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Document and Entity Information
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9 Months Ended | |
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Sep. 30, 2012
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Nov. 03, 2012
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| Document and Entity Information [Abstract] | ||
| Entity Registrant Name | VirnetX Holding Corp | |
| Entity Central Index Key | 0001082324 | |
| Current Fiscal Year End Date | --12-31 | |
| Entity Well-known Seasoned Issuer | Yes | |
| Entity Voluntary Filers | No | |
| Entity Current Reporting Status | Yes | |
| Entity Filer Category | Large Accelerated Filer | |
| Entity Common Stock, Shares Outstanding | 51,102,240 | |
| Document Fiscal Year Focus | 2012 | |
| Document Fiscal Period Focus | Q3 | |
| Document Type | 10-Q | |
| Amendment Flag | false | |
| Document Period End Date | Sep. 30, 2012 |
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- Definition
If the value is true, then the document is an amendment to previously-filed/accepted document. No definition available.
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- Definition
End date of current fiscal year in the format --MM-DD. No definition available.
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- Definition
This is focus fiscal period of the document report. For a first quarter 2006 quarterly report, which may also provide financial information from prior periods, the first fiscal quarter should be given as the fiscal period focus. Values: FY, Q1, Q2, Q3, Q4, H1, H2, M9, T1, T2, T3, M8, CY. No definition available.
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- Definition
This is focus fiscal year of the document report in CCYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006. No definition available.
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- Definition
The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is CCYY-MM-DD. No definition available.
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- Definition
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word "Other". No definition available.
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- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument. No definition available.
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- Definition
Indicate "Yes" or "No" whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition
Indicate whether the registrant is one of the following: (1) Large Accelerated Filer, (2) Accelerated Filer, (3) Non-accelerated Filer, (4) Smaller Reporting Company (Non-accelerated) or (5) Smaller Reporting Accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Indicate "Yes" or "No" if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. No definition available.
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- Definition
Indicate "Yes" or "No" if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A. No definition available.
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- Details
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| X | ||||||||||
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- Definition
Sum of the carrying values as of the balance sheet date of obligations incurred through that date and due within one year (or the operating cycle, if longer), including liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received, taxes, interest, rent and utilities, accrued salaries and bonuses, payroll taxes and fringe benefits. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Carrying amount as of the balance sheet date of the unpaid sum of the known and estimated amounts payable to satisfy all currently due domestic and foreign income tax obligations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Excess of issue price over par or stated value of the entity's capital stock and amounts received from other transactions involving the entity's stock or stockholders. Includes adjustments to additional paid in capital. Some examples of such adjustments include recording the issuance of debt with a beneficial conversion feature and certain tax consequences of equity instruments awarded to employees. Use this element for the aggregate amount of additional paid-in capital associated with common and preferred stock. For additional paid-in capital associated with only common stock, use the element additional paid in capital, common stock. For additional paid-in capital associated with only preferred stock, use the element additional paid in capital, preferred stock. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
Total of debt securities categorized neither as held-to-maturity nor trading which are intended be sold or mature within one year from the balance sheet date or the normal operating cycle, whichever is longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount after allocation of valuation allowances of noncurrent deferred tax asset attributable to deductible temporary differences and carryforwards. Noncurrent assets are expected to be realized or consumed after one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Fair values as of the balance sheet date of all liabilities resulting from contracts that meet the criteria of being accounted for as derivative instruments, and which are expected to be extinguished or otherwise disposed of within a year or the normal operating cycle, if longer, net of the effects of master netting arrangements. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total of all Liabilities and Stockholders' Equity items (or Partners' Capital, as applicable), including the portion of equity attributable to noncontrolling interests, if any. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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- Definition
Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The total of the amounts paid in advance for capitalized costs that will be expensed with the passage of time or the occurrence of a triggering event, and will be charged against earnings within one year or the normal operating cycle, if longer, and the aggregate carrying amount of current assets, as of the balance sheet date, not separately presented elsewhere in the balance sheet. Current assets are expected to be realized or consumed within one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying amount as of the balance sheet date of payments made in advance for income and other taxes, which will be charged against earnings within one year or the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount, net of accumulated depreciation, depletion and amortization, of long-lived physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, furniture and fixtures, and computer equipment. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cumulative amount of the reporting entity's undistributed earnings or deficit. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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- Definition
Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges. And, aggregate carrying amount, as of the balance sheet date, of noncurrent assets not separately disclosed in the balance sheet due to materiality considerations. Noncurrent assets are expected to be realized or consumed after one year (or the normal operating cycle, if longer). No definition available.
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CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) (USD $)
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Sep. 30, 2012
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Dec. 31, 2011
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|---|---|---|
| Stockholders' equity: | ||
| Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
| Preferred stock, authorized (in shares) | 10,000,000 | 10,000,000 |
| Preferred stock, issued (in shares) | 0 | 0 |
| Preferred stock, outstanding (in shares) | 0 | 0 |
| Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
| Common stock, authorized (in shares) | 100,000,000 | 100,000,000 |
| Common stock, issued (in shares) | 51,102,240 | 50,619,136 |
| Common stock, outstanding (in shares) | 51,102,240 | 50,619,136 |
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- Definition
Face amount or stated value of common stock per share; generally not indicative of the fair market value per share. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The maximum number of common shares permitted to be issued by an entity's charter and bylaws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Face amount or stated value per share of nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer); generally not indicative of the fair market value per share. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $)
In Thousands, except Per Share data, unless otherwise specified |
3 Months Ended | 9 Months Ended | ||
|---|---|---|---|---|
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Sep. 30, 2012
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Sep. 30, 2011
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Sep. 30, 2012
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Sep. 30, 2011
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| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) [Abstract] | ||||
| Revenue | $ 368 | $ 3 | $ 404 | $ 20 |
| Operating expense: | ||||
| Research and development | 253 | 273 | 783 | 705 |
| General, selling and administrative | 9,486 | 3,910 | 27,949 | 10,003 |
| Total operating expense | 9,739 | 4,183 | 28,732 | 10,708 |
| Loss from operations | (9,371) | (4,180) | (28,328) | (10,688) |
| Gain (loss) on derivative liability | 1,409 | 8,555 | (570) | (3,634) |
| Interest income, net | 110 | 44 | 313 | 173 |
| Income (loss) before taxes | (7,852) | 4,419 | (28,585) | (14,149) |
| Income tax benefit | 3,133 | 1,460 | 8,896 | 3,100 |
| Net income (loss) | $ (4,719) | $ 5,879 | $ (19,689) | $ (11,049) |
| Basic earnings (loss) per share (in dollars per share): | $ (0.09) | $ 0.12 | $ (0.39) | $ (0.22) |
| Diluted earnings (loss) per share (in dollars per share): | $ (0.09) | $ 0.11 | $ (0.39) | $ (0.22) |
| Weighted average shares outstanding basic (in shares) | 51,074 | 50,342 | 50,870 | 49,854 |
| Weighted average shares outstanding diluted (in shares) | 51,074 | 54,543 | 50,870 | 49,854 |
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- Definition
The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of operating profit and nonoperating income or expense before Income or Loss from equity method investments, income taxes, extraordinary items, and noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The sum of the current income tax expense or benefit and the deferred income tax expense or benefit pertaining to continuing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The amount of interest income and other income recognized during the period. Included in this element is interest derived from investments in debt securities, cash and cash equivalents, and other investments which reflect the time value of money or transactions in which the payments are for the use or forbearance of money and other income from ancillary business-related activities (that is, excluding major activities considered part of the normal operations of the business). No definition available.
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Generally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Includes selling, general and administrative expense. No definition available.
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- Details
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- Definition
The net result for the period of deducting operating expenses from operating revenues. No definition available.
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- Definition
The aggregate costs incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process whether intended for sale or the entity's use, during the reporting period charged to research and development projects, including the costs of developing computer software up to the point in time of achieving technological feasibility, and costs allocated in accounting for a business combination to in-process projects deemed to have no alternative future use. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Revenue earned during the period from the leasing or otherwise lending to a third party the entity's rights or title to certain property. Royalty revenue is derived from a percentage or stated amount of sales proceeds or revenue generated by the third party using the entity's property. Examples of property from which royalties may be derived include patents and oil and mineral rights. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate total costs related to selling a firm's product and services, as well as all other general and administrative expenses. Direct selling expenses (for example, credit, warranty, and advertising) are expenses that can be directly linked to the sale of specific products. Indirect selling expenses are expenses that cannot be directly linked to the sale of specific products, for example telephone expenses, Internet, and postal charges. General and administrative expenses include salaries of non-sales personnel, rent, utilities, communication, etc. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The net change in the difference between the fair value and the carrying value, or in the comparative fair values, of derivative instruments, including options, swaps, futures, and forward contracts, held at each balance sheet date, that was included in earnings for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | 9 Months Ended | ||
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Sep. 30, 2012
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Sep. 30, 2011
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Sep. 30, 2012
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Sep. 30, 2011
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| CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS [Abstract] | ||||
| Net income (loss) | $ (4,719) | $ 5,879 | $ (19,689) | $ (11,049) |
| Other comprehensive income (loss), net of tax: | ||||
| Change in unrealized gain (loss) on investments, net of tax | 8 | (7) | (9) | 953 |
| Comprehensive income (loss) | $ (4,711) | $ 5,872 | $ (19,698) | $ (10,096) |
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- Details
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| X | ||||||||||
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- Definition
The change in equity [net assets] of a business enterprise during a period from transactions and other events and circumstances from non-owner sources which are attributable to the economic entity, including both controlling (parent) and noncontrolling interests. It includes all changes in equity during a period except those resulting from investments by owners and distributions to owners, including any and all transactions which are directly or indirectly attributable to that ownership interest in subsidiary equity which is not attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
Net of tax amount of unrealized holding gain (loss) before reclassification adjustments and transfers on available-for-sale securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of increase (decrease) in cash and cash equivalents. Cash and cash equivalents are the amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in the amounts payable to vendors for goods and services received and the amount of obligations and expenses incurred but not paid. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the period in the amount due for taxes based on the reporting entity's earnings or attributable to the entity's income earning process (business presence) within a given jurisdiction. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in the account that represents the temporary difference that results from Income or Loss that is recognized for accounting purposes but not for tax purposes and vice versa. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in the amount of outstanding money paid in advance for goods or services that bring economic benefits for future periods. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in the amount of payments made in advance for income and other taxes, which will be charged against earnings in future periods. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The net cash inflow or outflow from financing activity for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
The net cash inflow or outflow from investing activity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The net cash from (used in) all of the entity's operating activities, including those of discontinued operations, of the reporting entity. Operating activities generally involve producing and delivering goods and providing services. Operating activity cash flows include transactions, adjustments, and changes in value that are not defined as investing or financing activities. While for technical reasons this element has no balance attribute, the default assumption is a debit balance consistent with its label. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cash outflow to acquire debt and equity securities not classified as either held-to-maturity securities or trading securities which would be classified as available-for-sale securities and reported at fair value, with unrealized gains and losses excluded from earnings and reported in a separate component of shareholders' equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cash inflow from issuance of rights to purchase common shares at predetermined price (usually issued together with corporate debt). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cash inflow associated with the aggregate amount received by the entity through sale or maturity of marketable securities (held-to-maturity or available-for-sale) during the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cash inflow associated with the amount received from holders exercising their stock options. This item inherently excludes any excess tax benefit, which the entity may have realized and reported separately. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The aggregate amount of noncash, equity-based employee remuneration. This may include the value of stock or unit options, amortization of restricted stock or units, and adjustment for officers' compensation. As noncash, this element is an add back when calculating net cash generated by operating activities using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The net change in the difference between the fair value and the carrying value, or in the comparative fair values, of derivative instruments, including options, swaps, futures, and forward contracts, held at each balance sheet date, that was included in earnings for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The net change during the reporting period in the total amount due within one year (or one operating cycle) from all parties, associated with underlying transactions that are classified as operating activities. And, the net change during the reporting period in other operating current assets not otherwise defined in the taxonomy. No definition available.
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Business Description and Basis of Presentation
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9 Months Ended |
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Sep. 30, 2012
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| Business Description and Basis of Presentation [Abstract] | |
| Business Description and Basis of Presentation | Note1 — Business Description and Basis of Presentation VirnetX, Inc. ("we" or "VirnetX") develop software and technology solutions for securing real-time communications over the Internet. Our patented GABRIEL Connection Technology™ combines industry standard encryption protocols with our patented techniques for automated domain name system, or DNS, lookup mechanisms, and enables users to create a secure communication link using secure domain names over wired or wireless (4G/LTE) networks. Our portfolio of intellectual property is the foundation of our business model. We currently own 20 patents in the United States and 26 foreign patents, as well as several pending U.S. and foreign patent applications. Our patent portfolio is primarily focused on securing real-time communications over the Internet, as well as related services such as the establishment and maintenance of a secure domain name registry. Our patented methods also have additional applications in operating systems and network security. Our software and technology solutions provide the security platform required by next-generation Internet-based applications such as instant messaging, or IM, voice over Internet protocol, or VoIP, mobile services, streaming video, file transfer and remote desktop. Our technology generates secure connections on a "zero-click" or "single-click" basis, significantly simplifying the deployment of secure real-time communication solutions by eliminating the need for end-users to enter any encryption information. We have agreed executed licenses and intend to seek further licenses for our technology, including our GABRIEL Connection Technology™ to original equipment manufacturers, or OEMs, of chips, servers, smart phones, tablets, e-Readers, laptops, net books and other devices, within the IP-telephony, mobility, fixed-mobile convergence and unified communications markets including 4G/LTE. We have published our royalty rates and guidelines on our website and intend to use these rates and guidelines in all future license negotiations. During interim periods, we follow the accounting policies set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2011 and apply appropriate interim financial reporting standards for a fair statement of our operating results and financial position in conformity with accounting principles generally accepted in the United States of America, as codified by the Financial Accounting Standards Board (FASB) in the Accounting Standards Codification (ASC) (referred to herein as U.S. GAAP), as indicated below. Users of financial information produced for interim periods in 2012 are encouraged to read this Quarterly Report on Form 10-Q in conjunction with our consolidated financial statements and notes thereto filed with the Securities and Exchange Commission (SEC) in our 2011 Annual Report on Form 10-K. Interim financial reporting standards require us to make estimates that are based on assumptions regarding the outcome of future events and circumstances not known at that time, including the use of estimated effective tax rates. Inevitably, some assumptions will not materialize, unanticipated events or circumstances may occur which vary from those estimates and such variations may significantly affect our future results. Our financial results have varied significantly from period to period. Additionally, interim results may not be indicative of our results for future interim periods or our annual results. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the SEC's requirements for Form 10-Q and, in the opinion of management, contain all adjustments, of a normal and recurring nature, which are necessary for a fair statement of; (i) the condensed consolidated statements of operations for the three and nine month periods ended September 30, 2012 and 2011; (ii) the condensed consolidated statements of comprehensive income for the three and nine month periods ended September 30, 2012 and 2011; (iii) the condensed consolidated balance sheets at September 30, 2012 and December 31, 2011; and (iv) the condensed consolidated statements of cash flows for the nine month periods ended September 30, 2012 and 2011. However, the accompanying unaudited condensed consolidated financial statements do not include all information and notes required by U.S. GAAP. The condensed consolidated balance sheet, included in this report, as of December 31, 2011 was derived from our 2011 audited financial statements, but does not include all disclosures required by U.S. GAAP. |
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The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Summary of Significant Accounting Policies
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Sep. 30, 2012
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| Summary of Significant Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Revenue Recognition We derive our revenue from patent licensing. The timing and amount of revenue recognized from each licensee depends upon a variety of factors, including the specific terms of each agreement and the nature of the deliverables and obligations. Such agreements can be complex and may or may not include multiple elements. These agreements may include, without limitation, elements related to the settlement of past patent infringement liabilities, up-front and non-refundable license fees for the use of patents, patent licensing royalties on covered products sold by licensees, and the compensation structure and ownership of intellectual property rights associated with contractual technology development arrangements. Beginning January 1, 2011, licensing agreements are accounted for under the Financial Accounting Standards Board ("FASB") revenue recognition guidance, "Revenue Arrangements with Multiple Deliverables." This guidance requires consideration to be allocated to each element of an agreement that has stand-alone value using the relative fair value method. In other circumstances, such as those agreements involving consideration for past and expected future patent royalty obligations, after consideration of the particular facts and circumstances, the appropriate recording of revenue between periods may require the use of judgment. In all cases, revenue is only recognized after all of the following criteria are met: (1) written agreements have been executed; (2) delivery of technology or intellectual property rights has occurred or services have been rendered; (3) fees are fixed or determinable; and (4) collectability of fees is reasonably assured. Patent License Agreements: Upon signing a patent license agreement, we provide the licensee permission to use our patented technology in specific applications. We account for patent license agreements in accordance with the guidance for revenue arrangements with multiple deliverables and the guidance for revenue recognition. We have elected to utilize the leased-based model for revenue recognition, with revenue being recognized over the expected period of benefit to the licensee. Under our patent license agreements, we typically receive one or a combination of the following forms of payment as consideration for permitting our licensees to use our patented inventions in specific applications and products: Consideration for Past Sales: Consideration related to a licensee's product sales from prior periods may result from a negotiated agreement with a licensee that utilized our patented technology prior to signing a patent license agreement with us or from the resolution of a disagreement or arbitration with a licensee over the specific terms of an existing license agreement. We may also receive royalty for past sales in connection with the settlement of patent litigation where there was no prior patent license agreement. These amounts are negotiated based upon application of a royalty rate to historical sales prior to the execution of the license agreement. In each of these cases, since delivery has occured, we record the consideration as revenue when we have obtained a signed agreement, identified a fixed or determinable price, and determined that collectability is reasonably assured. Current Royalty Payments: These are ongoing royalty payments covering a licensee's obligations to us related to its sales of covered products in the current contractual reporting period. Licensees that owe Current Royalty Payments are obligated to provide us with quarterly or semi-annual royalty reports that summarize their sales of covered products and their related royalty obligations to us. We expect to receive these royalty reports subsequent to the period in which our licensees' underlying sales occurred. As a result, it is impractical for us to recognize revenue in the period in which the underlying sales occur, and, in most cases, we will recognize revenue in the period in which the royalty report is received and other revenue recognition criteria are met due to the fact that without royalty reports from our licensees, our visibility into our licensees' sales is limited. Current Royalty Payments will be calculated based on related per-unit sales of covered products. Revenues recognized for the three and nine month periods ended September 30, 2012 resulted from settlements of patent infringement disputes (see Note 8 "Litigation") whereby we received consideration for past sales of licensees that utilized our technology, where there was no prior patent license agreement. Earnings Per Share Basic earnings per share are computed by dividing earnings available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings per share is computed by dividing net income by the weighted average number of shares outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued. Concentration of Credit Risk and Other Risks and Uncertainties Our cash and cash equivalents are primarily maintained at two major financial institutions in the United States. Deposits held with these financial institutions may exceed the amount of insurance provided on such deposits. A portion of those balances are insured by the Federal Deposit Insurance Corporation, or FDIC. During the period ended September 30, 2012 and December 2011, we had, at times, funds that were uninsured. The uninsured balance at September 30, 2012, was approximately $6,778 compared to $29,185 at December 31, 2011. We do not believe that we are subject to any unusual financial risk beyond the normal risk associated with commercial banking relationships with major financial institutions. We have not experienced any losses on our deposits of cash and cash equivalents. Derivative Instruments Our Series I Warrants are required to be accounted for as derivative liabilities and carried at fair value on our Condensed Consolidated Balance Sheets as a result of an anti-dilution provision which precludes them from being considered indexed to our stock. The warrant liabilities are marked-to-market each period and the change in the fair value is recorded as gain or loss on derivative liability in the accompanying Condensed Consolidated Statements of Operations. Impairment of Long-Lived Assets On an annual basis we identify and record impairment losses on long-lived assets when events and changes in circumstances indicate that the carrying amount of an asset might not be recoverable. Recoverability is measured by comparison of the anticipated future net undiscounted cash flows to the related assets' carrying value. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the projected discounted future net cash flows arising from the asset. Fair Value of Financial Instruments Fair value is the price that would result from an orderly transaction between market participants at the measurement date. A fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). Level 2 measurements utilize either directly or indirectly observable inputs in markets other than quoted prices in active markets. Our financial instruments are stated at amounts that equal, or approximate, fair value. When we approximate fair value, we utilize market data or assumptions that we believe market participants would use in pricing the financial instrument, including assumptions about risk and inputs to the valuation technique. We use valuation techniques, primarily the income and market approach that maximize the use of observable inputs and minimize the use of unobservable inputs for recurring fair value measurements. Certificate of deposits: Fair value measured at face value plus accrued interest. Corporate bonds: Fair value measured at the closing price reported on the active market on which the individual securities are traded. Series I Warrants: Fair value measured by using a Binomial valuation model. The assumptions used to measure fair value of our outstanding Series I Warrants carried as derivative liabilities on our Condensed Consolidated Balance Sheet for September 30, 2012 included a warrant exercise price of $3.59 per share, a common share price of $25.43, a discount rate of 0.62%, and a volatility of 115%. The assumptions used for December 31, 2011, were a warrant exercise price of $3.59 per share, a common share price of $24.97, a discount rate of 0.83%, and a volatility of 123%. The following tables show our securities' adjusted cost, gross unrealized gains, gross unrealized losses and fair value by significant investment category as of September 30, 2012 and December 31, 2011.
The following tables set forth by level within the fair value hierarchy, our liabilities stated at fair value as of September 30, 2012 and December 31, 2011.
The following table sets forth a summary of changes in the fair value of our Level 3 liability stated at fair value for the nine months ended September 30, 2012 and 2011.
New Accounting Pronouncement In May 2011, the FASB issued a new accounting standard update, which amends the fair value measurement guidance and includes some enhanced disclosure requirements. The most significant change in disclosures is an expansion of the information required for Level 3 measurements based on unobservable inputs. The standard is effective for fiscal years beginning after December 15, 2011. This standard did not have an impact on our consolidated results of operations and financial position, when adopted on January 1, 2012. In June 2011, the FASB modified the presentation of comprehensive income in the financial statements. The revised standard requires an entity to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements and must be applied retrospectively. This standard eliminates the former option to report other comprehensive income and its components in the statement of changes in equity. The revised standard does not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. The modification of the standard did not have an effect on our consolidated results of operations and financial position, when adopted, on January 1, 2012. |
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The entire disclosure for all significant accounting policies of the reporting entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Patent Portfolio
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9 Months Ended |
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Sep. 30, 2012
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| Patent Portfolio [Abstract] | |
| Patent Portfolio | Note 3 — Patent Portfolio As of September 30, 2012, we own 20 issued U.S. and 26 issued foreign patents, in addition to several pending U.S. and foreign patent applications. Our issued U.S. and foreign patents expire at various times during the period from 2019 to 2024. Some of our issued patents and pending patent applications were acquired by our principal operating subsidiary, VirnetX, Inc., from Science Applications International Corporation, or SAIC, in 2006 and we are required to make payments to SAIC based on cash or certain other values generated from those patents. The amount of such payments depends upon the type of value generated, and certain categories are subject to maximums and other limitations. As of June 30, 2010, we met our maximum royalty payment requirement; however, SAIC is also entitled under certain circumstances to receive a portion of the proceeds paid to us for certain acquisitions of VirnetX or from the settlement of certain patent infringement claims of ours. Capitalized patent costs, net of amortization, are included in intangible and other assets in the accompanying Condensed Consolidated Balance Sheet. |
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The entire disclosure for all or part of the information related to intangible assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Income Taxes
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9 Months Ended |
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Sep. 30, 2012
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| Income Taxes [Abstract] | |
| Income Taxes | Note 4 - Income Taxes The income tax benefit for the three months ended September 30, 2012 was $3,133, which was a negative effective income tax rate of 40 percent. The income tax benefit for the nine months ended September 30, 2012 was $8,896, which was a negative effective income tax rate of 31 percent. The tax benefit was lower than the benefit calculated using the statutory U.S. federal rate primarily as a result of the change of the valuation allowance, stock based compensation expense and non-deductible derivative loss. The income tax benefit for the three months ended September 30, 2011 was $1,460, which was a negative effective income tax rate of 33 percent. The income tax benefit for the nine months ended September 30, 2011 was $3,100, which was a negative effective income tax rate of 22 percent. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of deferred assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Based on the available objective evidence, management believes it is more likely than not that the net deferred tax assets at September 30, 2012 will not be fully realizable. Accordingly, management has maintained a partial valuation allowance against its net deferred tax assets at September 30, 2012. At September 30, 2012, we have federal and state net operating loss carry-forwards of approximately $912 and $39,002 respectively, expiring beginning in 2027 and 2012, respectively. Effective January 1, 2009, we adopted accounting guidance for income taxes, which clarifies the accounting for uncertainty in income taxes recognized in an enterprise's financial statements and prescribes a recognition threshold and measurement attribute for the financial statements recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company is now required to recognize in the financial statements the impact of a tax position, if that position is more likely than not of being sustained on audit, based on the technical merits of the position. We are required to recognize the financial statement effects of a tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. As a result, we have reserves for uncertain tax positions of $332 and $128 at September 30, 2012 and December 31, 2011, respectively. Our tax years for 2005 and forward are subject to examination by the U.S. tax authority and various state tax authorities. These years are open due to net operating losses and tax credits remaining unutilized from such years. Our policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. As of September 30, 2012, we had accrued immaterial amounts of interest and penalties related to the uncertain tax positions. |
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The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Commitments
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Sep. 30, 2012
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| Commitments [Abstract] | |
| Commitments | Note 5 — Commitments We lease our offices under an operating lease with a third party that requires minimum payments monthly until it ends in June 2013. The minimum lease payments due in 2013 total $42. We recognize rent expense on a straight-line basis over the term of the lease. |
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The entire disclosure for significant arrangements with third parties, which includes operating lease arrangements and arrangements in which the entity has agreed to expend funds to procure goods or services, or has agreed to commit resources to supply goods or services, and operating lease arrangements. Descriptions may include identification of the specific goods and services, period of time covered, minimum quantities and amounts, and cancellation rights. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Stock-Based Compensation
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9 Months Ended |
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Sep. 30, 2012
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| Stock-Based Compensation [Abstract] | |
| Stock-Based Compensation | Note 6 — Stock Based Compensation We have a stock incentive plan for employees and others called the "VirnetX Holding Corporation 2007 Stock Plan", or the Plan, which has been approved by our stockholders. On April 13, 2012, the Compensation Committee of our Board of Directors approved amendments to the Plan to allow us to grant restricted stock unit awards. 11,624,469 shares of our common stock are reserved for issuance under the Plan pursuant to stock options, stock purchase rights and restricted stock units (RSUs). The Plan will expire in 2018. As of September 30, 2012, 171,422 shares remained available for grant under the Plan. We had 4,772,726 and 4,906,998 options outstanding at September 30, 2012, and December 31, 2011, respectively, with a weighted average exercise price of $6.70 and $5.12, respectively. Share based compensation expense is measured at grant date, based on the fair value of the award, and is recognized over the employees' requisite service period. On April 13, 2012, our Compensation Committee approved changes to the compensation for our Board of Directors, approved amendments to the Plan to allow us to grant RSUs and authorized the issuance of 227,500 options and 151,665 RSUs. We issued 50,000 options on April 5, 2012, with an exercise price of $23.84, 190,000 options on April 13, 2012, with an exercise price of $24.75, 37,500 options on May 24, 2012, with an exercise price of $29.90 and 40,000 options on July 23, 2012 with an exercise price of $35.25. During the nine months ending September 30, 2012 and 2011, we granted options for a total of 317,500 and 435,000 shares respectively. The weighted average fair values at the grant dates for options issued during the nine months ending September 30, 2012 and 2011 were $23.34 and $21.43 per option, respectively. The fair value of options at the grant date was estimated utilizing the Black-Scholes valuation model with following weighted average assumptions for the nine months ending September 30, 2012 and 2011, respectively: (i) dividend yield on our common stock of 0 percent and 0 percent; (ii) expected stock price volatility of 115 percent and 123 percent; (iii) a weighted average risk-free interest rate of 1.75 percent and 3.18 percent; and (iv) an expected option term of 7 years during both periods. During the nine months ending September 30, 2012, we also granted RSUs totaling 151,665 that vest ratably over one to three years. The weighted average fair value of each issued RSU on the date of grant was, $24.20. RSUs, which are subject to forfeiture if employment terminates prior to the shares vesting, are expensed ratably over the vesting period. Stock-based compensation expense included in general and administrative expense was $1,737 and $4,077 for the three and nine months ended September 30, 2012, respectively, and $1,248 and $3,104 for the three and nine months ended September 30, 2011, respectively. As of September 30, 2012, the unrecognized stock-based compensation expense related to non-vested stock options was $16,736 which will be amortized as expense over an estimated weighted average vesting amortization period of approximately 1.54 years. |
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The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Warrants
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Sep. 30, 2012
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| Warrants | Note 7 — Warrants Information about warrants outstanding during the nine months ended September 30, 2012 follows:
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- Definition
The entire disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. No definition available.
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Litigation
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9 Months Ended |
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Sep. 30, 2012
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| Litigation [Abstract] | |
| Litigation | Note 8 — Litigation We have three intellectual property infringement lawsuits pending against multiple parties in the United States District Court for the Eastern District of Texas, Tyler Division, pursuant to which we allege that these parties infringe on certain of our patents. We seek damages and injunctive relief in all the complaints. We have one complaint with the United States International Trade Commission (ITC) alleging that Apple Inc. has engaged in unfair trade practices by the importation, sale for importation, and sale after importation of certain devices with secure communication capabilities that infringe one or more claims of our U.S. Patent No. 8,051,181. On August 11, 2010, we initiated a lawsuit by filing a complaint against Aastra Technologies, Inc., Apple, Inc., Cisco Systems, Inc., and NEC Corporation. On January 12, 2011, we initiated a new lawsuit by filing a complaint against Siemens Enterprise Communications and Mitel Networks Corp. On April 12, 2011, we amended this complaint to add Avaya, Inc., as a defendant. We believe that Aastra, Apple, Cisco, NEC, Siemens, Mitel and Avaya infringe on certain of our patents, but obtaining and collecting a judgment against these parties may be difficult or impossible. Patent litigation is inherently risky and the outcome is uncertain. Aastra, Apple, Cisco, NEC, Siemens, Mitel and Avaya are all large, well-financed companies with substantially greater resources than us. We believe that these parties will devote a substantial amount of resources in an attempt to prove that either their products do not infringe our patents or that our patents are invalid and unenforceable. At this time, we cannot predict the final outcome of these litigation matters. On November 1, 2011, we initiated a lawsuit against Apple in the United States District Court, Tyler Division, pursuant to which we allege that Apple infringes an additional patent of ours. We seek damages and injunctive relief. No hearing or trial dates have been set. On November 4, 2011, we filed a complaint with the United States International Trade Commission (ITC) alleging that Apple Inc. has engaged in unfair trade practices by the importation, sale for importation, and sale after importation of certain devices with secure communication capabilities that infringe one or more claims of our U.S. Patent No. 8,051,181. The accused products include the latest iPhones, iPads, iPods and Macintosh computers. We have requested that the ITC institute an investigation into Apple's allegedly infringing imports and ultimately bar Apple from importing those Apple products or further selling the infringing Apple products that have already been imported On January 5, 2012, a claims construction hearing was held in our case against Aastra, Apple, Cisco and NEC in the United States District Court for the Eastern District of Texas, Tyler Division. On April 25, 2012 the United States District Court for the Eastern District of Texas, Tyler Division, issued its Markman Order on the claim terms that were in dispute in the Aastra, Apple, Cisco and NEC litigation and adopted certain interpretations that we believe are favorable to us. The jury selection for the trial in connection with the Aastra, Apple, Cisco and NEC litigation is scheduled to start on November 5, 2012. On May 3, 2012, we entered into a License Agreement with Aastra USA, Inc. Under the terms of the Agreement, the Parties have agreed to dismiss the patent infringement case between the Parties and their affiliates before the U.S. District Court for the Eastern District of Texas. All other aspects of the agreement were not disclosed. On July 11, 2012, we have signed a Patent License Agreement with Mitel Networks Corporation. Under the terms of the Agreement, we agreed to license certain of our US patents to Mitel, for a one-time payment to VirnetX and an ongoing reasonable royalty for all future sales through the expiration of the licensed patents as outlined in the Agreement with respect to certain current and future IP-encrypted products. On July 12, 2012, a claims construction hearing was held in our complaint against Siemens Enterprise Communications and Avaya Inc. in the United States District Court for the Eastern District of Texas, Tyler Division. On August 1, 2012 the United States District Court for the Eastern District of Texas, Tyler Division, issued its Markman Order denying the request by the defendants to change the interpretation of some of the claim terms that were in dispute in the litigation, leaving them unchanged from what was previously adopted by the court in the Markman ruling in its other ongoing infringement action against Cisco, Apple and NEC. The jury selection for the trial in connection with the Siemens and Avaya litigation is scheduled to start on November 5, 2012. On July 18, 2012, the Administrative Law Judge assigned to investigate our complaint with the United States International Trade Commission (ITC) against Apple Inc., identified a procedural discrepancy with the complaint that will impact the scheduling of the investigation. We disagree with this finding and on July 26, 2012 filed an appeal with the ITC in this regard. On August 2, 2012, we signed a Patent License Agreement with NEC Corporation and NEC Corporation of America. Under the terms of the Agreement, we agreed to license certain of our US patents to NEC, for a one-time payment to VirnetX and an ongoing reasonable royalty for all futures sales through the expiration of the licensed patents as outlined in the Agreement with respect to certain current and future IP-encrypted products. On September 14, 2012, we re-filed our complaint with the United States International Trade Commission (ITC) alleging that Apple Inc. has engaged in unfair trade practices by the importation, sale for importation, and sale after importation of certain devices with secure communication capabilities that infringe one or more claims of VirnetX U.S. Patent No. 8,051,181 ("the '181 patent"). The accused products include the latest iPhones, iPads, iPods, and Macintosh computers. The complaint was filed jointly with Science Applications International Corporation (SAIC) [NYSE: SAI] to remove a procedural standing issue that was identified as the reason for dismissal of our previous complaint. On September 18, 2012, we announced that after a hearing at the United States District Court for the Eastern District of Texas, Tyler Division, requested by all the parties, the judge agreed to modify the trial schedule in our patent infringement suits against Apple, Cisco, Avaya and Siemens to allow for optimum use of resources for trial preparation while giving parties additional time to try to reach an agreement. Per the updated schedule, jury selection in our complaint against Apple began on October 29, 2012 followed by a jury trial on October 31, 2012. Remaining defendants including Cisco, Avaya and Siemens are now scheduled for a jury selection on March 4, 2013. On October 16, 2012, the United States International Trade Commission (ITC) accepted our complaint and instituted an investigation against Apple and assigned Administrative Law Judge (ALJ) E. James Gildea to preside over this investigation. Subsequently on October 23, 2012, the Administrative Law Judge Gildea issued an order setting up February 21, 2014 as the target date for completion of this investigation. The hearing in-front of the ALJ is scheduled for July 10, 2013. On November 6, 2012, a federal jury issued a verdict awarding the Company $368.2 million in the Company's patent infringement case against Apple, Inc. The jury found that Apple, Inc. infringed upon the Company's patents for virtual private network and secure communication technology used in Apple's FaceTimeTM video-calling function. Post-trial motions are expected to be heard over the upcoming weeks and at this time, it is unknown whether Apple, Inc. will appeal the case. Management is assessing how the verdict could impact the Company's financial position and results of operations. On November 6, 2012, we filed a complaint against Apple Inc., in the United States District Court for the Eastern District of Texas, Tyler Division. The complaint includes allegations of willful patent infringement regarding four of our patents, U.S. Patent Nos. 6,502,135, 7,418,504, 7,921,211 and 7,490,151. In our complaint, we seek both damages and injunctive relief. The accused products include iPhone 5, iPod Touch 5th Generation, iPad 4th Generation, iPad mini, the latest Macintosh computers. One or more potential intellectual property infringement claims may also be available to us against certain other companies who have the resources to defend against any such claims. Although we believe these potential claims are worth pursuing, commencing a lawsuit can be expensive and time-consuming, and there is no assurance that we will prevail on such potential claims. In addition, bringing a lawsuit may lead to potential counterclaims which may preclude our ability to commercialize our initial products, which are currently in development. |
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The entire disclosure for legal proceedings, legal contingencies, litigation, regulatory and environmental matters and other contingencies. No definition available.
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Subsequent Events
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9 Months Ended |
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Sep. 30, 2012
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| Subsequent Events [Abstract] | |
| Subsequent Events | Note 9 — Subsequent Events On November 6, 2012, a federal jury issued a verdict awarding the Company $368.2 million in the Company's patent infringement case against Apple, Inc. The jury found that Apple, Inc. infringed upon the Company's patents for virtual private network and secure communication technology used in Apple's FaceTimeTM video-calling function. Post-trial motions are expected to be heard over the upcoming weeks and at this time, it is unknown whether Apple, Inc. will appeal the case. Management is assessing how the verdict could impact the Company's financial position and results of operations. On November 6, 2012, we filed a complaint against Apple Inc., in the United States District Court for the Eastern District of Texas, Tyler Division. The complaint includes allegations of willful patent infringement regarding four of our patents, U.S. Patent Nos. 6,502,135, 7,418,504, 7,921,211 and 7,490,151. In our complaint, we seek both damages and injunctive relief. The accused products include iPhone 5, iPod Touch 5th Generation, iPad 4th Generation, iPad mini, the latest Macintosh computers. |
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The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. No definition available.
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Summary of Significant Accounting Policies (Policies)
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9 Months Ended |
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Sep. 30, 2012
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| Summary of Significant Accounting Policies [Abstract] | |
| Revenue Recognition | Revenue Recognition We derive our revenue from patent licensing. The timing and amount of revenue recognized from each licensee depends upon a variety of factors, including the specific terms of each agreement and the nature of the deliverables and obligations. Such agreements can be complex and may or may not include multiple elements. These agreements may include, without limitation, elements related to the settlement of past patent infringement liabilities, up-front and non-refundable license fees for the use of patents, patent licensing royalties on covered products sold by licensees, and the compensation structure and ownership of intellectual property rights associated with contractual technology development arrangements. Beginning January 1, 2011, licensing agreements are accounted for under the Financial Accounting Standards Board ("FASB") revenue recognition guidance, "Revenue Arrangements with Multiple Deliverables." This guidance requires consideration to be allocated to each element of an agreement that has stand-alone value using the relative fair value method. In other circumstances, such as those agreements involving consideration for past and expected future patent royalty obligations, after consideration of the particular facts and circumstances, the appropriate recording of revenue between periods may require the use of judgment. In all cases, revenue is only recognized after all of the following criteria are met: (1) written agreements have been executed; (2) delivery of technology or intellectual property rights has occurred or services have been rendered; (3) fees are fixed or determinable; and (4) collectability of fees is reasonably assured. Patent License Agreements: Upon signing a patent license agreement, we provide the licensee permission to use our patented technology in specific applications. We account for patent license agreements in accordance with the guidance for revenue arrangements with multiple deliverables and the guidance for revenue recognition. We have elected to utilize the leased-based model for revenue recognition, with revenue being recognized over the expected period of benefit to the licensee. Under our patent license agreements, we typically receive one or a combination of the following forms of payment as consideration for permitting our licensees to use our patented inventions in specific applications and products: Consideration for Past Sales: Consideration related to a licensee's product sales from prior periods may result from a negotiated agreement with a licensee that utilized our patented technology prior to signing a patent license agreement with us or from the resolution of a disagreement or arbitration with a licensee over the specific terms of an existing license agreement. We may also receive royalty for past sales in connection with the settlement of patent litigation where there was no prior patent license agreement. These amounts are negotiated based upon application of a royalty rate to historical sales prior to the execution of the license agreement. In each of these cases, since delivery has occured, we record the consideration as revenue when we have obtained a signed agreement, identified a fixed or determinable price, and determined that collectability is reasonably assured. Current Royalty Payments: These are ongoing royalty payments covering a licensee's obligations to us related to its sales of covered products in the current contractual reporting period. Licensees that owe Current Royalty Payments are obligated to provide us with quarterly or semi-annual royalty reports that summarize their sales of covered products and their related royalty obligations to us. We expect to receive these royalty reports subsequent to the period in which our licensees' underlying sales occurred. As a result, it is impractical for us to recognize revenue in the period in which the underlying sales occur, and, in most cases, we will recognize revenue in the period in which the royalty report is received and other revenue recognition criteria are met due to the fact that without royalty reports from our licensees, our visibility into our licensees' sales is limited. Current Royalty Payments will be calculated based on related per-unit sales of covered products. Revenues recognized for the three and nine month periods ended September 30, 2012 resulted from settlements of patent infringement disputes (see Note 8 "Litigation") whereby we received consideration for past sales of licensees that utilized our technology, where there was no prior patent license agreement. |
| Earnings Per Share | Earnings Per Share Basic earnings per share are computed by dividing earnings available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings per share is computed by dividing net income by the weighted average number of shares outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued. |
| Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of Credit Risk and Other Risks and Uncertainties Our cash and cash equivalents are primarily maintained at two major financial institutions in the United States. Deposits held with these financial institutions may exceed the amount of insurance provided on such deposits. A portion of those balances are insured by the Federal Deposit Insurance Corporation, or FDIC. During the period ended September 30, 2012 and December 2011, we had, at times, funds that were uninsured. The uninsured balance at September 30, 2012, was approximately $6,778 compared to $29,185 at December 31, 2011. We do not believe that we are subject to any unusual financial risk beyond the normal risk associated with commercial banking relationships with major financial institutions. We have not experienced any losses on our deposits of cash and cash equivalents. |
| Derivative Instruments | Derivative Instruments Our Series I Warrants are required to be accounted for as derivative liabilities and carried at fair value on our Condensed Consolidated Balance Sheets as a result of an anti-dilution provision which precludes them from being considered indexed to our stock. The warrant liabilities are marked-to-market each period and the change in the fair value is recorded as gain or loss on derivative liability in the accompanying Condensed Consolidated Statements of Operations. |
| Impairment of Long-Lived Assets | Impairment of Long-Lived Assets On an annual basis we identify and record impairment losses on long-lived assets when events and changes in circumstances indicate that the carrying amount of an asset might not be recoverable. Recoverability is measured by comparison of the anticipated future net undiscounted cash flows to the related assets' carrying value. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the projected discounted future net cash flows arising from the asset. |
| Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is the price that would result from an orderly transaction between market participants at the measurement date. A fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). Level 2 measurements utilize either directly or indirectly observable inputs in markets other than quoted prices in active markets. Our financial instruments are stated at amounts that equal, or approximate, fair value. When we approximate fair value, we utilize market data or assumptions that we believe market participants would use in pricing the financial instrument, including assumptions about risk and inputs to the valuation technique. We use valuation techniques, primarily the income and market approach that maximize the use of observable inputs and minimize the use of unobservable inputs for recurring fair value measurements. Certificate of deposits: Fair value measured at face value plus accrued interest. Corporate bonds: Fair value measured at the closing price reported on the active market on which the individual securities are traded. Series I Warrants: Fair value measured by using a Binomial valuation model. The assumptions used to measure fair value of our outstanding Series I Warrants carried as derivative liabilities on our Condensed Consolidated Balance Sheet for September 30, 2012 included a warrant exercise price of $3.59 per share, a common share price of $25.43, a discount rate of 0.62%, and a volatility of 115%. The assumptions used for December 31, 2011, were a warrant exercise price of $3.59 per share, a common share price of $24.97, a discount rate of 0.83%, and a volatility of 123%. |
| New Accounting Pronouncements | New Accounting Pronouncement In May 2011, the FASB issued a new accounting standard update, which amends the fair value measurement guidance and includes some enhanced disclosure requirements. The most significant change in disclosures is an expansion of the information required for Level 3 measurements based on unobservable inputs. The standard is effective for fiscal years beginning after December 15, 2011. This standard did not have an impact on our consolidated results of operations and financial position, when adopted on January 1, 2012. In June 2011, the FASB modified the presentation of comprehensive income in the financial statements. The revised standard requires an entity to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements and must be applied retrospectively. This standard eliminates the former option to report other comprehensive income and its components in the statement of changes in equity. The revised standard does not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. The modification of the standard did not have an effect on our consolidated results of operations and financial position, when adopted, on January 1, 2012. |
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Disclosure of accounting policy for credit risk. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Disclosure of accounting policy for its derivative instruments and hedging activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Disclosure of accounting policy for computing basic and diluted earnings or loss per share for each class of common stock and participating security. Addresses all significant policy factors, including any antidilutive items that have been excluded from the computation and takes into account stock dividends, splits and reverse splits that occur after the balance sheet date of the latest reporting period but before the issuance of the financial statements. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Disclosure of accounting policy for determining the fair value of financial instruments. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Disclosure of accounting policy for recognizing and measuring the impairment of long-lived assets. An entity also may disclose its accounting policy for long-lived assets to be sold. This policy excludes goodwill and intangible assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Disclosure of the adoption of new accounting pronouncements that may impact the entity's financial reporting. No definition available.
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Disclosure of accounting policy for revenue recognition. If the entity has different policies for different types of revenue transactions, the policy for each material type of transaction is generally disclosed. If a sales transaction has multiple element arrangements (for example, delivery of multiple products, services or the rights to use assets) the disclosure may indicate the accounting policy for each unit of accounting as well as how units of accounting are determined and valued. The disclosure may encompass important judgment as to appropriateness of principles related to recognition of revenue. The disclosure also may indicate the entity's treatment of any unearned or deferred revenue that arises from the transaction. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Summary of Significant Accounting Policies (Tables)
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Sep. 30, 2012
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| Fair value, assets | The following tables show our securities' adjusted cost, gross unrealized gains, gross unrealized losses and fair value by significant investment category as of September 30, 2012 and December 31, 2011.
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| Fair value, liabilities | The following tables set forth by level within the fair value hierarchy, our liabilities stated at fair value as of September 30, 2012 and December 31, 2011.
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| Level 3 financial liability | The following table sets forth a summary of changes in the fair value of our Level 3 liability stated at fair value for the nine months ended September 30, 2012 and 2011.
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Tabular disclosure of assets, including [financial] instruments measured at fair value that are classified in stockholders' equity, if any, by class that are measured at fair value on a recurring basis. The disclosures contemplated herein include the fair value measurements at the reporting date by the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Tabular disclosure of the fair value measurement of assets using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (1) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets) and gains or losses recognized in other comprehensive income (loss), and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (2) purchases, sales, issues, and settlements (each type disclosed separately); and (3) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs), by class of asset. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Tabular disclosure of liabilities, including [financial] instruments measured at fair value that are classified in stockholders' equity, if any, by class that are measured at fair value on a recurring basis. The disclosures contemplated herein include the fair value measurements at the reporting date by the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3). Where the quoted price in an active market for the identical liability is not available, the Level 1 input is the quoted price of an identical liability when traded as an asset. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Warrants (Tables)
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Sep. 30, 2012
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| Outstanding warrants information | Information about warrants outstanding during the nine months ended September 30, 2012 follows:
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Represents tabular disclosure regarding outstanding warrants information. No definition available.
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Business Description and Basis of Presentation (Details)
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Sep. 30, 2012
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| Business Description and Basis of Presentation [Abstract] | |
| Number of U.S. patents owned | 20 |
| Number of foreign patents owned | 26 |
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Represents number of domestic patents owned. No definition available.
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Represents number of foreign patents owned. No definition available.
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Summary of Significant Accounting Policies (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified |
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Sep. 30, 2012
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Dec. 31, 2011
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Sep. 30, 2012
Series 1 Warrants [Member]
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Dec. 31, 2011
Series 1 Warrants [Member]
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Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
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Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
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Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Series 1 Warrants [Member]
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Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Series 1 Warrants [Member]
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Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
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Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
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Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
Certificates of Deposit [Member]
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Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
Certificates of Deposit [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
AA [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
AA [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
A [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
A [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
BAA [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
Total Corporate Bonds [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Adjusted Cost [Member]
Total Corporate Bonds [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
Certificates of Deposit [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
Certificates of Deposit [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
AA [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
AA [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
A [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
A [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
BAA [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
Total Corporate Bonds [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Gains [Member]
Total Corporate Bonds [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
Certificates of Deposit [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
Certificates of Deposit [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
AA [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
AA [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
A [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
A [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
BAA [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
Total Corporate Bonds [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Unrealized Losses [Member]
Total Corporate Bonds [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
Certificates of Deposit [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
Certificates of Deposit [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
AA [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
AA [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
A [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
A [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
BAA [Member]
|
Sep. 30, 2012
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
Total Corporate Bonds [Member]
|
Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value [Member]
Total Corporate Bonds [Member]
|
Sep. 30, 2012
Significant Other Observable Inputs (Level 2) [Member]
|
Dec. 31, 2011
Significant Other Observable Inputs (Level 2) [Member]
|
Sep. 30, 2012
Significant Other Observable Inputs (Level 2) [Member]
Series 1 Warrants [Member]
|
Dec. 31, 2011
Significant Other Observable Inputs (Level 2) [Member]
Series 1 Warrants [Member]
|
Sep. 30, 2012
Significant Unobservable Inputs (Level 3) [Member]
|
Sep. 30, 2011
Significant Unobservable Inputs (Level 3) [Member]
|
Dec. 31, 2011
Significant Unobservable Inputs (Level 3) [Member]
|
Sep. 30, 2012
Significant Unobservable Inputs (Level 3) [Member]
Series 1 Warrants [Member]
|
Dec. 31, 2011
Significant Unobservable Inputs (Level 3) [Member]
Series 1 Warrants [Member]
|
|
| Concentration of Credit Risk and Others Risks and Uncertainties [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Number of financial institutions holding company's cash | 2 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Cash, uninsured amount | $ 6,778 | $ 29,185 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Fair Value Assumptions [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Warrant exercise price (in dollars per share) | $ 3.59 | $ 3.59 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Common share price (in dollars per share) | $ 25.43 | $ 24.97 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Discount rate (in hundredths) | 0.62% | 0.83% | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Expected volatility rate (in hundredths) | 115.00% | 123.00% | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Fair value of securities on the basis of investment category [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Investments available for sale | 32,091 | 14,442 | 11,101 | 2,582 | 4,096 | 2,014 | 11,230 | 9,846 | 5,664 | 20,990 | 11,860 | 21 | 2 | 0 | 0 | 0 | 2 | 18 | 0 | 3 | 21 | 2 | (34) | (6) | 0 | 0 | (2) | (3) | (9) | (3) | (23) | (34) | (6) | 32,078 | 14,438 | 11,101 | 2,582 | 4,094 | 2,013 | 11,239 | 9,843 | 5,644 | 20,977 | 11,856 | |||||||||||||||||
| Fair value of liabilities [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Series 1 Warrants | 3,854 | 4,699 | 3,854 | 4,699 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 3,854 | 4,699 | 3,854 | 4,699 | |||||||||||||||||||||||||||||||||||||||||||||
| Changes in fair value of Level 3 liabilities [Roll Forward] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Beginning Balance | 4,699 | 14,364 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Loss on derivative liability included in net loss | 570 | 3,634 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Settlements | (1,415) | (15,259) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Ending Balance | $ 3,854 | $ 2,739 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| X | ||||||||||
|
- Definition
This element represents the portion of the balance sheet assertion valued at fair value by the entity whether such amount is presented as a separate caption or as a parenthetical disclosure. Additionally, this element may be used in connection with the fair value disclosures required in the footnote disclosures to the financial statements. The element may be used in both the balance sheet and disclosure in the same submission. This item represents Available-for-sale Securities which consist of all investments in certain debt and equity securities neither classified as trading or held-to-maturity securities. A debt security represents a creditor relationship with an enterprise. Debt securities include, among other items, US Treasury securities, US government securities, municipal securities, corporate bonds, convertible debt, commercial paper, and all securitized debt instruments. An equity security represents an ownership interest in an enterprise or the right to acquire or dispose of an ownership interest in an enterprise at fixed or determinable prices. Equity securities include, among other things, common stock, certain preferred stock, warrant rights, call options, and put options, but do not include convertible debt. An entity may opt to provide the reader with additional narrative text to better understand the nature of investments in debt and equity securities which are categorized as Available-for-sale. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The amount of cash as of the balance sheet date that is not insured by the Federal Deposit Insurance Corporation. No definition available.
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Agreed upon price for the exchange of the underlying asset. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Measure of dispersion, in percentage terms (for instance, the standard deviation or variance), for a given stock price. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Interest rate used to find the present value of an amount to be paid or received in the future as an input to measure fair value. For example, but not limited to, weighted average cost of capital (WACC), cost of capital, cost of equity and cost of debt. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Amount of gain (loss) recognized in earnings, arising from liabilities measured at fair value on a recurring basis using unobservable inputs (level 3). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Settlements that have taken place during the period in relation to liabilities measured at fair value and categorized within Level 3 of the fair value hierarchy. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
This element represents a liability measured at fair value using significant unobservable inputs (Level 3) which is required for reconciliation purposes of beginning and ending balances. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
This element represents the portion of the balance sheet assertion valued at fair value by the entity whether such amount is presented as a separate caption or as a parenthetical disclosure. Additionally, this element may be used in connection with the fair value disclosures required in the footnote disclosures to the financial statements. The element may be used in both the balance sheet and disclosure in the same submission. This element represents the fair value of liabilities categorized as other which are not in and of themselves material enough to require separate disclosure. No definition available.
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Price of a single share of a number of saleable stocks of a company. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of financial institutions holding the company's cash and cash equivalents. No definition available.
|
|
Patent Portfolio (Details)
|
Sep. 30, 2012
|
|---|---|
| Patent Portfolio [Abstract] | |
| Number of U.S. patents owned | 20 |
| Number of foreign patents owned | 26 |
| X | ||||||||||
|
- Definition
Represents number of domestic patents owned. No definition available.
|
| X | ||||||||||
|
- Definition
Represents number of foreign patents owned. No definition available.
|
| X | ||||||||||
|
- Details
|
|
Income Taxes (Details) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | 9 Months Ended | |||
|---|---|---|---|---|---|
|
Sep. 30, 2012
|
Sep. 30, 2011
|
Sep. 30, 2012
|
Sep. 30, 2011
|
Dec. 31, 2011
|
|
| Income Taxes [Abstract] | |||||
| Income tax benefit | $ 3,133 | $ 1,460 | $ 8,896 | $ 3,100 | |
| Effective tax rate (in hundredths) | 40.00% | 33.00% | 31.00% | 22.00% | |
| Operating Loss Carryforwards [Line Items] | |||||
| Reserves for uncertain tax positions | 332 | 332 | 128 | ||
|
Federal [Member]
|
|||||
| Operating Loss Carryforwards [Line Items] | |||||
| Operating loss carryforwards | 912 | 912 | |||
| Operating loss carryforwards, expiration dates | expiring beginning in 2027 | ||||
|
State [Member]
|
|||||
| Operating Loss Carryforwards [Line Items] | |||||
| Operating loss carryforwards | $ 39,002 | $ 39,002 | |||
| Operating loss carryforwards, expiration dates | expiring beginning in 2012 | ||||
| X | ||||||||||
|
- Definition
Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from contingent liabilities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
A ratio calculated by dividing the reported amount of income tax expense attributable to continuing operations for the period by GAAP-basis pretax income from continuing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The sum of the current income tax expense or benefit and the deferred income tax expense or benefit pertaining to pretax Income or Loss from continuing operations; income tax expense or benefit may include interest and penalties on tax uncertainties based on the entity's accounting policy. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The sum of domestic, foreign and state and local operating loss carryforwards, before tax effects, available to reduce future taxable income under enacted tax laws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The expiration date of each operating loss carryforward included in total operating loss carryforwards, or the applicable range of such expiration dates. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Commitments (Details) (USD $)
In Thousands, unless otherwise specified |
Sep. 30, 2012
|
|---|---|
| Commitments [Abstract] | |
| Minimum lease payments due in 2013 | $ 42 |
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Amount of required minimum rental payments maturing in the second rolling twelve months following the latest balance sheet presented for operating leases having an initial or remaining non-cancelable letter-terms in excess of one year. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the expense recognized during the period arising from equity-based compensation arrangements (for example, shares of stock, unit, stock options or other equity instruments) with employees, directors and certain consultants qualifying for treatment as employees. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average period over which unrecognized compensation is expected to be recognized for equity-based compensation plans, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Aggregate unrecognized cost of share-based awards, other than options, made to employees under an equity-based compensation plan, that have yet to vest. No definition available.
|
| X | ||||||||||
|
- Definition
The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Agreed-upon price for the exchange of the underlying asset relating to the share-based payment award. No definition available.
|
| X | ||||||||||
|
- Definition
The estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Expected term of share-based compensation awards, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The risk-free interest rate assumption that is used in valuing an option on its own shares. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The range of expected volatilities used and the weighted-average expected volatility for an entity using a valuation technique with different volatilities during the contractual term. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The maximum number of shares (or other type of equity) originally approved (usually by shareholders and board of directors), net of any subsequent amendments and adjustments, for awards under the equity-based compensation plan. As stock or unit options and equity instruments other than options are awarded to participants, the shares or units remain authorized and become reserved for issuance under outstanding awards (not necessarily vested). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The difference between the maximum number of shares (or other type of equity) authorized for issuance under the plan (including the effects of amendments and adjustments), and the sum of: 1) the number of shares (or other type of equity) already issued upon exercise of options or other equity-based awards under the plan; and 2) shares (or other type of equity) reserved for issuance on granting of outstanding awards, net of cancellations and forfeitures, if applicable. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Gross number of share options (or share units) granted during the period. No definition available.
|
| X | ||||||||||
|
- Definition
The number of shares reserved for issuance under stock option agreements awarded under the plan that validly exist and are outstanding as of the balance sheet date, including vested options. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average price at which grantees can acquire the shares reserved for issuance under the stock option plan. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average remaining contractual term for fully vested and expected to vest options that are exercisable or convertible, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average price at which grantees can acquire the shares reserved for issuance on stock options awarded. No definition available.
|
|
Warrants (Details) (USD $)
|
9 Months Ended | |||
|---|---|---|---|---|
|
Sep. 30, 2012
|
||||
| Outstanding warrants information [Abstract] | ||||
| Exercisable at beginning of period (in shares) | 204,908 | |||
| Exercised (in shares) | 43,441 | |||
| Terminated / Cancelled / Expired (in shares) | 0 | |||
| Exercisable at end of period (in shares) | 161,467 | |||
|
Series I Warrants [Member]
|
||||
| Outstanding warrants information [Abstract] | ||||
| Original Number of Warrants Issued (in shares) | 2,619,036 | [1] | ||
| Exercise Price per Common Share (in dollars per share) | $ 3.59 | [1] | ||
| Exercisable at beginning of period (in shares) | 204,908 | [1] | ||
| Became Exercisable (in shares) | 0 | [1] | ||
| Exercised (in shares) | 43,441 | [1] | ||
| Terminated / Cancelled / Expired (in shares) | 0 | [1] | ||
| Exercisable at end of period (in shares) | 161,467 | [1] | ||
| Expiration Date | 2015-03-31 | [1] | ||
|
||||
| X | ||||||||||
|
- Definition
The exercise price of each class of warrants or rights outstanding. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The specified number of securities that each class of warrants or rights outstanding give the holder the right but not the obligation to purchase from the issuer at a specific price, on or before a certain date. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of equity-based payment instruments, excluding stock (or unit) options, that vested during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of non-option equity instruments exercised by participants. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of shares under non-option equity instrument agreements that were either cancelled or expired. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of shares reserved for issuance under non-option equity instrument agreements awarded that validly exist and are outstanding, including vested instruments. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Date the warrant is to expire, in CCYY-MM-DD format. No definition available.
|
| X | ||||||||||
|
- Details
|
|
Litigation (Details) (USD $)
In Millions, unless otherwise specified |
0 Months Ended | |
|---|---|---|
|
Nov. 06, 2012
|
Sep. 30, 2012
|
|
| Litigation [Abstract] | ||
| Number of intellectual property infringement lawsuits pending | 3 | |
| Number of unfair trade practices complaints filed | 1 | |
| Amount of damages awarded in patent infringement case | $ 368.2 | |
| Number of patents allegedly infringed upon by Apple, Inc. | 4 |
| X | ||||||||||
|
- Definition
Amount of damages awarded to the plaintiff in the legal matter. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The total amount of pending claims pertaining to a loss contingency accrual as of the balance sheet date. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Number of patents allegedly infringed upon by Apple, Inc. No definition available.
|
| X | ||||||||||
|
- Definition
Number of complaints filed with the United States International Trade Commission. No definition available.
|
|
Subsequent Events (Details) (USD $)
In Millions, unless otherwise specified |
0 Months Ended |
|---|---|
|
Nov. 06, 2012
|
|
| Subsequent Event [Line Items] | |
| Number of patents allegedly infringed upon by Apple, Inc. | 4 |
|
Subsequent Event [Member] | Pending Litigation [Member]
|
|
| Subsequent Event [Line Items] | |
| Amount of damages awarded by federal jury | $ 368.2 |
| Number of patents allegedly infringed upon by Apple, Inc. | 4 |
| X | ||||||||||
|
- Definition
Reflects the known or estimated financial effect of the event, or transaction that occurred between the balance sheet date and the date the financial statements are issued or available to be issued. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Number of patents allegedly infringed upon by Apple, Inc. No definition available.
|