Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Oct. 31, 2019	Jan. 02, 2020
Document and Entity Information [Abstract]
Document Type	10-Q
Document Period End Date	Oct. 31, 2019
Entity Registrant Name	STREAMLINE HEALTH SOLUTIONS INC.
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		30,744,847
Current Fiscal Year End Date	--01-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Entity Central Index Key	0001008586
Amendment Flag	false

Condensed Consolidated Balance Sheets - USD ($)	Oct. 31, 2019	Jan. 31, 2019
Current assets:
Cash and cash equivalents	$ 1,220,000	$ 2,376,000
Accounts receivable, net of allowance for doubtful accounts of $98,000 and $345,000, respectively	2,214,000	2,933,000
Contract receivables	704,000	1,263,000
Prepaid and other current assets	1,285,000	1,235,000
Total current assets	5,423,000	7,807,000
Non-current assets:
Property and equipment, net of accumulated amortization of $1,587,000 and $1,516,000, respectively	175,000	237,000
Contract receivables, less current portion	355,000	407,000
Capitalized software development costs, net of accumulated amortization of $20,544,000 and $19,689,000, respectively	7,785,000	5,698,000
Intangible assets, net of accumulated amortization of $4,282,000 and $3,858,000, respectively	1,245,000	1,669,000
Goodwill	15,537,000	15,537,000
Other	756,000	385,000
Total non-current assets	25,853,000	23,933,000
Total assets	31,276,000	31,740,000
Current liabilities:
Accounts payable	629,000	1,280,000
Accrued expenses	1,407,000	1,814,000
Term loan, net of current portion and deferred financing costs	3,472,000	597,000
Deferred revenues	6,310,000	8,338,000
Royalty liability	953,000
Other	94,000	94,000
Total current liabilities	12,865,000	12,123,000
Non-current liabilities:
Term loan, net of current portion and deferred financing cost of zero and $82,000, respectively		3,351,000
Royalty liability		905,000
Deferred revenues, less current portion	123,000	432,000
Other	19,000	41,000
Total non-current liabilities	142,000	4,729,000
Total liabilities	13,007,000	16,852,000
Series A 0% Convertible Redeemable Preferred Stock, $.01 par value per share, $5,000,000 shares authorized, no and 2,895,464 shares issued and outstanding, respectively		8,686,000
Stockholders' equity:
Common stock, $.01 par value per share, 45,000,000 shares authorized; 30,767,439 and 20,767,708 shares issued and outstanding, respectively	308,000	208,000
Additional paid in capital	94,970,000	82,544,000
Accumulated deficit	(77,009,000)	(76,550,000)
Total stockholders' equity	18,269,000	6,202,000
Total liability and stockholders' equity	$ 31,276,000	$ 31,740,000

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	9 Months Ended	12 Months Ended
	Oct. 31, 2019	Jan. 31, 2019
Allowance for doubtful accounts	$ 98,000	$ 345,000
Accumulated amortization, property and equipment	1,587,000	1,516,000
Accumulated amortization, capitalized software development costs	20,544,000	19,689,000
Accumulated amortization, intangible assets	$ 4,282,000	$ 3,858,000
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Number of authorized shares of common stock	45,000,000	45,000,000
Common stock, shares issued	30,767,439	20,767,708
Common stock, shares outstanding	30,767,439	20,767,708
Series A Preferred Stock
Preferred stock dividend rate	0.00%	0.00%
Convertible redeemable preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Convertible redeemable preferred stock, shares authorized	5,000,000	5,000,000
Convertible redeemable preferred stock, shares issued	0	2,895,464
Convertible redeemable preferred stock, shares outstanding	0	2,895,464

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended		9 Months Ended
	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2019	Oct. 31, 2018
Revenues:
Professional services	$ 626,000	$ 577,000	$ 1,615,000	$ 1,086,000
Audit services	517,000	234,000	1,266,000	841,000
Software as a service	1,150,000	1,198,000	3,474,000	3,570,000
Total Revenues	5,788,000	5,369,000	15,938,000	16,901,000
Operating expenses:
Cost of professional services	493,000	675,000	1,616,000	2,079,000
Cost of audit services	325,000	323,000	949,000	1,017,000
Cost of software as a service	356,000	207,000	936,000	805,000
Selling, general and administrative expense	2,800,000	2,392,000	7,745,000	8,160,000
Research and development	726,000	1,026,000	2,385,000	3,302,000
Executive transition cost	481,000		621,000
Loss on exit of operating lease		562,000		1,368,000
Total operating expenses	5,769,000	5,914,000	15,918,000	19,214,000
Operating loss	19,000	(545,000)	20,000	(2,313,000)
Other expense:
Interest expense	(91,000)	(106,000)	(239,000)	(332,000)
Miscellaneous expense	(80,000)	(25,000)	(224,000)	(118,000)
Loss before income taxes	(152,000)	(676,000)	(443,000)	(2,763,000)
Income tax expense	(12,000)	(2,000)	(16,000)	(5,000)
Net loss	(164,000)	(678,000)	(459,000)	(2,768,000)
Add: Redemption of Series A Preferred Stock	4,894,000		4,894,000
Net income (loss) attributable to common shareholders	$ 4,730,000	$ (678,000)	$ 4,435,000	$ (2,768,000)
Net income (loss) per common share - basic (in dollars per share)	$ 0.22	$ (0.03)	$ 0.22	$ (0.14)
Weighted average number of common shares - basic	21,598,146	19,655,882	20,435,055	19,495,745
Net income (loss) per common share - diluted (in dollars per share)	$ (0.01)	$ (0.03)	$ (0.02)	$ (0.14)
Weighted average number of common shares - diluted	21,598,146	19,655,882	20,435,055	19,495,745
System Sales
Revenues:
Revenues	$ 668,000	$ 309,000	$ 1,046,000	$ 1,827,000
Operating expenses:
Cost of goods and services sold	135,000	223,000	391,000	763,000
Maintenance and Support
Revenues:
Revenues	2,827,000	3,051,000	8,537,000	9,577,000
Operating expenses:
Cost of goods and services sold	$ 453,000	$ 506,000	$ 1,275,000	$ 1,720,000

Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($)	Common Stock	Additional paid in capital	Accumulated deficit	Total
Beginning balance at Jan. 31, 2018	$ 200,000	$ 81,777,000	$ (72,125,000)	$ 9,852,000
Beginning balance (in shares) at Jan. 31, 2018	20,005,977
Statement of changes in stockholders' equity
Surrender of stock		(47,000)		(47,000)
Surrender of stock (in shares)	(26,062)
Conversion of Series A Preferred Stock	$ 1,000	163,000		164,000
Conversion of Series A Preferred Stock (in shares)	54,531
Share-based compensation expense		222,000		222,000
Net income (loss)			(569,000)	(569,000)
Ending balance at Apr. 30, 2018	$ 201,000	82,115,000	(71,254,000)	11,062,000
Ending balance (in shares) at Apr. 30, 2018	20,034,446
Beginning balance at Jan. 31, 2018	$ 200,000	81,777,000	(72,125,000)	9,852,000
Beginning balance (in shares) at Jan. 31, 2018	20,005,977
Statement of changes in stockholders' equity
Net income (loss)				(2,768,000)
Ending balance at Oct. 31, 2018	$ 202,000	82,404,000	(73,453,000)	9,153,000
Ending balance (in shares) at Oct. 31, 2018	20,127,703
Statement of changes in stockholders' equity
Cumulative effect of ASC 606 implementation			1,440,000	1,440,000
Beginning balance at Apr. 30, 2018	$ 201,000	82,115,000	(71,254,000)	11,062,000
Beginning balance (in shares) at Apr. 30, 2018	20,034,446
Statement of changes in stockholders' equity
Stock issued		35,000		35,000
Stock issued (in shares)	35,277
Restricted stock issued	$ 1,000	(1,000)
Restricted stock issued (in shares)	100,000
Restricted stock forfeited	$ (1,000)	1,000
Restricted stock forfeited (in shares)	(122,500)
Surrender of stock		(11,000)		(11,000)
Surrender of stock (in shares)	(7,330)
Share-based compensation expense		145,000		145,000
Net income (loss)			(1,521,000)	(1,521,000)
Ending balance at Jul. 31, 2018	$ 201,000	82,284,000	(72,775,000)	9,710,000
Ending balance (in shares) at Jul. 31, 2018	20,039,893
Statement of changes in stockholders' equity
Restricted stock issued	$ 1,000	(1,000)
Restricted stock issued (in shares)	100,000
Restricted stock forfeited (in shares)	(8,333)
Surrender of stock		(4,000)		(4,000)
Surrender of stock (in shares)	(3,857)
Share-based compensation expense		125,000		125,000
Net income (loss)			(678,000)	(678,000)
Ending balance at Oct. 31, 2018	$ 202,000	82,404,000	(73,453,000)	9,153,000
Ending balance (in shares) at Oct. 31, 2018	20,127,703
Beginning balance at Jan. 31, 2019	$ 208,000	82,544,000	(76,550,000)	6,202,000
Beginning balance (in shares) at Jan. 31, 2019	20,767,708
Statement of changes in stockholders' equity
Restricted stock issued	$ 1,000	(1,000)
Restricted stock issued (in shares)	140,000
Restricted stock forfeited (in shares)	(5,367)
Share-based compensation expense		269,000		269,000
Net income (loss)			313,000	313,000
Ending balance at Apr. 30, 2019	$ 209,000	82,812,000	(76,237,000)	6,784,000
Ending balance (in shares) at Apr. 30, 2019	20,902,341
Beginning balance at Jan. 31, 2019	$ 208,000	82,544,000	(76,550,000)	6,202,000
Beginning balance (in shares) at Jan. 31, 2019	20,767,708
Statement of changes in stockholders' equity
Net income (loss)				(459,000)
Ending balance at Oct. 31, 2019	$ 308,000	94,970,000	(77,009,000)	18,269,000
Ending balance (in shares) at Oct. 31, 2019	30,767,439
Beginning balance at Apr. 30, 2019	$ 209,000	82,812,000	(76,237,000)	6,784,000
Beginning balance (in shares) at Apr. 30, 2019	20,902,341
Statement of changes in stockholders' equity
Stock issued		4,000		4,000
Stock issued (in shares)	5,072
Restricted stock issued	$ 2,000	(2,000)
Restricted stock issued (in shares)	222,518
Restricted stock forfeited	$ (3,000)	3,000
Restricted stock forfeited (in shares)	(318,750)
Surrender of stock		(31,000)		(31,000)
Surrender of stock (in shares)	(21,708)
Share-based compensation expense		160,000		160,000
Capital contribution		16,000		16,000
Net income (loss)			(608,000)	(608,000)
Ending balance at Jul. 31, 2019	$ 208,000	82,962,000	(76,845,000)	6,325,000
Ending balance (in shares) at Jul. 31, 2019	20,789,473
Statement of changes in stockholders' equity
Restricted stock issued	$ 5,000	(6,000)		(1,000)
Restricted stock issued (in shares)	550,000
Restricted stock forfeited		1,000		1,000
Restricted stock forfeited (in shares)	(32,060)
Surrender of stock		(37,000)		(37,000)
Surrender of stock (in shares)	(13,665)
Issuance of common stock, net of $681,000 directly attributable offering expenses	$ 95,000	8,887,000		8,982,000
Issuance of common stock, net of $681,000 directly attributable offering expenses (in shares)	9,473,691
Redemption of Series A Preferred Stock		2,873,000		2,873,000
Share-based compensation expense		290,000		290,000
Net income (loss)			(164,000)	(164,000)
Ending balance at Oct. 31, 2019	$ 308,000	$ 94,970,000	$ (77,009,000)	$ 18,269,000
Ending balance (in shares) at Oct. 31, 2019	30,767,439

Condensed Consolidated Statements of Cash Flows - USD ($)	9 Months Ended
	Oct. 31, 2019	Oct. 31, 2018
Cash flows from operating activities:
Net loss	$ (459,000)	$ (2,768,000)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation	113,000	411,000
Amortization of capitalized software development costs	644,000	895,000
Amortization of intangible assets	424,000	705,000
Amortization of other deferred costs	208,000	347,000
Valuation adjustments	48,000	71,000
Loss on exit of operating lease		1,368,000
Gain on disposal of fixed assets		5,000
Share-based compensation expense	719,000	492,000
Provision for accounts receivable	(125,000)	(24,000)
Changes in assets and liabilities:
Accounts and contract receivables	1,455,000	591,000
Other assets	(572,000)	272,000
Accounts payable	(651,000)	1,049,000
Accrued expenses	(442,000)	54,000
Deferred revenues	(2,337,000)	(4,176,000)
Net cash provided by operating activities	(975,000)	(708,000)
Cash flows from investing activities:
Purchases of property and equipment	(51,000)	(21,000)
Proceeds from sales of property and equipment		20,000
Capitalization of software development costs	(2,730,000)	(2,288,000)
Net cash used in investing activities	(2,781,000)	(2,289,000)
Cash flows from financing activities:
Proceeds from issuance of common stock	9,663,000
Payments of costs directly attributable to the issuance of common stock	(681,000)
Principal payments on term loan	(448,000)	(448,000)
Payments related to settlement of employee shared-based awards	(50,000)	(62,000)
Redemption of Series A Preferred Stock	(5,791,000)
Fees paid for redemption of Series A Convertible Preferred Stock	(22,000)
Payment of deferred financing costs	(73,000)
Other	2,000	31,000
Net cash provided by (used in) financing activities	2,600,000	(479,000)
Net decrease in cash and cash equivalents	(1,156,000)	(3,476,000)
Cash and cash equivalents at beginning of period	2,376,000	4,620,000
Cash and cash equivalents at end of period	$ 1,220,000	$ 1,144,000

Basis of Presentation	9 Months Ended
Basis of Presentation	Oct. 31, 2019
Basis of Presentation
BASIS OF PRESENTATION	NOTE 1 — BASIS OF PRESENTATION The accompanying condensed consolidated balance sheet as of January 31, 2019, which has been derived from audited financial statements, and the unaudited interim condensed consolidated financial statements have been prepared by Streamline Health Solutions, Inc. (“we”, “us”, “our”, “Streamline”, or the “Company”), pursuant to the rules and regulations applicable to quarterly reports on Form 10‑Q of the U.S. Securities and Exchange Commission the “SEC”. Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to those rules and regulations, although we believe that the disclosures made are adequate to make the information not misleading. The condensed consolidated financial statements include the accounts of Streamline Health Solutions, Inc. and its wholly-owned subsidiary, Streamline Health, Inc. In the opinion of our management, the accompanying unaudited interim condensed consolidated financial statements reflect all adjustments considered necessary to present fairly the Company’s financial position at October 31, 2019, and the results of its operations for the three and nine month months ended October 31, 2019 and October 31, 2018, and its cash flows for the nine months ended October 31, 2019 and 2018. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our most recent annual report on Form 10‑K, Commission File Number 0‑28132. Operating results for the nine months ended October 31, 2019 are not necessarily indicative of the results that may be expected for the fiscal year ending January 31, 2020. The Company determined that it has one operating segment and one reporting unit due to the singular nature of our products, product development and distribution process, and customer base as a provider of computer software-based solutions and services for healthcare providers. All amounts in the condensed consolidated financial statements, notes and tables have been rounded to the nearest thousand dollars, except share and per share amounts, unless otherwise indicated.

Summary of Significant Accounting Policies

9 Months Ended

Oct. 31, 2019

Summary of Significant Accounting Policies

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Our significant accounting policies are presented in “Note 2 – Significant Accounting Policies” in the fiscal year 2018 Annual Report on Form 10‑K. Users of financial information for interim periods are encouraged to refer to the footnotes to the consolidated financial statements contained in the Annual Report on Form 10‑K when reviewing interim financial results.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

Immaterial Correction of Errors

In connection with the preparation of the Company’s financial statements for the third quarter ended October 31, 2019, the Company discovered certain errors in “Capitalized software development costs” and related amortization expense for previous periods. The errors resulted from (i) assets that did not begin to be amortized timely, and (ii) an incorrect method of amortizing the assets.

The assets that did not begin amortizing timely resulted from an administrative error, while the incorrect method of amortization was related to a misapplication of GAAP. Certain general release documentation was not prepared timely, and distributed, and, accordingly, the Company did not place certain enhancements into service and begin amortization.

Further, the Company has corrected its underlying financial records to utilize the “carry-over” method for amortizing capitalized software development cost. Under the “carry-over” method, the costs of the enhancements are added to the unamortized costs of the previous version of the product and the combined amount is amortized over the remaining useful life of the product. Including unamortized cost of the original product with the cost of the enhancement for purposes of applying the net realizable value test and amortization provisions is consistent with accounting guidance for software companies that improve their software and discontinue selling or marketing the older versions. While this method reduced amortization of the underlying assets, the Company’s evaluation of the net book value of the underlying software development assets in relation to net realizable value and future cash flows each period ensured the carrying value was not in excess of the net realizable value of a solution for any period. Further, in accordance with guidance for software companies under ASC 985, the Company ensures that amortization is the greater of (i) the ratio of the software product’s current gross revenues to the total of current and expected gross revenues or (ii) straight-line over the remaining economic useful life of the software. The Company continues to monitor its estimated useful life on the underlying products, taking into consideration the product, the market and the industry.

The two corrections relating to the amortization of capitalized software development costs off-set one another in certain previous periods. Additionally, the differences between (i) the amounts calculated, as adjusted for these corrections, and (ii) the amount recorded in previous periods substantially self-corrected by the end of the third quarter, October 31, 2019.

The Company, in consultation with the Audit Committee of the Board of Directors, evaluated the effect of these adjustments on the Company’s financial statements under Accounting Standards Codification (“ASC”) 250: Accounting Changes and Error Corrections and Staff Accounting Bulletin No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements and determined it was not necessary to restate its previously issued financial statements, or unaudited interim period financial statements, because the errors did not materially misstate any previously issued financial statements and the correction of the errors in the current fiscal year is also not material. The Company looked at both quantitative and qualitative characteristics of the required corrections.

The net impact of these errors resulted in a $214,000 and $532,000 understatement of amortization expense for capitalized software development costs for the three- and nine-month periods ended October 31, 2019, respectively. The Company’s previously reported amortization expense for capitalized software development costs was misstated by the following amounts:


		Overstatement /
		(Understatement) of
Period		Amortization Expense
Prior to fiscal year ended January 31, 2019	$	532,000
Three months ended April 30, 2019	$	(153,000)
Three months ended July 31, 2019	$	(165,000)

Capitalized Software Development Costs

Software development costs for software to be sold, leased, or marketed are accounted for in accordance with ASC 985‑20, Software — Costs of Software to be Sold, Leased or Marketed. Costs associated with the planning and design phase of software development are classified as research and development costs and are expensed as incurred. Once technological feasibility has been established, a portion of the costs incurred in development, including coding, testing and quality assurance, are capitalized until available for general release to clients, and subsequently reported at the lower of unamortized cost or net realizable value. Amortization is calculated on a solution-by-solution basis and is included in Cost of system sales on the Condensed Consolidated Statements of Operations. Annual amortization is measured at the greater of a) the ratio of the software product’s current gross revenues to the total of current and expected gross revenues or b) straight-line over the remaining economic life of the software (typically three to five years). Unamortized capitalized costs determined to be in excess of the net realizable value of a solution are expensed at the date of such determination. Capitalized software development costs for software to be sold, leased, or marketed, net of accumulated amortization, totaled $3,470,000 and $2,921,000 as of October 31, 2019 and January 31, 2019, respectively.

Internal-use software development costs are accounted for in accordance with ASC 350-40, Internal-Use Software. The costs incurred in the preliminary stages of development are expensed as research and development costs as incurred. Once an application has reached the development stage, internal and external costs incurred to develop internal-use software are capitalized and amortized on a straight-line basis over the estimated useful life of the software (typically three to five years). Maintenance and enhancement costs, including those costs in the post-implementation stages, are typically expensed as incurred, unless such costs relate to substantial upgrades and enhancements to the software that result in added functionality, in which case the costs are capitalized and amortized on a straight-line basis over the estimated useful life of the software. The Company reviews the carrying value for impairment whenever facts and circumstances exist that would suggest that assets might be impaired or that the useful lives should be modified. Amortization expense related to capitalized internal-use software development costs is included in Cost of software as a service on the Condensed Consolidated Statements of Operations. Capitalized software development costs for internal-use software, net of accumulated amortization, totaled $4,153,000 and $2,565,000 as of October 31, 2019 and January 31, 2019, respectively.

The estimated useful lives of software (including software to be sold and internal-use software) are reviewed frequently and adjusted as appropriate to reflect upcoming development activities that may include significant upgrades and/or enhancements to the existing functionality. The Company reviews, on an on-going basis, the carrying value of its capitalized software development expenditures, net of accumulated amortization.

Fair Value of Financial Instruments

The Financial Accounting Standards Board’s (“FASB”) authoritative guidance on fair value measurements establishes a framework for measuring fair value. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. Under this guidance, assets and liabilities carried at fair value must be classified and disclosed in one of the following three categories:

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs that are not corroborated by market data.

The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximate fair value based on the short-term maturity of these instruments. Cash and cash equivalents are classified as Level 1. The carrying amount of our long-term debt approximates fair value since the variable interest rates being paid on the amounts approximate the market interest rate. Long-term debt is classified as Level 2. There were no transfers of assets or liabilities between Levels 1, 2, or 3 as of October 31, 2019 or January 31, 2019.

The table below provides information on our liabilities that are measured at fair value on a recurring basis:


			Quoted Prices in		Significant Other		Significant
	Total Fair		Active Markets		Observable Inputs		Unobservable Inputs
	Value		(Level 1)		(Level 2)		(Level 3)
At October 31, 2019
Royalty liability (1)	$	953,000	$	—	$	—	$	953,000

At January 31, 2019
Royalty liability (1)	$	905,000	$	—	$	—	$	905,000

(1)

The fair value of the royalty liability was determined based on discounting the portion of the modified royalty commitment payable in cash (refer to Note 7 – Commitments and Contingencies for additional information on our royalty liability). Fair value adjustments are included within miscellaneous expense in the condensed consolidated statements of operations.

Revenue Recognition

We derive revenue from the sale of internally-developed software, either by licensing for local installation or by a software as a service (“SaaS”) delivery model, through our direct sales force or through third-party resellers. Licensed, locally-installed clients on a perpetual model utilize our support and maintenance services for a separate fee, whereas term-based locally installed license fees and SaaS fees include support and maintenance. We also derive revenue from professional services that support the implementation, configuration, training and optimization of the applications, as well as audit services provided to help clients review their internal coding audit processes. Additional revenues are also derived from reselling third-party software and hardware components.

We recognize revenue in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”). The core principle of ASC 606 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

We commence revenue recognition (Step 5 below) in accordance with that core principle after applying the following steps:

Step 1: Identify the contract(s) with a customer

Step 2: Identify the performance obligations in the contract

Step 3: Determine the transaction price

Step 4: Allocate the transaction price to the performance obligations in the contract

Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation

We follow the accounting revenue guidance under ASC 606 to determine whether contracts contain more than one performance obligation. Performance obligations are the unit of accounting for revenue recognition and generally represent the distinct goods or services that are promised to the customer. Revenue is recognized net of any taxes collected from customers and subsequently remitted to governmental authorities.

If we determine that we have not satisfied a performance obligation, we will defer recognition of the revenue until the performance obligation is deemed to be satisfied. Maintenance and support and SaaS agreements are generally non-cancelable or contain significant penalties for early cancellation, although clients typically have the right to terminate their contracts for cause if we fail to perform material obligations. However, if non-standard acceptance periods, non-standard performance criteria, or cancellation or right of refund terms are required, revenue is recognized upon the satisfaction of such criteria.

Significant judgment is required to determine the standalone selling price (“SSP”) for each performance obligation, the amount allocated to each performance obligation and whether it depicts the amount that the Company expects to receive in exchange for the related product and/or service. As the selling prices of the Company’s software licenses are highly variable, the Company estimates SSP of its software licenses using the residual approach when the software license is sold with other services and observable SSPs exist for the other services. The Company estimates the SSP for maintenance, professional services, and audit services based on observable standalone sales.

Contract Combination

The Company may execute more than one contract or agreement with a single customer. The Company evaluates whether the agreements were negotiated as a package with a single objective, whether the amount of consideration to be paid in one agreement depends on the price and/or performance of another agreement, or whether the good or services promised in the agreements represent a single performance obligation. The conclusions reached can impact the allocation of the transaction price to each performance obligation and the timing of revenue recognition related to those arrangements.

Systems Sales

The Company’s software license arrangements provide the customer with the right to use functional intellectual property. Implementation, support, and other services are typically considered distinct performance obligations when sold with a software license unless these services are determined to significantly modify the software. Revenue is recognized at a point in time. Typically, this is upon shipment of components or electronic download of software.

Maintenance and Support Services

Our maintenance and support obligations include multiple discrete performance obligations, with the two largest being unspecified product upgrades or enhancements, and technical support, which can be offered at various points during a contract period. We believe that the multiple discrete performance obligations within our overall maintenance and support obligations can be viewed as a single performance obligation since both the unspecified upgrades and technical support are activities to fulfill the maintenance performance obligation and are rendered concurrently. Maintenance and support agreements entitle clients to technology support, version upgrades, bug fixes and service packs. We recognize maintenance and support revenue ratably over the contract term as this best depicts the access to unspecified upgrades and support provided over time.

Software-Based Solution Professional Services

The Company provides various professional services to customers with software licenses. These include project management, software implementation and software modification services. Revenues from arrangements to provide professional services are generally distinct from the other promises in the contract and are recognized as the related services are performed. Consideration payable under these arrangements is either fixed fee or on a time-and-materials basis.

Software as a Service

SaaS-based contracts include use of the Company’s platform, implementation, support and other services which represent a single promise to provide continuous access to its software solutions. The Company recognizes revenue ratably over the contract term.

We defer the direct costs, which include salaries, benefits and contractor fees, for professional services related to SaaS contracts. These deferred costs will be amortized ratably over the identical term as the associated revenues. As of October 31, 2019, and January 31, 2019, we had deferred costs of $210,000 and $251,000, respectively, net of accumulated amortization of $244,000 and $399,000, respectively. Amortization expense of these costs was $45,000 and $91,000 for the three months ended October 31, 2019 and 2018, respectively, and $150,000 and $193,000 for the nine months ended October 31, 2019 and 2018, respectively.

Audit Services

Audit services are a separate performance obligation. We recognize revenue over time as the services are performed.

Disaggregation of Revenue

The following table provides information about disaggregated revenue by type and nature of revenue stream:


	Nine Months Ended October 31, 2019
	Recurring Revenue		Non-recurring Revenue		Total
Systems sales	$	27,000	$	1,019,000	$	1,046,000
Professional services		—		1,615,000		1,615,000
Audit services		—		1,266,000		1,266,000
Maintenance and support		8,537,000		—		8,537,000
Software as a service		3,474,000		—		3,474,000
Total revenue:	$	12,038,000	$	3,900,000	$	15,938,000

Contract Receivables and Deferred Revenues

The Company receives payments from customers based upon contractual billing schedules. Contract receivables include amounts related to the Company’s contractual right to consideration for completed performance obligations not yet invoiced. Deferred revenues include payments received in advance of performance under the contract. Our contract receivables and deferred revenue are reported on an individual contract basis at the end of each reporting period. Contract receivables are classified as current or noncurrent based on the timing of when we expect to bill the customer. Deferred revenue is classified as current or noncurrent based on the timing of when we expect to recognize revenue. In the nine-month period ended October 31, 2019 we recognized $6,244,000 in revenue from deferred revenues outstanding as of January 31, 2019.

Transaction price allocated to the remaining performance obligations

Revenue allocated to remaining performance obligations represents contracted revenue that will be recognized in future periods, which is comprised of deferred revenue and amounts that will be invoiced and recognized as revenue in future periods. Revenue allocated to remaining performance obligations was $24 million as of October 31, 2019, of which the Company expects to recognize approximately 70% over the next 12 months and the remainder thereafter.

Deferred commissions costs (contract acquisition costs)

Contract acquisition costs, which consist of sales commissions paid or payable, are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for initial and renewal contracts are deferred and then amortized on a straight-line basis over the contract term. As a practical expedient, we expense sales commissions as incurred when the amortization period of related deferred commission costs would have been one year or less.

Deferred commissions costs paid and payable, which are included on the condensed consolidated balance sheets within prepaid and other current assets and other non-current assets totaled $155,000 and $319,000, respectively, as of October 31, 2019. For the three- and nine-month periods ended October 31, 2019, $95,000 and $150,000, respectively, in amortization expense associated with sales commissions was included in selling, general and administrative expenses on the condensed consolidated statements of operations. There were no impairment losses for these capitalized costs for the three- and nine-months ended October 31, 2019 and 2018.

Equity Awards

We account for share-based payments based on the grant-date fair value of the awards with compensation cost recognized as expense over the requisite vesting period. We incurred total compensation expense related to stock-based awards of $290,000 and $125,000 for the three months ended October 31, 2019 and 2018, respectively, and $719,000 and $492,000 for the nine months ended October 31, 2019 and 2018, respectively.

The fair value of the stock options granted is estimated at the date of grant using a Black-Scholes option pricing model. The option pricing model inputs (such as expected term, expected volatility, and risk-free interest rate) impact the fair value estimate. Further, the forfeiture rate impacts the amount of aggregate compensation. These assumptions are subjective and are generally derived from external (such as risk-free rate of interest) and historical (such as volatility factor, expected term, and forfeiture rates) data. Future grants of equity awards accounted for as stock-based compensation could have a material impact on reported expenses depending upon the number, value, and vesting period of future awards.

We periodically issue restricted stock awards in the form of our common stock. The fair value of these awards is based on the market closing price per share on the date of grant. We expense the compensation cost of these awards as the restriction period lapses, which is typically a one- to four-year service period to the Company. During the third quarter ended October 31, 2019, the Company awarded 50,000 shares of restricted stock to its President and Chief Executive Officer that vested immediately, in addition to a performance award of 100,000 shares of restricted stock that will vest based upon the fulfillment of certain predetermined revenue growth percentage targets that will be assessed at July 31, 2020.

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and for tax credit and loss carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. In assessing net deferred tax assets, we consider whether it is more likely than not that some or all of the deferred tax assets will not be realized. We establish a valuation allowance when it is more likely than not that all or a portion of deferred tax assets will not be realized. The Company maintains a full valuation allowance against its deferred tax assets.

We provide for uncertain tax positions and the related interest and penalties based upon management’s assessment of whether certain tax positions are more likely than not to be sustained upon examination by tax authorities. We believe we have appropriately accounted for any uncertain tax positions. The Company has recorded $296,000 and $275,000 in reserves for uncertain tax positions and corresponding interest and penalties as of October 31, 2019 and January 31, 2019, respectively.

The Company and its subsidiary are subject to U.S. federal income tax as well as income taxes in multiple state and local jurisdictions. The Company has concluded all U.S. federal tax matters for years through January 31, 2015. All material state and local income tax matters have been concluded for years through January 31, 2014. The Company is no longer subject to IRS examination for periods prior to the tax year ended January 31, 2016; however, carryforward losses that were generated prior to the tax year ended January 31, 2016 may still be adjusted by the IRS if they are used in a future period.

Net Earnings (Loss) Per Common Share

The Company presents basic and diluted earnings per share (“EPS”) data for our common stock. Our Series A Convertible Preferred Stock are considered participating securities under ASC 260, Earnings Per Share (“ASC 260”) which means the security may participate in undistributed earnings with common stock. The holders of the Series A Convertible Preferred Stock would be entitled to share in dividends, on an as-converted basis, if the holders of common stock were to receive dividends, other than dividends in the form of common stock. In accordance with ASC 260, the Company is required to use the two-class method when computing EPS. The two-class method is an earnings allocation formula that determines EPS for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. In determining the amount of net earnings to allocate to common stockholders, earnings are allocated to both common and participating securities based on their respective weighted-average shares outstanding for the period (with the exception of the gain on the redemption of our Series A Convertible Preferred Stock, which was allocated in its entirety to the common stock).

Our unvested restricted stock awards are considered non-participating securities because holders are not entitled to non-forfeitable rights to dividends or dividend equivalents during the vesting term. In accordance with ASC 260, securities are deemed not to be participating in losses if there is no obligation to fund such losses. The Series A Convertible Preferred Stock does not participate in losses, and as a result, the Company does not allocate losses to these securities in periods of loss. Diluted EPS for our common stock is computed using the more dilutive of the two-class method or the “if-converted” and treasury stock methods. See Note 5 for further discussion of the redemption of our Series A Convertible Preferred Stock.

The following is the calculation of the basic and diluted net loss per share of common stock:


	Three Months Ended
	October 31, 2019		October 31, 2018
Net loss	$	(164,000)	$	(678,000)
Add: redemption of Series A Convertible Preferred Stock		4,894,000		—
Net income (loss) attributable to common shareholders		4,730,000		(678,000)
Weighted average shares outstanding - Basic (1)		21,598,146		19,655,882
Effect of dilutive securities - Stock options, Restricted stock and Series A Convertible Preferred Stock (2)		—		—
Weighted average shares outstanding - Diluted		21,598,146		19,655,882
Basic net income (loss) per share of common stock	$	0.22	$	(0.03)
Diluted net loss per share of common stock	$	(0.01)	$	(0.03)


	Nine Months Ended
	October 31, 2019		October 31, 2018
Net loss	$	(459,000)	$	(2,768,000)
Add: redemption of Series A Convertible Preferred Stock		4,894,000		—
Net income (loss) attributable to common shareholders		4,435,000		(2,768,000)
Weighted average shares outstanding - Basic (1)		20,435,055		19,495,745
Effect of dilutive securities - Stock options, Restricted stock and Series A Convertible Preferred Stock (2)		—		—
Weighted average shares outstanding - Diluted		20,435,055		19,495,745
Basic net income (loss) per share of common stock	$	0.22	$	(0.14)
Diluted net loss per share of common stock	$	(0.02)	$	(0.14)

(1)

Excludes 1,185,918 unvested restricted shares of common stock as of October 31, 2019, which are considered non-participating securities.

(2)

Diluted net loss per share excludes the effect of shares that are anti-dilutive. For the three and nine months ended October 31, 2019, diluted EPS excludes 2,895,464 shares of Series A Convertible Preferred Stock, 938,671 outstanding stock options and 1,185,918 unvested restricted shares of common stock. For the three and nine months ended October 31, 2018, diluted EPS excludes 2,895,464 shares of Series A Convertible Preferred Stock, 1,612,990 outstanding stock options and 2,239,047 unvested restricted shares of common stock.

Recent Accounting Pronouncements

In February 2016, the FASB issued ASU 2016‑02, Leases (“ASC 842”), to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The ASU is effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. The update became effective for us on February 1, 2019.

We adopted the new lease standards under ASC 842 on February 1, 2019 using the effective date transition method. This method requires us to recognize an adoption impact as a cumulative-effect adjustment as of the adoption date. Prior period balances were not adjusted upon adoption of this standard. We have elected the group of practical expedients under ASU 2016-02 to forego assessing upon adoption: (1) whether any expired contracts are or contain leases; (2) the lease classification for any existing or expired leases; and (3) any indirect costs that would have qualified for capitalization for any existing leases. The adoption of the new standard resulted in the recording of a right-of-use asset of $175,000 and an operating lease liability of $464,000 as of February 1, 2019. The standard did not materially impact our consolidated results of operations and had no impact on cash flows.

In January 2017, the FASB issued ASU 2017‑04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which removes Step 2 from the goodwill impairment test. The standard will be effective for us on February 1, 2020. Early adoption of this update is permitted. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, to remove, modify, and add certain disclosure requirements within Topic 820 in order to improve the effectiveness of fair value disclosures in the notes to financial statements. The standard will be effective for us on February 1, 2020. The Company is currently evaluating the impact of adoption of this new standard and does not believe that the adoption of this ASU will have a significant impact on its consolidated financial statements.

Leases

9 Months Ended

Oct. 31, 2019

Leases

LEASES

NOTE 3 — LEASES

We determine whether an arrangement is a lease at inception. Right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the expected lease term. Since our lease arrangements do not provide an implicit rate, we use our incremental borrowing rate for the expected remaining lease term at commencement date for new leases, or as of February 1, 2019 for existing leases, in determining the present value of future lease payments. Operating lease expense is recognized on a straight-line basis over the lease term.

Our only operating lease relates to our New York office sublease, which expired in November 2019. In the second quarter of fiscal year 2018, we closed our New York office and subleased the office space for the remaining period of the original lease term. As a result of vacating and subleasing the office, we recorded a $472,000 loss on exit of the operating lease in fiscal year 2018. The associated lease liability reduced the right-of-use asset upon adoption of ASC 842. As of October 31, 2019, the total minimum rentals due to our lessor by us and to be received by us from our sublessee were $48,000 and $24,000, respectively.

As of October 31, 2019, operating lease right-of use assets totaling $17,000 are recorded in Prepaid and other current assets, and the associated lease liability of $48,000 is included in Accrued expenses within the condensed consolidated balance sheets. The Company used a discount rate of 8.0% to determine the lease liability.

Total costs associated with leased assets are as follows:


	Three Months Ended October 31, 2019
Operating lease cost	$	54,000
Sublease income		(72,000)
Total operating lease income	$	(18,000)

	Nine Months Ended October 31, 2019
Operating lease cost	$	171,000
Sublease income		(216,000)
Total operating lease income	$	(45,000)

In the third quarter of fiscal year 2018, we assigned our then current Atlanta office lease that would have expired in November 2022 and entered into a membership agreement to occupy shared office space in Atlanta. As a result of assigning the office lease, we recorded a $562,000 loss on exit of the operating lease in the third quarter of fiscal year 2018. The membership agreement does not qualify as a lease under ASC 842 as the owner has substantive substitution rights, therefore the Company recognizes expenses as incurred. See Note 7 – Commitments and Contingencies for further details on our shared office arrangement.

Debt

9 Months Ended

Oct. 31, 2019

Debt

DEBT

NOTE 4 — DEBT

Term Loan and Line of Credit

During October 2019 the Company entered into a sixth amendment to its Credit Agreement (the “Sixth Amendment”) with Wells Fargo Bank, N.A., as administrative agent, and other lender parties thereto. Pursuant to the terms of the Sixth Amendment, the Company received consent to proceed with the redemption of the Series A Convertible Preferred Stock. Amounts outstanding under the Credit Agreement continued to bear interest at either LIBOR or the base rate, as elected by the Company, plus an applicable margin, plus, after the effective date of the amendment to the Credit Agreement entered into as of September 11, 2019 (the “Fifth Amendment”), a “paid in kind” rate, or PIK Rate, of 2.75%.

Subject to the Company’s leverage ratio, pursuant to the terms of the amendment to the Credit Agreement entered into as of April 15, 2015, the applicable LIBOR rate margin varied from 4.25% to 6.25%, and the applicable base rate margin varied from 3.25% to 5.25%. The original term loan and line of credit maturity date of May 21, 2020 was extended to August 21, 2020. Additionally, the Credit Agreement, as amended by the Fifth Amendment, requires the payment of certain other fees and expenses, including (a) an amendment fee of up to $200,000 ($50,000 per quarter) and (b) consulting costs of approximately $100,000.

The Sixth Amendment reduced the Company’s capacity on the existing revolving credit from $5,000,000 to $1,500,000, subject to other restrictions as described herein.

The Credit Agreement, as amended, included customary financial covenants, including the requirements that the Company maintain minimum liquidity and achieve certain minimum EBITDA levels (as defined in the Credit Agreement), among other covenants, including a requirement that the Company refrain from paying dividends on the common and any preferred stock. In addition, the Credit Agreement, as amended by the Fifth Amendment, required that the Company (i) engage a consultant for purposes of preparing a budget to be shared with the administrative agent and to be adhered to by the Company and other financial information requested by the administrative agent, (ii) enter into amendments to the Company’s licensing agreements with Montefiore, (iii) pursue a refinancing transaction for purposes of satisfying its obligations under the Credit Agreement, and in connection therewith, achieve certain refinancing milestones and provide the administrative agent with certain deliverables, information and access to its personnel and records, and (iv) on or before October 15, 2019, provide evidence of a common equity contribution of no less than $1,500,000.

Pursuant to the terms of the Credit Agreement, as amended by the Sixth Amendment, the Company was required to maintain minimum liquidity of at least $1,000,000 at all times.

The following table shows our minimum monthly (“Bank EBITDA”) defined as Adjusted EBITDA, less capitalized software development costs for the applicable period, covenant thresholds, as modified by the Fifth Amendment:


Applicable period	Minimum EBITDA
For the twelve-month period ending August 31, 2019	$	(505,000)
For the twelve-month period ending September 30, 2019		(752,000)
For the twelve-month period ending October 31, 2019		(850,000)
For the twelve-month period ending November 30, 2019		(597,000)
For the twelve-month period ending December 31, 2019		(608,000)
For the twelve-month period ending January 31, 2020		(289,000)
For the twelve-month period ending February 29, 2020		(124,000)
For the twelve-month period ending March 31, 2020		(195,000)
For the twelve-month period ending April 30, 2020		(683,000)
For the twelve-month period ending May 31, 2020		(560,000)
For the twelve-month period ending June 30, 2020		(368,000)
For the twelve-month period ending July 31, 2020 and for the twelve-month period ending on the last day of each month thereafter		(374,000)

As of October 31, 2019, the Company had no borrowings under the revolving line of credit, and had accrued $17,000 in interest and unused line fees. Based upon the borrowing base formula set forth in the Credit Agreement, as of October 31, 2019, the Company had access to the full amount of the $1,500,000 revolving line of credit.

As described in Note 9, the Company entered into the Loan and Security Agreement with Bridge Bank and into a definitive asset purchase agreement with Hyland Healthcare, who will acquire certain assets of and assume certain identified liabilities of the Company’s legacy Enterprise Content Management business (the “ECM Business”) upon the satisfaction of certain customary closing conditions, including the receipt of approval of the Company’s stockholders. Under the terms of the Loan and Security Agreement, the Company must prepay the Term Advance (as defined under the Loan and Security Agreement) from all available proceeds of the sale of the ECM Business. As such, the Company is required and will have both the intent and ability to repay its term loan and, accordingly, has reclassified the term loan from non-current to current.

Outstanding principal balances on debt consisted of the following at:


	October 31, 2019		January 31, 2019
Line of Credit	$	—	$	—
Term loan		3,582,000		4,030,000
Total		3,582,000		4,030,000
Deferred financing cost		(110,000)		(82,000)
Total		3,472,000		3,948,000
Less: Current portion		(3,472,000)		(597,000)
Non-current portion of debt	$	—	$	3,351,000

Convertible Preferred Stock

9 Months Ended

Oct. 31, 2019

Convertible Preferred Stock

CONVERTIBLE PREFERRED STOCK

NOTE 5 — CONVERTIBLE PREFERRED STOCK

Redemption of Series A Convertible Preferred Stock

On October 16, 2019, the Company issued 9,473,691 shares of common stock in consideration for aggregate proceeds of $9,663,000 in a private placement transaction. Each share of common stock was sold to the purchasers at $1.02 per share. The proceeds from the sale of common stock were used to redeem all 2,895,464 outstanding shares of Series A Convertible Preferred Stock, which were redeemed for a redemption price equal to $2.00 per share for a total redemption payment of $5,813,000 including $22,000 of direct costs associated with the redemption.

Pursuant to the guidance in ASC 260-10-S99-2 for redemptions of preferred stock, the Company compared the difference between the carrying amount of the Series A Convertible Preferred Stock, net of issuance costs, of $8,686,000 to the fair value of the consideration transferred of $5,813,000, which was reduced by the commitment date intrinsic value of the conversion option since the redemption included the reacquisition of a previously recognized beneficial conversion feature of $2,021,000 and added this difference to net income to arrive at income available to common stockholders in the calculation of basic earnings per share. As the carrying value of the Series A Convertible Preferred Stock was $8,686,000 on the date of redemption, the Company reflected the resulting return from the preferred stockholders of $4,894,000 as an adjustment to net income (loss) attributable to common stockholders in the Company’s basic and diluted EPS calculations for the three and nine months ended October 31, 2019.


Balance at January 31, 2019	$	8,686,000
Redemption of Series A Convertible Preferred Stock		(5,791,000)
Fees paid for redemption of Series A Convertible Preferred Stock		(22,000)
Previously recognized beneficial conversion feature		2,021,000
Return from the preferred stockholders	$	4,894,000

See Note 2 for the Company’s basic and diluted EPS calculations.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Oct. 31, 2019
Commitments and Contingencies
COMMITMENTS AND CONTINGENCIES	NOTE 7 — COMMITMENTS AND CONTINGENCIES Membership agreement to occupy shared office space In fiscal year 2018, the Company entered into a membership agreement to occupy shared office space in Atlanta, Georgia. Our new shared office arrangement commenced upon taking possession of the space and ends in November 2020. Fees due under the membership agreement are based on the number of contracted seats and the use of optional office services. As of October 31, 2019, minimum fees due under the shared office arrangement totaled $160,000. Royalty Liability On October 25, 2013, we entered into a Software License and Royalty Agreement (the “Royalty Agreement”) with Montefiore Medical Center (“Montefiore”) pursuant to which Montefiore granted us an exclusive, worldwide 15‑year license of Montefiore’s proprietary clinical analytics platform solution, Clinical Looking Glass® (“CLG”), now known as our Clinical Analytics solution. In addition, Montefiore assigned to us the existing license agreement with a customer using CLG. As consideration under the Royalty Agreement, we paid Montefiore a one-time initial base royalty fee of $3,000,000. Additionally, we originally committed that Montefiore would receive at least an additional $3,000,000 of on-going royalty payments related to future sublicensing of CLG by us within the first six and one-half years of the license term. On July 1, 2018, we entered into a joint amendment to the Royalty Agreement and the existing Software License and Support Agreement with Montefiore to modify the payment obligations of the parties under both agreements. According to the modified provisions, our obligation to pay on-going royalties under the Royalty Agreement was replaced with the obligation to (i) provide maintenance services for 24 months and waive associated maintenance fees, and (ii) pay $1,000,000 in cash by July 31, 2020. As a result of the commitment to fulfill a portion of our obligation by providing maintenance services at no cost, the royalty liability was significantly reduced, with a corresponding increase to deferred revenues. As of October 31, 2019, we had $552,000 in deferred revenues associated with this modified royalty liability. The fair value of the royalty liability as of October 31, 2019 was determined based on the amount payable in cash. As of October 31, 2019 and January 31, 2019, the present value of this royalty liability was $953,000 and $905,000, respectively.

Related Party Transactions	9 Months Ended
Related Party Transactions	Oct. 31, 2019
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 8 — RELATED PARTY TRANSACTIONS In the second quarter of fiscal year 2019, in connection with the appointment of Wyche T. “Tee” Green, III, Chairman of the Board of the Company and Chairman and Chief Executive Officer of 121G, LLC (“121G”), as interim President and Chief Executive Officer of the Company, we entered into a consulting agreement with 121G Consulting, LLC (“121G Consulting”), an affiliate of 121G, to provide an assessment of the Company’s innovation and growth teams and strategies and to develop a set of prioritized recommendations to be consolidated into a strategic plan for the Company’s leadership team. The term of the agreement is three months (through October 2019), and 121G Consulting is expected to receive approximately $100,000 for services rendered under the consulting agreement, as well as reasonable and documented travel and other expenses incurred by 121G Consulting in rendering its services, which were approved by the Company’s Audit Committee of the Board of Directors. For the three-month and nine-month periods ended October 31, 2019, consulting fees incurred and payable to 121G Consulting totaled $116,000 and $121,000, respectively, and were included in executive transition cost on the condensed consolidated statements of operations.

Subsequent Events	9 Months Ended
Subsequent Events	Oct. 31, 2019
Subsequent Events
SUBSEQUENT EVENTS	NOTE 9 — SUBSEQUENT EVENTS We have evaluated subsequent events occurring after October 31, 2019 and based on our evaluation we did not identify any events that would have required recognition or disclosure in these condensed consolidated financial statements, except for the following. Loan and Security Agreement with Bridge Bank. On December 11, 2019, the Company entered into a new Loan and Security Agreement (the “Loan and Security Agreement”) with Bridge Bank, a division of Western Alliance Bank, consisting of a $4,000,000 Term Loan and a $2,000,000 Revolving Credit Facility. The proceeds from the term loan were used to repay all outstanding balances under its existing term loan with Wells Fargo Bank. Amounts outstanding under the new Term Loan shall bear interest at a per annum rate equal to the higher of (a) the Prime Rate (as published in The Wall Street Journal) plus 1.50% or (b) 6.50%. Under the terms of the Loan and Security Agreement the Company shall make interest-only payments through the twelve-month anniversary date after which the Company shall repay the new Term Loan in thirty-six equal and consecutive installments of principal, plus monthly payments of accrued interest. The new Revolving Credit Facility has a maturity date of twenty-four months and advances shall bear interest at a per annum rate equal to the higher of (a) the Prime Rate (as published in The Wall Street Journal) plus 1.25% or (b) 6.25%. The Revolving Credit Facility can be advanced based upon 80% of eligible accounts receivable, as defined in the Loan and Security Agreement. Upon closing and funding of the sale of the ECM Business (see below), the Company is required to repay the Term Loan, however, the Company will continue to have access to the Revolving Credit Facility. The Company has classified the prior term loan from Wells Fargo, as current as of October 31, 2019, because of its intent and ability to pay the replacement Term Loan, in full, on or before, a twelve month period extending from the October 31, 2019 balance sheet date. The Loan and Security Agreement, as amended, includes financial covenants, including requirements that the Company maintain a minimum asset coverage ratio and certain other financial covenants, including requirements that the Company shall not deviate by more than fifteen percent its revenue projections over a trailing three-month basis or the Company’s recurring revenue shall not deviate by more than twenty percent over a cumulative year-to-date basis of its revenue projections. In addition, beginning on December 31, 2019, the Company’s Bank EBITDA, measured on a monthly basis over a trailing three-month period then ended, shall not deviate by the greater of thirty percent its projected Bank EBITDA or $150,000. The agreement also requires the Company to maintain a minimum Asset Coverage Ratio. The Asset Coverage Ratio is determined based on the ratio of unrestricted cash plus certain accounts that arise in the ordinary course the Company’s business divided by all outstanding obligations to the bank. Pursuant to the terms of the new Loan and Security Agreement, the Company is required to maintain a minimum Asset Coverage Ratio of at least 0.75 to 1.00 from December 31, 2019 through November 30, 2020 and a minimum Asset Coverage Ratio of at least 1.50 to 1.00 each month thereafter. The foregoing discussion regarding the Loan and Security Agreement does not purport to be complete and is qualified in its entirety by reference to the Loan and Security Agreement itself, which has been filed as Exhibit 10.5 to this Quarterly Report on Form 10-Q. Wells Fargo Credit Agreement. In connection with entering into the Loan and Security Agreement discussed above, the Company terminated the Credit Agreement, dated November 21, 2014, by and among Wells Fargo Bank, National Association, a banking association, as administrative agent for the Lenders (as defined thereunder), the Lenders, the Company, and Streamline Health, Inc., an Ohio corporation and wholly-owned subsidiary of the Company, as amended from time to time, effective December 11, 2019, and repaid all outstanding amounts due thereunder. Sale of ECM Business. On December 17, 2019, the Company entered into a definitive asset purchase agreement with Hyland Software, Inc. (the “Purchase Agreement”) who is acquiring the assets of and certain identified liabilities of the Company’s ECM Business. The purchase price for the transaction is $16 million, subject to certain adjustments for customer prepayments as set forth in the Purchase Agreement. The Purchase Agreement and related transactions remain subject to approval of the stockholders of the Company, and is the transaction anticipated to close no later than March 31, 2020. The foregoing discussion regarding the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Purchase Agreement itself, which is attached as Exhibit 2.1 to the Company’s Current Report on Form 8-K, which was filed with the SEC on December 18, 2019.

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Oct. 31, 2019

Summary of Significant Accounting Policies

Use of Estimates

Restatement of Previously Issued Consolidated Financial Statements for Immaterial Error

Immaterial Correction of Errors


		Overstatement /
		(Understatement) of
Period		Amortization Expense
Prior to fiscal year ended January 31, 2019	$	532,000
Three months ended April 30, 2019	$	(153,000)
Three months ended July 31, 2019	$	(165,000)

Capitalized Software Development Costs

Fair Value of Financial Instruments

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs that are not corroborated by market data.

The table below provides information on our liabilities that are measured at fair value on a recurring basis:


			Quoted Prices in		Significant Other		Significant
	Total Fair		Active Markets		Observable Inputs		Unobservable Inputs
	Value		(Level 1)		(Level 2)		(Level 3)
At October 31, 2019
Royalty liability (1)	$	953,000	$	—	$	—	$	953,000

At January 31, 2019
Royalty liability (1)	$	905,000	$	—	$	—	$	905,000

Revenue Recognition

We commence revenue recognition (Step 5 below) in accordance with that core principle after applying the following steps:

Step 1: Identify the contract(s) with a customer

Step 2: Identify the performance obligations in the contract

Step 3: Determine the transaction price

Step 4: Allocate the transaction price to the performance obligations in the contract

Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation

Contract Combination

Systems Sales

Maintenance and Support Services

Software-Based Solution Professional Services

Software as a Service

Audit Services

Audit services are a separate performance obligation. We recognize revenue over time as the services are performed.

Disaggregation of Revenue

The following table provides information about disaggregated revenue by type and nature of revenue stream:


	Nine Months Ended October 31, 2019
	Recurring Revenue		Non-recurring Revenue		Total
Systems sales	$	27,000	$	1,019,000	$	1,046,000
Professional services		—		1,615,000		1,615,000
Audit services		—		1,266,000		1,266,000
Maintenance and support		8,537,000		—		8,537,000
Software as a service		3,474,000		—		3,474,000
Total revenue:	$	12,038,000	$	3,900,000	$	15,938,000

Contract Receivables and Deferred Revenues

Transaction price allocated to the remaining performance obligations

Deferred commissions costs (contract acquisition costs)

Equity Awards

Income Taxes

Net Earnings (Loss) Per Common Share

The following is the calculation of the basic and diluted net loss per share of common stock:


	Three Months Ended
	October 31, 2019		October 31, 2018
Net loss	$	(164,000)	$	(678,000)
Add: redemption of Series A Convertible Preferred Stock		4,894,000		—
Net income (loss) attributable to common shareholders		4,730,000		(678,000)
Weighted average shares outstanding - Basic (1)		21,598,146		19,655,882
Effect of dilutive securities - Stock options, Restricted stock and Series A Convertible Preferred Stock (2)		—		—
Weighted average shares outstanding - Diluted		21,598,146		19,655,882
Basic net income (loss) per share of common stock	$	0.22	$	(0.03)
Diluted net loss per share of common stock	$	(0.01)	$	(0.03)


	Nine Months Ended
	October 31, 2019		October 31, 2018
Net loss	$	(459,000)	$	(2,768,000)
Add: redemption of Series A Convertible Preferred Stock		4,894,000		—
Net income (loss) attributable to common shareholders		4,435,000		(2,768,000)
Weighted average shares outstanding - Basic (1)		20,435,055		19,495,745
Effect of dilutive securities - Stock options, Restricted stock and Series A Convertible Preferred Stock (2)		—		—
Weighted average shares outstanding - Diluted		20,435,055		19,495,745
Basic net income (loss) per share of common stock	$	0.22	$	(0.14)
Diluted net loss per share of common stock	$	(0.02)	$	(0.14)

(1)

Excludes 1,185,918 unvested restricted shares of common stock as of October 31, 2019, which are considered non-participating securities.

(2)

Recent Accounting Pronouncements

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Oct. 31, 2019

Summary of Significant Accounting Policies

Schedule of impacts of error correction


		Overstatement /
		(Understatement) of
Period		Amortization Expense
Prior to fiscal year ended January 31, 2019	$	532,000
Three months ended April 30, 2019	$	(153,000)
Three months ended July 31, 2019	$	(165,000)

Fair Value of Liabilities on a Recurring Basis


			Quoted Prices in		Significant Other		Significant
	Total Fair		Active Markets		Observable Inputs		Unobservable Inputs
	Value		(Level 1)		(Level 2)		(Level 3)
At October 31, 2019
Royalty liability (1)	$	953,000	$	—	$	—	$	953,000

At January 31, 2019
Royalty liability (1)	$	905,000	$	—	$	—	$	905,000

(1)

Schedule of Disaggregated Revenue


	Nine Months Ended October 31, 2019
	Recurring Revenue		Non-recurring Revenue		Total
Systems sales	$	27,000	$	1,019,000	$	1,046,000
Professional services		—		1,615,000		1,615,000
Audit services		—		1,266,000		1,266,000
Maintenance and support		8,537,000		—		8,537,000
Software as a service		3,474,000		—		3,474,000
Total revenue:	$	12,038,000	$	3,900,000	$	15,938,000

Schedule of Earnings Per Share, Basic and Diluted


	Three Months Ended
	October 31, 2019		October 31, 2018
Net loss	$	(164,000)	$	(678,000)
Add: redemption of Series A Convertible Preferred Stock		4,894,000		—
Net income (loss) attributable to common shareholders		4,730,000		(678,000)
Weighted average shares outstanding - Basic (1)		21,598,146		19,655,882
Effect of dilutive securities - Stock options, Restricted stock and Series A Convertible Preferred Stock (2)		—		—
Weighted average shares outstanding - Diluted		21,598,146		19,655,882
Basic net income (loss) per share of common stock	$	0.22	$	(0.03)
Diluted net loss per share of common stock	$	(0.01)	$	(0.03)


	Nine Months Ended
	October 31, 2019		October 31, 2018
Net loss	$	(459,000)	$	(2,768,000)
Add: redemption of Series A Convertible Preferred Stock		4,894,000		—
Net income (loss) attributable to common shareholders		4,435,000		(2,768,000)
Weighted average shares outstanding - Basic (1)		20,435,055		19,495,745
Effect of dilutive securities - Stock options, Restricted stock and Series A Convertible Preferred Stock (2)		—		—
Weighted average shares outstanding - Diluted		20,435,055		19,495,745
Basic net income (loss) per share of common stock	$	0.22	$	(0.14)
Diluted net loss per share of common stock	$	(0.02)	$	(0.14)

(1)

Excludes 1,185,918 unvested restricted shares of common stock as of October 31, 2019, which are considered non-participating securities.

Leases (Tables)

9 Months Ended

Oct. 31, 2019

Leases

Schedule of Future Minimum Lease Payment


	Three Months Ended October 31, 2019
Operating lease cost	$	54,000
Sublease income		(72,000)
Total operating lease income	$	(18,000)

	Nine Months Ended October 31, 2019
Operating lease cost	$	171,000
Sublease income		(216,000)
Total operating lease income	$	(45,000)

Debt (Tables)

9 Months Ended

Oct. 31, 2019

Debt

Minimum Trailing Four Quarter Period EBITDA Covenant Thresholds


Applicable period	Minimum EBITDA
For the twelve-month period ending August 31, 2019	$	(505,000)
For the twelve-month period ending September 30, 2019		(752,000)
For the twelve-month period ending October 31, 2019		(850,000)
For the twelve-month period ending November 30, 2019		(597,000)
For the twelve-month period ending December 31, 2019		(608,000)
For the twelve-month period ending January 31, 2020		(289,000)
For the twelve-month period ending February 29, 2020		(124,000)
For the twelve-month period ending March 31, 2020		(195,000)
For the twelve-month period ending April 30, 2020		(683,000)
For the twelve-month period ending May 31, 2020		(560,000)
For the twelve-month period ending June 30, 2020		(368,000)
For the twelve-month period ending July 31, 2020 and for the twelve-month period ending on the last day of each month thereafter		(374,000)

Summary of Term Loan and Line of Credit

Outstanding principal balances on debt consisted of the following at:


	October 31, 2019		January 31, 2019
Line of Credit	$	—	$	—
Term loan		3,582,000		4,030,000
Total		3,582,000		4,030,000
Deferred financing cost		(110,000)		(82,000)
Total		3,472,000		3,948,000
Less: Current portion		(3,472,000)		(597,000)
Non-current portion of debt	$	—	$	3,351,000

- Definition

Tabular disclosure of long-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 entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Convertible Preferred Stock (Tables)

9 Months Ended

Oct. 31, 2019

Convertible Preferred Stock

Schedule of Redemption of Series A Convertible Preferred Stock


Balance at January 31, 2019	$	8,686,000
Redemption of Series A Convertible Preferred Stock		(5,791,000)
Fees paid for redemption of Series A Convertible Preferred Stock		(22,000)
Previously recognized beneficial conversion feature		2,021,000
Return from the preferred stockholders	$	4,894,000

Basis of Presentation (Details)	9 Months Ended
Basis of Presentation (Details)	Oct. 31, 2019 segment item
Basis of Presentation
Number of Operating Segments \| segment	1
Number of reporting unit \| item	1

Summary of Significant Accounting Policies - Restatement for error correction (Details) - USD ($)	3 Months Ended						9 Months Ended		12 Months Ended
	Oct. 31, 2019	Jul. 31, 2019	Apr. 30, 2019	Oct. 31, 2018	Jul. 31, 2018	Apr. 30, 2018	Oct. 31, 2019	Oct. 31, 2018	Jan. 31, 2019
Impact of prior-period errors
Net income (loss)	$ (164,000)	$ (608,000)	$ 313,000	$ (678,000)	$ (1,521,000)	$ (569,000)	$ (459,000)	$ (2,768,000)
Amortization Expense							(644,000)	$ (895,000)
Restatement Adjustment \| Adjustment for Capitalized Software Costs
Impact of prior-period errors
Amortization Expense	$ 214,000						$ 532,000
Capitalized Software Costs \| Restatement Adjustment
Impact of prior-period errors
Amortization Expense		$ 165,000	$ 153,000						$ (532,000)

- Definition

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

+ References + Details

Summary of Significant Accounting Policies - Capitalized Software Development Costs (Details) - USD ($)	3 Months Ended
	Oct. 31, 2019	Jan. 31, 2019
Capitalized Software Development Costs
Capitalized software development costs	$ 7,785,000	$ 5,698,000
Capitalized software development costs for software to be sold, leased, or marketed
Capitalized Software Development Costs
Capitalized software development costs	$ 3,470,000	2,921,000
Capitalized software development costs for software to be sold, leased, or marketed \| Minimum
Capitalized Software Development Costs
Useful life of asset	3 years
Capitalized software development costs for software to be sold, leased, or marketed \| Maximum
Capitalized Software Development Costs
Useful life of asset	5 years
Internal-use software development costs
Capitalized Software Development Costs
Capitalized software development costs	$ 4,153,000	$ 2,565,000
Internal-use software development costs \| Minimum
Capitalized Software Development Costs
Useful life of asset	3 years
Internal-use software development costs \| Maximum
Capitalized Software Development Costs
Useful life of asset	5 years

Summary of Significant Accounting Policies - Fair Value of Liabilities (Details) - USD ($)	Oct. 31, 2019	Jan. 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Transfer of assets from level 1 to level 2	$ 0	$ 0
Transfer of assets from level 2 to level 1	0	0
Transfer of liabilities from level 1 to level 2	0	0
Transfer of liabilities from level 2 to level 1	0	0
Royalty liability	953,000	905,000
Quoted Prices in Active Markets (Level 1)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Royalty liability	0	0
Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Royalty liability	0	0
Significant Unobservable Inputs (Level 3)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Royalty liability	$ 953,000	$ 905,000

Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($)	3 Months Ended		9 Months Ended
	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2019	Oct. 31, 2018	Jan. 31, 2019
Summary of Significant Accounting Policies
Deferred professional costs	$ 210,000		$ 210,000		$ 251,000
Accumulated amortization of deferred costs	244,000		244,000		$ 399,000
Amortization of deferred costs	$ 45,000	$ 91,000	$ 150,000	$ 193,000

Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($)	3 Months Ended		9 Months Ended
	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2019	Oct. 31, 2018
Disaggregation of Revenue [Line Items]
Professional services	$ 626,000	$ 577,000	$ 1,615,000	$ 1,086,000
Audit services	517,000	234,000	1,266,000	841,000
Software as a service	1,150,000	1,198,000	3,474,000	3,570,000
Total Revenues	5,788,000	5,369,000	15,938,000	16,901,000
Revenue recognized			6,244,000
Content Management
Disaggregation of Revenue [Line Items]
Professional services			0
Audit services			0
Software as a service			3,474,000
Total Revenues			12,038,000
Financial Management
Disaggregation of Revenue [Line Items]
Professional services			1,615,000
Audit services			1,266,000
Software as a service			0
Total Revenues			3,900,000
System Sales
Disaggregation of Revenue [Line Items]
Revenues	668,000	309,000	1,046,000	1,827,000
System Sales \| Content Management
Disaggregation of Revenue [Line Items]
Revenues			27,000
System Sales \| Financial Management
Disaggregation of Revenue [Line Items]
Revenues			1,019,000
Maintenance and Support
Disaggregation of Revenue [Line Items]
Revenues	$ 2,827,000	$ 3,051,000	8,537,000	$ 9,577,000
Maintenance and Support \| Content Management
Disaggregation of Revenue [Line Items]
Revenues			8,537,000
Maintenance and Support \| Financial Management
Disaggregation of Revenue [Line Items]
Revenues			$ 0

Summary of Significant Accounting Policies - Revenue Performance Obligations (Details) $ in Millions	Oct. 31, 2019 USD ($)
Summary of Significant Accounting Policies
Remaining performance obligations	$ 24
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-11-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Percentage of remaining performance obligation to be recognized over the next 12 months	70.00%
Period in which remaining performance obligation is expected to be satisfied	12 months

Summary of Significant Accounting Policies - Deferred Commissions Costs (Details) - USD ($)	3 Months Ended		9 Months Ended
	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2019	Oct. 31, 2018
Amortization of deferred commissions	$ 95,000		$ 150,000
Impairment losses for capitalized costs	0	$ 0	0	$ 0
Prepaid Expenses and Other Current Assets
Deferred commission costs paid and payable	155,000		155,000
Other Noncurrent Assets
Deferred commission costs paid and payable	$ 319,000		$ 319,000

Summary of Significant Accounting Policies - Narratives others (Details) - USD ($)	3 Months Ended		9 Months Ended
	Oct. 31, 2019	Oct. 31, 2018	Oct. 31, 2019	Oct. 31, 2018	Jan. 31, 2019
Class of Stock [Line Items]
Share-based compensation expense	$ 290,000	$ 125,000	$ 719,000	$ 492,000
Cost of shares for tax withholding			50,000	$ 62,000
Reserves for uncertain tax positions and corresponding interest and penalties	$ 296,000		$ 296,000		$ 275,000
Restricted Stock \| Vested Upon Issuance
Class of Stock [Line Items]
Granted (in shares)	50,000
Restricted Stock \| Vested Upon Performance Targets
Class of Stock [Line Items]
Granted (in shares)	100,000
Minimum \| Restricted Stock
Class of Stock [Line Items]
Service period (in years)			1 year
Maximum \| Restricted Stock \| Restricted Stock
Class of Stock [Line Items]
Service period (in years)			4 years

Summary of Significant Accounting Policies - Loss Per Share (Details) - USD ($)		3 Months Ended						9 Months Ended
	Oct. 16, 2019	Oct. 31, 2019	Jul. 31, 2019	Apr. 30, 2019	Oct. 31, 2018	Jul. 31, 2018	Apr. 30, 2018	Oct. 31, 2019	Oct. 31, 2018
Basic and Diluted loss per share:
Net loss		$ (164,000)	$ (608,000)	$ 313,000	$ (678,000)	$ (1,521,000)	$ (569,000)	$ (459,000)	$ (2,768,000)
Add: Redemption of Series A Preferred Stock		4,894,000						4,894,000
Net income (loss) attributable to common shareholders		$ 4,730,000			$ (678,000)			$ 4,435,000	$ (2,768,000)
Weighted average shares - Basic (1)		21,598,146			19,655,882			20,435,055	19,495,745
Weighted average shares outstanding - Diluted		21,598,146			19,655,882			20,435,055	19,495,745
Basic net income (loss) per common stock (in dollars per share)		$ 0.22			$ (0.03)			$ 0.22	$ (0.14)
Diluted net loss per common stock (in dollars per share)		$ (0.01)			$ (0.03)			$ (0.02)	$ (0.14)
Series A Convertible Preferred Stock
Calculation of the basic and diluted net earnings (loss) per share of common stock
Antidilutive securities (in shares)		2,895,464						2,895,464
Stock Option
Calculation of the basic and diluted net earnings (loss) per share of common stock
Antidilutive securities (in shares)		938,671			1,612,990			938,671	1,612,990
Restricted Stock
Calculation of the basic and diluted net earnings (loss) per share of common stock
Unvested restricted shares considered non-participating securities								1,185,918
Antidilutive securities (in shares)		1,185,918			2,239,047			1,185,918	2,239,047
Series A Preferred Stock
Basic and Diluted loss per share:
Add: Redemption of Series A Preferred Stock	$ 4,894,000							$ 4,894,000

Leases (Details) - USD ($)	3 Months Ended	9 Months Ended
Leases (Details) - USD ($)	Oct. 31, 2018	Oct. 31, 2018	Oct. 31, 2019	Feb. 01, 2019
Loss on exit of operating lease	$ (562,000)	$ (1,368,000)
Loss incurred on the disposal of fixed assets		$ (5,000)
Total minimum rentals due			$ 48,000
Total minimum rentals to be received			24,000
Operating lease right-of use assets			$ 17,000	$ 175,000
Operating lease right-of use assets extensible list			us-gaap:PrepaidExpenseCurrent
Lease liability			$ 48,000	$ 464,000
Lease liability extensible list			us-gaap:AccruedLiabilitiesCurrent
Discount rate			8.00%
NEW YORK
Loss on exit of operating lease	(472,000)
GEORGIA
Loss on exit of operating lease	$ (562,000)

Leases - Leased Assets (Details) - USD ($)	3 Months Ended	9 Months Ended
Leases - Leased Assets (Details) - USD ($)	Oct. 31, 2019	Oct. 31, 2019
Costs associated with leased assets
Operating lease cost	$ 54,000	$ 171,000
Sublease income	(72,000)	(216,000)
Total operating lease income	$ (18,000)	$ (45,000)

Debt - Narrative (Details) - USD ($)		1 Months Ended	9 Months Ended
Debt - Narrative (Details) - USD ($)	Sep. 11, 2019	Oct. 31, 2019	Oct. 31, 2019	Sep. 30, 2019
Debt Instrument [Line Items]
Line of credit amount outstanding		$ 0	$ 0
Revolving Credit Facility
Debt Instrument [Line Items]
Commitment fee in connection with the term loan			17,000
Credit Agreement
Debt Instrument [Line Items]
Amendment fee		200,000	200,000
Quarterly amendment fee		50,000	50,000
Consulting cost		100,000	100,000
Minimum liquidity		1,000,000	1,000,000
Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Revolving line of credit		$ 1,500,000	1,500,000	$ 5,000,000
LIBOR \| Credit Agreement \| Minimum
Debt Instrument [Line Items]
Basis spread on interest rate (as a percent)		4.25%
LIBOR \| Credit Agreement \| Maximum
Debt Instrument [Line Items]
Basis spread on interest rate (as a percent)		6.25%
Base Rate \| Credit Agreement \| Minimum
Debt Instrument [Line Items]
Basis spread on interest rate (as a percent)		3.25%
Base Rate \| Credit Agreement \| Maximum
Debt Instrument [Line Items]
Basis spread on interest rate (as a percent)		5.25%
Paid-in-Kind Rate \| Credit Agreement
Debt Instrument [Line Items]
Basis spread on interest rate (as a percent)	2.75%
Through and including October 31, 2019 \| Credit Agreement \| Minimum
Debt Instrument [Line Items]
Common equity contribution		$ 1,500,000	$ 1,500,000

Debt - EBITDA Covenant Thresholds (Details) - Credit Agreement	3 Months Ended
	Oct. 31, 2019 USD ($)
August 31, 2019
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	$ (505,000)
September 30, 2019
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	(752,000)
October 31, 2019
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	(850,000)
November 30, 2019
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	(597,000)
December 31, 2019
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	(608,000)
January 31, 2020
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	(289,000)
February 29, 2020
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	(124,000)
March 31, 2020
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	(195,000)
April 30, 2020
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	(683,000)
May 31, 2020
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	(560,000)
June 30, 2020
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	(368,000)
Period ending July 31, 2020 and Thereafter
Debt Instrument [Line Items]
Debt covenant, minimum EBITDA	$ (374,000)

Debt - Summary of Term Loan and Line of Credit (Details) - USD ($)	Oct. 31, 2019	Jan. 31, 2019	Jan. 31, 2018
Debt Instrument [Line Items]
Long-term debt	$ 3,582,000		$ 4,030,000
Less: Current portion	(3,472,000)	$ (597,000)
Term Loan
Debt Instrument [Line Items]
Long-term debt	3,582,000		4,030,000
Deferred financing cost	(110,000)		(82,000)
Total	3,472,000		3,948,000
Less: Current portion	$ (3,472,000)		(597,000)
Non-current portion of debt			$ 3,351,000

Debt - Schedule of Future Principal Repayments of Long-Term Debt (Details) - USD ($) $ in Thousands	Oct. 31, 2019	Jan. 31, 2018
Senior Term Loan
Total	$ 3,582	$ 4,030
Term Loan
Senior Term Loan
Total	3,582	4,030
Deferred finance costs	$ 110	$ 82

Convertible Preferred Stock (Details) - USD ($)		3 Months Ended	9 Months Ended
Convertible Preferred Stock (Details) - USD ($)	Oct. 16, 2019	Oct. 31, 2019	Oct. 31, 2019	Jan. 31, 2019
Class of Stock [Line Items]
Proceeds from issuance of common stock			$ 9,663,000
Redemption of Series A Preferred Stock			5,791,000
Convertible preferred stock, carrying value				$ 8,686,000
Fees paid for redemption of Series A Convertible Preferred Stock			(22,000)
Return from the preferred stockholders		$ 4,894,000	4,894,000
Common Stock
Class of Stock [Line Items]
Shares issued of common stock	9,473,691
Proceeds from issuance of common stock	$ 9,663,000
Shares issued, price per share (in dollars per share)	$ 1.02
Series A Preferred Stock
Class of Stock [Line Items]
Number of shares redeemed	2,895,464
Preferred stock, redemption price per share	$ 2.00
Redemption of Series A Preferred Stock	$ 5,813,000
Convertible preferred stock, carrying value	8,686,000			$ 8,686,000
Redemption of Series A Convertible Preferred Stock			(5,791,000)
Fees paid for redemption of Series A Convertible Preferred Stock	(22,000)		(22,000)
Previously recognized beneficial conversion feature	2,021,000	$ 2,021,000	2,021,000
Return from the preferred stockholders	$ 4,894,000		$ 4,894,000

Income Taxes (Details) - USD ($)	9 Months Ended
Income Taxes (Details) - USD ($)	Oct. 31, 2019	Oct. 31, 2018
Income Taxes
Federal tax expense	$ 0	$ 0
State and local tax provisions	$ 16,000	$ 16,000

Commitments and Contingencies (Details) - USD ($)	Jul. 01, 2018	Oct. 25, 2013	Oct. 31, 2019	Jan. 31, 2019
Commitments and Contingencies
Minimum fees due under shared office arrangement			$ 160,000
Royalty liability			953,000	$ 905,000
Royalty Agreement [Member]
Commitments and Contingencies
Term of licensing agreement		15 years
One-time initial base royalty fee		$ 3,000,000
Minimum commitment for additional royalty payments		$ 3,000,000
Period of time over which additional royalty payments are to be made	6 years 6 months
Term of maintenance and service	24 months
Cash payment due per royalty agreement	$ 1,000,000
Deferred revenue			$ 552,000

Related Party Transactions (Details) - One Twenty One G Consulting - USD ($)	3 Months Ended		9 Months Ended
	Jan. 31, 2020	Oct. 31, 2019	Oct. 31, 2019
Related Party Transaction [Line Items]
Term of consulting agreement		3 years
Consulting fees		$ 116,000	$ 121,000
Forecast
Related Party Transaction [Line Items]
Consulting fees	$ 100,000

Subsequent Events (Details) - Subsequent Event	Dec. 11, 2019 USD ($) item	Dec. 17, 2019 USD ($)
ECM Business
Proceeds from sale		$ 16,000,000
Loan and Security Agreement
Revenue deviation (Percentage)	15.00%
Recurring revenue deviation (Percentage)	20.00%
Percenatge of Adjusted EBITDA	30.00%
Debt covenant, minimum EBITDA	$ 150,000
Loan and Security Agreement \| Maximum
Asset Coverage Ratio	1.50%
Loan and Security Agreement \| Minimum
Asset Coverage Ratio	0.75%
Term Loan \| Loan and Security Agreement
Debt instrument, face amount	$ 4,000,000
Interest Rate	6.50%
Number of repayment intsallments \| item	36
Term Loan \| Loan and Security Agreement \| Prime Rate
Basis spread on interest rate (as a percent)	1.50%
Revolving Credit Facility \| Loan and Security Agreement
Revolving line of credit	$ 2,000,000
Interest Rate	6.25%
Advances threshold, percentage of eligible accounts receivable	80.00%
Maturity period	24 months
Revolving Credit Facility \| Loan and Security Agreement \| Prime Rate
Basis spread on interest rate (as a percent)	1.25%

Summary of Significant Accounting Policies - Recent Accounting Pronouncements (Details) - USD ($)	Oct. 31, 2019	Feb. 01, 2019
Summary of Significant Accounting Policies
Operating Lease, Right-of-Use Asset	$ 17,000	$ 175,000
Operating Lease, Liability	$ 48,000	$ 464,000