Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block] | NOTE 1 – GENERAL, BASIS OF PRESENTATION, AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Rekor Systems, Inc. (“Rekor”) was formed in February 2017. On January 2, 2024 , the Company completed the acquisition of ATD by acquiring 100% of the issued and outstanding capital stock of ATD, which is now a wholly-owned subsidiary of the Company. These unaudited condensed consolidated interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Accordingly, they do not June 30, 2024 The financial data and other information disclosed in these notes are unaudited. The results for the three six June 30, 2024 , are not December 31, 2024 . These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10 December 31, 2023 . The year-end condensed balance sheet data was derived from audited financial statements but does not Dollar amounts, except per share data, in the notes to these unaudited condensed consolidated financial statements are rounded to the nearest $1,000. Correction of Previously Issued (Unaudited) Interim Financial Statements While undergoing a review of its unaudited condensed consolidated interim financial statements, the Company determined it had incorrectly classified the ATD Holdback Shares issued in connection with the acquisition of ATD as equity classified instead of liability classified. This impacted previously reported amounts for goodwill, current liabilities and additional paid in capital, among other line items in the unaudited condensed consolidated interim financial statements as of and for the three March 31, 2024. In accordance with Staff Accounting Bulletin (“SAB”) No. 99, No. 108, not three March 31, 2024. not three March 31, 2024, March 31, 2024 three six June 30, 2024. March 31, 2024 Changes in Condensed Consolidated Balance Sheet As reported Adjusted As corrected Long-term assets Goodwill $ 24,161 $ (452 ) $ 23,709 Total assets 107,150 (452 ) 106,698 Current liabilities Liability for ATD Holdback Shares - 1,634 1,634 Total liabilities 52,191 1,634 53,825 Stockholders' equity Additional paid-in capital 272,950 (2,086 ) 270,864 Total stockholders’ equity $ 54,959 $ (2,086 ) $ 52,873 Changes in Condensed Consolidated Statement of Shareholders' Equity Shares of common stock outstanding 85,324,918 (664,329 ) 84,660,589 The following tables set forth the effects of the error corrections on affected items within the Company’s previously reported interim condensed statements of operations for the periods indicated had the adjustments been made in the corresponding quarters (dollars in thousands, except share amounts): Three Months Ended March 31, 2024 Changes in Condensed Consolidated Statements of Operations As reported Adjusted As corrected Loss per common share $ (0.23 ) $ (0.01 ) $ (0.24 ) Weighted average shares outstanding basic and diluted 79,558,346 (664,329 ) 78,894,017 Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires the extensive use of management’s estimates. Management uses estimates and assumptions in preparing consolidated financial statements. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and reported revenues and expenses. On an ongoing basis, the Company evaluates its estimates, including those related to the collectability of accounts receivable, the fair value of intangible assets, the fair value of debt and equity instruments, income taxes and determination of standalone selling prices in contracts with customers that contain multiple performance obligations. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not may Liquidity and Going Concern Management has assessed going concern uncertainty to determine whether there is sufficient cash on hand, together with expected capital raises and working capital, to assure operations for a period of at least one The Company has generated losses and negative operating cashflows since its inception and has relied on external sources of financing to support cash flow from operations. The Company attributes losses to non-capital expenditures related to the scaling of existing products and services, development of new products and services and marketing efforts associated with these products and services. As of and for the six June 30, 2024 Our cash decreased by $12,296,000 for the six June 30, 2024 2023 Based on the Company's current business plan assumptions and the expected cash burn rate, the Company believes that the existing cash is insufficient to fund its current level of operations for the next twelve not The Company is actively monitoring its operations, cash on hand and working capital. The Company is currently in the process of reviewing and exploring external financing options in order to sustain its operations. If additional financing is not Significant Accounting Policies Goodwill The excess purchase consideration over the fair value of acquired assets and liabilities is recorded as goodwill. Goodwill is subject to impairment testing on an annual basis. The Company will assess goodwill for impairment annually on October 1st June 30, 2024 not Business Combination Management conducts a valuation analysis on the tangible and intangible assets acquired and liabilities assumed at the acquisition date thereof. During the measurement period, which may one may Amounts paid for acquisitions are allocated to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The Company allocates a portion of the purchase price to the fair value of identifiable intangible assets. The fair value of identifiable intangible assets is based on a detailed valuation that uses information and assumptions provided by management. The Company allocates any excess purchase price over the fair value of the net tangible and intangible assets acquired to goodwill. Fair Value of Financial Instruments The carrying amounts reported in the consolidated balance sheets for accounts receivable, notes receivable and accounts payable approximate fair value as of June 30, 2024 December 31, 2023 June 30, 2024 December 31, 2023 The determination of fair value is based upon the fair value framework established by ASC Topic 820, 820” 820 three may Level 1 Level 2 1 not observable market data for substantially the full term of the assets or liabilities. Level 3 no Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurements. Changes in the observability of valuation inputs may within the fair value hierarchy. The Company’s goodwill and other intangible assets are measured at fair value at the time of acquisition and analyzed on a recurring and non-recurring basis for impairment, respectively, using Level 3 The Company does not 1 2 3 3 There were no June 30, 2024 The following is a rollforward of the company’s contingent consideration and ATD Holdback Share liabilities: STS Contingent Consideration Balance as of January 1, 2024 $ 1,800 Loss (gain) due to change in fair value 100 Balance as of June 30, 2024 $ 1,900 ATD Holdback Shares Acquisition of ATD January 2, 2024 $ 1,635 Loss (gain) due to change in fair value (745 ) Balance as of June 30, 2024 $ 890 The following are the inputs in company’s ATD Holdback Share as of January 2, 2024 June 30, 2024: January 2, 2024 June 30, 2024 Closing stock price $ 3.14 $ 1.55 Discount for marketability $ (0.68 ) $ (0.21 ) Revenue Recognition The Company derives its revenues primarily from the licensing and sale of its roadway data and traffic management product and service offerings. These offerings include a mixture of data collection, implementation, engineering, customer support and maintenance services, as well as software and hardware. Revenue is recognized upon transfer of control of promised products and services to the Company’s customers, in an amount that reflects the consideration the Company expects to receive in exchange for those products and services. To determine revenue recognition for arrangements that the Company determines are within the scope of ASC 606, five ● Identification of the contract, or contracts, with a customer ● Identification of the performance obligations in the contract ● Determination of the transaction price ● Allocation of the transaction price to the performance obligations in the contract ● Recognition of revenue when, or as, performance obligations are satisfied The following table presents a summary of revenue (dollars in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Recurring revenue $ 6,284 $ 5,772 $ 11,246 $ 9,976 Product and service revenue 6,143 2,791 10,959 4,772 Total revenue $ 12,427 $ 8,563 $ 22,205 $ 14,748 Revenues Recurring revenue Recurring revenue includes the Company’s SaaS revenue, subscription revenue, eCommerce revenue and customer support revenue. The Company generates recurring revenue both from long-term contracts with customers that provide for periodic payments and from short-term contracts that are automatically invoiced on a monthly basis. The Company’s recurring revenue is generated by a combination of direct sales, partner-assisted sales, and eCommerce sales. Recurring revenues are generated through the Company’s Software-as-a-Service ("SaaS") model, where the Company provides customers with the right to access the Company’s software solutions for a fee. These services are made available to the customer continuously throughout the contractual period. However, the extent to which the customer uses the services may one five may The Company also currently receives recurring revenues under contracts entered into using a subscription model for data collection services and bundled hardware and software over a period. Payments for these services and subscriptions are received periodically over the term of the agreement and revenue is recognized ratably over the term of the agreement. In addition, some of our subscription revenue includes providing, through a web server, access to the Company’s software solutions, a self-managed database, and a cross-platform application programming interface. The subscription arrangements with these customers typically do not not eCommerce revenue is defined by the Company as revenue obtained through direct sales on the Company’s eCommerce platform. The Company’s eCommerce revenue generally includes subscriptions to the Company’s vehicle recognition software that can be purchased online and activated through a digital key. The Company's contracts with eCommerce customers are generally for a term of one Customer support revenue is associated with perpetual licenses and long-term subscription arrangements and consists primarily of technical support and product updates. The Company’s customer support team is ready to provide these maintenance services, as needed, to the customer during the contract term. The customer benefits evenly throughout the contract period from the guarantee that the customer support resources and personnel will be available to them. As customer support is not Product and service revenue Product and service revenue is defined as the Company’s implementation revenue, perpetual license sales, hardware sales, engineering services and contactless compliance revenue. Implementation revenue is recognized when the Company provides installation, construction and other implementation services to its customers. These services involve a fee and are typically associated with the sale of the Company’s data collection services, software and hardware. The Company’s implementation revenue is recognized over time as the implementation is completed. In addition to recurring revenue from software sales, the Company recognizes point-in-time revenue related to the sale of perpetual software licenses. The Company sells perpetual licenses that provide customers the right to use software for an indefinite period in exchange for a one The Company also generates revenue through the sale of hardware through its partner program and internal sales force distribution channels. The Company satisfies its performance obligation upon the transfer of control of hardware to its customers. The Company invoices end-user customers upon transfer of control of the hardware to its customers. The Company provides hardware installation services to customers which range from one six Contactless compliance revenues reflect arrangements to provide hardware systems and services that identify uninsured motor vehicles, notify owners of non-compliance through a diversion citation, and assist them in obtaining the required insurance as an alternative to traditional enforcement methods. Revenue is recognized monthly based on the number of diversion citations collected by the relevant jurisdiction. The Company also generates revenue through its engineering services. These services are provided at the request of its customers and the revenue related to these services is recognized over time as the service is completed. Revenue by Customer Type The following table presents a summary of revenue by customer type (dollars in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Urban Mobility $ 8,139 $ 3,574 $ 13,754 $ 6,329 Transportation Management 723 881 1,387 1,611 Public Safety 3,565 4,108 7,064 6,808 Total revenue $ 12,427 $ 8,563 $ 22,205 $ 14,748 Urban Mobility Urban Mobility revenue consists of revenue derived from the Company's roadway data aggregation activities. These activities can include the use of software applications that are part of the Rekor Discover™ platform, the primary application being Rekor’s count, class & speed application. This application fully automates the aggregation of Federal Highway Administration (“FHWA”) 13 Transportation Management Transportation Management revenue is associated with the Rekor Command™ platform and the associated applications underneath the platform. These provide traffic operations and traffic management centers with support through actionable, real-time incident reports integrated into a cross-agency communication and response system. Revenue is generated through contracts that include an upfront as well as recurring component. Public Safety P ublic Safety revenue consists of licensing of the Rekor Scout™ platform, licensing of Rekor CarCheck™ API, licensing of Rekor’s vehicle recognition software, as well as systems deployed for security, contactless compliance and public safety. Revenue is generated through recurring and perpetual license sales as well as one Performance obligations The Company contracts with customers in a variety of ways, including contracts that obligate the Company to provide services over time. Some contracts include performance obligations for several distinct services. For those contracts that have multiple distinct performance obligations, the Company allocates the total transaction price to each performance obligation based on its relative standalone selling price, which is determined based on the Company’s overall pricing objectives, taking into consideration market conditions and other factors. This may Where performance obligations for the remaining term of a contract with a customer are not June 30, 2024 twelve five Unbilled accounts receivable The timing of revenue recognition, billings and cash collections result in billed accounts receivable, unbilled accounts receivables, and contract liabilities on the unaudited condensed consolidated balance sheets. Billed and unbilled accounts receivable are presented as part of accounts receivable, net, on the unaudited condensed consolidated balance sheets. When billing occurs after services have been provided, such unbilled amounts will generally be billed and collected within 60 120 no twelve June 30, 2024 December 31, 2023 Contract liabilities When the Company advance bills clients prior to providing services, generally such amounts will be earned and recognized in revenue within the next six five six June 30, 2024 not six June 30, 2024 December 31, 2023 The services due for contract liabilities described above are shown below as of June 30, 2024 2024, remaining $ 2,837 2025 1,268 2026 490 2027 201 2028 118 Thereafter 28 Total $ 4,942 Cash and Cash Equivalents, and Restricted Cash and Cash Equivalents The Company considers all highly liquid debt instruments to be cash equivalents. Cash subject to contractual restrictions and not June 30, 2024 December 31, 2023 Concentrations of Credit Risk The Company deposits its temporary cash investments with highly rated quality financial institutions that are located in the United States and Israel. The United States deposits are federally insured up to $250,000 June 30, 2024 December 31, 2023 one No 10% three six June 30, 2024 2023 six June 30, 2023. As of June 30, 2024 no 10% December 31, 2023 No 10% December 31, 2023 Accounts Payable, Accrued and Other Current Liabilities As of June 30, 2024 December 31, 2023 A summary of other current liabilities is as follows (in thousands): June 30, 2024 December 31, 2023 Payroll and payroll related expense $ 3,098 $ 2,824 Right of offset to restricted cash 328 328 STS Contingent Consideration 1,900 1,800 Other 513 658 Total $ 5,839 $ 5,610 New Accounting Pronouncements Effective in Future Periods In November 2023, 2023 07 280 280 January 1, 2025, In December 2023, 2023 09 740 January 1, 2025 The Company does not not Additional significant accounting policies of the Company are also described in Note 1 10 December 31, 2023 |