The following table provides reconciliation between the statutory income tax rate and the Company’s effective tax rate for the years ended
December
31:
| | | | | | |
| Tax expense at statutory rate | | | -34.0 | % | | | -34.0 | % | |
| Stock-based compensation | | | 8.6 | % | | | 19.3 | % | |
| Amortization of goodwill | | | -0.9 | % | | | -3.5 | % | |
| Meals and entertainment | | | 2.3 | % | | | 3.1 | % | |
| Deferred tax asset adjustment | | | 0.0 | % | | | 0.0 | % | |
| Valuation allowance | | | 24.0 | % | | | 15.1 | % | |
| Net Tax expense | | | 0.0 | % | | | 0.0 | % | |
Onvia’s deferred tax asset consists of the following as of
December
31
(in thousands):
| | | | | | |
| Deferred tax assets | | | | | | | | | |
| Net operating loss carryforward | | $ | 26,352 | | | $ | 26,109 | | |
| Accrued expenses not currently deductible | | | 671 | | | | 652 | | |
| Depreciation different for tax purposes | | | 123 | | | | 100 | | |
| | | | | | | | | | |
| Deferred tax asset total | | $ | 27,146 | | | $ | 26,861 | | |
| | | | | | | | | | |
| Deferred tax liability | | | | | | | | | |
| Prepaid expenses | | | (262 | ) | | | (305 | ) | |
| Depreciation different for tax purposes | | | (1,863 | ) | | | (1,731 | ) | |
| | | | | | | | | | |
| Deferred tax liabilities total | | | (2,125 | ) | | | (2,036 | ) | |
| | | | | | | | | | |
| Net deferred tax asset before valuation allowance | | | 25,021 | | | | 24,825 | | |
| Valuation allowance | | | (25,021 | ) | | | (24,825 | ) | |
| | | | | | | | | | |
| Net deferred tax asset after valuation allowance | | $ | - | | | $ | - | | |
The Company had approximately
$25
million in net deferred tax assets, before valuation allowance, as of
December
31,
2016.
Realization of net deferred tax assets ultimately depends on the existence of sufficient taxable income, including taxable income in prior carryback years, as well as future taxable income. Management regularly reviews the net deferred tax assets for usability based on a history of earnings, expectations for future earnings and expected timing of reversals of temporary differences. In particular, the Company considers its
three
-year earnings trend to determine if it has generated cumulative net income or net losses over that period, which the accounting guidance considers significant evidence to evaluate in determining the existence and amount of any valuation allowance.
Based upon the analysis of all positive and negative evidence, it is management’s current judgment that due to the recent pattern of net losses, the Company has concluded that it is more-likely-than-not that some or all of the deferred tax assets will not be realized. Therefore, the Company has maintained its valuation allowance at
100%
of its net deferred tax assets as of
December
31,
2016.
The Company
may
reverse all or a portion of our valuation allowance in the future if it is determined that realization of these benefits is more likely than not. The Company will continue to evaluate the appropriateness of its valuation allowance in consideration of future operating results.
As of
December
31,
2016
and
2015,
Onvia had available U.S. federal net operating losses in the amount of
$77,505,220
and
$76,792,130,
which expire at various times from
2021
through
2035.
Utilization of the NOL carryforwards
may
be subject to a substantial annual limitation due to an ownership change that could occur in the future provided by Section
382
of the Internal Revenue Code of
1986,
as amended (the “Code”). These ownership changes
may
limit the amount of NOL carryforwards that can be utilized annually to offset future taxable income and tax, respectively. In general, an ownership change, as defined by Section
382
of the Code, results from transactions increasing the ownership of certain stockholders or public groups in the stock of a corporation by more than
50
percentage points over a
three
-year period.
Onvia performed a Section
382
analysis and identified an ownership change that occurred in
September
2001.
The Company believes that, as a result of the annual Section
382
limitation that resulted from the change in control that occurred in
September
2001,
it will permanently be unable to use a significant portion of our NOL carryforwards that arose before the change in control to offset future taxable income. As such, the Company reduced its NOL deferred tax asset by the amount of NOLs that it will permanently be unable to utilize, which in turn resulted in a reduction to its valuation allowance.