinanceLeasePrincipalPayments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalCashFlowInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseRightOfUseAsset": { "auth_ref": [ "r508" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated amortization, of right-of-use asset from finance lease.", "label": "Finance Lease, Right-of-Use Asset, after Accumulated Amortization", "totalLabel": "Finance lease assets, net" } } }, "localname": "FinanceLeaseRightOfUseAsset", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseRightOfUseAssetBeforeAccumulatedAmortization": { "auth_ref": [ "r508" ], "calculation": { "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails": { "order": 2.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetBeforeAccumulatedDepreciationAndAmortization", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before accumulated amortization, of right-of-use asset from finance lease.", "label": "Finance Lease, Right-of-Use Asset, before Accumulated Amortization", "terseLabel": "Finance lease right-of-use asset" } } }, "localname": "FinanceLeaseRightOfUseAssetBeforeAccumulatedAmortization", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseWeightedAverageRemainingLeaseTerm1": { "auth_ref": [ "r518", "r521" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining lease term for finance lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Finance Lease, Weighted Average Remaining Lease Term", "terseLabel": "Finance lease, weighted average remaining lease term" } } }, "localname": "FinanceLeaseWeightedAverageRemainingLeaseTerm1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_FurnitureAndFixturesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equipment commonly used in offices and stores that have no permanent connection to the structure of a building or utilities. Examples include, but are not limited to, desks, chairs, tables, and bookcases.", "label": "Furniture and Fixtures [Member]", "terseLabel": "Furniture and fixtures" } } }, "localname": "FurnitureAndFixturesMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "domainItemType" }, "us-gaap_GainLossOnSaleOfPropertyPlantEquipment": { "auth_ref": [ "r109" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 10.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of gain (loss) on sale or disposal of property, plant and equipment assets, including oil and gas property and timber property.", "label": "Gain (Loss) on Disposition of Property Plant Equipment", "negatedLabel": "Loss on dispositions of property and equipment" } } }, "localname": "GainLossOnSaleOfPropertyPlantEquipment", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_GainsLossesOnExtinguishmentOfDebt": { "auth_ref": [ "r109", "r318", "r319" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 2.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Difference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity.", "label": "Gain (Loss) on Extinguishment of Debt", "negatedTerseLabel": "Loss on extinguishment of debt" } } }, "localname": "GainsLossesOnExtinguishmentOfDebt", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "monetaryItemType" }, "us-gaap_GrossProfit": { "auth_ref": [ "r89", "r124", "r196", "r199", "r202", "r205", "r208", "r228", "r270", "r271", "r272", "r274", "r275", "r276", "r277", "r278", "r279", "r280", "r494" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 1.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.", "label": "Gross Profit", "terseLabel": "Gross profit", "totalLabel": "Gross profit" } } }, "localname": "GrossProfit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_ImpairmentEffectsOnEarningsPerShareLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Impairment Effects on Earnings Per Share [Line Items]", "terseLabel": "Impairment Effects on Earnings Per Share [Line Items]" } } }, "localname": "ImpairmentEffectsOnEarningsPerShareLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ImpairmentEffectsOnEarningsPerShareTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about the effects of asset impairment charge on per share or per unit basis.", "label": "Impairment Effects on Earnings Per Share [Table]", "terseLabel": "Impairment Effects on Earnings Per Share [Table]" } } }, "localname": "ImpairmentEffectsOnEarningsPerShareTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest": { "auth_ref": [ "r83", "r196", "r199", "r202", "r205", "r208", "r561", "r568", "r574", "r589" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 1.0, "parentTag": "us-gaap_NetIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "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.", "label": "Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest", "totalLabel": "Loss from operations before income taxes" } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsPerBasicShare": { "auth_ref": [ "r80", "r86", "r142", "r144", "r145", "r146", "r147", "r155", "r159", "r160", "r479", "r567", "r569", "r572", "r584" ], "lang": { "en-us": { "role": { "documentation": "The amount of net income (loss) from continuing operations per each share of common stock or unit outstanding during the reporting period.", "label": "Income (Loss) from Continuing Operations, Per Basic Share", "terseLabel": "Net loss, basic (in USD per share)" } } }, "localname": "IncomeLossFromContinuingOperationsPerBasicShare", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "perShareItemType" }, "us-gaap_IncomeLossFromContinuingOperationsPerDilutedShare": { "auth_ref": [ "r80", "r86", "r142", "r144", "r145", "r146", "r147", "r155", "r159", "r160", "r161", "r479", "r572", "r584", "r586", "r588" ], "lang": { "en-us": { "role": { "documentation": "The amount of net income (loss) derived from continuing operations during the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.", "label": "Income (Loss) from Continuing Operations, Per Diluted Share", "terseLabel": "Net loss, diluted (in USD per share)" } } }, "localname": "IncomeLossFromContinuingOperationsPerDilutedShare", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "perShareItemType" }, "us-gaap_IncomeStatementAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Income Statement [Abstract]", "terseLabel": "Income Statement [Abstract]" } } }, "localname": "IncomeStatementAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_IncomeStatementLocationAxis": { "auth_ref": [ "r245", "r250" ], "lang": { "en-us": { "role": { "documentation": "Information by location in the income statement.", "label": "Income Statement Location [Axis]", "terseLabel": "Income Statement Location [Axis]" } } }, "localname": "IncomeStatementLocationAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityImpactofResultsforStockBasedCompensationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeStatementLocationDomain": { "auth_ref": [ "r250" ], "lang": { "en-us": { "role": { "documentation": "Location in the income statement.", "label": "Income Statement Location [Domain]", "terseLabel": "Income Statement Location [Domain]" } } }, "localname": "IncomeStatementLocationDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityImpactofResultsforStockBasedCompensationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxAuthorityAxis": { "auth_ref": [ "r443" ], "lang": { "en-us": { "role": { "documentation": "Information by tax jurisdiction.", "label": "Income Tax Authority [Axis]", "terseLabel": "Income Tax Authority [Axis]" } } }, "localname": "IncomeTaxAuthorityAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxAuthorityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Agency, division or body classification that levies income taxes, examines tax returns for compliance, or grants exemptions from or makes other decisions pertaining to income taxes.", "label": "Income Tax Authority [Domain]", "terseLabel": "Income Tax Authority [Domain]" } } }, "localname": "IncomeTaxAuthorityDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Income Tax Disclosure [Abstract]", "terseLabel": "Income Tax Disclosure [Abstract]" } } }, "localname": "IncomeTaxDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxDisclosureTextBlock": { "auth_ref": [ "r126", "r441", "r444", "r449", "r459", "r463", "r465", "r466", "r467" ], "lang": { "en-us": { "role": { "documentation": "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.", "label": "Income Tax Disclosure [Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxes" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxExpenseBenefit": { "auth_ref": [ "r127", "r150", "r151", "r195", "r439", "r460", "r464", "r590" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 2.0, "parentTag": "us-gaap_NetIncomeLoss", "weight": -1.0 }, "http://www.energyfocusinc.com/role/IncomeTaxesComponentsDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Income Tax Expense (Benefit)", "totalLabel": "(Benefit from) provision for income taxes", "verboseLabel": "Benefit from income taxes" } } }, "localname": "IncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/IncomeTaxesComponentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxPolicyTextBlock": { "auth_ref": [ "r76", "r436", "r437", "r444", "r445", "r448", "r456" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.", "label": "Income Tax, Policy [Policy Text Block]", "terseLabel": "Income taxes" } } }, "localname": "IncomeTaxPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxesPaid": { "auth_ref": [ "r106", "r113" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income.", "label": "Income Taxes Paid", "terseLabel": "Cash paid in year for income taxes" } } }, "localname": "IncomeTaxesPaid", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsPayable": { "auth_ref": [ "r108" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 15.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business.", "label": "Increase (Decrease) in Accounts Payable", "terseLabel": "Accounts payable" } } }, "localname": "IncreaseDecreaseInAccountsPayable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsReceivable": { "auth_ref": [ "r108" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 11.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services.", "label": "Increase (Decrease) in Accounts Receivable", "negatedTerseLabel": "Accounts receivable" } } }, "localname": "IncreaseDecreaseInAccountsReceivable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccruedLiabilities": { "auth_ref": [ "r108" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 16.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate amount of expenses incurred but not yet paid.", "label": "Increase (Decrease) in Accrued Liabilities", "terseLabel": "Accrued and other liabilities" } } }, "localname": "IncreaseDecreaseInAccruedLiabilities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInDeferredRevenue": { "auth_ref": [ "r108" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 17.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in deferred income and obligation to transfer product and service to customer for which consideration has been received or is receivable.", "label": "Increase (Decrease) in Deferred Revenue", "terseLabel": "Deferred revenue" } } }, "localname": "IncreaseDecreaseInDeferredRevenue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInDepositOtherAssets": { "auth_ref": [ "r108" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 13.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in moneys or securities given as security including, but not limited to, contract, escrow, or earnest money deposits, retainage (if applicable), deposits with clearing organizations and others, collateral, or margin deposits.", "label": "Increase (Decrease) in Deposit Assets", "negatedTerseLabel": "Short-term deposits" } } }, "localname": "IncreaseDecreaseInDepositOtherAssets", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInInventories": { "auth_ref": [ "r108" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 12.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate value of all inventory held by the reporting entity, associated with underlying transactions that are classified as operating activities.", "label": "Increase (Decrease) in Inventories", "negatedLabel": "Inventories" } } }, "localname": "IncreaseDecreaseInInventories", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInOperatingCapitalAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Increase (Decrease) in Operating Capital [Abstract]", "terseLabel": "Change in operating assets and liabilities:" } } }, "localname": "IncreaseDecreaseInOperatingCapitalAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_IncreaseDecreaseInPrepaidDeferredExpenseAndOtherAssets": { "auth_ref": [ "r108" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 14.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in prepaid expenses, and assets classified as other.", "label": "Increase (Decrease) in Prepaid Expense and Other Assets", "negatedTerseLabel": "Prepaid and other assets" } } }, "localname": "IncreaseDecreaseInPrepaidDeferredExpenseAndOtherAssets", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInStockholdersEquityRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Increase (Decrease) in Stockholders' Equity [Roll Forward]", "terseLabel": "Increase (Decrease) in Stockholders' Equity [Roll Forward]" } } }, "localname": "IncreaseDecreaseInStockholdersEquityRollForward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "stringItemType" }, "us-gaap_InterestExpense": { "auth_ref": [ "r81", "r194", "r502", "r505", "r573" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 3.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the cost of borrowed funds accounted for as interest expense.", "label": "Interest Expense", "terseLabel": "Interest expense" } } }, "localname": "InterestExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestPaidNet": { "auth_ref": [ "r102", "r105", "r113" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash paid for interest, excluding capitalized interest, classified as operating activity. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount.", "label": "Interest Paid, Excluding Capitalized Interest, Operating Activities", "terseLabel": "Cash paid in year for interest" } } }, "localname": "InterestPaidNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_InventoryDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Inventory Disclosure [Abstract]", "terseLabel": "Inventory Disclosure [Abstract]" } } }, "localname": "InventoryDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_InventoryDisclosureTextBlock": { "auth_ref": [ "r236" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for inventory. Includes, but is not limited to, the basis of stating inventory, the method of determining inventory cost, the classes of inventory, and the nature of the cost elements included in inventory.", "label": "Inventory Disclosure [Text Block]", "terseLabel": "Inventories" } } }, "localname": "InventoryDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/Inventories" ], "xbrltype": "textBlockItemType" }, "us-gaap_InventoryFinishedGoods": { "auth_ref": [ "r55" ], "calculation": { "http://www.energyfocusinc.com/role/InventoriesScheduleofInventoryDetails": { "order": 2.0, "parentTag": "us-gaap_InventoryNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before valuation and LIFO reserves of completed merchandise or goods expected to be sold within one year or operating cycle, if longer.", "label": "Inventory, Finished Goods, Gross", "terseLabel": "Finished goods" } } }, "localname": "InventoryFinishedGoods", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/InventoriesScheduleofInventoryDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InventoryNet": { "auth_ref": [ "r3", "r57", "r534" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 3.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 }, "http://www.energyfocusinc.com/role/InventoriesScheduleofInventoryDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after valuation and LIFO reserves of inventory expected to be sold, or consumed within one year or operating cycle, if longer.", "label": "Inventory, Net", "terseLabel": "Inventories, net", "totalLabel": "Inventories, net" } } }, "localname": "InventoryNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/InventoriesScheduleofInventoryDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InventoryPolicyTextBlock": { "auth_ref": [ "r15", "r58", "r118", "r166", "r232", "r234", "r236", "r546" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of inventory accounting policy for inventory classes, including, but not limited to, basis for determining inventory amounts, methods by which amounts are added and removed from inventory classes, loss recognition on impairment of inventories, and situations in which inventories are stated above cost.", "label": "Inventory, Policy [Policy Text Block]", "terseLabel": "Inventories" } } }, "localname": "InventoryPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_InventoryRawMaterials": { "auth_ref": [ "r56" ], "calculation": { "http://www.energyfocusinc.com/role/InventoriesScheduleofInventoryDetails": { "order": 1.0, "parentTag": "us-gaap_InventoryNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before valuation and LIFO reserves of raw materials expected to be sold, or consumed within one year or operating cycle, if longer.", "label": "Inventory, Raw Materials, Gross", "terseLabel": "Raw materials" } } }, "localname": "InventoryRawMaterials", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/InventoriesScheduleofInventoryDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InventoryValuationReserveMember": { "auth_ref": [ "r131", "r132", "r133", "r135", "r136" ], "lang": { "en-us": { "role": { "documentation": "Reserve to reduce inventory to lower of cost or net realizable value.", "label": "SEC Schedule, 12-09, Reserve, Inventory [Member]", "terseLabel": "Inventory reserves" } } }, "localname": "InventoryValuationReserveMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_InventoryValuationReserves": { "auth_ref": [ "r57", "r235" ], "calculation": { "http://www.energyfocusinc.com/role/InventoriesScheduleofInventoryDetails": { "order": 3.0, "parentTag": "us-gaap_InventoryNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of valuation reserve for inventory.", "label": "Inventory Valuation Reserves", "negatedTerseLabel": "Reserve for excess, obsolete, and slow-moving inventories" } } }, "localname": "InventoryValuationReserves", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/InventoriesScheduleofInventoryDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InventoryWriteDown": { "auth_ref": [ "r233" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 7.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of loss from reductions in inventory due to subsequent measurement adjustments, including, but not limited to, physical deterioration, obsolescence, or changes in price levels.", "label": "Inventory Write-down", "terseLabel": "Provision for slow-moving and obsolete inventories" } } }, "localname": "InventoryWriteDown", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_LeaseCost": { "auth_ref": [ "r519", "r521" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of lease cost recognized by lessee for lease contract.", "label": "Lease, Cost", "totalLabel": "Total lease cost, net" } } }, "localname": "LeaseCost", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LeaseCostTableTextBlock": { "auth_ref": [ "r519" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of lessee's lease cost. Includes, but is not limited to, interest expense for finance lease, amortization of right-of-use asset for finance lease, operating lease cost, short-term lease cost, variable lease cost and sublease income.", "label": "Lease, Cost [Table Text Block]", "terseLabel": "Components of Lease Cost and Supplemental Cash Flow Information" } } }, "localname": "LeaseCostTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_LeaseholdImprovementsMember": { "auth_ref": [ "r242" ], "lang": { "en-us": { "role": { "documentation": "Additions or improvements to assets held under a lease arrangement.", "label": "Leasehold Improvements [Member]", "terseLabel": "Leasehold improvements" } } }, "localname": "LeaseholdImprovementsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LeasesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Leases [Abstract]", "terseLabel": "Leases [Abstract]" } } }, "localname": "LeasesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_LegalMattersAndContingenciesTextBlock": { "auth_ref": [ "r263" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for legal proceedings, legal contingencies, litigation, regulatory and environmental matters and other contingencies.", "label": "Legal Matters and Contingencies [Text Block]", "terseLabel": "Legal Matters" } } }, "localname": "LegalMattersAndContingenciesTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LegalMatters" ], "xbrltype": "textBlockItemType" }, "us-gaap_LesseeFinanceLeasesTextBlock": { "auth_ref": [ "r522" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for finance leases of lessee. Includes, but is not limited to, description of lessee's finance lease and maturity analysis of finance lease liability.", "label": "Lessee, Finance Leases [Text Block]", "terseLabel": "Leases" } } }, "localname": "LesseeFinanceLeasesTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/Leases" ], "xbrltype": "textBlockItemType" }, "us-gaap_LesseeOperatingLeaseDiscountRate": { "auth_ref": [ "r513" ], "lang": { "en-us": { "role": { "documentation": "Discount rate used by lessee to determine present value of operating lease payments.", "label": "Lessee, Operating Lease, Discount Rate", "terseLabel": "Operating lease, discount rate" } } }, "localname": "LesseeOperatingLeaseDiscountRate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityMaturityTableTextBlock": { "auth_ref": [ "r520" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of undiscounted cash flows of lessee's operating lease liability. Includes, but is not limited to, reconciliation of undiscounted cash flows to operating lease liability recognized in statement of financial position.", "label": "Lessee, Operating Lease, Liability, Maturity [Table Text Block]", "terseLabel": "Schedule of Future Maturities of Operating Lease Liabilities" } } }, "localname": "LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails_1": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease.", "label": "Lessee, Operating Lease, Liability, to be Paid", "totalLabel": "Total future undiscounted lease payments" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueInRollingYearFive": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": 5.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due in fifth rolling twelve months following latest statement of financial position date. For interim and annual periods when interim periods are reported on a rolling approach, from latest statement of financial position date.", "label": "Lessee, Operating Lease, Liability, Payments, Due in Rolling Year Five", "terseLabel": "2026" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueInRollingYearFive", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueInRollingYearFour": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": 4.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due in fourth rolling twelve months following latest statement of financial position date. For interim and annual periods when interim periods are reported on a rolling approach, from latest statement of financial position date.", "label": "Lessee, Operating Lease, Liability, Payments, Due in Rolling Year Four", "terseLabel": "2025" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueInRollingYearFour", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueInRollingYearThree": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": 3.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due in third rolling twelve months following latest statement of financial position date. For interim and annual periods when interim periods are reported on a rolling approach, from latest statement of financial position date.", "label": "Lessee, Operating Lease, Liability, Payments, Due in Rolling Year Three", "terseLabel": "2024" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueInRollingYearThree", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueInRollingYearTwo": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": 2.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due in second rolling twelve months following latest statement of financial position date. For interim and annual periods when interim periods are reported on a rolling approach, from latest statement of financial position date.", "label": "Lessee, Operating Lease, Liability, Payments, Due in Rolling Year Two", "terseLabel": "2023" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueInRollingYearTwo", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueNextRollingTwelveMonths": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails": { "order": 1.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due in next rolling twelve months following latest statement of financial position date. For interim and annual periods when interim periods are reported on a rolling approach, from latest statement of financial position date.", "label": "Lessee, Operating Lease, Liability, Payments, Due Next Rolling Twelve Months", "terseLabel": "2022" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueNextRollingTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityUndiscountedExcessAmount": { "auth_ref": [ "r520" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails_1": { "order": 1.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments in excess of discounted obligation for lease payments for operating lease.", "label": "Lessee, Operating Lease, Liability, Undiscounted Excess Amount", "negatedLabel": "Less imputed interest" } } }, "localname": "LesseeOperatingLeaseLiabilityUndiscountedExcessAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeasesTextBlock": { "auth_ref": [ "r522" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for operating leases of lessee. Includes, but is not limited to, description of operating lease and maturity analysis of operating lease liability.", "label": "Lessee, Operating Leases [Text Block]", "terseLabel": "Leases" } } }, "localname": "LesseeOperatingLeasesTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/Leases" ], "xbrltype": "textBlockItemType" }, "us-gaap_Liabilities": { "auth_ref": [ "r46", "r124", "r201", "r228", "r270", "r271", "r272", "r274", "r275", "r276", "r277", "r278", "r279", "r280", "r472", "r475", "r476", "r494", "r532", "r533" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.", "label": "Liabilities", "totalLabel": "Total liabilities" } } }, "localname": "Liabilities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities [Abstract]", "terseLabel": "LIABILITIES" } } }, "localname": "LiabilitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_LiabilitiesAndStockholdersEquity": { "auth_ref": [ "r31", "r124", "r228", "r494", "r534", "r566", "r583" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any.", "label": "Liabilities and Equity", "totalLabel": "Total liabilities and stockholders' equity" } } }, "localname": "LiabilitiesAndStockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesCurrent": { "auth_ref": [ "r48", "r124", "r228", "r270", "r271", "r272", "r274", "r275", "r276", "r277", "r278", "r279", "r280", "r472", "r475", "r476", "r494", "r532", "r533", "r534" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.", "label": "Liabilities, Current", "totalLabel": "Total current liabilities" } } }, "localname": "LiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesCurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities, Current [Abstract]", "terseLabel": "Current liabilities:" } } }, "localname": "LiabilitiesCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_LimitedLiabilityCompanyLLCOrLimitedPartnershipLPManagingMemberOrGeneralPartnerOwnershipInterest": { "auth_ref": [ "r173" ], "lang": { "en-us": { "role": { "documentation": "Percentage investment held by the managing member or general partner of the limited liability company (LLC) or limited partnership (LP).", "label": "Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest", "terseLabel": "Ownership interest" } } }, "localname": "LimitedLiabilityCompanyLLCOrLimitedPartnershipLPManagingMemberOrGeneralPartnerOwnershipInterest", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_LineOfCreditFacilityMaximumBorrowingCapacity": { "auth_ref": [ "r44" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Maximum borrowing capacity under the credit facility without consideration of any current restrictions on the amount that could be borrowed or the amounts currently outstanding under the facility.", "label": "Line of Credit Facility, Maximum Borrowing Capacity", "terseLabel": "Credit facility, maximum borrowing capacity" } } }, "localname": "LineOfCreditFacilityMaximumBorrowingCapacity", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LinesOfCreditCurrent": { "auth_ref": [ "r19", "r564" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 14.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The carrying value as of the balance sheet date of the current portion of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.", "label": "Line of Credit, Current", "terseLabel": "Credit line borrowings, net of loan origination fees" } } }, "localname": "LinesOfCreditCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LondonInterbankOfferedRateLIBORMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Interest rate at which a bank borrows funds from other banks in the London interbank market.", "label": "London Interbank Offered Rate (LIBOR) [Member]", "terseLabel": "London Interbank Offered Rate (LIBOR)" } } }, "localname": "LondonInterbankOfferedRateLIBORMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LongTermPurchaseCommitmentAmount": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The minimum amount the entity agreed to spend under the long-term purchase commitment.", "label": "Long-term Purchase Commitment, Amount", "terseLabel": "Purchase commitment" } } }, "localname": "LongTermPurchaseCommitmentAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/CommitmentsandContingenciesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongtermDebtTypeAxis": { "auth_ref": [ "r51" ], "lang": { "en-us": { "role": { "documentation": "Information by type of long-term debt.", "label": "Long-term Debt, Type [Axis]", "terseLabel": "Long-term Debt, Type [Axis]" } } }, "localname": "LongtermDebtTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LongtermDebtTypeDomain": { "auth_ref": [ "r51", "r269" ], "lang": { "en-us": { "role": { "documentation": "Type of long-term debt arrangement, such as notes, line of credit, commercial paper, asset-based financing, project financing, letter of credit financing. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the company, if longer.", "label": "Long-term Debt, Type [Domain]", "terseLabel": "Long-term Debt, Type [Domain]" } } }, "localname": "LongtermDebtTypeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "domainItemType" }, "us-gaap_MovementInStandardProductWarrantyAccrualRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Movement in Standard Product Warranty Accrual [Roll Forward]", "terseLabel": "Movement in Standard Product Warranty Accrual [Roll Forward]" } } }, "localname": "MovementInStandardProductWarrantyAccrualRollForward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesScheduleofWarrantyActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_MovementInValuationAllowancesAndReservesRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]", "terseLabel": "SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]" } } }, "localname": "MovementInValuationAllowancesAndReservesRollForward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_NatureOfOperations": { "auth_ref": [ "r174", "r188" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for the nature of an entity's business, major products or services, principal markets including location, and the relative importance of its operations in each business and the basis for the determination, including but not limited to, assets, revenues, or earnings. For an entity that has not commenced principal operations, disclosures about the risks and uncertainties related to the activities in which the entity is currently engaged and an understanding of what those activities are being directed toward.", "label": "Nature of Operations [Text Block]", "terseLabel": "Nature of Operations" } } }, "localname": "NatureOfOperations", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/NatureofOperations" ], "xbrltype": "textBlockItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivities": { "auth_ref": [ "r104" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 3.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.", "label": "Net Cash Provided by (Used in) Financing Activities", "totalLabel": "Net cash provided by financing activities" } } }, "localname": "NetCashProvidedByUsedInFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided by (Used in) Financing Activities [Abstract]", "terseLabel": "Cash flows from financing activities:" } } }, "localname": "NetCashProvidedByUsedInFinancingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivities": { "auth_ref": [ "r104" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 2.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets.", "label": "Net Cash Provided by (Used in) Investing Activities", "totalLabel": "Net cash used in investing activities" } } }, "localname": "NetCashProvidedByUsedInInvestingActivities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided by (Used in) Investing Activities [Abstract]", "terseLabel": "Cash flows from investing activities:" } } }, "localname": "NetCashProvidedByUsedInInvestingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivities": { "auth_ref": [ "r104", "r107", "r110" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 1.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.", "label": "Net Cash Provided by (Used in) Operating Activities", "terseLabel": "Net cash used in operating activities", "totalLabel": "Net cash used in operating activities" } } }, "localname": "NetCashProvidedByUsedInOperatingActivities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided by (Used in) Operating Activities [Abstract]", "terseLabel": "Cash flows from operating activities:" } } }, "localname": "NetCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetIncomeLoss": { "auth_ref": [ "r1", "r71", "r73", "r79", "r84", "r110", "r124", "r142", "r144", "r145", "r146", "r147", "r150", "r151", "r158", "r196", "r199", "r202", "r205", "r208", "r228", "r270", "r271", "r272", "r274", "r275", "r276", "r277", "r278", "r279", "r280", "r479", "r494", "r570", "r585" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 }, "http://www.energyfocusinc.com/role/ConsolidatedStatementsofComprehensiveLoss": { "order": 1.0, "parentTag": "us-gaap_ComprehensiveIncomeNetOfTax", "weight": 1.0 }, "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.", "label": "Net Income (Loss) Attributable to Parent", "terseLabel": "Net loss", "totalLabel": "Net loss" } } }, "localname": "NetIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofComprehensiveLoss", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesReconciliationofBasicandDilutedIncomeLossperShareDetails", "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_NewAccountingPronouncementsPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact.", "label": "New Accounting Pronouncements, Policy [Policy Text Block]", "terseLabel": "Recent accounting standards and pronouncements" } } }, "localname": "NewAccountingPronouncementsPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_NonoperatingIncomeExpenseAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Nonoperating Income (Expense) [Abstract]", "terseLabel": "Other expenses:" } } }, "localname": "NonoperatingIncomeExpenseAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "stringItemType" }, "us-gaap_NotesPayableCurrent": { "auth_ref": [ "r45" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 12.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying values as of the balance sheet date of the portions of long-term notes payable due within one year or the operating cycle if longer.", "label": "Notes Payable, Current", "terseLabel": "Streeterville note, net of discount and loan origination fees" } } }, "localname": "NotesPayableCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingExpenses": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 2.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Generally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Includes selling, general and administrative expense.", "label": "Operating Expenses", "totalLabel": "Total operating expenses" } } }, "localname": "OperatingExpenses", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingExpensesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Operating Expenses [Abstract]", "terseLabel": "Operating expenses:" } } }, "localname": "OperatingExpensesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "stringItemType" }, "us-gaap_OperatingIncomeLoss": { "auth_ref": [ "r196", "r199", "r202", "r205", "r208" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 4.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The net result for the period of deducting operating expenses from operating revenues.", "label": "Operating Income (Loss)", "totalLabel": "Loss from operations" } } }, "localname": "OperatingIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseCost": { "auth_ref": [ "r515", "r521" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails": { "order": 2.0, "parentTag": "efoi_OperatingLeaseCostNetOfSubleaseIncome", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of single lease cost, calculated by allocation of remaining cost of lease over remaining lease term. Includes, but is not limited to, single lease cost, after impairment of right-of-use asset, calculated by amortization of remaining right-of-use asset and accretion of lease liability.", "label": "Operating Lease, Cost", "terseLabel": "Lease cost" } } }, "localname": "OperatingLeaseCost", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilitiesPaymentsDueRollingMaturityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Lessee, Operating Lease, Liability, Payment, Due, Rolling Maturity [Abstract]", "terseLabel": "Operating Leases" } } }, "localname": "OperatingLeaseLiabilitiesPaymentsDueRollingMaturityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_OperatingLeaseLiability": { "auth_ref": [ "r509" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails_1": { "order": 2.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 }, "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails": { "order": 1.0, "parentTag": "efoi_OperatingLeaseLiabilityIncludingRestructuredLeases", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease.", "label": "Operating Lease, Liability", "terseLabel": "Operating lease liabilities", "verboseLabel": "Total lease obligations" } } }, "localname": "OperatingLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofFutureMaturitiesofLeaseLiabilitiesDetails", "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityCurrent": { "auth_ref": [ "r509" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 9.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease, classified as current.", "label": "Operating Lease, Liability, Current", "terseLabel": "Operating lease liabilities" } } }, "localname": "OperatingLeaseLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityNoncurrent": { "auth_ref": [ "r509" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease, classified as noncurrent.", "label": "Operating Lease, Liability, Noncurrent", "terseLabel": "Operating lease liabilities, net of current portion" } } }, "localname": "OperatingLeaseLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeasePayments": { "auth_ref": [ "r512", "r517" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow from operating lease, excluding payments to bring another asset to condition and location necessary for its intended use.", "label": "Operating Lease, Payments", "terseLabel": "Operating cash flows from operating leases" } } }, "localname": "OperatingLeasePayments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalCashFlowInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseRightOfUseAsset": { "auth_ref": [ "r508" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 3.0, "parentTag": "us-gaap_Assets", "weight": 1.0 }, "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails": { "order": 1.0, "parentTag": "efoi_OperatingLeaseRightofUseAssetIncludingRestructuredLeases", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's right to use underlying asset under operating lease.", "label": "Operating Lease, Right-of-Use Asset", "terseLabel": "Operating lease, right-of-use asset" } } }, "localname": "OperatingLeaseRightOfUseAsset", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/LeasesScheduleofSupplementalBalanceSheetInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseWeightedAverageRemainingLeaseTerm1": { "auth_ref": [ "r518", "r521" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining lease term for operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Operating Lease, Weighted Average Remaining Lease Term", "terseLabel": "Operating lease, weighted average remaining lease term" } } }, "localname": "OperatingLeaseWeightedAverageRemainingLeaseTerm1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_OperatingLossCarryforwards": { "auth_ref": [ "r450" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of operating loss carryforward, before tax effects, available to reduce future taxable income under enacted tax laws.", "label": "Operating Loss Carryforwards", "terseLabel": "Operating loss carry-forwards" } } }, "localname": "OperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLossCarryforwardsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Operating Loss Carryforwards [Line Items]", "terseLabel": "Operating Loss Carryforwards [Line Items]" } } }, "localname": "OperatingLossCarryforwardsLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_OperatingLossCarryforwardsTable": { "auth_ref": [ "r451" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting pertinent information, such as tax authority, amounts, and expiration dates, of net operating loss carryforwards, including an assessment of the likelihood of utilization.", "label": "Operating Loss Carryforwards [Table]", "terseLabel": "Operating Loss Carryforwards [Table]" } } }, "localname": "OperatingLossCarryforwardsTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Organization, Consolidation and Presentation of Financial Statements [Abstract]", "terseLabel": "Organization, Consolidation and Presentation of Financial Statements [Abstract]" } } }, "localname": "OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_OtherAccruedLiabilitiesCurrent": { "auth_ref": [ "r12", "r13", "r14", "r47" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of expenses incurred but not yet paid classified as other, due within one year or the normal operating cycle, if longer.", "label": "Other Accrued Liabilities, Current", "terseLabel": "Accrued liabilities" } } }, "localname": "OtherAccruedLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherAssetsCurrent": { "auth_ref": [ "r59", "r534" ], "calculation": { "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails": { "order": 7.0, "parentTag": "us-gaap_PrepaidExpenseAndOtherAssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current assets classified as other.", "label": "Other Assets, Current", "terseLabel": "Other" } } }, "localname": "OtherAssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeForeignCurrencyTransactionAndTranslationAdjustmentNetOfTaxPortionAttributableToParent": { "auth_ref": [ "r469", "r470", "r473" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofComprehensiveLoss": { "order": 2.0, "parentTag": "us-gaap_ComprehensiveIncomeNetOfTax", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax and reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature, attributable to parent entity.", "label": "Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent", "verboseLabel": "Foreign currency translation adjustments" } } }, "localname": "OtherComprehensiveIncomeForeignCurrencyTransactionAndTranslationAdjustmentNetOfTaxPortionAttributableToParent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherCurrentAssetsTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for other current assets.", "label": "Other Current Assets [Text Block]", "terseLabel": "Prepaid and Other Current Assets" } } }, "localname": "OtherCurrentAssetsTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssets" ], "xbrltype": "textBlockItemType" }, "us-gaap_OtherDeferredCompensationArrangementsLiabilityCurrent": { "auth_ref": [ "r368", "r369" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of the liabilities, classified as other, for deferred compensation arrangements payable within one year or the operating cycle, if longer.", "label": "Other Deferred Compensation Arrangements, Liability, Current", "periodEndLabel": "Balance December 31, 2020", "periodStartLabel": "Balance January 1, 2020" } } }, "localname": "OtherDeferredCompensationArrangementsLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFairValueRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherIncomeAndExpensesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Other Income and Expenses [Abstract]" } } }, "localname": "OtherIncomeAndExpensesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_OtherIncomeAndOtherExpenseDisclosureTextBlock": { "auth_ref": [ "r367", "r434" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for other income or other expense items (both operating and nonoperating). Sources of nonoperating income or nonoperating expense that may be disclosed, include amounts earned from dividends, interest on securities, profits (losses) on securities, net and miscellaneous other income or income deductions.", "label": "Other Income and Other Expense Disclosure [Text Block]", "terseLabel": "Other Income" } } }, "localname": "OtherIncomeAndOtherExpenseDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/OtherIncome" ], "xbrltype": "textBlockItemType" }, "us-gaap_OtherNonoperatingIncomeExpense": { "auth_ref": [ "r93" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 1.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of income (expense) related to nonoperating activities, classified as other.", "label": "Other Nonoperating Income (Expense)", "negatedTerseLabel": "Other expenses" } } }, "localname": "OtherNonoperatingIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherPrepaidExpenseCurrent": { "auth_ref": [ "r5", "r10", "r240" ], "calculation": { "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails": { "order": 2.0, "parentTag": "us-gaap_PrepaidExpenseAndOtherAssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of asset related to consideration paid in advance for other costs that provide economic benefits within a future period of one year or the normal operating cycle, if longer.", "label": "Other Prepaid Expense, Current", "terseLabel": "Prepaid expenses" } } }, "localname": "OtherPrepaidExpenseCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsForRestructuring": { "auth_ref": [ "r103", "r249" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash payments made as the result of exit or disposal activities. Excludes payments associated with a discontinued operation or an asset retirement obligation.", "label": "Payments for Restructuring", "negatedTerseLabel": "Payments" } } }, "localname": "PaymentsForRestructuring", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsOfDebtExtinguishmentCosts": { "auth_ref": [ "r100" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow for cost from early extinguishment and prepayment of debt. Includes, but is not limited to, third-party cost, premium paid, and other fee paid to lender directly for debt extinguishment or debt prepayment. Excludes accrued interest.", "label": "Payment for Debt Extinguishment or Debt Prepayment Cost", "terseLabel": "Payment amount" } } }, "localname": "PaymentsOfDebtExtinguishmentCosts", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsOfFinancingCosts": { "auth_ref": [ "r101" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 8.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow for loan and debt issuance costs.", "label": "Payments of Financing Costs", "negatedTerseLabel": "Payments for deferred financing costs & termination fees" } } }, "localname": "PaymentsOfFinancingCosts", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsOfStockIssuanceCosts": { "auth_ref": [ "r101" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 3.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow for cost incurred directly with the issuance of an equity security.", "label": "Payments of Stock Issuance Costs", "negatedTerseLabel": "Offering costs paid on the issuance of common stock and warrants", "terseLabel": "Offering costs paid on the issuance of common stock and warrants" } } }, "localname": "PaymentsOfStockIssuanceCosts", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsRelatedToTaxWithholdingForShareBasedCompensation": { "auth_ref": [ "r98" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 7.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow to satisfy grantee's tax withholding obligation for award under share-based payment arrangement.", "label": "Payment, Tax Withholding, Share-based Payment Arrangement", "negatedTerseLabel": "Common stock withheld in lieu of income tax withholding on vesting of restricted stock units" } } }, "localname": "PaymentsRelatedToTaxWithholdingForShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquirePropertyPlantAndEquipment": { "auth_ref": [ "r95" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets.", "label": "Payments to Acquire Property, Plant, and Equipment", "negatedLabel": "Acquisitions of property and equipment" } } }, "localname": "PaymentsToAcquirePropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PlanNameAxis": { "auth_ref": [ "r386", "r420" ], "lang": { "en-us": { "role": { "documentation": "Information by plan name for share-based payment arrangement.", "label": "Plan Name [Axis]", "terseLabel": "Plan Name [Axis]" } } }, "localname": "PlanNameAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PlanNameDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Plan name for share-based payment arrangement.", "label": "Plan Name [Domain]", "terseLabel": "Plan Name [Domain]" } } }, "localname": "PlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PreferredStockMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Preferred shares may provide a preferential dividend to the dividend on common stock and may take precedence over common stock in the event of a liquidation. Preferred shares typically represent an ownership interest in the company.", "label": "Preferred Stock [Member]", "terseLabel": "Preferred Stock" } } }, "localname": "PreferredStockMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PreferredStockParOrStatedValuePerShare": { "auth_ref": [ "r23", "r325" ], "lang": { "en-us": { "role": { "documentation": "Face amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer.", "label": "Preferred Stock, Par or Stated Value Per Share", "terseLabel": "Preferred stock, par value (in dollars per share)" } } }, "localname": "PreferredStockParOrStatedValuePerShare", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "perShareItemType" }, "us-gaap_PreferredStockSharesAuthorized": { "auth_ref": [ "r23" ], "lang": { "en-us": { "role": { "documentation": "The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.", "label": "Preferred Stock, Shares Authorized", "terseLabel": "Preferred stock authorized (in shares)" } } }, "localname": "PreferredStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical", "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockSharesIssued": { "auth_ref": [ "r23", "r325" ], "lang": { "en-us": { "role": { "documentation": "Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt.", "label": "Preferred Stock, Shares Issued", "terseLabel": "Preferred stock, shares issued" } } }, "localname": "PreferredStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockSharesOutstanding": { "auth_ref": [ "r23" ], "lang": { "en-us": { "role": { "documentation": "Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased.", "label": "Preferred Stock, Shares Outstanding", "terseLabel": "Preferred stock, shares outstanding" } } }, "localname": "PreferredStockSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockValue": { "auth_ref": [ "r23", "r534" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 3.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity.", "label": "Preferred Stock, Value, Issued", "terseLabel": "Preferred stock, par value $0.0001 per share:" } } }, "localname": "PreferredStockValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_PrepaidExpenseAndOtherAssetsCurrent": { "auth_ref": [ "r9", "r37", "r38" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 5.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 }, "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets that are expected to be realized or consumed within one year or the normal operating cycle, if longer.", "label": "Prepaid Expense and Other Assets, Current", "terseLabel": "Prepaid and other current assets", "totalLabel": "Total prepaid and other current assets" } } }, "localname": "PrepaidExpenseAndOtherAssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PrepaidInsurance": { "auth_ref": [ "r6", "r10", "r237", "r240" ], "calculation": { "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails": { "order": 1.0, "parentTag": "us-gaap_PrepaidExpenseAndOtherAssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of asset related to consideration paid in advance for insurance that provides economic benefits within a future period of one year or the normal operating cycle, if longer.", "label": "Prepaid Insurance", "terseLabel": "Prepaid insurance" } } }, "localname": "PrepaidInsurance", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PrepaidRent": { "auth_ref": [ "r7", "r10", "r238", "r240" ], "calculation": { "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails": { "order": 3.0, "parentTag": "us-gaap_PrepaidExpenseAndOtherAssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of asset related to consideration paid in advance for rent that provides economic benefits within a future period of one year or the normal operating cycle, if longer.", "label": "Prepaid Rent", "terseLabel": "Prepaid rent" } } }, "localname": "PrepaidRent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOfDebt": { "auth_ref": [ "r97" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow during the period from additional borrowings in aggregate debt. Includes proceeds from short-term and long-term debt.", "label": "Proceeds from Issuance of Debt", "terseLabel": "Proceeds from issuance", "verboseLabel": "Proceeds from bridge financing" } } }, "localname": "ProceedsFromIssuanceOfDebt", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/DebtStreetervilleNoteDetails", "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOfSubordinatedLongTermDebt": { "auth_ref": [ "r97" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from a borrowing where a lender is placed in a lien position behind debt having a higher priority of repayment (senior) in liquidation of the entity's assets or underlying collateral.", "label": "Proceeds from Issuance of Subordinated Long-term Debt", "terseLabel": "Proceeds from issuance of subordinated convertible promissory notes" } } }, "localname": "ProceedsFromIssuanceOfSubordinatedLongTermDebt", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOrSaleOfEquity": { "auth_ref": [ "r96" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from the issuance of common stock, preferred stock, treasury stock, stock options, and other types of equity.", "label": "Proceeds from Issuance or Sale of Equity", "terseLabel": "Gross proceeds from equity issuance" } } }, "localname": "ProceedsFromIssuanceOrSaleOfEquity", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromLoanOriginations1": { "auth_ref": [ "r94" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Cash inflow associated with loan origination (the process when securing a mortgage for a piece of real property) or lease origination.", "label": "Proceeds from Loan Originations", "terseLabel": "Proceeds from loan origination" } } }, "localname": "ProceedsFromLoanOriginations1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtPPPLoanDetails", "http://www.energyfocusinc.com/role/OtherIncomeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromNotesPayable": { "auth_ref": [ "r97" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 10.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from a borrowing supported by a written promise to pay an obligation.", "label": "Proceeds from Notes Payable", "terseLabel": "Proceeds from the Streeterville Note" } } }, "localname": "ProceedsFromNotesPayable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromRepaymentsOfLinesOfCredit": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 11.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The net cash inflow or cash outflow from a contractual arrangement with the lender, including letter of credit, standby letter of credit and revolving credit arrangements, under which borrowings can be made up to a specific amount at any point in time with either short term or long term maturity that is collateralized (backed by pledge, mortgage or other lien in the entity's assets).", "label": "Proceeds from (Repayments of) Lines of Credit", "terseLabel": "Net proceeds from (payment on) credit line borrowings" } } }, "localname": "ProceedsFromRepaymentsOfLinesOfCredit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromStockOptionsExercised": { "auth_ref": [ "r96", "r421" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 5.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow from exercise of option under share-based payment arrangement.", "label": "Proceeds from Stock Options Exercised", "terseLabel": "Proceeds from exercise of stock options and purchases through employee stock purchase plan" } } }, "localname": "ProceedsFromStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromWarrantExercises": { "auth_ref": [ "r96" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow associated with the amount received from holders exercising their stock warrants.", "label": "Proceeds from Warrant Exercises", "terseLabel": "Proceeds from the exercise of warrants" } } }, "localname": "ProceedsFromWarrantExercises", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProductWarrantyLiabilityLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Product Warranty Liability [Line Items]", "terseLabel": "Product Warranty Liability [Line Items]" } } }, "localname": "ProductWarrantyLiabilityLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ProductWarrantyLiabilityTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about product warranty liability, including, but not limited to, reductions in the liability for payments made under the warranty, changes in the liability for accruals related to product warranties issued, and changes in the liability for accruals related to preexisting warranties.", "label": "Product Warranty Liability [Table]", "terseLabel": "Product Warranty Liability [Table]" } } }, "localname": "ProductWarrantyLiabilityTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesProductWarrantiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Property, Plant and Equipment [Abstract]", "terseLabel": "Property, Plant and Equipment [Abstract]" } } }, "localname": "PropertyPlantAndEquipmentAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetAccumulatedDepreciationAndAmortization": { "auth_ref": [ "r243", "r510", "r514" ], "calculation": { "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails": { "order": 2.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetAfterAccumulatedDepreciationAndAmortization", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated depreciation and amortization from plant, property, and equipment and right-of-use asset from finance lease.", "label": "Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, Accumulated Depreciation and Amortization", "negatedLabel": "Less: accumulated depreciation" } } }, "localname": "PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetAccumulatedDepreciationAndAmortization", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetAfterAccumulatedDepreciationAndAmortization": { "auth_ref": [ "r62", "r244", "r514" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_Assets", "weight": 1.0 }, "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated depreciation and amortization, of property, plant, and equipment and finance lease right-of-use asset.", "label": "Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization", "terseLabel": "Property and equipment, net", "totalLabel": "Property and equipment, net" } } }, "localname": "PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetAfterAccumulatedDepreciationAndAmortization", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetBeforeAccumulatedDepreciationAndAmortization": { "auth_ref": [ "r18", "r242", "r508" ], "calculation": { "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails": { "order": 1.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetAfterAccumulatedDepreciationAndAmortization", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before accumulated depreciation and amortization, of property, plant, and equipment and finance lease right-of-use asset.", "label": "Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, before Accumulated Depreciation and Amortization", "totalLabel": "Property and equipment at cost" } } }, "localname": "PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetBeforeAccumulatedDepreciationAndAmortization", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentByTypeAxis": { "auth_ref": [ "r41", "r244" ], "lang": { "en-us": { "role": { "documentation": "Information by type of long-lived, physical assets used to produce goods and services and not intended for resale.", "label": "Long-Lived Tangible Asset [Axis]", "terseLabel": "Property, Plant and Equipment, Type [Axis]" } } }, "localname": "PropertyPlantAndEquipmentByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentDisclosureTextBlock": { "auth_ref": [ "r246", "r607", "r608", "r609" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections.", "label": "Property, Plant and Equipment Disclosure [Text Block]", "terseLabel": "Property and Equipment" } } }, "localname": "PropertyPlantAndEquipmentDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipment" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentGross": { "auth_ref": [ "r40", "r242" ], "calculation": { "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails": { "order": 1.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentAndFinanceLeaseRightOfUseAssetBeforeAccumulatedDepreciationAndAmortization", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property, Plant and Equipment, Gross", "terseLabel": "Property and equipment at cost" } } }, "localname": "PropertyPlantAndEquipmentGross", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Property, Plant and Equipment [Line Items]", "terseLabel": "Property, Plant and Equipment [Line Items]" } } }, "localname": "PropertyPlantAndEquipmentLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesLonglivedAssetsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentTextBlock": { "auth_ref": [ "r18", "r244" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Property, Plant and Equipment [Table Text Block]", "terseLabel": "Schedule of Property and Equipment" } } }, "localname": "PropertyPlantAndEquipmentTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTypeDomain": { "auth_ref": [ "r18", "r242" ], "lang": { "en-us": { "role": { "documentation": "Listing of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software.", "label": "Long-Lived Tangible Asset [Domain]", "terseLabel": "Property, Plant and Equipment, Type [Domain]" } } }, "localname": "PropertyPlantAndEquipmentTypeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PropertyPlantAndEquipmentUsefulLife": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Useful life of long lived, physical assets used in the normal conduct of business and not intended for resale, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Examples include, but not limited to, land, buildings, machinery and equipment, office equipment, furniture and fixtures, and computer equipment.", "label": "Property, Plant and Equipment, Useful Life", "verboseLabel": "Property and equipment, useful life" } } }, "localname": "PropertyPlantAndEquipmentUsefulLife", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesLonglivedAssetsDetails" ], "xbrltype": "durationItemType" }, "us-gaap_ProvisionForDoubtfulAccounts": { "auth_ref": [ "r87", "r231" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 6.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense (reversal of expense) for expected credit loss on accounts receivable.", "label": "Accounts Receivable, Credit Loss Expense (Reversal)", "terseLabel": "Provision for doubtful accounts receivable" } } }, "localname": "ProvisionForDoubtfulAccounts", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PurchaseObligation": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Minimum amount of purchase arrangement in which the entity has agreed to expend funds to procure goods or services from a supplier.", "label": "Purchase Obligation", "terseLabel": "Outstanding purchase commitment" } } }, "localname": "PurchaseObligation", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/CommitmentsandContingenciesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_QuarterlyFinancialInformationDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Quarterly Financial Information Disclosure [Abstract]", "terseLabel": "Quarterly Financial Information Disclosure [Abstract]" } } }, "localname": "QuarterlyFinancialInformationDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_QuarterlyFinancialInformationTextBlock": { "auth_ref": [ "r168", "r169" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for quarterly financial data. Includes, but is not limited to, tabular presentation of financial information for fiscal quarters, effect of year-end adjustments, and an explanation of matters or transactions that affect comparability of the information.", "label": "Quarterly Financial Information [Text Block]", "terseLabel": "Supplementary Financial Information to Item 8." } } }, "localname": "QuarterlyFinancialInformationTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8" ], "xbrltype": "textBlockItemType" }, "us-gaap_ReconciliationOfOperatingProfitLossFromSegmentsToConsolidatedTable": { "auth_ref": [ "r199", "r202" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about the reconciliation of profit (loss) from reportable segments to the consolidated income (loss) before income tax expense (benefit) and discontinued operations. Includes, but is not limited to, reconciliation after income tax if income tax is allocated to the reportable segment.", "label": "Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table]", "terseLabel": "Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table]" } } }, "localname": "ReconciliationOfOperatingProfitLossFromSegmentsToConsolidatedTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyDomain": { "auth_ref": [ "r378", "r525", "r526" ], "lang": { "en-us": { "role": { "documentation": "Related parties include affiliates; other entities for which investments are accounted for by the equity method by the entity; trusts for benefit of employees; and principal owners, management, and members of immediate families. It also may include other parties with which the entity may control or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.", "label": "Related Party [Domain]", "terseLabel": "Related Party [Domain]" } } }, "localname": "RelatedPartyDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RelatedPartyTransactionAmountsOfTransaction": { "auth_ref": [ "r525", "r529" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of transactions with related party during the financial reporting period.", "label": "Related Party Transaction, Amounts of Transaction", "terseLabel": "Amount invested" } } }, "localname": "RelatedPartyTransactionAmountsOfTransaction", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RelatedPartyTransactionLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Related Party Transaction [Line Items]", "terseLabel": "Related Party Transaction [Line Items]" } } }, "localname": "RelatedPartyTransactionLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyTransactionsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Related Party Transactions [Abstract]", "terseLabel": "Related Party Transactions [Abstract]" } } }, "localname": "RelatedPartyTransactionsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyTransactionsByRelatedPartyAxis": { "auth_ref": [ "r378", "r525", "r529", "r549", "r550", "r551", "r552", "r553", "r554", "r555", "r556", "r557", "r558", "r559", "r560" ], "lang": { "en-us": { "role": { "documentation": "Information by type of related party. Related parties include, but not limited to, affiliates; other entities for which investments are accounted for by the equity method by the entity; trusts for benefit of employees; and principal owners, management, and members of immediate families. It also may include other parties with which the entity may control or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.", "label": "Related Party [Axis]", "terseLabel": "Related Party [Axis]" } } }, "localname": "RelatedPartyTransactionsByRelatedPartyAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyTransactionsDisclosureTextBlock": { "auth_ref": [ "r523", "r524", "r526", "r530", "r531" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.", "label": "Related Party Transactions Disclosure [Text Block]", "terseLabel": "Related Party Transactions" } } }, "localname": "RelatedPartyTransactionsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactions" ], "xbrltype": "textBlockItemType" }, "us-gaap_RepaymentsOfDebt": { "auth_ref": [ "r99" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow during the period from the repayment of aggregate short-term and long-term debt. Excludes payment of capital lease obligations.", "label": "Repayments of Debt", "terseLabel": "Repayments of debt" } } }, "localname": "RepaymentsOfDebt", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtIliadNoteDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RepaymentsOfNotesPayable": { "auth_ref": [ "r99" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 9.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow for a borrowing supported by a written promise to pay an obligation.", "label": "Repayments of Notes Payable", "negatedTerseLabel": "Payments on the Iliad Note", "terseLabel": "Payments on the Iliad Note" } } }, "localname": "RepaymentsOfNotesPayable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/DebtIliadNoteDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ResearchAndDevelopmentExpense": { "auth_ref": [ "r435", "r547", "r621" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 1.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate costs incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process whether intended for sale or the entity's use, during the reporting period charged to research and development projects, including the costs of developing computer software up to the point in time of achieving technological feasibility, and costs allocated in accounting for a business combination to in-process projects deemed to have no alternative future use.", "label": "Research and Development Expense", "terseLabel": "Product development" } } }, "localname": "ResearchAndDevelopmentExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "monetaryItemType" }, "us-gaap_ResearchAndDevelopmentExpenseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption in which the reported facts about research and development expense have been included.", "label": "Research and Development Expense [Member]", "terseLabel": "Product development" } } }, "localname": "ResearchAndDevelopmentExpenseMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityImpactofResultsforStockBasedCompensationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ResearchAndDevelopmentExpensePolicy": { "auth_ref": [ "r435" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for costs it has incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process.", "label": "Research and Development Expense, Policy [Policy Text Block]", "terseLabel": "Product development" } } }, "localname": "ResearchAndDevelopmentExpensePolicy", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_RestrictedCash": { "auth_ref": [ "r116", "r562", "r580" ], "calculation": { "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails": { "order": 5.0, "parentTag": "us-gaap_PrepaidExpenseAndOtherAssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash restricted as to withdrawal or usage. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits.", "label": "Restricted Cash", "terseLabel": "Restricted cash" } } }, "localname": "RestrictedCash", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedCashAndCashEquivalents": { "auth_ref": [ "r17", "r111", "r116", "r562", "r580" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 2.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash and cash equivalents restricted as to withdrawal or usage. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Restricted Cash and Cash Equivalents", "verboseLabel": "Restricted cash held in other assets" } } }, "localname": "RestrictedCashAndCashEquivalents", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/LeasesNarrativeDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesCashandCashEquivalentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedStockUnitsRSUMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share instrument which is convertible to stock or an equivalent amount of cash, after a specified period of time or when specified performance conditions are met.", "label": "Restricted Stock Units (RSUs) [Member]", "terseLabel": "Restricted Stock Units (RSUs)" } } }, "localname": "RestrictedStockUnitsRSUMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RestructuringAndRelatedActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Restructuring and Related Activities [Abstract]", "terseLabel": "Restructuring and Related Activities [Abstract]" } } }, "localname": "RestructuringAndRelatedActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_RestructuringAndRelatedActivitiesDisclosureTextBlock": { "auth_ref": [ "r247", "r249", "r252", "r257", "r258" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for restructuring and related activities. Description of restructuring activities such as exit and disposal activities, include facts and circumstances leading to the plan, the expected plan completion date, the major types of costs associated with the plan activities, total expected costs, the accrual balance at the end of the period, and the periods over which the remaining accrual will be settled.", "label": "Restructuring and Related Activities Disclosure [Text Block]", "terseLabel": "Restructuring" } } }, "localname": "RestructuringAndRelatedActivitiesDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/Restructuring" ], "xbrltype": "textBlockItemType" }, "us-gaap_RestructuringCostAndReserveAxis": { "auth_ref": [ "r248", "r249", "r254", "r255" ], "lang": { "en-us": { "role": { "documentation": "Information by type of restructuring cost.", "label": "Restructuring Type [Axis]", "terseLabel": "Restructuring Type [Axis]" } } }, "localname": "RestructuringCostAndReserveAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RestructuringCostAndReserveLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Restructuring Cost and Reserve [Line Items]", "terseLabel": "Restructuring Cost and Reserve [Line Items]" } } }, "localname": "RestructuringCostAndReserveLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RestructuringCosts": { "auth_ref": [ "r109" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 3.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after cash payment, of expenses associated with exit or disposal activities pursuant to an authorized plan. Excludes expenses related to a discontinued operation or an asset retirement obligation.", "label": "Restructuring Costs", "terseLabel": "Restructuring" } } }, "localname": "RestructuringCosts", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringReserve": { "auth_ref": [ "r249", "r253" ], "calculation": { "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount (including both current and noncurrent portions of the accrual) as of the balance sheet date pertaining to a specified type of cost associated with exit from or disposal of business activities or restructuring pursuant to a duly authorized plan.", "label": "Restructuring Reserve", "periodEndLabel": "Ending balance", "periodStartLabel": "Beginning balance", "totalLabel": "Balance at December 31" } } }, "localname": "RestructuringReserve", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringReserveCurrent": { "auth_ref": [ "r20", "r249", "r255" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 6.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 }, "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails": { "order": 1.0, "parentTag": "us-gaap_RestructuringReserve", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount as of the balance sheet date of known and estimated obligations associated with exit from or disposal of business activities or restructurings pursuant to a duly authorized plan, which are expected to be paid in the next twelve months or in the normal operating cycle if longer. Costs of such activities include those for one-time termination benefits, termination of an operating lease or other contract, consolidating or closing facilities, relocating employees, and costs associated with an ongoing benefit arrangement, but excludes costs associated with the retirement of a long-lived asset.", "label": "Restructuring Reserve, Current", "terseLabel": "Accrued restructuring", "verboseLabel": "Less, short-term restructuring liability" } } }, "localname": "RestructuringReserveCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringReserveNoncurrent": { "auth_ref": [ "r63", "r249", "r255" ], "calculation": { "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails": { "order": 2.0, "parentTag": "us-gaap_RestructuringReserve", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount as of the balance sheet date of known and estimated costs associated with exit from or disposal of business activities or restructurings pursuant to a duly authorized plan, which are expected to be paid after one year or beyond the next operating cycle, if longer. Costs of such activities include those for one-time termination benefits, termination of an operating lease or other contract, consolidating or closing facilities, and relocating employees, and costs associated with an ongoing benefit arrangement, but excludes costs associated with the retirement of a long-lived asset.", "label": "Restructuring Reserve, Noncurrent", "terseLabel": "Long-term restructuring liability, included in other liabilities" } } }, "localname": "RestructuringReserveNoncurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringReserveRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Restructuring Reserve [Roll Forward]", "terseLabel": "Restructuring Reserve [Roll Forward]" } } }, "localname": "RestructuringReserveRollForward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RetainedEarningsAccumulatedDeficit": { "auth_ref": [ "r27", "r350", "r425", "r534", "r582", "r600", "r602" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 5.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings (Accumulated Deficit)", "terseLabel": "Accumulated deficit" } } }, "localname": "RetainedEarningsAccumulatedDeficit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_RetainedEarningsMember": { "auth_ref": [ "r0", "r139", "r140", "r141", "r143", "r149", "r151", "r229", "r422", "r423", "r424", "r457", "r458", "r477", "r597", "r599" ], "lang": { "en-us": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings [Member]", "terseLabel": "Accumulated Deficit" } } }, "localname": "RetainedEarningsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_RevenueFromContractWithCustomerPolicyTextBlock": { "auth_ref": [ "r119", "r354", "r355", "r356", "r357", "r358", "r359", "r360", "r361", "r366" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for revenue from contract with customer.", "label": "Revenue from Contract with Customer [Policy Text Block]", "terseLabel": "Revenue recognition" } } }, "localname": "RevenueFromContractWithCustomerPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_Revenues": { "auth_ref": [ "r82", "r124", "r192", "r193", "r198", "r203", "r204", "r210", "r211", "r214", "r228", "r270", "r271", "r272", "r274", "r275", "r276", "r277", "r278", "r279", "r280", "r494", "r574" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 1.0, "parentTag": "us-gaap_GrossProfit", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "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).", "label": "Revenues", "terseLabel": "Net sales", "verboseLabel": "Net sales" } } }, "localname": "Revenues", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails", "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevolvingCreditFacilityMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Arrangement in which loan proceeds can continuously be obtained following repayments, but the total amount borrowed cannot exceed a specified maximum amount.", "label": "Revolving Credit Facility [Member]", "terseLabel": "Revolving Credit Facility" } } }, "localname": "RevolvingCreditFacilityMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SaleOfStockNameOfTransactionDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Sale of the entity's stock, including, but not limited to, initial public offering (IPO) and private placement.", "label": "Sale of Stock [Domain]", "terseLabel": "Sale of Stock [Domain]" } } }, "localname": "SaleOfStockNameOfTransactionDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SaleOfStockNumberOfSharesIssuedInTransaction": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The number of shares issued or sold by the subsidiary or equity method investee per stock transaction.", "label": "Sale of Stock, Number of Shares Issued in Transaction", "terseLabel": "Sale of common stock (in shares)" } } }, "localname": "SaleOfStockNumberOfSharesIssuedInTransaction", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_SaleOfStockPricePerShare": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Per share amount received by subsidiary or equity investee for each share of common stock issued or sold in the stock transaction.", "label": "Sale of Stock, Price Per Share", "terseLabel": "Sale of common stock (USD per share)" } } }, "localname": "SaleOfStockPricePerShare", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SalesRevenueNetMember": { "auth_ref": [ "r182", "r214" ], "lang": { "en-us": { "role": { "documentation": "Revenue from sale of product and rendering of service and other sources of income, when it serves as benchmark in concentration of risk calculation.", "label": "Revenue Benchmark [Member]", "terseLabel": "Net sales" } } }, "localname": "SalesRevenueNetMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ScheduleOfBusinessAcquisitionsByAcquisitionContingentConsiderationTable": { "auth_ref": [ "r468" ], "lang": { "en-us": { "role": { "documentation": "Schedule of information about a contingent payment arrangement including the terms that will result in payment and the accounting treatment that will be followed if such contingency occurs, including the potential impact on earnings per share if the contingency is to be settled in shares of common stock of the entity. The description also may include the period over which amounts are expected to be paid, and changes in the amount since the previous reporting period. This also includes contingent options and commitments.", "label": "Schedule of Business Acquisitions by Acquisition, Contingent Consideration [Table]", "terseLabel": "Schedule of Business Acquisitions by Acquisition, Contingent Consideration [Table]" } } }, "localname": "ScheduleOfBusinessAcquisitionsByAcquisitionContingentConsiderationTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/CommitmentsandContingenciesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock": { "auth_ref": [ "r456" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of income tax expense attributable to continuing operations for each year presented including, but not limited to: current tax expense (benefit), deferred tax expense (benefit), investment tax credits, government grants, the benefits of operating loss carryforwards, tax expense that results from allocating certain tax benefits either directly to contributed capital or to reduce goodwill or other noncurrent intangible assets of an acquired entity, adjustments of a deferred tax liability or asset for enacted changes in tax laws or rates or a change in the tax status of the entity, and adjustments of the beginning-of-the-year balances of a valuation allowance because of a change in circumstances that causes a change in judgment about the realizability of the related deferred tax asset in future years.", "label": "Schedule of Components of Income Tax Expense (Benefit) [Table Text Block]", "terseLabel": "Schedule of Components of Benefits from Income Taxes" } } }, "localname": "ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock": { "auth_ref": [ "r447" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of net deferred tax asset or liability recognized in an entity's statement of financial position, including the following: the total of all deferred tax liabilities, the total of all deferred tax assets, the total valuation allowance recognized for deferred tax assets.", "label": "Schedule of Deferred Tax Assets and Liabilities [Table Text Block]", "terseLabel": "Schedule of Deferred Tax Assets" } } }, "localname": "ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock": { "auth_ref": [ "r161" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of an entity's basic and diluted earnings per share calculations, including a reconciliation of numerators and denominators of the basic and diluted per-share computations for income from continuing operations.", "label": "Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]", "terseLabel": "Schedule of Earnings Per Share, Basic and Diluted" } } }, "localname": "ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock": { "auth_ref": [ "r440" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the reconciliation using percentage or dollar amounts of the reported amount of income tax expense attributable to continuing operations for the year to the amount of income tax expense that would result from applying domestic federal statutory tax rates to pretax income from continuing operations.", "label": "Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]", "terseLabel": "Schedule of Effective Income Tax Rate Reconciliation" } } }, "localname": "ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTable": { "auth_ref": [ "r385", "r417", "r427" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about amount recognized for award under share-based payment arrangement. Includes, but is not limited to, amount expensed in statement of income or comprehensive income, amount capitalized in statement of financial position, and corresponding reporting line item in financial statements.", "label": "Share-based Payment Arrangement, Expensed and Capitalized, Amount [Table]", "terseLabel": "Share-based Payment Arrangement, Expensed and Capitalized, Amount [Table]" } } }, "localname": "ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityImpactofResultsforStockBasedCompensationDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock": { "auth_ref": [ "r385", "r417", "r427" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of allocation of amount expensed and capitalized for award under share-based payment arrangement to statement of income or comprehensive income and statement of financial position. Includes, but is not limited to, corresponding line item in financial statement.", "label": "Share-based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block]", "terseLabel": "Summary of Impact of Results of Stock-Based Compensation" } } }, "localname": "ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEntityWideInformationRevenueFromExternalCustomersByProductsAndServicesTextBlock": { "auth_ref": [ "r210" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of entity-wide revenues from external customers for each product or service or each group of similar products or services if the information is not provided as part of the reportable operating segment information.", "label": "Revenue from External Customers by Products and Services [Table Text Block]", "terseLabel": "Breakdown of Product Net Sales" } } }, "localname": "ScheduleOfEntityWideInformationRevenueFromExternalCustomersByProductsAndServicesTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfInventoryCurrentTableTextBlock": { "auth_ref": [ "r15", "r34", "r35", "r36" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the carrying amount as of the balance sheet date of merchandise, goods, commodities, or supplies held for future sale or to be used in manufacturing, servicing or production process.", "label": "Schedule of Inventory, Current [Table Text Block]", "terseLabel": "Schedule of Inventory" } } }, "localname": "ScheduleOfInventoryCurrentTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/InventoriesInventoriesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfProductWarrantyLiabilityTableTextBlock": { "auth_ref": [ "r268" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the changes in the guarantor's aggregate product warranty liability, including the beginning balance of the aggregate product warranty liability, the aggregate reductions in that liability for payments made (in cash or in kind) under the warranty, the aggregate changes in the liability for accruals related to product warranties issued during the reporting period, the aggregate changes in the liability for accruals related to preexisting warranties (including adjustments related to changes in estimates), and the ending balance of the aggregate product warranty liability.", "label": "Schedule of Product Warranty Liability [Table Text Block]", "terseLabel": "Schedule of Warranty Activity" } } }, "localname": "ScheduleOfProductWarrantyLiabilityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfPropertyPlantAndEquipmentTable": { "auth_ref": [ "r41", "r244" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Property, Plant and Equipment [Table]", "terseLabel": "Property, Plant and Equipment [Table]" } } }, "localname": "ScheduleOfPropertyPlantAndEquipmentTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesLonglivedAssetsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfQuarterlyFinancialInformationTableTextBlock": { "auth_ref": [ "r167" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of quarterly financial data. Includes, but is not limited to, financial information for fiscal quarters, cumulative effect of a change in accounting principle and earnings per share data.", "label": "Quarterly Financial Information [Table Text Block]", "terseLabel": "Schedule of Quarterly Financial Data" } } }, "localname": "ScheduleOfQuarterlyFinancialInformationTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Tables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfRelatedPartyTransactionsByRelatedPartyTable": { "auth_ref": [ "r527", "r529" ], "lang": { "en-us": { "role": { "documentation": "Schedule of quantitative and qualitative information pertaining to related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.", "label": "Schedule of Related Party Transactions, by Related Party [Table]", "terseLabel": "Schedule of Related Party Transactions, by Related Party [Table]" } } }, "localname": "ScheduleOfRelatedPartyTransactionsByRelatedPartyTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RelatedPartyTransactionsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfRestructuringAndRelatedCostsTable": { "auth_ref": [ "r248", "r249", "r250", "r251", "r254", "r255", "r256" ], "lang": { "en-us": { "role": { "documentation": "Table presenting the description of the restructuring costs, such as the expected cost; the costs incurred during the period; the cumulative costs incurred as of the balance sheet date; the income statement caption within which the restructuring charges recognized for the period are included; and the amount of and periodic changes to an entity's restructuring reserve that occurred during the period associated with the exit from or disposal of business activities or restructurings for each major type of cost by type of restructuring.", "label": "Schedule of Restructuring and Related Costs [Table]", "terseLabel": "Schedule of Restructuring and Related Costs [Table]" } } }, "localname": "ScheduleOfRestructuringAndRelatedCostsTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfRestructuringReserveByTypeOfCostTextBlock": { "auth_ref": [ "r249", "r255" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of an entity's restructuring reserve that occurred during the period associated with the exit from or disposal of business activities or restructurings for each major type of cost. This element may also include a description of any reversal and other adjustment made during the period to the amount of an accrued liability for restructuring activities. This element may be used to encapsulate the roll forward presentations of an entity's restructuring reserve by type of cost and in total, and explanation of changes that occurred in the period.", "label": "Schedule of Restructuring Reserve by Type of Cost [Table Text Block]", "terseLabel": "Schedule of Restructuring Reserve by Type of Cost" } } }, "localname": "ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringRestructuringTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfRevenueFromExternalCustomersAttributedToForeignCountriesByGeographicAreaTextBlock": { "auth_ref": [ "r88", "r211" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the names of foreign countries from which revenue is material and the amount of revenue from external customers attributed to those countries. An entity may also provide subtotals of geographic information about groups of countries.", "label": "Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block]", "terseLabel": "Geographic Summary of Net Sales" } } }, "localname": "ScheduleOfRevenueFromExternalCustomersAttributedToForeignCountriesByGeographicAreaTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfShareBasedCompensationArrangementsByShareBasedPaymentAwardTable": { "auth_ref": [ "r386", "r420" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about share-based payment arrangement.", "label": "Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table]", "terseLabel": "Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table]" } } }, "localname": "ScheduleOfShareBasedCompensationArrangementsByShareBasedPaymentAwardTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails", "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails", "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfShareBasedCompensationSharesAuthorizedUnderStockOptionPlansByExercisePriceRangeTable": { "auth_ref": [ "r420" ], "lang": { "en-us": { "role": { "documentation": "Details comprising a table providing supplementary information on outstanding and exercisable share awards as of the balance sheet date which stratifies outstanding options by ranges of exercise prices.", "label": "Share-based Payment Arrangement, Option, Exercise Price Range [Table]", "terseLabel": "Share-based Payment Arrangement, Option, Exercise Price Range [Table]" } } }, "localname": "ScheduleOfShareBasedCompensationSharesAuthorizedUnderStockOptionPlansByExercisePriceRangeTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock": { "auth_ref": [ "r392", "r405", "r408" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure for stock option plans. Includes, but is not limited to, outstanding awards at beginning and end of year, grants, exercises, forfeitures, and weighted-average grant date fair value.", "label": "Share-based Payment Arrangement, Option, Activity [Table Text Block]", "terseLabel": "Summary of Option Activity" } } }, "localname": "ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock": { "auth_ref": [ "r411" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the significant assumptions used during the year to estimate the fair value of stock options, including, but not limited to: (a) expected term of share options and similar instruments, (b) expected volatility of the entity's shares, (c) expected dividends, (d) risk-free rate(s), and (e) discount for post-vesting restrictions.", "label": "Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]", "terseLabel": "Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions" } } }, "localname": "ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfSharebasedCompensationRestrictedStockAndRestrictedStockUnitsActivityTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of the number and weighted-average grant date fair value for restricted stock and restricted stock units that were outstanding at the beginning and end of the year, and the number of restricted stock and restricted stock units that were granted, vested, or forfeited during the year.", "label": "Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block]", "terseLabel": "Summary of Restricted Stock Activity" } } }, "localname": "ScheduleOfSharebasedCompensationRestrictedStockAndRestrictedStockUnitsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfStockByClassTable": { "auth_ref": [ "r52", "r121", "r171", "r172", "r322", "r323", "r324", "r325", "r326", "r327", "r328", "r330", "r334", "r340", "r343", "r344", "r345", "r347", "r348", "r349", "r350" ], "lang": { "en-us": { "role": { "documentation": "Schedule detailing information related to equity by class of stock. Class of stock includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. It also includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity.", "label": "Schedule of Stock by Class [Table]", "terseLabel": "Schedule of Stock by Class [Table]" } } }, "localname": "ScheduleOfStockByClassTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfStockholdersEquityNoteWarrantsOrRightsTextBlock": { "auth_ref": [ "r352", "r384" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.", "label": "Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]", "terseLabel": "Schedule of Stockholders' Equity Note, Warrants or Rights" } } }, "localname": "ScheduleOfStockholdersEquityNoteWarrantsOrRightsTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_SecurityDeposit": { "auth_ref": [ "r60" ], "calculation": { "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails": { "order": 4.0, "parentTag": "us-gaap_PrepaidExpenseAndOtherAssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of an asset, typically cash, provided to a counterparty to provide certain assurance of performance by the entity pursuant to the terms of a written or oral agreement, such as a lease.", "label": "Security Deposit", "terseLabel": "Short-term deposits - non-inventory" } } }, "localname": "SecurityDeposit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PrepaidExpensesandOtherCurrentAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SegmentReportingAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Segment Reporting [Abstract]", "terseLabel": "Segment Reporting [Abstract]" } } }, "localname": "SegmentReportingAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_SegmentReportingDisclosureTextBlock": { "auth_ref": [ "r189", "r190", "r191", "r196", "r197", "r202", "r206", "r207", "r208", "r209", "r210", "r213", "r214", "r215" ], "lang": { "en-us": { "role": { "documentation": "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.", "label": "Segment Reporting Disclosure [Text Block]", "terseLabel": "Product and Geographic Information" } } }, "localname": "SegmentReportingDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformation" ], "xbrltype": "textBlockItemType" }, "us-gaap_SegmentReportingReconcilingItemForOperatingProfitLossFromSegmentToConsolidatedLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]", "terseLabel": "Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]" } } }, "localname": "SegmentReportingReconcilingItemForOperatingProfitLossFromSegmentToConsolidatedLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ProductandGeographicInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SellingGeneralAndAdministrativeExpense": { "auth_ref": [ "r91" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations": { "order": 2.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate total costs related to selling a firm's product and services, as well as all other general and administrative expenses. Direct selling expenses (for example, credit, warranty, and advertising) are expenses that can be directly linked to the sale of specific products. Indirect selling expenses are expenses that cannot be directly linked to the sale of specific products, for example telephone expenses, Internet, and postal charges. General and administrative expenses include salaries of non-sales personnel, rent, utilities, communication, etc.", "label": "Selling, General and Administrative Expense", "terseLabel": "Selling, general, and administrative" } } }, "localname": "SellingGeneralAndAdministrativeExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations" ], "xbrltype": "monetaryItemType" }, "us-gaap_SellingGeneralAndAdministrativeExpensesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption encompassing selling, general and administrative expense.", "label": "Selling, General and Administrative Expenses [Member]", "terseLabel": "Selling, general, and administrative" } } }, "localname": "SellingGeneralAndAdministrativeExpensesMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityImpactofResultsforStockBasedCompensationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensation": { "auth_ref": [ "r108" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows": { "order": 4.0, "parentTag": "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncash expense for share-based payment arrangement.", "label": "Share-based Payment Arrangement, Noncash Expense", "terseLabel": "Stock-based compensation" } } }, "localname": "ShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1": { "auth_ref": [ "r387" ], "lang": { "en-us": { "role": { "documentation": "Period over which grantee's right to exercise award under share-based payment arrangement is no longer contingent on satisfaction of service or performance condition, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Includes, but is not limited to, combination of market, performance or service condition.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period", "terseLabel": "Vesting period" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod": { "auth_ref": [ "r398" ], "lang": { "en-us": { "role": { "documentation": "The number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period", "negatedLabel": "Canceled (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeituresWeightedAverageGrantDateFairValue": { "auth_ref": [ "r403" ], "lang": { "en-us": { "role": { "documentation": "Weighted average fair value as of the grant date of equity-based award plans other than stock (unit) option plans that were not exercised or put into effect as a result of the occurrence of a terminating event.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value", "terseLabel": "Canceled (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeituresWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod": { "auth_ref": [ "r401" ], "lang": { "en-us": { "role": { "documentation": "The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period", "verboseLabel": "Granted (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r401" ], "lang": { "en-us": { "role": { "documentation": "The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value", "verboseLabel": "Granted (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValue": { "auth_ref": [ "r400" ], "lang": { "en-us": { "role": { "documentation": "Per share or unit weighted-average fair value of nonvested award under share-based payment arrangement. Excludes share and unit options.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value", "periodEndLabel": "Outstanding at end of period (in dollars per share)", "periodStartLabel": "Outstanding at beginning of period (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValueRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]", "terseLabel": "Weighted Average Grant Date Fair Value" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValueRollForward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriod": { "auth_ref": [ "r402" ], "lang": { "en-us": { "role": { "documentation": "The number of equity-based payment instruments, excluding stock (or unit) options, that vested during the reporting period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period", "negatedLabel": "Vested (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r402" ], "lang": { "en-us": { "role": { "documentation": "The weighted average fair value as of grant date pertaining to an equity-based award plan other than a stock (or unit) option plan for which the grantee gained the right during the reporting period, by satisfying service and performance requirements, to receive or retain shares or units, other instruments, or cash in accordance with the terms of the arrangement.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value", "terseLabel": "Vested (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Agreed-upon price for the exchange of the underlying asset relating to the share-based payment award.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price", "terseLabel": "Exercise price (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate": { "auth_ref": [ "r414" ], "lang": { "en-us": { "role": { "documentation": "The estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate", "terseLabel": "Dividend yield" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate": { "auth_ref": [ "r413" ], "lang": { "en-us": { "role": { "documentation": "The estimated measure of the percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate", "terseLabel": "Expected volatility" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate": { "auth_ref": [ "r415" ], "lang": { "en-us": { "role": { "documentation": "The risk-free interest rate assumption that is used in valuing an option on its own shares.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate", "terseLabel": "Risk-free interest rate" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Share-based Compensation Arrangement by Share-based Payment Award [Line Items]", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award [Line Items]" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails", "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails", "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsExercised": { "auth_ref": [ "r397" ], "lang": { "en-us": { "role": { "documentation": "Number of non-option equity instruments exercised by participants.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Exercised", "terseLabel": "Issuance of common stock upon the exercise of warrants (in shares)", "verboseLabel": "Warrants exercised (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsExercised", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingNumber": { "auth_ref": [ "r393", "r395" ], "lang": { "en-us": { "role": { "documentation": "Number of equity instruments other than options outstanding, including both vested and non-vested instruments.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number", "periodEndLabel": "Ending balance (in shares)", "periodStartLabel": "Beginning balance (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]", "terseLabel": "Restricted Stock Units Outstanding" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingRollForward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAuthorized": { "auth_ref": [ "r389" ], "lang": { "en-us": { "role": { "documentation": "Number of shares authorized for issuance under share-based payment arrangement.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized", "terseLabel": "Number of shares authorized (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAvailableForGrant": { "auth_ref": [ "r420" ], "lang": { "en-us": { "role": { "documentation": "The difference between the maximum number of shares (or other type of equity) authorized for issuance under the plan (including the effects of amendments and adjustments), and the sum of: 1) the number of shares (or other type of equity) already issued upon exercise of options or other equity-based awards under the plan; and 2) shares (or other type of equity) reserved for issuance on granting of outstanding awards, net of cancellations and forfeitures, if applicable.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant", "terseLabel": "Number of shares available for grant (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAvailableForGrant", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableNumber": { "auth_ref": [ "r396" ], "lang": { "en-us": { "role": { "documentation": "The number of shares into which fully or partially vested stock options outstanding as of the balance sheet date can be currently converted under the option plan.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number", "verboseLabel": "Exercisable (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableNumber", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice": { "auth_ref": [ "r396" ], "lang": { "en-us": { "role": { "documentation": "The weighted-average price as of the balance sheet date at which grantees can acquire the shares reserved for issuance on vested portions of options outstanding and currently exercisable under the stock option plan.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price", "verboseLabel": "Exercisable (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue": { "auth_ref": [ "r407" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated difference between fair value of underlying shares on dates of exercise and exercise price on options exercised (or share units converted) into shares.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value", "terseLabel": "Options exercised, intrinsic value" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExpirationsInPeriod": { "auth_ref": [ "r399" ], "lang": { "en-us": { "role": { "documentation": "Number of options or other stock instruments for which the right to exercise has lapsed under the terms of the plan agreements.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period", "negatedTerseLabel": "Expired (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExpirationsInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod": { "auth_ref": [ "r398" ], "lang": { "en-us": { "role": { "documentation": "The number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period", "negatedLabel": "Canceled (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Gross number of share options (or share units) granted during the period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross", "terseLabel": "Granted (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r406" ], "lang": { "en-us": { "role": { "documentation": "The weighted average grant-date fair value of options granted during the reporting period as calculated by applying the disclosed option pricing methodology.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value", "terseLabel": "Fair value of options issued (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber": { "auth_ref": [ "r394", "r420" ], "lang": { "en-us": { "role": { "documentation": "Number of options outstanding, including both vested and non-vested options.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number", "periodEndLabel": "Outstanding at end of period (in shares)", "periodStartLabel": "Outstanding at beginning of period (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]", "terseLabel": "Number of Options" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingRollForward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice": { "auth_ref": [ "r393" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees can acquire the shares reserved for issuance under the stock option plan.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price", "periodEndLabel": "Outstanding at end of period (in dollars per share)", "periodStartLabel": "Outstanding at beginning of period (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePriceRollforward": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]", "terseLabel": "Weighted Average Exercise Price Per Share" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePriceRollforward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAndExercisableTableTextBlock": { "auth_ref": [ "r408" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of number, weighted-average exercise price or conversion ratio, aggregate intrinsic value, and weighted-average remaining contractual term for outstanding and exercisable options that are fully vested and expected to vest. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Table Text Block]", "terseLabel": "Schedule of Options Outstanding" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAndExercisableTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingNumber": { "auth_ref": [ "r409" ], "lang": { "en-us": { "role": { "documentation": "Number of fully vested and expected to vest options outstanding that can be converted into shares under option plan. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number", "terseLabel": "Vested and expected to vest (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageExercisePrice": { "auth_ref": [ "r409" ], "lang": { "en-us": { "role": { "documentation": "Weighted-average exercise price, at which grantee can acquire shares reserved for issuance, for fully vested and expected to vest options outstanding. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price", "terseLabel": "Vested and expected to vest (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardSharesIssuedInPeriod": { "auth_ref": [ "r420" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued under share-based payment arrangement.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period", "terseLabel": "Shares issued in the period (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardSharesIssuedInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain": { "auth_ref": [ "r384", "r390" ], "lang": { "en-us": { "role": { "documentation": "Award under share-based payment arrangement.", "label": "Award Type [Domain]", "terseLabel": "Award Type [Domain]" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails", "http://www.energyfocusinc.com/role/StockholdersEquityRestrictedStockUnitsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityStockbasedCompensationDetails", "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofRestrictedStockActivityDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which option holders acquired shares when converting their stock options into shares.", "label": "Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price", "terseLabel": "Exercised (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExpirationsInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees could have acquired the underlying shares with respect to stock options of the plan that expired.", "label": "Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price", "terseLabel": "Expired (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExpirationsInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees could have acquired the underlying shares with respect to stock options that were terminated.", "label": "Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price", "terseLabel": "Canceled (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average per share amount at which grantees can acquire shares of common stock by exercise of options.", "label": "Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price", "terseLabel": "Granted (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationOptionAndIncentivePlansPolicy": { "auth_ref": [ "r386", "r391" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for award under share-based payment arrangement. Includes, but is not limited to, methodology and assumption used in measuring cost.", "label": "Share-based Payment Arrangement [Policy Text Block]", "terseLabel": "Stock-based compensation" } } }, "localname": "ShareBasedCompensationOptionAndIncentivePlansPolicy", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansByExercisePriceRangeAxis": { "auth_ref": [ "r410" ], "lang": { "en-us": { "role": { "documentation": "Information by range of option prices pertaining to options granted.", "label": "Exercise Price Range [Axis]", "terseLabel": "Exercise Price Range [Axis]" } } }, "localname": "ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansByExercisePriceRangeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeDomain": { "auth_ref": [ "r416" ], "lang": { "en-us": { "role": { "documentation": "Supplementary information on outstanding and exercisable share awards as of the balance sheet date which stratifies outstanding options by ranges of exercise prices.", "label": "Exercise Price Range [Domain]", "terseLabel": "Exercise Price Range [Domain]" } } }, "localname": "ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]", "terseLabel": "Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]" } } }, "localname": "ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeLowerRangeLimit": { "auth_ref": [ "r416" ], "lang": { "en-us": { "role": { "documentation": "The floor of a customized range of exercise prices for purposes of disclosing shares potentially issuable under outstanding stock option awards on all stock option plans and other required information pertaining to awards in the customized range.", "label": "Share-based Payment Arrangement, Option, Exercise Price Range, Lower Range Limit", "terseLabel": "Range of Exercise Prices, lower limit (in dollars per share)" } } }, "localname": "ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeLowerRangeLimit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeNumberOfExercisableOptions": { "auth_ref": [ "r404" ], "lang": { "en-us": { "role": { "documentation": "The number of shares reserved for issuance pertaining to the outstanding exercisable stock options as of the balance sheet date in the customized range of exercise prices for which the market and performance vesting condition has been satisfied.", "label": "Share-based Payment Arrangement, Option, Exercise Price Range, Shares Exercisable", "terseLabel": "Number of Shares Exercisable (in shares)" } } }, "localname": "ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeNumberOfExercisableOptions", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeNumberOfOutstandingOptions": { "auth_ref": [ "r394" ], "lang": { "en-us": { "role": { "documentation": "The number of shares reserved for issuance pertaining to the outstanding stock options as of the balance sheet date for all option plans in the customized range of exercise prices.", "label": "Share-based Payment Arrangement, Option, Exercise Price Range, Shares Outstanding", "terseLabel": "Number of Shares Outstanding (in shares)" } } }, "localname": "ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeNumberOfOutstandingOptions", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeUpperRangeLimit": { "auth_ref": [ "r416" ], "lang": { "en-us": { "role": { "documentation": "The ceiling of a customized range of exercise prices for purposes of disclosing shares potentially issuable under outstanding stock option awards on all stock option plans and other required information pertaining to awards in the customized range.", "label": "Share-based Payment Arrangement, Option, Exercise Price Range, Upper Range Limit", "terseLabel": "Range of Exercise Prices, upper limit (in dollars per share)" } } }, "localname": "ShareBasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeUpperRangeLimit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedGoodsAndNonemployeeServicesTransactionBySupplierAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by supplier.", "label": "Supplier [Axis]", "terseLabel": "Supplier [Axis]" } } }, "localname": "ShareBasedGoodsAndNonemployeeServicesTransactionBySupplierAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedGoodsAndNonemployeeServicesTransactionSupplierDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Specific identification or general nature of (for example, a construction contractor, a consulting firm) the party from whom the goods or services were or are to be received.", "label": "Supplier [Domain]", "terseLabel": "Supplier [Domain]" } } }, "localname": "ShareBasedGoodsAndNonemployeeServicesTransactionSupplierDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SharePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Price of a single share of a number of saleable stocks of a company.", "label": "Share Price", "terseLabel": "Stock price (in dollars per share)" } } }, "localname": "SharePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardExpirationPeriod": { "auth_ref": [ "r388" ], "lang": { "en-us": { "role": { "documentation": "Period from grant date that an equity-based award expires, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period", "terseLabel": "Vesting periods" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardExpirationPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1": { "auth_ref": [ "r412", "r426" ], "lang": { "en-us": { "role": { "documentation": "Expected term of award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term", "terseLabel": "Expected life of option (in years)" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEstimatesUtilizedDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableIntrinsicValue1": { "auth_ref": [ "r420" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of difference between fair value of the underlying shares reserved for issuance and exercise price of vested portions of options outstanding and currently exercisable.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value", "terseLabel": "Intrinsic value of options exercisable" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableIntrinsicValue1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableWeightedAverageRemainingContractualTerm1": { "auth_ref": [ "r420" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for vested portions of options outstanding and currently exercisable or convertible, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term", "terseLabel": "Weighted Average Remaining Contractual Life (in years)" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableWeightedAverageRemainingContractualTerm1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardPurchasePriceOfCommonStockPercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Purchase price of common stock expressed as a percentage of its fair value.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent", "terseLabel": "Purchase price of common stock, percent" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardPurchasePriceOfCommonStockPercent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityEmployeeStockPurchasePlansDetails" ], "xbrltype": "percentItemType" }, "us-gaap_SharebasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeExercisableOptionsWeightedAverageExercisePrice1": { "auth_ref": [ "r396" ], "lang": { "en-us": { "role": { "documentation": "Weighted average exercise price as of the balance sheet date for those equity-based payment arrangements exercisable and outstanding.", "label": "Share-based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Exercise Price", "terseLabel": "Weighted Average Exercise Price (in dollars per share)" } } }, "localname": "SharebasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeExercisableOptionsWeightedAverageExercisePrice1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SharebasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeOutstandingOptionsWeightedAverageExercisePriceBeginningBalance1": { "auth_ref": [ "r394" ], "lang": { "en-us": { "role": { "documentation": "The weighted average price as of the balance sheet date at which grantees could acquire the underlying shares with respect to all outstanding stock options which are in the customized range of exercise prices.", "label": "Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Exercise Price", "terseLabel": "Weighted Average Exercise Price (in dollars per share)" } } }, "localname": "SharebasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeOutstandingOptionsWeightedAverageExercisePriceBeginningBalance1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SharebasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeOutstandingOptionsWeightedAverageRemainingContractualTerm2": { "auth_ref": [ "r409" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term of outstanding stock options, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term", "terseLabel": "Weighted Average Remaining Contractual Life (in years)" } } }, "localname": "SharebasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeOutstandingOptionsWeightedAverageRemainingContractualTerm2", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityOptionsOutstandingandExercisableDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharesOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of shares issued which are neither cancelled nor held in the treasury.", "label": "Shares, Outstanding", "periodEndLabel": "Ending balance (in shares)", "periodStartLabel": "Beginning balance (in shares)" } } }, "localname": "SharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_SignificantAccountingPoliciesTextBlock": { "auth_ref": [ "r117", "r138" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for all significant accounting policies of the reporting entity.", "label": "Significant Accounting Policies [Text Block]", "terseLabel": "Summary of Significant Accounting Policies" } } }, "localname": "SignificantAccountingPoliciesTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SoftwareAndSoftwareDevelopmentCostsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Purchased software applications and internally developed software for sale, licensing or long-term internal use.", "label": "Software and Software Development Costs [Member]", "terseLabel": "Computer software" } } }, "localname": "SoftwareAndSoftwareDevelopmentCostsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "domainItemType" }, "us-gaap_StandardProductWarrantyAccrualCurrent": { "auth_ref": [], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 7.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount as of the balance sheet date of the aggregate standard product warranty liability that is expected to be paid within one year or the normal operating cycle, if longer. Does not include the balance for the extended product warranty liability.", "label": "Standard Product Warranty Accrual, Current", "periodEndLabel": "Accrued warranty reserve at the end of the period", "periodStartLabel": "Balance at the beginning of the year", "terseLabel": "Accrued warranty reserve" } } }, "localname": "StandardProductWarrantyAccrualCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesScheduleofWarrantyActivityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_StandardProductWarrantyAccrualPayments": { "auth_ref": [ "r264" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of decrease in the standard product warranty accrual from payments made in cash or in kind to satisfy claims under the terms of the standard product warranty. Excludes extended product warranties.", "label": "Standard Product Warranty Accrual, Decrease for Payments", "negatedLabel": "Settlements made during the year (in kind)" } } }, "localname": "StandardProductWarrantyAccrualPayments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesScheduleofWarrantyActivityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_StandardProductWarrantyAccrualPreexistingIncreaseDecrease": { "auth_ref": [ "r266" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in the standard product warranty accrual from changes in estimates attributable to preexisting product warranties. Excludes extended product warranties.", "label": "Standard Product Warranty Accrual, Increase (Decrease) for Preexisting Warranties", "terseLabel": "Adjustments to existing warranties" } } }, "localname": "StandardProductWarrantyAccrualPreexistingIncreaseDecrease", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesScheduleofWarrantyActivityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_StandardProductWarrantyAccrualWarrantiesIssued": { "auth_ref": [ "r265" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in the standard product warranty accrual from warranties issued. Excludes extended product warranties.", "label": "Standard Product Warranty Accrual, Increase for Warranties Issued", "terseLabel": "Accruals for warranties issued" } } }, "localname": "StandardProductWarrantyAccrualWarrantiesIssued", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesScheduleofWarrantyActivityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_StandardProductWarrantyPolicy": { "auth_ref": [ "r267" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for standard warranties including the methodology for measuring the liability.", "label": "Standard Product Warranty, Policy [Policy Text Block]", "terseLabel": "Product warranties" } } }, "localname": "StandardProductWarrantyPolicy", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_StateAndLocalJurisdictionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of a state or local government entitled to levy and collect income taxes from the entity.", "label": "State and Local Jurisdiction [Member]", "terseLabel": "State and Local" } } }, "localname": "StateAndLocalJurisdictionMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_StatementClassOfStockAxis": { "auth_ref": [ "r22", "r23", "r24", "r121", "r124", "r155", "r156", "r157", "r159", "r161", "r171", "r172", "r173", "r228", "r270", "r274", "r275", "r276", "r279", "r280", "r325", "r326", "r330", "r334", "r342", "r494", "r630" ], "lang": { "en-us": { "role": { "documentation": "Information by the different classes of stock of the entity.", "label": "Class of Stock [Axis]", "terseLabel": "Class of Stock [Axis]" } } }, "localname": "StatementClassOfStockAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical", "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "stringItemType" }, "us-gaap_StatementEquityComponentsAxis": { "auth_ref": [ "r0", "r54", "r77", "r78", "r79", "r139", "r140", "r141", "r143", "r149", "r151", "r170", "r229", "r342", "r350", "r422", "r423", "r424", "r457", "r458", "r477", "r496", "r497", "r498", "r499", "r500", "r501", "r597", "r598", "r599", "r646" ], "lang": { "en-us": { "role": { "documentation": "Information by component of equity.", "label": "Equity Components [Axis]", "terseLabel": "Equity Components [Axis]" } } }, "localname": "StatementEquityComponentsAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "stringItemType" }, "us-gaap_StatementLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Statement [Line Items]", "terseLabel": "Statement [Line Items]" } } }, "localname": "StatementLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "stringItemType" }, "us-gaap_StatementOfCashFlowsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Cash Flows [Abstract]", "terseLabel": "Statement of Cash Flows [Abstract]" } } }, "localname": "StatementOfCashFlowsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfFinancialPositionAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Financial Position [Abstract]", "terseLabel": "Statement of Financial Position [Abstract]" } } }, "localname": "StatementOfFinancialPositionAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfIncomeAndComprehensiveIncomeAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Comprehensive Income [Abstract]", "terseLabel": "Statement of Comprehensive Income [Abstract]" } } }, "localname": "StatementOfIncomeAndComprehensiveIncomeAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfStockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Stockholders' Equity [Abstract]", "terseLabel": "Statement of Stockholders' Equity [Abstract]" } } }, "localname": "StatementOfStockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementTable": { "auth_ref": [ "r139", "r140", "r141", "r170", "r548" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting a Statement of Income, Statement of Cash Flows, Statement of Financial Position, Statement of Shareholders' Equity and Other Comprehensive Income, or other statement as needed.", "label": "Statement [Table]", "terseLabel": "Statement [Table]" } } }, "localname": "StatementTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheetsParenthetical", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "stringItemType" }, "us-gaap_StockAndWarrantsIssuedDuringPeriodValuePreferredStockAndWarrants": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of preferred stock and warrants for common stock issued.", "label": "Stock and Warrants Issued During Period, Value, Preferred Stock and Warrants", "terseLabel": "Issuance of common stock upon the exercise of warrants" } } }, "localname": "StockAndWarrantsIssuedDuringPeriodValuePreferredStockAndWarrants", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities": { "auth_ref": [ "r53", "r301", "r342", "r343", "r350" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period as a result of the conversion of convertible securities.", "label": "Stock Issued During Period, Shares, Conversion of Convertible Securities", "terseLabel": "Conversion of convertible securities (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesEmployeeStockPurchasePlans": { "auth_ref": [ "r23", "r24", "r342", "r350" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period as a result of an employee stock purchase plan.", "label": "Stock Issued During Period, Shares, Employee Stock Purchase Plans", "terseLabel": "Issuance of common stock under employee stock option and stock purchase plans (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesEmployeeStockPurchasePlans", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesNewIssues": { "auth_ref": [ "r23", "r24", "r342", "r350" ], "lang": { "en-us": { "role": { "documentation": "Number of new stock issued during the period.", "label": "Stock Issued During Period, Shares, New Issues", "terseLabel": "Shares issued (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesNewIssues", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtConvertibleNotesDetails", "http://www.energyfocusinc.com/role/StockholdersEquityPreferredStockDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesPeriodIncreaseDecrease": { "auth_ref": [ "r342" ], "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the period in the number of shares issued.", "label": "Stock Issued During Period, Shares, Period Increase (Decrease)", "terseLabel": "Issuance of common stock and warrants (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesPeriodIncreaseDecrease", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesStockOptionsExercised": { "auth_ref": [ "r23", "r24", "r342", "r350", "r397" ], "lang": { "en-us": { "role": { "documentation": "Number of share options (or share units) exercised during the current period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period", "negatedLabel": "Exercised (in shares)", "terseLabel": "Exercised (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityStockOptionsNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquitySummaryofOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecurities": { "auth_ref": [ "r54", "r342", "r350" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The gross value of stock issued during the period upon the conversion of convertible securities.", "label": "Stock Issued During Period, Value, Conversion of Convertible Securities", "terseLabel": "Conversion of notes to preferred stock" } } }, "localname": "StockIssuedDuringPeriodValueConversionOfConvertibleSecurities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueEmployeeStockPurchasePlan": { "auth_ref": [ "r23", "r24", "r342", "r350" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate change in value for stock issued during the period as a result of employee stock purchase plan.", "label": "Stock Issued During Period, Value, Employee Stock Purchase Plan", "terseLabel": "Issuance of common stock under employee stock option and stock purchase plans" } } }, "localname": "StockIssuedDuringPeriodValueEmployeeStockPurchasePlan", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueNewIssues": { "auth_ref": [ "r23", "r24", "r342", "r350" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering.", "label": "Stock Issued During Period, Value, New Issues", "terseLabel": "Issuance of common stock and warrants" } } }, "localname": "StockIssuedDuringPeriodValueNewIssues", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockOptionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contracts conveying rights, but not obligations, to buy or sell a specific quantity of stock at a specified price during a specified period (an American option) or at a specified date (a European option).", "label": "Equity Option [Member]", "terseLabel": "Equity Option" } } }, "localname": "StockOptionMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_StockholdersEquity": { "auth_ref": [ "r24", "r29", "r30", "r124", "r225", "r228", "r494", "r534" ], "calculation": { "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "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.", "label": "Stockholders' Equity Attributable to Parent", "periodEndLabel": "Ending balance", "periodStartLabel": "Beginning balance", "totalLabel": "Total stockholders' equity", "verboseLabel": "Stockholders' equity" } } }, "localname": "StockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets", "http://www.energyfocusinc.com/role/ConsolidatedStatementsofStockholdersEquity", "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stockholders' Equity Attributable to Parent [Abstract]", "terseLabel": "STOCKHOLDERS\u2019 EQUITY" } } }, "localname": "StockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_StockholdersEquityNoteDisclosureTextBlock": { "auth_ref": [ "r122", "r326", "r329", "r330", "r331", "r332", "r333", "r334", "r335", "r336", "r338", "r339", "r341", "r350", "r353" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.", "label": "Stockholders' Equity Note Disclosure [Text Block]", "terseLabel": "Stockholders' Equity" } } }, "localname": "StockholdersEquityNoteDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquity" ], "xbrltype": "textBlockItemType" }, "us-gaap_StockholdersEquityNoteStockSplitConversionRatio1": { "auth_ref": [ "r351" ], "lang": { "en-us": { "role": { "documentation": "Ratio applied to the conversion of stock split, for example but not limited to, one share converted to two or two shares converted to one.", "label": "Stockholders' Equity Note, Stock Split, Conversion Ratio", "terseLabel": "Reverse stock split ratio" } } }, "localname": "StockholdersEquityNoteStockSplitConversionRatio1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperationsParanthetical", "http://www.energyfocusinc.com/role/StockholdersEquity1for5ReverseStockSplitDetails" ], "xbrltype": "pureItemType" }, "us-gaap_SubleaseIncome": { "auth_ref": [ "r516", "r521" ], "calculation": { "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails": { "order": 1.0, "parentTag": "efoi_OperatingLeaseCostNetOfSubleaseIncome", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of sublease income excluding finance and operating lease expense.", "label": "Sublease Income", "negatedTerseLabel": "Sub-lease income" } } }, "localname": "SubleaseIncome", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/LeasesComponentsofLeaseCostDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SubsidiarySaleOfStockAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by type of sale of the entity's stock.", "label": "Sale of Stock [Axis]", "terseLabel": "Sale of Stock [Axis]" } } }, "localname": "SubsidiarySaleOfStockAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringNarrativeDetails", "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityJune2021EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityOutstandingWarrantsfromtheJanuary2020EquityOfferingDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SupplementalCashFlowInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Supplemental Cash Flow Information [Abstract]", "terseLabel": "Supplemental information:" } } }, "localname": "SupplementalCashFlowInformationAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_SupplierConcentrationRiskMember": { "auth_ref": [ "r181" ], "lang": { "en-us": { "role": { "documentation": "Reflects the percentage that purchases in the period from one or more significant suppliers is to cost of goods or services, as defined by the entity, such as total cost of sales or services, product line cost of sales or services, segment cost of sales or services. Risk is the materially adverse effects of loss of a material supplier or a supplier of critically needed goods or services.", "label": "Supplier Concentration Risk [Member]", "terseLabel": "Supplier Concentration Risk" } } }, "localname": "SupplierConcentrationRiskMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "domainItemType" }, "us-gaap_Supplies": { "auth_ref": [ "r8", "r10", "r239", "r240" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of consideration paid in advance for supplies that provide economic benefits within a future period of one year or the normal operating cycle, if longer.", "label": "Prepaid Supplies", "terseLabel": "Prepaid Supplies" } } }, "localname": "Supplies", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesConcentrationRiskDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_TradeAndOtherAccountsReceivablePolicy": { "auth_ref": [ "r219", "r220", "r221", "r222", "r224", "r226" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for accounts receivable.", "label": "Accounts Receivable [Policy Text Block]", "terseLabel": "Accounts receivables" } } }, "localname": "TradeAndOtherAccountsReceivablePolicy", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_TypeOfRestructuringDomain": { "auth_ref": [ "r248", "r249", "r254", "r255" ], "lang": { "en-us": { "role": { "documentation": "Identification of the types of restructuring costs.", "label": "Type of Restructuring [Domain]", "terseLabel": "Type of Restructuring [Domain]" } } }, "localname": "TypeOfRestructuringDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/RestructuringReconciliationofRestructuringLiabilityDetails" ], "xbrltype": "domainItemType" }, "us-gaap_UnamortizedDebtIssuanceExpense": { "auth_ref": [ "r42" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The remaining balance of debt issuance expenses that were capitalized and are being amortized against income over the lives of the respective bond issues. This does not include the amounts capitalized as part of the cost of the utility plant or asset.", "label": "Unamortized Debt Issuance Expense", "terseLabel": "Unamortized net issuance costs" } } }, "localname": "UnamortizedDebtIssuanceExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestAccrued": { "auth_ref": [ "r442" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount accrued for interest on an underpayment of income taxes and penalties related to a tax position claimed or expected to be claimed in the tax return.", "label": "Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued", "terseLabel": "Accrued interest and penalties related to uncertain tax positions" } } }, "localname": "UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestAccrued", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UseOfEstimates": { "auth_ref": [ "r175", "r176", "r178", "r179", "r185", "r186", "r187" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles.", "label": "Use of Estimates, Policy [Policy Text Block]", "terseLabel": "Use of estimates" } } }, "localname": "UseOfEstimates", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ValuationAllowanceOfDeferredTaxAssetsMember": { "auth_ref": [ "r131", "r132", "r133", "r135", "r136" ], "lang": { "en-us": { "role": { "documentation": "Valuation allowance of deferred tax asset attributable to deductible temporary difference and carryforward.", "label": "SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset [Member]", "terseLabel": "Valuation allowance for deferred tax assets" } } }, "localname": "ValuationAllowanceOfDeferredTaxAssetsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ValuationAllowancesAndReservesBalance": { "auth_ref": [ "r131", "r136" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount", "periodEndLabel": "Ending Balance", "periodStartLabel": "Beginning Balance" } } }, "localname": "ValuationAllowancesAndReservesBalance", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ValuationAllowancesAndReservesChargedToCostAndExpense": { "auth_ref": [ "r134" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in valuation and qualifying accounts and reserves from charge to cost and expense.", "label": "SEC Schedule, 12-09, Valuation Allowances and Reserves, Additions, Charge to Cost and Expense", "terseLabel": "Charges to Revenue/ Expense" } } }, "localname": "ValuationAllowancesAndReservesChargedToCostAndExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ValuationAllowancesAndReservesDeductions": { "auth_ref": [ "r135" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of decrease in valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Valuation Allowances and Reserves, Deduction", "terseLabel": "Deductions" } } }, "localname": "ValuationAllowancesAndReservesDeductions", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ValuationAllowancesAndReservesDomain": { "auth_ref": [ "r131", "r132", "r133", "r135", "r136" ], "lang": { "en-us": { "role": { "documentation": "Valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Valuation Allowances and Reserves [Domain]", "terseLabel": "SEC Schedule, 12-09, Valuation Allowances and Reserves [Domain]" } } }, "localname": "ValuationAllowancesAndReservesDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ValuationAllowancesAndReservesTypeAxis": { "auth_ref": [ "r131", "r132", "r133", "r135", "r136" ], "lang": { "en-us": { "role": { "documentation": "Information by valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Valuation Allowances and Reserves Type [Axis]", "terseLabel": "SEC Schedule, 12-09, Valuation Allowances and Reserves Type [Axis]" } } }, "localname": "ValuationAllowancesAndReservesTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ScheduleIIScheduleofValuationandQualifyingAccountsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_VariableRateAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by type of variable rate.", "label": "Variable Rate [Axis]", "terseLabel": "Variable Rate [Axis]" } } }, "localname": "VariableRateAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_VariableRateDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Interest rate that fluctuates over time as a result of an underlying benchmark interest rate or index.", "label": "Variable Rate [Domain]", "terseLabel": "Variable Rate [Domain]" } } }, "localname": "VariableRateDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_VehiclesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equipment used primarily for road transportation.", "label": "Vehicles [Member]", "terseLabel": "Vehicles" } } }, "localname": "VehiclesMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/PropertyandEquipmentDetails" ], "xbrltype": "domainItemType" }, "us-gaap_WarrantMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Security that gives the holder the right to purchase shares of stock in accordance with the terms of the instrument, usually upon payment of a specified amount.", "label": "Warrant [Member]", "terseLabel": "Common Warrants" } } }, "localname": "WarrantMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/StockholdersEquityDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/StockholdersEquityWarrantsOutstandingfromtheDecember2021PrivatePlacementDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesFinancialInstrumentsDetails", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_WeightedAverageNumberOfDilutedSharesOutstanding": { "auth_ref": [ "r154", "r161" ], "lang": { "en-us": { "role": { "documentation": "The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.", "label": "Weighted Average Number of Shares Outstanding, Diluted", "terseLabel": "Diluted (in shares)" } } }, "localname": "WeightedAverageNumberOfDilutedSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesReconciliationofBasicandDilutedIncomeLossperShareDetails", "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Details" ], "xbrltype": "sharesItemType" }, "us-gaap_WeightedAverageNumberOfSharesOutstandingBasic": { "auth_ref": [ "r153", "r161" ], "lang": { "en-us": { "role": { "documentation": "Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.", "label": "Weighted Average Number of Shares Outstanding, Basic", "terseLabel": "Basic (in shares)" } } }, "localname": "WeightedAverageNumberOfSharesOutstandingBasic", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/ConsolidatedStatementsofOperations", "http://www.energyfocusinc.com/role/SummaryofSignificantAccountingPoliciesReconciliationofBasicandDilutedIncomeLossperShareDetails", "http://www.energyfocusinc.com/role/SupplementaryFinancialInformationtoItem8Details" ], "xbrltype": "sharesItemType" }, "us-gaap_WriteOffOfDeferredDebtIssuanceCost": { "auth_ref": [ "r92" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Write-off of amounts previously capitalized as debt issuance cost in an extinguishment of debt.", "label": "Write off of Deferred Debt Issuance Cost", "terseLabel": "Write off of remaining related debt and acquisition cost" } } }, "localname": "WriteOffOfDeferredDebtIssuanceCost", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.energyfocusinc.com/role/DebtCreditFacilitiesDetails", "http://www.energyfocusinc.com/role/DebtIliadNoteDetails" ], "xbrltype": "monetaryItemType" } }, "unitCount": 6 } }, "std_ref": { "r0": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "105", "URI": "http://asc.fasb.org/extlink&oid=124434974&loc=SL124442142-165695" }, "r1": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760" }, "r10": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6787-107765" }, "r100": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3291-108585" }, "r101": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3291-108585" }, "r102": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3367-108585" }, "r103": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3367-108585" }, "r104": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3521-108585" }, "r105": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3536-108585" }, "r106": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3536-108585" }, "r107": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3536-108585" }, "r108": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3602-108585" }, "r109": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3602-108585" }, "r11": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6801-107765" }, "r110": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3602-108585" }, "r111": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3044-108585" }, "r112": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=d3e4273-108586" }, "r113": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=d3e4297-108586" }, "r114": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=d3e4304-108586" }, "r115": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=d3e4332-108586" }, "r116": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=SL98516268-108586" }, "r117": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=123372394&loc=d3e18726-107790" }, "r118": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=123372394&loc=d3e18823-107790" }, "r119": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=123372394&loc=d3e18823-107790" }, "r12": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6911-107765" }, "r120": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(c))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r121": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(d))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r122": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(e)(1))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r123": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(f))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r124": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(g)(1)(ii))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r125": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h)(1)(Note 1))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r126": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h)(2))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r127": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r128": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(m)(1)(iii))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r129": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(m)(2)(ii))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r13": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6935-107765" }, "r130": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-04(a))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690" }, "r131": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-09(Column B))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24092-122690" }, "r132": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-09(Column C(1)))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24092-122690" }, "r133": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-09(Column C(2)))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24092-122690" }, "r134": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-09(Column C)(1))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24092-122690" }, "r135": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-09(Column D))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24092-122690" }, "r136": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-09(Column E))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24092-122690" }, "r137": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-09)", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24092-122690" }, "r138": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "235", "URI": "http://asc.fasb.org/topic&trid=2122369" }, "r139": { "Name": "Accounting Standards Codification", "Paragraph": "23", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124436220&loc=d3e21914-107793" }, "r14": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e7018-107765" }, "r140": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124436220&loc=d3e21930-107793" }, "r141": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124436220&loc=d3e21711-107793" }, "r142": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r143": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(3)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r144": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794" }, "r145": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794" }, "r146": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794" }, "r147": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794" }, "r148": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794" }, "r149": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794" }, "r15": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6361739&loc=d3e7789-107766" }, "r150": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22658-107794" }, "r151": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22663-107794" }, "r152": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.M.Q2)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=122038215&loc=d3e31137-122693" }, "r153": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e1448-109256" }, "r154": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e1505-109256" }, "r155": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e1252-109256" }, "r156": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e1278-109256" }, "r157": { "Name": "Accounting Standards Codification", "Paragraph": "55", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e2626-109256" }, "r158": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=SL5780133-109256" }, "r159": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=SL5780133-109256" }, "r16": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(19)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r160": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e1337-109256" }, "r161": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257" }, "r162": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257" }, "r163": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=124432515&loc=d3e3630-109257" }, "r164": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125512782&loc=d3e3842-109258" }, "r165": { "Name": "Accounting Standards Codification", "Paragraph": "52", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125512782&loc=d3e4984-109258" }, "r166": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "270", "URI": "http://asc.fasb.org/extlink&oid=124437754&loc=d3e543-108305" }, "r167": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "270", "URI": "http://asc.fasb.org/extlink&oid=124502072&loc=d3e1280-108306" }, "r168": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "270", "URI": "http://asc.fasb.org/extlink&oid=124502072&loc=SL124452896-108306" }, "r169": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "270", "URI": "http://asc.fasb.org/topic&trid=2126967" }, "r17": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r170": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "272", "URI": "http://asc.fasb.org/extlink&oid=125520817&loc=d3e70191-108054" }, "r171": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "272", "URI": "http://asc.fasb.org/extlink&oid=125520817&loc=d3e70229-108054" }, "r172": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "272", "URI": "http://asc.fasb.org/extlink&oid=6373374&loc=d3e70434-108055" }, "r173": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "272", "URI": "http://asc.fasb.org/extlink&oid=6373374&loc=d3e70478-108055" }, "r174": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r175": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r176": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r177": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r178": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6161-108592" }, "r179": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6191-108592" }, "r18": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(13))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r180": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6327-108592" }, "r181": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6351-108592" }, "r182": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6351-108592" }, "r183": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6404-108592" }, "r184": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6442-108592" }, "r185": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6061-108592" }, "r186": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6132-108592" }, "r187": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6143-108592" }, "r188": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "275", "URI": "http://asc.fasb.org/topic&trid=2134479" }, "r189": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8657-108599" }, "r19": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(19))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r190": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8721-108599" }, "r191": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8721-108599" }, "r192": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599" }, "r193": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599" }, "r194": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599" }, "r195": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599" }, "r196": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599" }, "r197": { "Name": "Accounting Standards Codification", "Paragraph": "26", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8844-108599" }, "r198": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8906-108599" }, "r199": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8906-108599" }, "r2": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r20": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(20))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r200": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8906-108599" }, "r201": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8906-108599" }, "r202": { "Name": "Accounting Standards Codification", "Paragraph": "31", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8924-108599" }, "r203": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r204": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r205": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r206": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r207": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r208": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r209": { "Name": "Accounting Standards Codification", "Paragraph": "34", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8981-108599" }, "r21": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(22))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r210": { "Name": "Accounting Standards Codification", "Paragraph": "40", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9031-108599" }, "r211": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599" }, "r212": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599" }, "r213": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599" }, "r214": { "Name": "Accounting Standards Codification", "Paragraph": "42", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9054-108599" }, "r215": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "280", "URI": "http://asc.fasb.org/topic&trid=2134510" }, "r216": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=124259787&loc=d3e4647-111522" }, "r217": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=124259787&loc=d3e4428-111522" }, "r218": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=124259787&loc=d3e4531-111522" }, "r219": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=123577603&loc=d3e4975-111524" }, "r22": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(27))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r220": { "Name": "Accounting Standards Codification", "Paragraph": "11B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=123577603&loc=SL6953423-111524" }, "r221": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=123577603&loc=d3e5212-111524" }, "r222": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=123577603&loc=d3e5033-111524" }, "r223": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=123577603&loc=d3e5074-111524" }, "r224": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=123577603&loc=d3e5093-111524" }, "r225": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 4.E)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=122038336&loc=d3e74512-122707" }, "r226": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=84159169&loc=d3e10133-111534" }, "r227": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "323", "URI": "http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571" }, "r228": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "323", "URI": "http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571" }, "r229": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r23": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(28))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r230": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=124255206&loc=SL82895884-210446" }, "r231": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=124255953&loc=SL82919249-210447" }, "r232": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "330", "URI": "http://asc.fasb.org/extlink&oid=116847112&loc=d3e4492-108314" }, "r233": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "330", "URI": "http://asc.fasb.org/extlink&oid=116847112&loc=d3e4542-108314" }, "r234": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "330", "URI": "http://asc.fasb.org/extlink&oid=116847112&loc=d3e4556-108314" }, "r235": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 5.BB)", "Topic": "330", "URI": "http://asc.fasb.org/extlink&oid=27011343&loc=d3e100047-122729" }, "r236": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "330", "URI": "http://asc.fasb.org/topic&trid=2126998" }, "r237": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=123349782&loc=d3e5879-108316" }, "r238": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=123349782&loc=d3e5879-108316" }, "r239": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=123349782&loc=d3e5879-108316" }, "r24": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(29))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r240": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=6387103&loc=d3e6435-108320" }, "r241": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r242": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r243": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r244": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r245": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226691&loc=d3e2941-110230" }, "r246": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "360", "URI": "http://asc.fasb.org/topic&trid=2155823" }, "r247": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r248": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(1)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r249": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r25": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(3))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r250": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r251": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r252": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r253": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 5.P.4(b)(2))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r254": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(b)(1))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r255": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(b)(2))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r256": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(d))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r257": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(e))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r258": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "420", "URI": "http://asc.fasb.org/topic&trid=2175745" }, "r259": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "440", "URI": "http://asc.fasb.org/extlink&oid=123406679&loc=d3e25336-109308" }, "r26": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r260": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "440", "URI": "http://asc.fasb.org/extlink&oid=123406679&loc=d3e25336-109308" }, "r261": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "440", "URI": "http://asc.fasb.org/topic&trid=2144648" }, "r262": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "450", "URI": "http://asc.fasb.org/extlink&oid=121557415&loc=d3e14615-108349" }, "r263": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "450", "URI": "http://asc.fasb.org/topic&trid=2127136" }, "r264": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "((c)(2))", "Topic": "460", "URI": "http://asc.fasb.org/extlink&oid=123368208&loc=d3e12565-110249" }, "r265": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "((c)(3))", "Topic": "460", "URI": "http://asc.fasb.org/extlink&oid=123368208&loc=d3e12565-110249" }, "r266": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "((c)(4))", "Topic": "460", "URI": "http://asc.fasb.org/extlink&oid=123368208&loc=d3e12565-110249" }, "r267": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "460", "URI": "http://asc.fasb.org/extlink&oid=123368208&loc=d3e12565-110249" }, "r268": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "460", "URI": "http://asc.fasb.org/extlink&oid=123368208&loc=d3e12565-110249" }, "r269": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123465755&loc=SL6230698-112601" }, "r27": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(3))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r270": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(i))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r271": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(ii))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r272": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iii)(A))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r273": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iii))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r274": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iv))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r275": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(5))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r276": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(i))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756" }, "r277": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iii)(A))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756" }, "r278": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iii)(B))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756" }, "r279": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iv))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756" }, "r28": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(4))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r280": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(5))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756" }, "r281": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466302&loc=d3e4852-112606" }, "r282": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466302&loc=d3e4724-112606" }, "r283": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r284": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r285": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r286": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r287": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r288": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(f)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r289": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r29": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r290": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(h)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r291": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(i)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r292": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r293": { "Name": "Accounting Standards Codification", "Paragraph": "1C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611" }, "r294": { "Name": "Accounting Standards Codification", "Paragraph": "1C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611" }, "r295": { "Name": "Accounting Standards Codification", "Paragraph": "1C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611" }, "r296": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495340-112611" }, "r297": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495340-112611" }, "r298": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495340-112611" }, "r299": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611" }, "r3": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r30": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(31))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r300": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611" }, "r301": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611" }, "r302": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611" }, "r303": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611" }, "r304": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611" }, "r305": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611" }, "r306": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611" }, "r307": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611" }, "r308": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611" }, "r309": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611" }, "r31": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(32))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r310": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611" }, "r311": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466204&loc=SL6031897-161870" }, "r312": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466204&loc=SL6031897-161870" }, "r313": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466204&loc=SL6031898-161870" }, "r314": { "Name": "Accounting Standards Codification", "Paragraph": "69B", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466577&loc=SL123495735-112612" }, "r315": { "Name": "Accounting Standards Codification", "Paragraph": "69C", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466577&loc=SL123495737-112612" }, "r316": { "Name": "Accounting Standards Codification", "Paragraph": "69E", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466577&loc=SL123495743-112612" }, "r317": { "Name": "Accounting Standards Codification", "Paragraph": "69F", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466577&loc=SL123495745-112612" }, "r318": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "40", "SubTopic": "50", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123467658&loc=d3e12317-112629" }, "r319": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "40", "SubTopic": "50", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123467658&loc=d3e12355-112629" }, "r32": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(4)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r320": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "470", "URI": "http://asc.fasb.org/topic&trid=2208564" }, "r321": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "25", "SubTopic": "10", "Topic": "480", "URI": "http://asc.fasb.org/extlink&oid=109262497&loc=d3e20148-110875" }, "r322": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(CFRR 211.02)", "Topic": "480", "URI": "http://asc.fasb.org/extlink&oid=122040564&loc=d3e177068-122764" }, "r323": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=65888546&loc=d3e21300-112643" }, "r324": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21553-112644" }, "r325": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r326": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r327": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r328": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r329": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r33": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(5))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r330": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r331": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(i)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r332": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r333": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644" }, "r334": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644" }, "r335": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644" }, "r336": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496180-112644" }, "r337": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496180-112644" }, "r338": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644" }, "r339": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644" }, "r34": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(6)(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r340": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644" }, "r341": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644" }, "r342": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21463-112644" }, "r343": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21475-112644" }, "r344": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21484-112644" }, "r345": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21488-112644" }, "r346": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21506-112644" }, "r347": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21506-112644" }, "r348": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21521-112644" }, "r349": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21538-112644" }, "r35": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(6)(b))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r350": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.3-04)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770" }, "r351": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 4.C)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=120397183&loc=d3e187143-122770" }, "r352": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "50", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=6784392&loc=d3e188667-122775" }, "r353": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "505", "URI": "http://asc.fasb.org/topic&trid=2208762" }, "r354": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130561-203045" }, "r355": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130563-203045" }, "r356": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130563-203045" }, "r357": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130564-203045" }, "r358": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130566-203045" }, "r359": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130566-203045" }, "r36": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(6)(c))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r360": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130566-203045" }, "r361": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130566-203045" }, "r362": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130545-203045" }, "r363": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123410239&loc=SL49130690-203046-203046" }, "r364": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123410239&loc=SL49130690-203046-203046" }, "r365": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123410239&loc=SL49130690-203046-203046" }, "r366": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "606", "URI": "http://asc.fasb.org/topic&trid=49130388" }, "r367": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "610", "URI": "http://asc.fasb.org/topic&trid=49130413" }, "r368": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "25", "SubTopic": "10", "Topic": "710", "URI": "http://asc.fasb.org/extlink&oid=6409733&loc=d3e19512-108361" }, "r369": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "30", "SubTopic": "10", "Topic": "710", "URI": "http://asc.fasb.org/extlink&oid=6409875&loc=d3e20028-108363" }, "r37": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(7))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r370": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(i)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r371": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(ii)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r372": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(01)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r373": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r374": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(A)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r375": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(B)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r376": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(C)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r377": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(03)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r378": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(n)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r379": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123450688&loc=d3e4179-114921" }, "r38": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(8))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r380": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(d)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947" }, "r381": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(f)(3)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947" }, "r382": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "80", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=35742348&loc=SL14450788-114948" }, "r383": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=123468992&loc=d3e4534-113899" }, "r384": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901" }, "r385": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901" }, "r386": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901" }, "r387": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r388": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r389": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(3)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r39": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.1)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r390": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a),(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r391": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b),(f)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r392": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r393": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r394": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)-(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r395": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r396": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r397": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r398": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(3)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r399": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(4)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r4": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r40": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.13)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r400": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(i)-(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r401": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r402": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r403": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(3)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r404": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(iii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r405": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r406": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r407": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r408": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r409": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r41": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.14)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r410": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r411": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r412": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r413": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r414": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r415": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iv)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r416": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r417": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r418": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r419": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r42": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.17)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r420": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r421": { "Name": "Accounting Standards Codification", "Paragraph": "2A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=SL79508275-113901" }, "r422": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r423": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r424": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r425": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(g)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r426": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 14.D.2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=122041274&loc=d3e301413-122809" }, "r427": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 14.F)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=122041274&loc=d3e301413-122809" }, "r428": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=122142933&loc=d3e11149-113907" }, "r429": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=122142933&loc=d3e11178-113907" }, "r43": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r430": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=109244661&loc=d3e17540-113929" }, "r431": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=109244661&loc=d3e17540-113929" }, "r432": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "35", "Subparagraph": "(a)", "Topic": "720", "URI": "http://asc.fasb.org/extlink&oid=6420018&loc=d3e36677-107848" }, "r433": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "35", "Subparagraph": "(b)", "Topic": "720", "URI": "http://asc.fasb.org/extlink&oid=6420018&loc=d3e36677-107848" }, "r434": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "720", "URI": "http://asc.fasb.org/topic&trid=2122503" }, "r435": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "730", "URI": "http://asc.fasb.org/extlink&oid=6420194&loc=d3e21568-108373" }, "r436": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123427490&loc=d3e32247-109318" }, "r437": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123427490&loc=d3e32280-109318" }, "r438": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123427490&loc=d3e31931-109318" }, "r439": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32672-109319" }, "r44": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19(b),22(b))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r440": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32687-109319" }, "r441": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319" }, "r442": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32718-109319" }, "r443": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32718-109319" }, "r444": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319" }, "r445": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32840-109319" }, "r446": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319" }, "r447": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319" }, "r448": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32847-109319" }, "r449": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319" }, "r45": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19,20)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r450": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32559-109319" }, "r451": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32559-109319" }, "r452": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32621-109319" }, "r453": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32632-109319" }, "r454": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319" }, "r455": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319" }, "r456": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319" }, "r457": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123459177&loc=SL121830611-158277" }, "r458": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(3)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123459177&loc=SL121830611-158277" }, "r459": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I.5.Q1)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r46": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19-26)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r460": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I.7)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r461": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.7)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r462": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.4)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r463": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.C)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817" }, "r464": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123586238&loc=d3e38679-109324" }, "r465": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "270", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338" }, "r466": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331" }, "r467": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "740", "URI": "http://asc.fasb.org/topic&trid=2144680" }, "r468": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "c", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=120321790&loc=d3e6927-128479" }, "r469": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=123454820&loc=SL4569616-111683" }, "r47": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.20)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r470": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=123454820&loc=SL4569643-111683" }, "r471": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=116870748&loc=SL6758485-165988" }, "r472": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=116870748&loc=SL6758485-165988" }, "r473": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(3)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r474": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c),(3)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r475": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bb)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=123419778&loc=d3e5710-111685" }, "r476": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=123419778&loc=d3e5710-111685" }, "r477": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(3)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r478": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(4)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r479": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r48": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.21)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r480": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r481": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r482": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bbb)(1)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r483": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bbb)(2)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r484": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r485": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r486": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r487": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19279-110258" }, "r488": { "Name": "Accounting Standards Codification", "Paragraph": "6A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=SL6742756-110258" }, "r489": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13467-108611" }, "r49": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22(a)(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r490": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13476-108611" }, "r491": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13531-108611" }, "r492": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13537-108611" }, "r493": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13537-108611" }, "r494": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612" }, "r495": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "230", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=123444420&loc=d3e33268-110906" }, "r496": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32136-110900" }, "r497": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r498": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r499": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(c)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r5": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r50": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22(b))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r500": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r501": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=6450520&loc=d3e32583-110901" }, "r502": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=6450988&loc=d3e26243-108391" }, "r503": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=124435984&loc=d3e28541-108399" }, "r504": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=124435984&loc=d3e28551-108399" }, "r505": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=124435984&loc=d3e28555-108399" }, "r506": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=124429444&loc=SL124452920-239629" }, "r507": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400" }, "r508": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123391704&loc=SL77918627-209977" }, "r509": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123391704&loc=SL77918627-209977" }, "r51": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r510": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123391704&loc=SL77918638-209977" }, "r511": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123391704&loc=SL77918643-209977" }, "r512": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123391704&loc=SL77918643-209977" }, "r513": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(3)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918673-209980" }, "r514": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r515": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r516": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r517": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(1)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r518": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(3)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r519": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r52": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.28,29)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r520": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918701-209980" }, "r521": { "Name": "Accounting Standards Codification", "Paragraph": "53", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123414884&loc=SL77918982-209971" }, "r522": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/subtopic&trid=77888251" }, "r523": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r524": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r525": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r526": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r527": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r528": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39599-107864" }, "r529": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39603-107864" }, "r53": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29-30)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r530": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39691-107864" }, "r531": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "850", "URI": "http://asc.fasb.org/topic&trid=2122745" }, "r532": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "852", "URI": "http://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765" }, "r533": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "852", "URI": "http://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765" }, "r534": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "852", "URI": "http://asc.fasb.org/extlink&oid=84165509&loc=d3e56426-112766" }, "r535": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "855", "URI": "http://asc.fasb.org/extlink&oid=6842918&loc=SL6314020-165662" }, "r536": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(1)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r537": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(2)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r538": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(3)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r539": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(1)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r54": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29-31)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r540": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(2)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r541": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(3)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r542": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r543": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r544": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(3)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r545": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "910", "URI": "http://asc.fasb.org/extlink&oid=123353855&loc=SL119991595-234733" }, "r546": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "330", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=6471895&loc=d3e55923-109411" }, "r547": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "25", "SubTopic": "730", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=6472174&loc=d3e58812-109433" }, "r548": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.L)", "Topic": "924", "URI": "http://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856" }, "r549": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e61929-109447" }, "r55": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.6(a)(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r550": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e61929-109447" }, "r551": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62059-109447" }, "r552": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62059-109447" }, "r553": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62395-109447" }, "r554": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62395-109447" }, "r555": { "Name": "Accounting Standards Codification", "Paragraph": "33", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62479-109447" }, "r556": { "Name": "Accounting Standards Codification", "Paragraph": "33", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62479-109447" }, "r557": { "Name": "Accounting Standards Codification", "Paragraph": "35A", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=SL6807758-109447" }, "r558": { "Name": "Accounting Standards Codification", "Paragraph": "35A", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=SL6807758-109447" }, "r559": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(c)(1)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e61872-109447" }, "r56": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.6(a)(4))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r560": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(c)(2)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e61872-109447" }, "r561": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "940", "URI": "http://asc.fasb.org/extlink&oid=123384075&loc=d3e41242-110953" }, "r562": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(1)(a))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r563": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(11))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r564": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(13))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r565": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(16))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r566": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(23))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r567": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(19))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r568": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(15))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r569": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(20))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r57": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.6(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r570": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(22))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r571": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(26))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r572": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(27))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r573": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04.9)", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r574": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "235", "Subparagraph": "(SX 210.9-05(b)(2))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884" }, "r575": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "470", "Subparagraph": "e", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823" }, "r576": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "470", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823" }, "r577": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "825", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=123345438&loc=d3e61044-112788" }, "r578": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(16))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r579": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(12))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r58": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.6(b))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r580": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(2))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r581": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(3))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r582": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(4))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r583": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(25))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r584": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(11))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r585": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(18))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r586": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(19))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r587": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(22))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r588": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(23))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r589": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(8))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r59": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.8)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r590": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(9))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r591": { "Name": "Accounting Standards Codification", "Paragraph": "4H", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=116884468&loc=SL65671331-158438" }, "r592": { "Name": "Accounting Standards Codification", "Paragraph": "7A", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(d)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124506351&loc=SL117782755-158439" }, "r593": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124504033&loc=SL117783719-158441" }, "r594": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124504033&loc=SL117783719-158441" }, "r595": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(c)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124504033&loc=SL117783719-158441" }, "r596": { "Name": "Accounting Standards Codification", "Paragraph": "29F", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124504033&loc=SL117819544-158441" }, "r597": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r598": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)(1)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r599": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)(2)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r6": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(g)(1)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r60": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.8,17)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r600": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(i)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r601": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(ii)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r602": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(h)(2)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r603": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "825", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=123600520&loc=SL75241803-196195" }, "r604": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "310", "Subparagraph": "(SX 210.12-29(Footnote 4))", "Topic": "948", "URI": "http://asc.fasb.org/extlink&oid=120402547&loc=d3e617274-123014" }, "r605": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Topic": "954", "URI": "http://asc.fasb.org/extlink&oid=123364037&loc=d3e3115-115594" }, "r606": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "440", "Subparagraph": "(a)", "Topic": "954", "URI": "http://asc.fasb.org/extlink&oid=6491277&loc=d3e6429-115629" }, "r607": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Subparagraph": "(d)", "Topic": "958", "URI": "http://asc.fasb.org/extlink&oid=120429125&loc=d3e99779-112916" }, "r608": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "958", "URI": "http://asc.fasb.org/extlink&oid=120429125&loc=d3e99893-112916" }, "r609": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "958", "URI": "http://asc.fasb.org/extlink&oid=120429125&loc=SL120174063-112916" }, "r61": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.9)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r610": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column B))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r611": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column C))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r612": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column D))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r613": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column E))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r614": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column F))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r615": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column G))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r616": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column H))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r617": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column I))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r618": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Footnote 2))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r619": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Subparagraph": "(c)", "Topic": "976", "URI": "http://asc.fasb.org/extlink&oid=6497875&loc=d3e22274-108663" }, "r62": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX210.5-02(13))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r620": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Subparagraph": "(b)", "Topic": "978", "URI": "http://asc.fasb.org/extlink&oid=123360121&loc=d3e27327-108691" }, "r621": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "985", "URI": "http://asc.fasb.org/extlink&oid=6501960&loc=d3e128462-111756" }, "r622": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b" }, "r623": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-2" }, "r624": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-23" }, "r625": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "d1-1" }, "r626": { "Name": "Form 10-K", "Number": "249", "Publisher": "SEC", "Section": "310" }, "r627": { "Name": "Form 20-F", "Number": "249", "Publisher": "SEC", "Section": "220", "Subsection": "f" }, "r628": { "Name": "Form 40-F", "Number": "249", "Publisher": "SEC", "Section": "240", "Subsection": "f" }, "r629": { "Name": "Forms 10-K, 10-Q, 20-F", "Number": "240", "Publisher": "SEC", "Section": "13", "Subsection": "a-1" }, "r63": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "210-10-S99-1(SX 210.5-02(24))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r630": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(a)", "Publisher": "SEC", "Section": "1402" }, "r631": { "Name": "Regulation S-T", "Number": "232", "Publisher": "SEC", "Section": "405" }, "r632": { "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "11", "Subsection": "03" }, "r633": { "Footnote": "2", "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r634": { "Footnote": "4", "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "12", "Subsection": "29" }, "r635": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column B", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r636": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column C", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r637": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column D", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r638": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column E", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r639": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column F", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r64": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=99393222&loc=SL20226024-175313" }, "r640": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column G", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r641": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column H", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r642": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "Column I", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r643": { "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "12", "Subsection": "09" }, "r644": { "Name": "Regulation S-X (SX)", "Number": "210", "Paragraph": "(m)", "Publisher": "SEC", "Section": "4", "Subparagraph": "(1)(iii)", "Subsection": "08" }, "r645": { "Name": "Securities Act", "Number": "230", "Publisher": "SEC", "Section": "405" }, "r646": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(3)(iii)(03)", "Topic": "848" }, "r65": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=99393222&loc=SL20226049-175313" }, "r66": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=99393222&loc=SL20226052-175313" }, "r67": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669646-108580" }, "r68": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=d3e637-108580" }, "r69": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=d3e681-108580" }, "r7": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(g)(3)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r70": { "Name": "Accounting Standards Codification", "Paragraph": "14A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669686-108580" }, "r71": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669619-108580" }, "r72": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669619-108580" }, "r73": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669625-108580" }, "r74": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669625-108580" }, "r75": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=d3e557-108580" }, "r76": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124431353&loc=SL116659661-227067" }, "r77": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124431353&loc=SL124442407-227067" }, "r78": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124431353&loc=SL124442411-227067" }, "r79": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124431353&loc=SL124452729-227067" }, "r8": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(g)(7)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r80": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(13))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868656-224227" }, "r81": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(210.5-03(11))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r82": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(1))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r83": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(10))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r84": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(20))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r85": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(24))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r86": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(25))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r87": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(5))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r88": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.1)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r89": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.1,2)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r9": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r90": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.2(a),(d))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r91": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.4)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r92": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.8)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r93": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.9)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r94": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3179-108585" }, "r95": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3213-108585" }, "r96": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3255-108585" }, "r97": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3255-108585" }, "r98": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3291-108585" }, "r99": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3291-108585" } }, "version": "2.1" } ZIP 113 0000924168-22-000023-xbrl.zip IDEA: XBRL DOCUMENT begin 644 0000924168-22-000023-xbrl.zip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Ȥ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b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end