Quarterly report pursuant to Section 13 or 15(d)

Commitments and Contingencies

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Commitments and Contingencies
9 Months Ended
Sep. 30, 2018
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

10. COMMITMENTS AND CONTINGENCIES

Lease Commitments

The Company leases office space pursuant to operating leases that are subject to specific escalation clauses. Rent expense charged to operations for the three months ended September 30, 2018 and 2017 amounted to $1,450 and $996, respectively. The Company received sub-lease income from sub-tenants during the three months ended September 30, 2018 and 2017 of $29 and $68, respectively. Therefore, for the three months ended September 30, 2018 and 2017, net rent expense amounted to $1,421 and $928, respectively, and is included in general and administrative expenses in the Condensed Consolidated Statements of Operations.

Rent expense charged to operations for the nine months ended September 30, 2018 and 2017 amounted to $4,348 and $2,908, respectively. The Company received sub-lease income from sub-tenants during the nine months ended September 30, 2018 and 2017 of $187 and $202, respectively. Therefore, for the nine months ended September 30, 2018 and 2017, net rent expense amounted to $4,161 and $2,706, respectively, and is included in general and administrative expenses in the Condensed Consolidated Statements of Operations.

As security for performance under the leases, the Company is required to maintain letters of credit in favor of the landlord totaling $506 as of September 30, 2018 and December 31, 2017.  Furthermore, the Company maintains an $80 letter of credit in favor of its Boston landlord. Both are collateralized by the Company’s revolving credit facility with City National Bank.

In March 2014, the Company entered into a lease agreement for additional office space in Richmond, VA.  The lease commenced on May 1, 2014 and expires July 31, 2019. The lease is subject to escalation clauses and provides for a rent-free period of three months.  Monthly rent expense is $5.  The Company paid a refundable security deposit of $3.  In September 2016, the Company entered into Lease Amendment Number One (“Amendment Number One”) to expand its space and extend its lease.  This expansion was to occur on or about October 1, 2017, and the lease was extended to November 30, 2024.  The lease was further amended on January 16, 2018 (“Amendment Number Two”) to update the expansion date to January 12, 2018 and to extend the term of the lease to November 30, 2028.  The amended lease provides for a rent credit of $40.  Monthly rent expense under the amended lease is $10.

In June 2015, the Company entered into a lease agreement for office space in Charlottesville, VA.  The lease commenced on June 30, 2015 and expired on June 30, 2018.  The Company extended this lease for one year, with the new term beginning on July 1, 2018 and expiring on June 30, 2019.  Monthly rent expense is $2.  The Company paid a refundable security deposit of $2.

In connection with the Jamison Acquisition, the Company assumed lease agreements for office space in Bedminster and Princeton, NJ.  The Bedminster lease, as extended, expires on March 31, 2022.  Monthly rent expense on this lease is $11.  The Princeton lease, as extended, expired on April 30, 2016.  Monthly rent expense on this lease was $5.  Both leases are subject to escalation clauses, and the Bedminster lease provides for a rent-free period of four months.

In December 2015, the Company extended its lease related to its New York City office space.  The amended lease commenced on October 1, 2017 and expires on September 30, 2028.  The lease is subject to escalation clauses, and provides for a rent-free period of twelve months and for tenant improvements of up to $2,080.  Monthly rent under this extension is $446.

In January 2016, the Company entered into a lease agreement for office space in Princeton, NJ.  The lease commenced April 23, 2016 and expires on August 31, 2022.  This lease replaces the Princeton lease discussed above that expired on April 30, 2016.  Monthly rent expense on this lease is $6.  The lease is subject to escalation clauses, and provides for a rent-free period of five months.

With the Cappiccille Acquisition, the Company assumed a lease agreement for office space in Livingston, NJ.  The lease is month-to-month.  Monthly rent expense is $2.

In January 2018, the Company extended its lease related to its Boston, MA office space.  The amended lease commenced on January 1, 2018 and expires on April 30, 2023.  The lease provides for a rent-free period of one month.  Monthly rent under this extension is $33.

Future minimum lease payments and rentals under lease agreements which expire through 2028 are as follows:

 

 

  

Minimum Lease
Commitments

 

  

Non-cancellable
Subleases

 

 

Minimum Net
Rentals

 

Remainder of 2018

  

$

1,547

  

  

$

(10

)

 

$

1,537

  

2019

  

 

6,182

  

  

 

 

 

 

6,182

  

2020

  

 

6,180

  

  

 

 

 

 

6,180

  

2021

  

 

6,193

  

  

 

 

 

 

6,193

  

2022

 

 

6,076

 

 

 

 

 

 

6,076

 

Thereafter

 

 

33,597

 

 

 

 

 

 

33,597

 

Total

  

$

59,775

  

  

$

(10

)

 

$

59,765

  

The Company has capital leases for certain office equipment. The Company entered into a capital lease agreement for a telephone system during 2014.  The amount financed was $321 and the lease has a term of five years, which began on March 1, 2014.   Monthly minimum lease payments are $5, and continue through November 30, 2018.   On June 30, 2015, the Company assumed certain capital leases for equipment totaling $253 as part of the Jamison Acquisition.  In July 2015, the Company entered into a capital lease for a copier.  The amount financed was $21 and the lease has a term of three years, which began on July 1, 2015.  Monthly minimum lease payments are $1, and continue through June 30, 2018.  In October 2015, the Company entered in a capital lease for a copier.  The amount financed was $18 and the lease has a term of three years, which began on November 1, 2015.  Monthly minimum lease payments are $1, and continue through October 31, 2018.  In January 2017, the Company entered into a capital lease agreement for a copier.  The amount financed was $11 and the lease has a term of two years, which began on January 1, 2017.  Monthly minimum lease payments are $1, and continue through December 31, 2018.  In January 2017, the Company entered into a capital lease agreement for two copiers.  The amount financed was $152 and the lease has a term of five years, which began on February 1, 2017.  Monthly minimum lease payments are $3, and continue through January 31, 2022.  In July 2017, the Company entered into a lease agreement for four copiers.  The amount financed was $72 and the lease has a term of three years, which began on July 1, 2017.  Monthly minimum lease payments are $2, and continue through June 30, 2020.  In March 2018, the Company entered into a lease agreement for a copier.  The amount financed was $11 and the lease has a term of three years, which began on March 1, 2018.  Monthly minimum lease payments are $0.3, and continue through February 28, 2021. The aggregate principal balance of capital leases was $224 and $299 as of September 30, 2018 and December 31, 2017, respectively.

The assets relating to capital leases that are included in equipment as of September 30, 2018 and December 31, 2017 are as follows:

 

 

  

September 30,

2018

 

 

December 31,

2017

 

Capital lease assets included in furniture and equipment

  

$

605

  

 

$

747

  

Capital lease assets included in software

  

 

58

  

 

 

58

  

Less: Accumulated depreciation and amortization

  

 

(417

)

 

 

(426

)

 

  

$

246

  

 

$

379

  

 

Depreciation expense relating to capital lease assets was $40 and $36 for the three months ended September 30, 2018 and 2017, respectively.  Depreciation expense relating to capital lease assets was $101 and $110 for the nine months ended September 30, 2018 and 2017, respectively.      

Future minimum lease payments under capital leases are as follows:

 

 

  

Future Minimum Lease
Commitments

 

Remainder of 2018

  

$

36

  

2019

  

 

92

  

2020

  

 

67

  

2021

 

 

28

 

2022

 

 

1

 

Total

  

$

224