0000320121-22-000072 | 10-Q | XBRL Viewer

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Cover - shares	3 Months Ended
Cover - shares	Mar. 31, 2022	May 03, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2022
Entity File Number	001-08443
Entity Registrant Name	TELOS CORPORATION
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	52-0880974
Entity Address, Address Line One	19886 Ashburn Road
Entity Address, City or Town	Ashburn
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	20147-2358
City Area Code	703
Local Phone Number	724-3800
Title of 12(b) Security	Common stock, $0.001 par value per share
Trading Symbol	TLS
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		67,883,854
Entity Central Index Key	0000320121
Current Fiscal Year End Date	--12-31
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenue
Consolidated revenue	$ 50,160	$ 55,757
Costs and expenses
Total costs and expenses	31,289	41,288
Selling, general and administrative expenses
Sales and marketing	5,252	3,826
Research and development	5,430	4,061
General and administrative	22,923	20,076
Selling, general and administrative expenses	33,605	27,963
Operating loss	(14,734)	(13,494)
Other income (expense)
Other income (expense)	12	(1,054)
Interest expense	(190)	(196)
Loss before income taxes	(14,912)	(14,744)
Provision for income taxes	(71)	(34)
Net loss	$ (14,983)	$ (14,778)
Net loss per share, basic (in dollars per share)	$ (0.22)	$ (0.23)
Net loss per share, diluted (in dollars per share)	$ (0.22)	$ (0.23)
Weighted-average number of common shares outstanding, basic (in shares)	67,559	64,625
Weighted-average number of common shares outstanding, diluted (in shares)	67,559	64,625
Services
Revenue
Consolidated revenue	$ 48,108	$ 52,058
Costs and expenses
Total costs and expenses	29,731	39,490
Products
Revenue
Consolidated revenue	2,052	3,699
Costs and expenses
Total costs and expenses	$ 1,558	$ 1,798

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract]
Net loss	$ (14,983)	$ (14,778)
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	29	(32)
Comprehensive loss	$ (14,954)	$ (14,810)

- Definition

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

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+ Details

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Current assets
Cash and cash equivalents	$ 120,233	$ 126,562
Accounts receivable, net of reserve of $211 and $116, respectively	57,734	59,844
Inventories, net of obsolescence reserve of $773 and $861, respectively	2,097	1,247
Prepaid expenses	4,898	3,329
Other current assets	2,773	732
Total current assets	187,735	191,714
Property and equipment, net of accumulated depreciation and amortization of $34,826 and $34,057, respectively	14,823	15,141
Operating lease right-of-use assets	705	852
Goodwill	17,922	17,922
Intangible assets, net	21,613	19,199
Other assets	1,223	1,253
Total assets	244,021	246,081
Current liabilities
Accounts payable and other accrued liabilities	35,223	34,548
Accrued compensation and benefits	8,702	6,557
Contract liabilities	7,036	6,381
Finance lease obligations – short-term	1,493	1,461
Operating lease obligations – short-term	517	564
Other current liabilities	2,082	1,430
Total current liabilities	55,053	50,941
Finance lease obligations – long-term	12,457	12,840
Operating lease liabilities – long-term	275	388
Deferred income taxes	735	723
Other liabilities	440	935
Total liabilities	68,960	65,827
Commitments and contingencies (Note 14)
Stockholders’ equity
Common stock, $0.001 par value, 250,000,000 shares authorized, 67,867,500 shares and 66,767,450 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively	106	105
Additional paid-in capital	376,913	367,153
Accumulated other comprehensive income (loss)	2	(27)
Accumulated deficit	(201,960)	(186,977)
Total stockholders’ equity	175,061	180,254
Total liabilities and stockholders’ equity	$ 244,021	$ 246,081

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Current assets
Accounts receivable, allowance for credit loss	$ 211	$ 116
Inventory obsolescence reserve	773	861
Accumulated depreciation and amortization	$ 34,826	$ 34,057
Stockholders’ equity
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	250,000,000	250,000,000
Common stock, issued (in shares)	67,867,500	66,767,450
Common stock, outstanding (in shares)	67,867,500	66,767,450

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Operating activities:
Net loss	$ (14,983)	$ (14,778)
Adjustments to reconcile net loss to cash provided by (used in) operating activities:
Stock-based compensation	14,298	13,670
Depreciation and amortization	1,405	1,360
Deferred income tax provision	12	9
Accretion of discount on acquisition holdback	12	0
Other noncash items	7	5
Changes in other operating assets and liabilities	(502)	(7,148)
Cash provided by (used in) operating activities	249	(6,882)
Investing activities:
Capitalized software development costs	(2,795)	(2,165)
Purchases of property and equipment	(546)	(480)
Cash used in investing activities	(3,341)	(2,645)
Financing activities:
Payments under finance lease obligations	(351)	(321)
Payment of tax withholding related to net share settlement of equity awards	(2,886)	0
Distribution to Telos ID Class B member - non-controlling interest	0	(2,436)
Cash used in financing activities	(3,237)	(2,757)
Decrease in cash and cash equivalents	(6,329)	(12,284)
Cash and cash equivalents, beginning of period	126,562	106,045
Cash and cash equivalents, end of period	120,233	93,761
Cash paid during the period for:
Interest	179	196
Supplemental disclosures of non-cash investing activity:
Operating lease ROU assets obtained in exchange for operating lease liabilities	$ 147	$ 160

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Income	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2020		64,625,000
Beginning balance at Dec. 31, 2020	$ 127,104	$ 103	$ 270,800	$ 44	$ (143,843)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(14,778)				(14,778)
Foreign currency translation gain	(32)			(32)
Stock-based compensation	13,670		13,670
Ending balance (in shares) at Mar. 31, 2021		64,625,000
Ending balance at Mar. 31, 2021	$ 125,964	$ 103	284,470	12	(158,621)
Beginning balance (in shares) at Dec. 31, 2021	66,767,450	66,767,000
Beginning balance at Dec. 31, 2021	$ 180,254	$ 105	367,153	(27)	(186,977)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(14,983)				(14,983)
Foreign currency translation gain	29			29
Vesting of restricted stock unit awards, net of shares withheld to cover tax withholding (in shares)		1,100,000
Vesting of restricted stock unit awards, net of shares withheld to cover tax withholding	(2,886)	$ 1	(2,887)
Stock-based compensation	$ 12,647		12,647
Ending balance (in shares) at Mar. 31, 2022	67,867,500	67,867,000
Ending balance at Mar. 31, 2022	$ 175,061	$ 106	$ 376,913	$ 2	$ (201,960)

- Definition

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

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+ Details

- 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.

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Basis of Presentation and Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation and Summary of Significant Accounting Policies

Nature of Business

Organization

Telos Corporation, together with its subsidiaries (the “Company” or “Telos” or “We”), a Maryland corporation, is a leading provider of cyber, cloud and enterprise solutions for the world's most security-conscious organizations. We own all of the issued and outstanding share capital of Xacta Corporation, a subsidiary that develops, markets and sells government-validated secure enterprise solutions to government and commercial customers. We also own all of the issued and outstanding share capital of Ubiquity.com, Inc., a holding company for Xacta Corporation. We also have a 100% ownership interest in Telos Identity Management Solutions, LLC (“Telos ID”), Teloworks, Inc. (“Teloworks”) and Telos APAC Pte. Ltd. (“Telos APAC”).

On November 12, 2020, we amended our charter to effect an approximate 0.794-for-1 reverse stock split with respect to our common stock. The par value and the authorized shares of the common stock were not adjusted as a result of the reverse stock split. The accompanying condensed consolidated financial statements and notes to the condensed consolidated financial statements give retroactive effect to the reverse stock split for all periods presented.

Public Offering of Common Stock

On November 19, 2020, we completed our initial public offering of shares of our common stock. We issued $17.2 million shares of our common stock at a price of $17.00 per share, generating net proceeds of approximately $272.8 million. We used approximately $108.9 million of the net proceeds in connection with the conversion of our outstanding shares of Exchangeable Redeemable Preferred Stock into the right to receive cash and shares of our common stock, $30.0 million to fund our acquisition of the outstanding Class B Units of Telos ID, and $21.0 million to repay our outstanding senior term loan and subordinated debt.

On April 6, 2021, we completed our follow-on offering of 9.1 million shares of our common stock at a price of $33.00 per share, including 7.0 million shares of common stock by certain existing stockholders of Telos. The offering generated approximately $64.3 million of net proceeds to Telos. We did not receive any proceeds from the shares of common stock sold by the selling stockholders. On April 19, 2021, we used approximately $1.3 million of the net proceeds to repurchase 39,682 shares of our common stock and $26.9 million to repurchase the warrants to purchase 900,970 shares of our common stock owned by certain affiliates of Enlightenment Capital Solution ("EnCap"). We used the remaining net proceeds for general corporate purposes.

Principles of Consolidation and Reporting

The accompanying condensed consolidated financial statements include the accounts of Telos and its subsidiaries, including Ubiquity.com, Inc., Xacta Corporation, Telos ID, Teloworks, and Telos APAC, all of whose issued and outstanding share capital is wholly-owned directly and indirectly by Telos Corporation. All intercompany transactions have been eliminated in consolidation.

The accompanying condensed consolidated financial statements reflect all adjustments (which include normal recurring adjustments) and reclassifications necessary for their fair presentation in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to rules and regulations of the Securities and Exchange Commission (“SEC”). The presented interim results are not necessarily indicative of fiscal year performance for a variety of reasons, including, but not limited to, the impact of seasonal and short-term variations. We have continued to follow the accounting policies (including the critical accounting policies) set forth in the consolidated financial statements included in our 2021 Annual Report on Form 10-K filed with the SEC. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

In preparing these condensed consolidated financial statements, we have evaluated subsequent events through the date that these condensed consolidated financial statements were issued.

Segment Reporting

Operating segments are defined as components of an enterprise for which separate discrete financial information is available and evaluated regularly by the chief operating decision maker (“CODM”), or decision-making group, in deciding how to allocate resources and assess performance.

During the fourth quarter of 2021, we reorganized our internal management reporting structure and the financial results evaluated by our CODM; therefore, we changed our operating segments to align with how our CODM currently oversees the business, allocates resources and evaluates operating performance. As a result of the segment reorganization, we reported two reportable and operating segments: Security Solutions and Secure Networks. Our Security Solutions segment focuses on the Company's cybersecurity, cloud and identity solutions. Our Secure Networks segment provides offerings for enterprise security.

Prior period segment information has been recast to reflect the change. The segment reorganization had no impact on previously reported condensed consolidated financial results.

Basis of Comparison

Revision of Prior Year Interim Financial Statements

The Company recorded certain revisions related to the previously issued unaudited condensed consolidated financial statements. The Company considered the errors identified in accordance with the SEC's Staff Accounting Bulletin No. 99 and determined the impact was immaterial to the previously issued condensed consolidated interim financial statements. Nonetheless, the Company corrected these errors when identified in 2021.

During the third quarter of 2021, the Company identified that stock compensation for a single individual was incorrectly charged to cost of sales - services instead of general and administrative expense, of which $0.1 million was related to the first quarter of 2021.

The Company erroneously presented the $2.4 million final payment to fully acquire all membership interest of Telos ID as an operating activity on the condensed consolidated statements of cash flows. The Company corrected the presentation to properly reflect the final payment within financing activities on the consolidated statements of cash flows in the fourth quarter of 2021.

The following table reflects the impact of the correction on all affected line items of the Company's previously reported condensed consolidated financial statements for the period ended March 31, 2021 (in thousands):


	Three Months Ended March 31, 2021
	Previously Reported		Error Correction		As Adjusted
Condensed Consolidated Statement of Operations
Cost of sales - Services	$	39,602	$	(112)	$	39,490
Costs and expenses	41,400		(112)		41,288
General and administrative	19,964		112		20,076
Selling, general and administrative expenses	27,851		112		27,963


	Three Months Ended March 31, 2021
	Previously Reported		Error Correction		As Adjusted
Condensed Consolidated Statement of Cash Flows


Changes in other operating assets and liabilities	$	(9,584)	$	2,436	$	(7,148)
Cash used in operating activities	(9,318)		2,436		(6,882)
Distribution to Telos ID Class B member - non-controlling interest	—		(2,436)		(2,436)
Cash used in financing activities	(321)		(2,436)		(2,757)

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual results could differ from those estimates. We base our estimates on historical experience, currently available information and various other assumptions that we believe are reasonable under the circumstances. The most significant items involving management estimates include estimates of revenue recognition, allowance for credit losses, allowance for inventory obsolescence, the valuation allowance for deferred tax assets, the provision for income taxes, share-based compensation, contingencies and litigation, and valuation of intangibles and goodwill. The impact of changes in estimates is recorded in the period in which they become known.

Summary of Significant Accounting Policies

Accounts Receivable

Accounts receivable are stated at the invoiced amount, less an allowance for credit losses. The allowance for credit losses is management's best estimate of current expected credit losses over the contractual life of the accounts receivable. Accounts receivable balances are written off against the allowance for credit losses when management deems the balances uncollectible.

Receivables include billed and unbilled receivables. Unbilled receivables, substantially all of which are expected to be billed and collected within one year, are stated at their estimated realization value and consist of costs and fees billable on contract completion or the occurrence of a specific event, other than the passage of time.

Inventories

Inventories are stated at the lower of cost or net realizable value, where cost is determined using the weighted-average method. Substantially all inventories consist of purchased off-the-shelf hardware and software, and component computer parts used in connection with system integration services that we perform. Provisions have been made to reduce all obsolete, slow-moving or unsaleable inventories to their net realizable values. This provision is based on our overall obsolescence experience and our assessment of future inventory requirements. This charge is taken primarily due to the age of the specific inventory and the significant additional costs that would be necessary to upgrade to current standards, as well as the lack of forecasted sales for such inventory in the near future. Gross inventory was $2.9 million and $2.1 million as of March 31, 2022 and December 31, 2021, respectively. As of March 31, 2022, it is management’s judgment that we have fully provided for any potential inventory obsolescence, which was $0.8 million and $0.9 million as of March 31, 2022 and December 31, 2021, respectively.

Software Development Costs

We account for development costs of software in accordance with Accounting Standards Codification ("ASC") Topic 985-20, “Software – Costs of Software to be Sold, Leased, or Marketed” and ASC Topic 350-40 “Internal Use Software,” depending on the intended use of the software being developed. Software development costs are capitalized and amortized over the estimated product life on a straight-line basis. The Company analyzes the net realizable value of capitalized software development costs on at least an annual basis and has determined that there is no indication of impairment of the capitalized software development costs as forecasted future sales are adequate to support the carrying values.

Income Taxes

We account for income taxes in accordance with ASC 740, “Income Taxes.” Under ASC 740, deferred tax assets and liabilities are recognized for the estimated future tax consequences of temporary differences and income tax credits. Deferred tax assets and liabilities are measured by applying enacted statutory tax rates that are applicable to the future years in which deferred tax assets or liabilities are expected to be settled or realized for differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. Any change in tax rates on deferred tax assets and liabilities is recognized in net income in the period in which the tax rate change is enacted. We record a valuation allowance that reduces deferred tax assets when it is "more likely than not" that deferred tax assets will not be realized.

We follow the provisions of ASC 740 related to accounting for uncertainty in income taxes. The accounting estimates related to liabilities for uncertain tax positions require us to make judgments regarding the sustainability of each uncertain tax position based on its technical merits. If we determine it is more likely than not that a tax position will be sustained based on its technical merits, we record the impact of the position in our condensed consolidated financial statements at the largest amount that is greater than fifty percent likely of being realized upon ultimate settlement. These estimates are updated at each reporting date based on the facts, circumstances and information available. We are also required to assess at each reporting date whether it is reasonably possible that any significant increases or decreases to our unrecognized tax benefits will occur during the next 12 months.

The provision for income taxes in interim periods is computed by applying the estimated annual effective tax rate against earnings before income tax expense for the period. In addition, non-recurring or discrete items are recorded during the period in which they occur.

Goodwill and Intangible Assets

Goodwill is recorded for the difference between the aggregate consideration paid for an acquisition and the fair value of net tangible and intangible assets acquired and liabilities assumed. Goodwill is not amortized, but rather tested for potential impairment. We evaluate the impairment of goodwill in accordance with ASC 350, “Intangibles - Goodwill and Other,” which requires goodwill and indefinite-lived intangible assets to be assessed on at least an annual basis, as of December 31 each year, for impairment using a fair value basis. Between annual evaluations, if events occur or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount, then impairment must be evaluated. Such circumstances could include, but are not limited to: (1) a significant adverse change in legal factors or business climate, or (2) a loss of key contracts or customers.

The goodwill impairment test is performed at the reporting unit level. The Company estimates and compares the fair value of each reporting unit to its respective carrying value, including goodwill. If the fair value is less than the carrying value, the amount of impairment expense is equal to the difference between the reporting unit's fair value and the reporting unit's carrying value. Goodwill is amortized and deducted over a 15-year period for tax purposes.

Intangible assets with finite lives are carried at cost, less accumulated amortization. Amortization is computed using the method that best reflects how their economic benefits are utilized or, if a pattern of economic benefits cannot be reliably determined, on a straight-line basis over their estimated useful lives. Intangible assets with finite lives are assessed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable.

Stock-Based Compensation

Under our 2016 Omnibus Long-Term Incentive Plan, as amended (the “2016 LTIP”), we have the ability to award restricted stock units with time-based vesting (“Service-Based RSUs”), and restricted stock units with performance-based vesting (“Performance-Based RSUs”) to senior executives, directors, employees and other eligible service providers. Under the 2016 LTIP, our Board of Directors or, by designation of authority, the Management Development and Compensation Committee of our Board of Directors has the discretion to establish the terms, conditions and criteria of the various awards, including the weighing and vesting schedule of Service-Based RSUs and the performance conditions applicable to the Performance-Based RSUs, including the achievement of certain financial performance criteria or price targets for our common stock. Upon vesting, Service-Based RSUs and Performance-Based RSUs will be settled in the Company’s common stock.

•Service-Based RSUs granted to eligible recipients as an incentive generally vest in installments over a period of up to three years from the date of grant. Service-based RSUs granted to senior executives in 2021 and 2022 vest in two to three annual installments from the date of grant. The grant date fair value per share is equal to the closing stock price on the date of grant.

•Performance-Based RSUs may vest upon the achievement of a defined performance target or at the end of the defined performance period from the date of grant, whichever initially occurs. The grant date fair value per share of these Performance-Based RSUs is equal to the closing stock price on the date of the grant or the fair value of the award on the grant date as determined through an independent valuation for Performance-Based RSUs with market condition. Performance-Based RSUs may vest upon the achievement of certain price targets for the Company’s common stock anytime over a three-year period from the date of grant. In order to reflect the substantive characteristics of these market condition awards, the Company employs a Monte Carlo simulation valuation model to calculate the grant date fair value and corresponding requisite service period of the award. Monte Carlo approaches are a class of computational algorithms that rely on repeated random sampling to compute their results. This approach allows the calculation of the value of such awards based on a large number of possible stock price path scenarios.

We recognize these share-based payment transactions when services from the employees are received and recognize a corresponding increase in additional paid-in capital in our condensed consolidated balance sheets, in accordance with ASC 718, "Compensation - Stock Compensation." The measurement objective for these equity awards is the estimated fair value at the date of grant of the equity instruments that we are obligated to issue when employees have rendered the requisite service and satisfied any other conditions necessary to earn the right to benefit from the instruments. The compensation expense for an award is recognized ratably over the requisite service period for the entire award, which is the period during which an employee is required to provide service in exchange for an award. Compensation expense for awards with performance conditions is recognized over the requisite service period if it is probable that the performance condition will be satisfied. If such performance conditions are not or are no longer considered probable, no compensation expense for these awards is recognized, and any previously recognized expense is reversed. If the performance condition is achieved prior to the completion of the requisite service period, any unrecognized compensation expense will be recognized in the period the performance condition is achieved. Compensation expense for awards with market conditions is recognized over the derived service period, or sooner, if the market condition is achieved. Previously recognized expense for awards with market conditions will never be reversed even if the market conditions is never achieved. We recognize forfeitures of share-based compensation awards as they occur. Share-based compensation expense is recognized as part of cost of sales and selling, general and administrative expenses in our condensed consolidated statements of operations.

Net Earnings (Loss) per Share

Basic net earnings (loss) per share is computed by dividing the net earnings (loss) by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities. Diluted net earnings (loss) per share is computed by dividing the net earnings (loss) by the weighted-average number of shares of common stock and dilutive common stock equivalents outstanding for the period determined using the treasury-stock and if-converted methods. Dilutive common stock equivalents are comprised of unvested restricted common stock and warrants.

For the period of net loss, potentially dilutive securities are not included in the calculation of diluted net earnings (loss) per share, because to do so would be anti-dilutive. Potentially dilutive securities are as follows (in common stock equivalent shares, in thousands):


	Three Months Ended March 31,
	2022 (1)	2021
Unvested restricted stock	—	3,167
Common stock warrants, exercisable at $1.665/sh.	—	901
Total	—	4,068

(1) For the three months ended March 31, 2022, the weighted-average unvested restricted stock of approximately 4 million shares were anti-dilutive and were excluded in the computation of the potentially dilutive securities because the hypothetical repurchase of shares exceeds the unvested restricted stocks using the treasury stock method.

Other Comprehensive Income (Loss)

Our functional currency is the U.S. Dollar. For one of our wholly-owned subsidiaries, the functional currency is the local currency. For this subsidiary, the translation of its foreign currency into U.S. Dollars is performed for assets and liabilities using current foreign currency exchange rates in effect at the balance sheet date and for revenue and expense accounts using average foreign currency exchange rates during the periods presented. Translation gains and losses are included in stockholders’ equity as a component of accumulated other comprehensive income (loss).

Accumulated other comprehensive income (loss) included within stockholders’ equity consists of the following (in thousands):


	March 31, 2022		December 31, 2021
Cumulative foreign currency translation loss	$	(105)	$	(134)
Cumulative actuarial gain on pension liability adjustment	107		107
Accumulated other comprehensive income (loss)	$	2	$	(27)

Recent Accounting Pronouncements

Changes to U.S. GAAP are established by the Financial Accounting Standards Board ("FASB") in the form of accounting standards updates ("ASUs") to the FASB's ASC. We consider the applicability and impact of all recent ASUs. ASUs not listed below were assessed and determined to be not applicable.

Accounting Pronouncements Adopted

In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which provides optional expedients and exceptions for a limited period of time to ease the potential burden in accounting for contracts, hedging relationship and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. This amendment is effective for all entities as of March 12, 2020 through December 31, 2022. The adoption of this ASU did not have a material impact on our condensed consolidated financial position, results of operations or cash flows.

Accounting Pronouncements Not Adopted

In October 2021, the FASB issued ASU No. 2021-08, “Business Combination (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers,” which requires entities to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. The ASU improves comparability after the business combination by providing consistent recognition and measurement guidance for revenue contracts with customers acquired in a business combination and revenue contracts with customers not acquired in a business combination. Entities should apply the amendments prospectively to business combinations that occur after the effective date. This standard will be effective for reporting periods beginning after December 15, 2022, with early adoption permitted. While we are currently assessing the impact of the adoption of this ASU, we do not believe the adoption of this ASU will have a material impact on our condensed consolidated financial position, results of operations and cash flows.

Revenue

3 Months Ended

Mar. 31, 2022

Revenue Recognition and Deferred Revenue [Abstract]

Revenue

Revenue Recognition

We account for revenue in accordance with ASC Topic 606, “Revenue from Contracts with Customers.” The unit of account in ASC 606 is a performance obligation, which is a promise in a contract with a customer to transfer a good or service to the customer. ASC 606 prescribes a five-step model for recognizing revenue that includes identifying the contract with the customer, determining the performance obligation(s), determining the transaction price, allocating the transaction price to the performance obligation(s), and recognizing revenue as the performance obligations are satisfied. Timing of the satisfaction of performance obligations varies across our businesses due to our diverse product and service mix, customer base, and contractual terms. Significant judgment can be required in determining certain performance obligations, and these determinations could change the amount of revenue and profit recorded in a given period. Our contracts may have a single performance obligation or multiple performance obligations. When there are multiple performance obligations within a contract, we allocate the transaction price, net of any discounts, to each performance obligation based on the standalone selling price of the product or service underlying each performance obligation. Our contracts with the U.S. government are generally subject to Federal Acquisition Regulation ("FAR") and the price is typically based on estimated or actual costs plus a reasonable profit margin. As such, the standalone selling price of products or services in our contracts with the U.S. government is typically equal to the selling price stated in the contract. For non-U.S. government contracts with multiple performance obligations, standalone selling price is the observable price of a good or service when Telos sells that good or service separately in similar circumstances and to similar customers.

Contracts are routinely and often modified to account for changes in contract requirements, specifications, quantities, or price. Depending on the nature of the modification, we determine whether to account for the modification as an adjustment to the existing contract or as a new contract. Generally, modifications are not distinct from the existing contract due to the significant interrelatedness of the performance obligations and are therefore accounted for as an adjustment to the existing contract, and recognized as a cumulative adjustment to revenue (as either an increase or reduction of revenue) based on the modification’s effect on progress toward completion of a performance obligation.

The majority of our revenue is recognized over time, as control is transferred continuously to our customers who receive and consume benefits as we perform, and is classified as services revenue. Revenue transferred to customers over time accounted for 96% and 93% of our revenue for the three months ended March 31, 2022 and 2021, respectively. All of our business groups earn services revenue under a variety of contract types, including time and materials, firm-fixed price, firm-fixed price level of effort, and cost-plus fixed fee contract types, which may include variable consideration as discussed further below.

Revenue is recognized over time using costs incurred to date relative to total estimated costs at completion to measure progress toward satisfying our performance obligations. Incurred cost represents work performed, which corresponds with, and thereby best depicts, the transfer of control to the customer. Contract costs include labor, material, subcontractor costs and indirect expenses. This continuous transfer of control to the customer is supported by clauses in our contracts with U.S. government customers whereby the customer may terminate a contract for convenience and then pay for costs incurred plus a profit, at which time the customer would take control of any work in process. For non-U.S. government contracts where we perform as a subcontractor and our order includes similar FAR provisions as the prime contractor’s order from the U.S. government, continuous transfer of control is likewise supported by such provisions. For other non-U.S. government customers, continuous transfer of control to such customers is also supported due to general terms in our contracts and rights to recover damages which would include, among other potential damages, the right to payment for our work performed to date plus a reasonable profit.

Revenue that is recognized at a point in time is for the sale of software licenses in our Information Assurance / Xacta® and Secure Communications business groups and for the sale of resold products in Telos ID and Secure Networks, and is classified as product revenue. Revenue transferred to customers at a point in time accounted for 4% and 7% of our revenue for the three months ended March 31, 2022 and 2021, respectively. Revenue on these contracts is recognized when the customer obtains control of the transferred product or service, which is generally upon delivery of the product to the customer for their use, due to us maintaining control of the product until that point. Orders for the sale of software licenses may contain multiple performance obligations, such as maintenance, training, or consulting services, which are typically delivered over time, consistent with the transfer of control disclosed above for the provision of services. When an order contains multiple performance obligations, we allocate the transaction price to the performance obligations based on the standalone selling price of the product or service underlying each performance obligation. The standalone selling price represents the amount we would sell the product or service to a customer on a standalone basis.

For certain performance obligations where we are not primarily responsible for fulfilling the promise to provide the goods or services to the customer, do not have inventory risk and have limited discretion in establishing the price for the goods or services, we recognize revenue on a net basis.

Contract Estimates

Due to the transfer of control over time, revenue is recognized based on progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the performance obligations. We generally use the cost-to-cost measure of progress on a proportional performance basis for our contracts because it best depicts the transfer of control to the customer, which occurs as we incur costs on our contracts. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Revenues are recorded proportionally as costs are incurred. Due to the nature of the work required to be performed on certain of our performance obligations, the estimation of total revenue and cost at completion is complex, subject to many variables and requires significant judgment. Contract estimates are based on various assumptions, including labor and subcontractor costs, materials and other direct costs and the complexity of the work to be performed. A significant change in one or more of these estimates could affect the profitability of our contracts. We review and update our contract-related estimates regularly and recognize adjustments in estimated profit on contracts on a cumulative catch-up basis, which may result in an adjustment increasing or decreasing revenue to date on a contract in a particular period that the adjustment is identified. Revenue and profit in future periods of contract performance are recognized using the adjusted estimate.

Our contracts may include various types of variable consideration, such as claims (for instance, indirect rate or other equitable adjustments) or incentive fees. We include estimated amounts in the transaction price based on all of the information available to us, including historical information and future estimations, and to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when any uncertainty associated with the variable consideration is resolved.

We provide for anticipated losses on contracts during the period when the loss is determined by recording an expense for the total expected costs that exceeds the total estimated revenue for a performance obligation. No contract losses were recorded during the three months ended March 31, 2022 and 2021.

Historically, most of our contracts do not include award or incentive fees. For incentive fees, we would include such fees in the transaction price to the extent we could reasonably estimate the amount of the fee. With limited historical experience, we have not included any revenue related to incentive fees in our estimated transaction prices. We may include in our contract estimates additional revenue for submitted contract modifications or claims against the customer when we believe we have an enforceable right to the modification or claim, the amount can be estimated reliably and its realization is probable. We consider the contractual/legal basis for the claim (in particular FAR provisions), the facts and circumstances around any additional costs incurred, the reasonableness of those costs and the objective evidence available to support such claims.

For our contracts that have an original duration of one year or less, we use the practical expedient applicable to such contracts and do not consider the time value of money. We capitalize on sales commissions related to proprietary software and related services that are directly tied to sales. We do not elect the practical expedient to expense as incurred the incremental costs of obtaining a contract if the amortization period would have been one year or less. For the sales commissions that are capitalized, we amortize the asset over the expected customer life, which is based on recent and historical data.

We have identified two reportable segments. We treat sales to U.S. customers as sales within the U.S. regardless of where the services are performed. Substantially all of our revenues are generated from U.S. customers, international customers are de minimus, therefore the financial information by geographic location is not presented.

The following tables disclose revenue for our operating segments disaggregated by several categories for the three months ended March 31, 2022 and 2021.


	Three Months Ended March 31,
Revenue Type	2022		2021
Security Solutions
Services	$	24,867	$	19,130
Product	2,052		3,699
	26,919		22,829
Secure Networks
Services	23,241		32,928

	23,241		32,928
Total revenue	$	50,160	$	55,757


	Three Months Ended March 31,
Customer Type	2022		2021
Security Solutions
Federal	$	24,602	$	20,451
State & Local, and Commercial	2,317		2,378
	26,919		22,829
Secure Networks
Federal	23,241		32,897
State & Local, and Commercial	—		31
	23,241		32,928
Total revenue	$	50,160	$	55,757


	Three Months Ended March 31,
Contract Type	2022		2021
Security Solutions
Firm fixed-price	$	22,467	$	18,012
Time-and-materials	2,916		3,001
Cost plus fixed fee	1,536		1,816
	26,919		22,829
Secure Networks
Firm fixed-price	18,810		31,129
Time-and-materials	—		29
Cost plus fixed fee	4,431		1,770
	23,241		32,928
Total revenue	$	50,160	$	55,757

Revenue resulting from contracts and subcontracts with the U.S. government accounted for 95% and 96% of our revenue for the three months ended March 31, 2022 and 2021, respectively. As our primary customer base includes agencies of the U.S. government, we have a concentration of credit risk associated with our accounts receivable, as 72% of our billed accounts receivable as of March 31, 2022 were directly with U.S. government customers. While we acknowledge the potentially material and adverse risk of such a significant concentration of credit risk, our past experience of collecting substantially all of such receivables provides us with an informed basis that such risk, if any, is manageable. We perform ongoing credit evaluations of all of our customers and generally do not require collateral or other guarantee from our customers. We maintain allowances for potential losses.

The percentage of total revenue for the U.S. government, its agencies and other customers comprising more than 10% of total revenue is as follows:


	Three Months Ended March 31,
	2022		2021
U.S. Department of Defense ("DoD")	71.4	%	84.3	%
Civilian	24.0	%	11.4	%

Contract Balances

Performance obligations are satisfied either over time or at a point in time and are typically invoiced to the customers as work progresses in accordance with agreed-upon contractual terms, either at periodic intervals or upon achievement of contractual milestones. Generally, revenue recognition occurs before billing, resulting in contract assets. These contract assets are referred to as unbilled receivables and are reported within accounts receivable, net of reserve on our condensed consolidated balance sheets.

Contract liabilities are payments received in advance and milestone payments from our customers on selected contracts that exceed revenue earned to date, resulting in contract liabilities. Contract liabilities typically are not considered a significant financing component because they are generally satisfied within one year and are used to meet working capital demands that can be higher in the early stages of a contract. Contract liabilities are reported on our condensed consolidated balance sheets on a net contract basis at the end of each reporting period. As of March 31, 2022 and December 31, 2021, the contract liabilities are primarily related to product support services.

Contract balances for the periods presented are as follow (in thousands):


	March 31, 2022		December 31, 2021
Contract assets (unbilled receivables)	$	32,579	$	41,374
Contract liabilities	$	7,036	$	6,381

The change in the Company's contract assets and contract liabilities during the period were primarily the result of the timing differences between the Company's performance, invoicing and customer payments. Revenue recognized for the three months ended March 31, 2022 and 2021, that was included in the contract liabilities balance at the beginning of each reporting period was $2.5 million and $2.0 million, respectively.

As of March 31, 2022 and December 31, 2021, we had $120.0 million and $123.5 million of remaining performance obligations, respectively, which we also refer to as funded backlog. We expect to recognize approximately 84% of our remaining performance obligations as revenue in 2022, an additional 12% in 2023, and the balance thereafter.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

+ Details

Accounts Receivable

3 Months Ended

Mar. 31, 2022

Receivables [Abstract]

Accounts Receivable

The following table discloses accounts receivable (in thousands):


	March 31, 2022		December 31, 2021
Billed accounts receivable	$	25,366	$	18,586
Unbilled receivables	32,579		41,374
Allowance for credit losses	(211)		(116)
Accounts receivable, net	$	57,734	$	59,844

Acquisition	3 Months Ended
Acquisition	Mar. 31, 2022
Business Combination and Asset Acquisition [Abstract]
Acquisition	Acquisition On July 30, 2021, the Company acquired the assets of Diamond Fortress Technologies ("DFT") and wholly-owned subsidiaries for a total purchase consideration of $6.7 million, inclusive of $0.3 million related to a pre-existing contractual arrangement with DFT. Upon closing, $5.9 million of cash was paid with an additional $0.6 million payable to DFT 18 months after the close date (the "holdback"). The holdback amount has been discounted to its present value of $0.5 million using a discount rate relevant to the acquisition. The acquisition adds several new patents to the Company’s library of biometric and digital identity intellectual property. The addition of contactless biometrics technology will enable the Company to better serve the needs of organizations in existing and new markets. The acquisition of DFT has been accounted for under U.S. GAAP using the acquisition method of accounting. The total purchase consideration of $6.7 million has been allocated among the assets acquired at their fair value at the acquisition date. The Company recognized $3.7 million of intangible assets and $3.0 million of goodwill, which is housed in the Telos ID reporting unit, part of the Security Solutions operating segment. Goodwill is primarily attributable to an excess of the purchase price over the acquired identifiable net tangible and intangible assets. The acquired intangible assets will be amortized on a straight-line basis over 3 - 8 years. The acquisition was considered an asset purchase for tax purposes and the recognized goodwill is deductible for tax purposes.

Goodwill	3 Months Ended
Goodwill	Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	GoodwillThe goodwill balance was $17.9 million as of March 31, 2022 and December 31, 2021, of which $3.0 million is allocated to the Security Solutions segment and $14.9 million is allocated to the Secure Networks segment. Goodwill is subject to annual impairment tests and in the interim, if triggering events are present before the annual tests, we will assess impairment. For the three months ended March 31, 2022 and 2021, no impairment charges were taken.

Intangible Assets

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

Intangible assets with finite lives are amortized over the following estimated useful lives:


						Estimated Useful Life
Acquired technology						8 years
Customer relationship						3 years
Software development costs						2 years

Intangible assets, all of which are finite-lived, consists of the following (in thousands):


	March 31, 2022						December 31, 2021
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Value		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value
Acquired technology	$	3,630	$	(302)	$	3,328	$	3,630	$	(256)	$	3,374
Customer relationships	40		(9)		31		40		(5)		35
Software development costs	25,017		(6,763)		18,254		22,222		(6,432)		15,790
	$	28,687	$	(7,074)	$	21,613	$	25,892	$	(6,693)	$	19,199

Amortization expense was $0.4 million and $0.5 million for the three months ended March 31, 2022 and 2021, respectively.

Purchase of Telos ID Non-controlling Interests	3 Months Ended
Purchase of Telos ID Non-controlling Interests	Mar. 31, 2022
Purchase of Telos ID/Non-Controlling Interests [Abstract]
Purchase of Telos ID Non-controlling Interests	Purchase of Telos ID Non-controlling InterestsTelos ID was formed as a limited liability company under the Delaware Limited Liability Company Act in 2007. Prior to the IPO, the Company owned a 50% interest in Telos ID, with the remaining interest owned by Hoya ID Fund A, LLC ("Hoya") as the non-controlling interest. Distributions were made to the members only when and to the extent determined by Telos ID’s Board of Directors, in accordance with its Operating Agreement.On October 5, 2020, we entered into a Membership Interest Purchase Agreement between the Company and Hoya to purchase all of the Class B Units of Telos ID owned by Hoya (the “Telos ID Purchase”). Upon the closing of the Telos ID Purchase, Telos ID became our wholly owned subsidiary. On November 23, 2020, the Telos ID Purchase was consummated with the Company transferring $30.0 million in cash and issuing 7.3 million shares of our common stock at $20.39 per share (which totals approximately $148.4 million); the total consideration transferred to Hoya was $178.4 million. As part of the common stock issuance, the Company recognized a credit to additional paid-in capital (“APIC”) of $148.4 million. The Company further recognized a debit to APIC of $173.9 million as part of the elimination of Hoya’s non-controlling interest in Telos ID. The net impact to APIC associated with the acquisition of the additional 50% interest in Telos ID was a debit of $25.5 million. Hoya received the final distribution of $2.4 million in January 2021.

Fair Value Measurements	3 Months Ended
Fair Value Measurements	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements The accounting standard for fair value measurements provides a framework for measuring fair value and expands disclosures about fair value measurements. The framework requires the valuation of financial instruments using a three-tiered approach. The statement requires fair value measurement to be classified and disclosed in one of the following categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets and liabilities; Level 2: Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; or Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity). As of March 31, 2022 and December 31, 2021, we did not have any financial instruments with significant Level 3 inputs and we did not have any financial instruments that are measured at fair value on a recurring basis. For certain of our non-derivative financial instruments, including receivables, accounts payable and other accrued liabilities, the carrying amount approximates fair value due to the short-term maturities of these instruments.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Income Taxes	3 Months Ended
Income Taxes	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes We established a valuation allowance for deferred tax assets if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The realization of deferred tax assets is dependent upon the generation of future taxable income. We considered projected future taxable income, tax planning strategies, and reversal of taxable temporary differences in making this assessment. Based on available evidence, we have determined that a full valuation allowance is required as of March 31, 2022 and December 31, 2021. As of March 31, 2022 and December 31, 2021, we have recorded a net deferred tax liability of approximately $735,000 and $723,000, respectively. We review and update our estimated annual effective tax rate each quarter. For the three months ended March 31, 2022 and 2021, we recorded an income tax provision of $71,000 and $34,000, respectively. For the three months ended March 31, 2022 and 2021, our estimated annual effective tax rate was primarily impacted by the overall valuation allowance position which reduced the net tax impact from taxable income or loss for both periods. Under the provisions of ASC 740, we determined that there were approximately $1,149,000 and $1,056,000 of gross unrecognized tax benefits as of March 31, 2022 and December 31, 2021, respectively. Included in the balance of unrecognized tax benefits as of March 31, 2022 and December 31, 2021 were $174,000 of tax benefits that, if recognized, would impact the effective tax rate. Also included in the balance of unrecognized tax benefits as of March 31, 2022 and December 31, 2021 were $975,000 and $882,000, respectively, of tax benefits that, if recognized, would not impact the effective tax rate due to the Company’s valuation allowance. The Company had accrued interest and penalties related to the unrecognized tax benefits of $174,000 and $170,000, which were recorded in other liabilities as of March 31, 2022 and December 31, 2021, respectively. We believe that the total amounts of unrecognized tax benefits will not significantly increase or decrease within the next 12 months.

- Definition

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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI http://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Related Party Transactions	3 Months Ended
Related Party Transactions	Mar. 31, 2022
Related Party Transactions [Abstract]
Related Party Transactions	Related Party TransactionsEmmett J. Wood, the brother of our Chairman and CEO, has been an employee of the Company since 1996. The amounts paid to this individual as compensation were $512,000 and $218,000 for the three months ended March 31, 2022 and 2021, respectively. Additionally, Mr. Wood owned 94,547 and 73,562 shares of the Company’s common stock as of March 31, 2022 and December 31, 2021, respectively.One of the Company’s directors serves as a consultant to the Company. The amounts paid for his consultancy services were $25,000 and $71,000 for the three months ended March 31, 2022 and 2021, respectively. In February 2022, the director and the Company amended the consulting agreement to provide that the Company would pay the remainder of the director’s consultancy fees for 2022 in a fixed price amount in the form of restricted stock units. The Company granted the director 26,091 restricted stock units on February 1, 2022, which vest quarterly in four equal amounts through the end of the year, subject to the director’s continued performance under the consulting agreement.

Leases

3 Months Ended

Mar. 31, 2022

Leases [Abstract]

Leases

We lease office space and equipment under non-cancelable operating and finance leases with various expiration dates, some of which contain renewal options.

The components of lease expense were as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Operating lease cost	$	159	$	182
Short-term lease cost (1)	9		4
Finance lease cost
Amortization of right-of-use assets	305		305
Interest on lease liabilities	179		196
Total finance lease cost	484		501
Total lease costs	$	652	$	687

(1) Leases that have terms of 12 months or less

The weighted-average remaining lease terms and discount rates were as follows:


	Three Months Ended March 31,
	2022		2021
Weighted-average remaining lease term (in years):
Finance leases	7.1 years		8.1 years
Operating leases	1.6 years		2.3 years
Weighted-average discount rate:
Finance leases	5.04	%	5.04	%
Operating leases	5.75	%	5.75	%

Future minimum lease commitments at March 31, 2022 were as follows (in thousands):


Year Ending December 31,	Operating Leases		Finance Leases
2022 (excluding the three months ended March 31, 2022)	$	429	$	1,619
2023	373		2,202
2024	28		2,258
2025	—		2,314
2026	—		2,372
After 2026	—		5,972
Total lease payments	830		16,737
Less imputed interest	(38)		(2,787)
Total	$	792	$	13,950

Supplemental cash flow information related to leases was as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Cash flows from operating activities - operating leases	$	173	$	194
Cash flows from operating activities - finance leases	179		196
Cash flows from financing activities - finance leases	351		321

Leases

We lease office space and equipment under non-cancelable operating and finance leases with various expiration dates, some of which contain renewal options.

The components of lease expense were as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Operating lease cost	$	159	$	182
Short-term lease cost (1)	9		4
Finance lease cost
Amortization of right-of-use assets	305		305
Interest on lease liabilities	179		196
Total finance lease cost	484		501
Total lease costs	$	652	$	687

(1) Leases that have terms of 12 months or less

The weighted-average remaining lease terms and discount rates were as follows:


	Three Months Ended March 31,
	2022		2021
Weighted-average remaining lease term (in years):
Finance leases	7.1 years		8.1 years
Operating leases	1.6 years		2.3 years
Weighted-average discount rate:
Finance leases	5.04	%	5.04	%
Operating leases	5.75	%	5.75	%

Future minimum lease commitments at March 31, 2022 were as follows (in thousands):


Year Ending December 31,	Operating Leases		Finance Leases
2022 (excluding the three months ended March 31, 2022)	$	429	$	1,619
2023	373		2,202
2024	28		2,258
2025	—		2,314
2026	—		2,372
After 2026	—		5,972
Total lease payments	830		16,737
Less imputed interest	(38)		(2,787)
Total	$	792	$	13,950

Supplemental cash flow information related to leases was as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Cash flows from operating activities - operating leases	$	173	$	194
Cash flows from operating activities - finance leases	179		196
Cash flows from financing activities - finance leases	351		321

Stock-Based Compensation

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation

Our 2016 LTIP provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock and dividend equivalent rights to our senior executives, directors, employees, and other service providers. Awards granted under the 2016 LTIP vest over the periods determined by the Board of Directors or the Compensation Committee of the Board of Directors, generally one to three years. The stock options granted under the 2016 LTIP expire no more than ten years after the date of grant. No stock options granted under the 2016 LTIP are outstanding as of March 31, 2022. Approximately 0.5 million shares of our common stock were reserved for future grants as of March 31, 2022 under the 2016 LTIP. The Company records stock-based compensation related to accrued compensation in which it intends to settle in shares of the Company’s common stock. However, it is the Company’s discretion on whether this compensation will ultimately be paid in stock or cash as it has the right to dictate the form of these payments up until the date at which they are paid.

Accounting for stock-based compensation requires that the cost resulting from all stock-based payments be recognized in the financial statements based on the grant date fair value of the award.

The following are the stock-based compensation expense incurred for the Service-Based and Performance-Based RSUs, net of forfeitures, and accrued compensation (in thousands). There were no income tax benefits recognized on the share-based compensation expense for both periods.


	Three Months Ended March 31,
	2022		2021
Cost of sales - services	$	1,006	$	625
Sales and marketing	1,669		1,547
Research and development	1,312		461
General and administrative	10,311		11,037
Total stock-based compensation expense	$	14,298	$	13,670

Restricted Stock Awards and Restricted Stock Unit (collectively “RSU”) Activity

The Company grants RSUs to our senior executives, directors, employees and service providers. Our stock-based compensation primarily consists of service-based RSUs and performance-based RSUs.

Service-Based RSU Awards

A summary of the awards of Service-Based RSUs that vest upon the completion of a service requirement is presented below:


	Number of Shares	Weighted- Average Grant Date Fair Value (per share)		Weighted- Average Contractual Life (years)	Aggregate Intrinsic Value
					(in thousands)
For the Three Months Ended March 31, 2022
Beginning balance - unvested	3,030,608	$	34.94	1.3	$	46,700
Granted	3,438,602	10.19		—	—
Vested	(1,328,876)	33.38		—	—
Forfeited	(81,259)	35.83		—	—
Ending balance - unvested	5,059,075	$	18.38	1.1	$	50,043
For the Three Months Ended March 31, 2021
Beginning balance - unvested	59,521	$	0.18	2.4	$	2,000
Granted	2,674,863	36.56		—	—
Vested	—	—		—	—
Forfeited	(5,900)	36.63		—	—
Ending balance - unvested	2,728,484	$	35.76	1.9	$	103,500

As of March 31, 2022, there was approximately $79.6 million of unrecognized stock-based compensation expense related to Service-Based RSUs, and this unrecognized expense is expected to be recognized over a weighted-average period of 1.5 years on a straight-line basis.

Performance-Based RSU Awards

A summary of the awards of Performance-Based RSUs that vest upon the attainment of certain price targets of the Company’s common stock is presented below:


	Number of Shares	Weighted- Average Grant Date Fair Value (per share)		Weighted- Average Contractual Life (years)	Aggregate Intrinsic Value
					(in thousands)
For the Three Months Ended March 31, 2022
Beginning balance - unvested	492,727	$	30.07	2.2	$	7,600
Granted	—	—		—	—
Vested	—	—		—	—
Forfeited	(52,941)	30.84		—	—
Ending balance	439,786	$	29.97	1.8	$	4,385
For the Three Months Ended March 31, 2021
Beginning balance	—	$	—	—	—
Granted	438,403	30.84		—	—
Vested	—	—		—	—
Forfeited	—	—		—	—
Ending balance - unvested	438,403	$	30.84	0.2	$	16,600

In 2021 the Company granted certain senior executives awards of Performance-Based RSUs that could settle into 458,903 shares of our common stock. The awards will vest only if, during the three-year period from the date of grant, (a) the Company’s common stock, as listed on the Nasdaq Global Market, trades at or above $42.50 per share (the “Target Price”) for 20 of 30 consecutive trading days or (b) the weighted-average of the per-share price of the Company’s common stock over any 30 days consecutive trading days is at least equal to the Target Price. Further, the Company granted 50,000 shares of Performance-Based RSUs to certain employees that will fully vest upon achieving certain operational milestones during a three-year period from the grant date.

For the Performance-Based RSUs containing market conditions, the conditions are required to be considered when calculating the grant date fair value. In order to reflect the substantive characteristics of these awards, a Monte Carlo simulation valuation model was used to calculate the grant date fair value of such awards. Monte Carlo approaches are a class of computational algorithms that rely on repeated random sampling to compute their results. This approach allows the calculation of the value of such Performance-Based RSUs based on a large number of possible stock price path scenarios. As the Company recently completed its IPO in November 2020, expected volatility was based on the average historical stock price volatility of comparable publicly-traded companies over the performance period. The risk-free rate is based on the U.S. Treasury zero-coupon issues in effect at the time of grant over the performance period. The expense for these awards is recognized over the derived service period as determined through the Monte Carlo simulation model.

Our key assumptions include a performance period ranging from 2.45 to 2.92 years, expected volatility between 57.4% - 58.8%, and a risk-free rate of 0.18% - 0.29%. The fair value at the grant date and derived service periods calculated for these market condition Performance-Based RSUs were $19.12 - $30.84 and between 0.38 - 0.76 years, respectively.

As of March 31, 2022, there was approximately $1.1 million of unrecognized stock-based compensation expense related to these Performance-Based RSUs, and this unrecognized expense is expected to be recognized over a weighted-average period of 1.7 years on a straight-line basis.

Segment Information

3 Months Ended

Mar. 31, 2022

Segment Reporting [Abstract]

Segment Information

Segment InformationDuring the fourth quarter of 2021, as a result of the segment reorganization, our CODM began evaluating, overseeing and managing the financial performance of our operations through two operating segments: Security Solutions and Secure Networks. The segments enable the alignment of our strategies and objectives and provide a framework for timely and rational allocation of resources within the lines of business. We eliminate any inter-segment revenues and expenses upon consolidation.

The Security Solutions segment is primarily focused on cybersecurity, cloud and identity solutions through Xacta, Telos Ghost, AMHS and Telos ID offerings. We recognize revenue on contracts from providing various system platforms in the cloud, on-premises and/or in hybrid cloud environment, as well as software sales or software-as-a-service. Revenue associated with the segment's custom solutions is recognized as work progresses or upon delivery of services. Fluctuation in revenue from period to period is the result of the volume of software sales, and progress or completion of cloud and/or cyber security solutions during the period. The majority of the operating costs relates to labor, material, and overhead costs. Software sales have immaterial operation costs associated with them, thus yielding higher margins. Gross profit and margin are a function of operational efficiency on security solutions and changes in the volume of software sales.

The Secure Networks segment provides secure networking architectures and solutions to our customers through secure mobility solutions and network management and defense services. Revenue is recognized over time as the work progresses on contracts related to managing network services and information delivery. Contract costs include labor, material and overhead costs. Variances in costs recognized from period to period primarily reflect increases and decreases in activity level on individual contracts.

The following table summarizes business segment information for the periods presented, and a reconciliation of those results to the statement of operations for the relevant periods. Prior period segment information was recast to conform to the current year's presentation.


	Three Months Ended March 31,
	2022		2021
	(in thousands)
Revenues
Security Solutions	$	26,919	$	22,829
Secure Networks	23,241		32,928
Consolidated revenue	$	50,160	$	55,757

Gross profit
Security Solutions	$	15,051	$	9,326
Secure Networks	3,820		5,143
Total gross profit	$	18,871	$	14,469

We measure each segment's profitability based on gross profit. We account for inter-segment sales and transfers as if the sales or transfers were to third parties, that is, at current market prices. Interest income, interest expense, other income and expense items and income taxes, as reported in the consolidated financial statements, are not part of the segment profitability measure, and are primarily recorded at the corporate level. Under U.S. government Cost Accounting Standards, indirect costs including depreciation and amortization expense, are collected in numerous indirect cost pools, which are then collectively allocated out to the Company’s reportable segments based on a representative causal or beneficial relationship of the costs in the pool to the costs in the base. While depreciation and amortization expense is a component of the allocated costs, the allocation process precludes depreciation and amortization expense from being specifically identified by the Company’s individual reportable and operating segments. For this reason, the non-cash items by a reportable and operating segment have not been reported above.

Management does not utilize total assets by segment to evaluate segment performance or allocate resources. As a result, assets are not tracked by segment and therefore, total assets by segment are not disclosed.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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+ Details

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal Proceedings On February 7, 2022, Telos and certain of its current and former officers were named as defendants in a lawsuit filed in the United States District Court for the Eastern District of Virginia. In the complaint, the plaintiffs, who purport to represent a class of purchasers of Telos common stock between November 19, 2020 and November 12, 2021, allege that the defendants violated securities laws by failing to disclose delays relating to the launch of certain contracts between Telos and the Transportation Security Administration ("TSA") and the Centers for Medicare and Medicaid Services and to take into account those delays when providing a financial outlook of the Company’s 2021 performance. The complaint seeks monetary damages in an unspecified amount. We dispute the claims described in the complaint and intend to defend the lawsuit vigorously. In addition, the Company is a party to litigation arising in the ordinary course of business. In the opinion of management, while the results of such litigation cannot be predicted with any reasonable degree of certainty, the final outcome of such known matters will not, based upon all available information, have a material adverse effect on the Company's condensed consolidated financial position, results of operations or cash flows. Other - Government Contracts As a U.S. government contractor, we are subject to various audits and investigations by the U.S. government to determine whether our operations are being conducted in accordance with applicable regulatory requirements. U.S. government investigations of our operations, whether relating to government contracts or conducted for other reasons, could result in administrative, civil, or criminal liabilities, including repayments, fines or penalties being imposed upon us, suspension, proposed debarment, debarment from eligibility for future U.S. government contracting, or suspension of export privileges. Suspension or debarment could have a material adverse effect on us because of our dependence on contracts with the U.S. government. U.S. government investigations often take years to complete, and many result in no adverse action against us. We also provide products and services to customers outside of the United States, which are subject to U.S. and foreign laws and regulations and foreign procurement policies and practices. Our compliance with local regulations or applicable U.S. government regulations also may be audited or investigated.

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Principles of Consolidation and Reporting	The accompanying condensed consolidated financial statements include the accounts of Telos and its subsidiaries, including Ubiquity.com, Inc., Xacta Corporation, Telos ID, Teloworks, and Telos APAC, all of whose issued and outstanding share capital is wholly-owned directly and indirectly by Telos Corporation. All intercompany transactions have been eliminated in consolidation.
Segment Reporting	Operating segments are defined as components of an enterprise for which separate discrete financial information is available and evaluated regularly by the chief operating decision maker (“CODM”), or decision-making group, in deciding how to allocate resources and assess performance. During the fourth quarter of 2021, we reorganized our internal management reporting structure and the financial results evaluated by our CODM; therefore, we changed our operating segments to align with how our CODM currently oversees the business, allocates resources and evaluates operating performance. As a result of the segment reorganization, we reported two reportable and operating segments: Security Solutions and Secure Networks. Our Security Solutions segment focuses on the Company's cybersecurity, cloud and identity solutions. Our Secure Networks segment provides offerings for enterprise security. Prior period segment information has been recast to reflect the change. The segment reorganization had no impact on previously reported condensed consolidated financial results.
Use of Estimates	The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual results could differ from those estimates. We base our estimates on historical experience, currently available information and various other assumptions that we believe are reasonable under the circumstances. The most significant items involving management estimates include estimates of revenue recognition, allowance for credit losses, allowance for inventory obsolescence, the valuation allowance for deferred tax assets, the provision for income taxes, share-based compensation, contingencies and litigation, and valuation of intangibles and goodwill. The impact of changes in estimates is recorded in the period in which they become known.
Accounts Receivable	Accounts receivable are stated at the invoiced amount, less an allowance for credit losses. The allowance for credit losses is management's best estimate of current expected credit losses over the contractual life of the accounts receivable. Accounts receivable balances are written off against the allowance for credit losses when management deems the balances uncollectible. Receivables include billed and unbilled receivables. Unbilled receivables, substantially all of which are expected to be billed and collected within one year, are stated at their estimated realization value and consist of costs and fees billable on contract completion or the occurrence of a specific event, other than the passage of time.
Inventories	Inventories are stated at the lower of cost or net realizable value, where cost is determined using the weighted-average method. Substantially all inventories consist of purchased off-the-shelf hardware and software, and component computer parts used in connection with system integration services that we perform. Provisions have been made to reduce all obsolete, slow-moving or unsaleable inventories to their net realizable values. This provision is based on our overall obsolescence experience and our assessment of future inventory requirements. This charge is taken primarily due to the age of the specific inventory and the significant additional costs that would be necessary to upgrade to current standards, as well as the lack of forecasted sales for such inventory in the near future.
Software Development Costs	We account for development costs of software in accordance with Accounting Standards Codification ("ASC") Topic 985-20, “Software – Costs of Software to be Sold, Leased, or Marketed” and ASC Topic 350-40 “Internal Use Software,” depending on the intended use of the software being developed. Software development costs are capitalized and amortized over the estimated product life on a straight-line basis. The Company analyzes the net realizable value of capitalized software development costs on at least an annual basis and has determined that there is no indication of impairment of the capitalized software development costs as forecasted future sales are adequate to support the carrying values.
Income Taxes	We account for income taxes in accordance with ASC 740, “Income Taxes.” Under ASC 740, deferred tax assets and liabilities are recognized for the estimated future tax consequences of temporary differences and income tax credits. Deferred tax assets and liabilities are measured by applying enacted statutory tax rates that are applicable to the future years in which deferred tax assets or liabilities are expected to be settled or realized for differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. Any change in tax rates on deferred tax assets and liabilities is recognized in net income in the period in which the tax rate change is enacted. We record a valuation allowance that reduces deferred tax assets when it is "more likely than not" that deferred tax assets will not be realized. We follow the provisions of ASC 740 related to accounting for uncertainty in income taxes. The accounting estimates related to liabilities for uncertain tax positions require us to make judgments regarding the sustainability of each uncertain tax position based on its technical merits. If we determine it is more likely than not that a tax position will be sustained based on its technical merits, we record the impact of the position in our condensed consolidated financial statements at the largest amount that is greater than fifty percent likely of being realized upon ultimate settlement. These estimates are updated at each reporting date based on the facts, circumstances and information available. We are also required to assess at each reporting date whether it is reasonably possible that any significant increases or decreases to our unrecognized tax benefits will occur during the next 12 months. The provision for income taxes in interim periods is computed by applying the estimated annual effective tax rate against earnings before income tax expense for the period. In addition, non-recurring or discrete items are recorded during the period in which they occur.
Goodwill and Intangible Assets	Goodwill is recorded for the difference between the aggregate consideration paid for an acquisition and the fair value of net tangible and intangible assets acquired and liabilities assumed. Goodwill is not amortized, but rather tested for potential impairment. We evaluate the impairment of goodwill in accordance with ASC 350, “Intangibles - Goodwill and Other,” which requires goodwill and indefinite-lived intangible assets to be assessed on at least an annual basis, as of December 31 each year, for impairment using a fair value basis. Between annual evaluations, if events occur or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount, then impairment must be evaluated. Such circumstances could include, but are not limited to: (1) a significant adverse change in legal factors or business climate, or (2) a loss of key contracts or customers. The goodwill impairment test is performed at the reporting unit level. The Company estimates and compares the fair value of each reporting unit to its respective carrying value, including goodwill. If the fair value is less than the carrying value, the amount of impairment expense is equal to the difference between the reporting unit's fair value and the reporting unit's carrying value. Goodwill is amortized and deducted over a 15-year period for tax purposes. Intangible assets with finite lives are carried at cost, less accumulated amortization. Amortization is computed using the method that best reflects how their economic benefits are utilized or, if a pattern of economic benefits cannot be reliably determined, on a straight-line basis over their estimated useful lives. Intangible assets with finite lives are assessed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable.
Stock-Based Compensation	Under our 2016 Omnibus Long-Term Incentive Plan, as amended (the “2016 LTIP”), we have the ability to award restricted stock units with time-based vesting (“Service-Based RSUs”), and restricted stock units with performance-based vesting (“Performance-Based RSUs”) to senior executives, directors, employees and other eligible service providers. Under the 2016 LTIP, our Board of Directors or, by designation of authority, the Management Development and Compensation Committee of our Board of Directors has the discretion to establish the terms, conditions and criteria of the various awards, including the weighing and vesting schedule of Service-Based RSUs and the performance conditions applicable to the Performance-Based RSUs, including the achievement of certain financial performance criteria or price targets for our common stock. Upon vesting, Service-Based RSUs and Performance-Based RSUs will be settled in the Company’s common stock. •Service-Based RSUs granted to eligible recipients as an incentive generally vest in installments over a period of up to three years from the date of grant. Service-based RSUs granted to senior executives in 2021 and 2022 vest in two to three annual installments from the date of grant. The grant date fair value per share is equal to the closing stock price on the date of grant. •Performance-Based RSUs may vest upon the achievement of a defined performance target or at the end of the defined performance period from the date of grant, whichever initially occurs. The grant date fair value per share of these Performance-Based RSUs is equal to the closing stock price on the date of the grant or the fair value of the award on the grant date as determined through an independent valuation for Performance-Based RSUs with market condition. Performance-Based RSUs may vest upon the achievement of certain price targets for the Company’s common stock anytime over a three-year period from the date of grant. In order to reflect the substantive characteristics of these market condition awards, the Company employs a Monte Carlo simulation valuation model to calculate the grant date fair value and corresponding requisite service period of the award. Monte Carlo approaches are a class of computational algorithms that rely on repeated random sampling to compute their results. This approach allows the calculation of the value of such awards based on a large number of possible stock price path scenarios. We recognize these share-based payment transactions when services from the employees are received and recognize a corresponding increase in additional paid-in capital in our condensed consolidated balance sheets, in accordance with ASC 718, "Compensation - Stock Compensation." The measurement objective for these equity awards is the estimated fair value at the date of grant of the equity instruments that we are obligated to issue when employees have rendered the requisite service and satisfied any other conditions necessary to earn the right to benefit from the instruments. The compensation expense for an award is recognized ratably over the requisite service period for the entire award, which is the period during which an employee is required to provide service in exchange for an award. Compensation expense for awards with performance conditions is recognized over the requisite service period if it is probable that the performance condition will be satisfied. If such performance conditions are not or are no longer considered probable, no compensation expense for these awards is recognized, and any previously recognized expense is reversed. If the performance condition is achieved prior to the completion of the requisite service period, any unrecognized compensation expense will be recognized in the period the performance condition is achieved. Compensation expense for awards with market conditions is recognized over the derived service period, or sooner, if the market condition is achieved. Previously recognized expense for awards with market conditions will never be reversed even if the market conditions is never achieved. We recognize forfeitures of share-based compensation awards as they occur. Share-based compensation expense is recognized as part of cost of sales and selling, general and administrative expenses in our condensed consolidated statements of operations.
Net Earnings (Loss) per Share	Basic net earnings (loss) per share is computed by dividing the net earnings (loss) by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities. Diluted net earnings (loss) per share is computed by dividing the net earnings (loss) by the weighted-average number of shares of common stock and dilutive common stock equivalents outstanding for the period determined using the treasury-stock and if-converted methods. Dilutive common stock equivalents are comprised of unvested restricted common stock and warrants.
Other Comprehensive Income (Loss)	Our functional currency is the U.S. Dollar. For one of our wholly-owned subsidiaries, the functional currency is the local currency. For this subsidiary, the translation of its foreign currency into U.S. Dollars is performed for assets and liabilities using current foreign currency exchange rates in effect at the balance sheet date and for revenue and expense accounts using average foreign currency exchange rates during the periods presented. Translation gains and losses are included in stockholders’ equity as a component of accumulated other comprehensive income (loss).
Recent Accounting Pronouncements	Changes to U.S. GAAP are established by the Financial Accounting Standards Board ("FASB") in the form of accounting standards updates ("ASUs") to the FASB's ASC. We consider the applicability and impact of all recent ASUs. ASUs not listed below were assessed and determined to be not applicable. Accounting Pronouncements Adopted In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which provides optional expedients and exceptions for a limited period of time to ease the potential burden in accounting for contracts, hedging relationship and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. This amendment is effective for all entities as of March 12, 2020 through December 31, 2022. The adoption of this ASU did not have a material impact on our condensed consolidated financial position, results of operations or cash flows. Accounting Pronouncements Not Adopted In October 2021, the FASB issued ASU No. 2021-08, “Business Combination (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers,” which requires entities to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. The ASU improves comparability after the business combination by providing consistent recognition and measurement guidance for revenue contracts with customers acquired in a business combination and revenue contracts with customers not acquired in a business combination. Entities should apply the amendments prospectively to business combinations that occur after the effective date. This standard will be effective for reporting periods beginning after December 15, 2022, with early adoption permitted. While we are currently assessing the impact of the adoption of this ASU, we do not believe the adoption of this ASU will have a material impact on our condensed consolidated financial position, results of operations and cash flows.
Revenue Recognition	We account for revenue in accordance with ASC Topic 606, “Revenue from Contracts with Customers.” The unit of account in ASC 606 is a performance obligation, which is a promise in a contract with a customer to transfer a good or service to the customer. ASC 606 prescribes a five-step model for recognizing revenue that includes identifying the contract with the customer, determining the performance obligation(s), determining the transaction price, allocating the transaction price to the performance obligation(s), and recognizing revenue as the performance obligations are satisfied. Timing of the satisfaction of performance obligations varies across our businesses due to our diverse product and service mix, customer base, and contractual terms. Significant judgment can be required in determining certain performance obligations, and these determinations could change the amount of revenue and profit recorded in a given period. Our contracts may have a single performance obligation or multiple performance obligations. When there are multiple performance obligations within a contract, we allocate the transaction price, net of any discounts, to each performance obligation based on the standalone selling price of the product or service underlying each performance obligation. Our contracts with the U.S. government are generally subject to Federal Acquisition Regulation ("FAR") and the price is typically based on estimated or actual costs plus a reasonable profit margin. As such, the standalone selling price of products or services in our contracts with the U.S. government is typically equal to the selling price stated in the contract. For non-U.S. government contracts with multiple performance obligations, standalone selling price is the observable price of a good or service when Telos sells that good or service separately in similar circumstances and to similar customers. Contracts are routinely and often modified to account for changes in contract requirements, specifications, quantities, or price. Depending on the nature of the modification, we determine whether to account for the modification as an adjustment to the existing contract or as a new contract. Generally, modifications are not distinct from the existing contract due to the significant interrelatedness of the performance obligations and are therefore accounted for as an adjustment to the existing contract, and recognized as a cumulative adjustment to revenue (as either an increase or reduction of revenue) based on the modification’s effect on progress toward completion of a performance obligation. The majority of our revenue is recognized over time, as control is transferred continuously to our customers who receive and consume benefits as we perform, and is classified as services revenue. Revenue transferred to customers over time accounted for 96% and 93% of our revenue for the three months ended March 31, 2022 and 2021, respectively. All of our business groups earn services revenue under a variety of contract types, including time and materials, firm-fixed price, firm-fixed price level of effort, and cost-plus fixed fee contract types, which may include variable consideration as discussed further below. Revenue is recognized over time using costs incurred to date relative to total estimated costs at completion to measure progress toward satisfying our performance obligations. Incurred cost represents work performed, which corresponds with, and thereby best depicts, the transfer of control to the customer. Contract costs include labor, material, subcontractor costs and indirect expenses. This continuous transfer of control to the customer is supported by clauses in our contracts with U.S. government customers whereby the customer may terminate a contract for convenience and then pay for costs incurred plus a profit, at which time the customer would take control of any work in process. For non-U.S. government contracts where we perform as a subcontractor and our order includes similar FAR provisions as the prime contractor’s order from the U.S. government, continuous transfer of control is likewise supported by such provisions. For other non-U.S. government customers, continuous transfer of control to such customers is also supported due to general terms in our contracts and rights to recover damages which would include, among other potential damages, the right to payment for our work performed to date plus a reasonable profit. Revenue that is recognized at a point in time is for the sale of software licenses in our Information Assurance / Xacta® and Secure Communications business groups and for the sale of resold products in Telos ID and Secure Networks, and is classified as product revenue. Revenue transferred to customers at a point in time accounted for 4% and 7% of our revenue for the three months ended March 31, 2022 and 2021, respectively. Revenue on these contracts is recognized when the customer obtains control of the transferred product or service, which is generally upon delivery of the product to the customer for their use, due to us maintaining control of the product until that point. Orders for the sale of software licenses may contain multiple performance obligations, such as maintenance, training, or consulting services, which are typically delivered over time, consistent with the transfer of control disclosed above for the provision of services. When an order contains multiple performance obligations, we allocate the transaction price to the performance obligations based on the standalone selling price of the product or service underlying each performance obligation. The standalone selling price represents the amount we would sell the product or service to a customer on a standalone basis. For certain performance obligations where we are not primarily responsible for fulfilling the promise to provide the goods or services to the customer, do not have inventory risk and have limited discretion in establishing the price for the goods or services, we recognize revenue on a net basis. Contract Estimates Due to the transfer of control over time, revenue is recognized based on progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the performance obligations. We generally use the cost-to-cost measure of progress on a proportional performance basis for our contracts because it best depicts the transfer of control to the customer, which occurs as we incur costs on our contracts. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Revenues are recorded proportionally as costs are incurred. Due to the nature of the work required to be performed on certain of our performance obligations, the estimation of total revenue and cost at completion is complex, subject to many variables and requires significant judgment. Contract estimates are based on various assumptions, including labor and subcontractor costs, materials and other direct costs and the complexity of the work to be performed. A significant change in one or more of these estimates could affect the profitability of our contracts. We review and update our contract-related estimates regularly and recognize adjustments in estimated profit on contracts on a cumulative catch-up basis, which may result in an adjustment increasing or decreasing revenue to date on a contract in a particular period that the adjustment is identified. Revenue and profit in future periods of contract performance are recognized using the adjusted estimate. Our contracts may include various types of variable consideration, such as claims (for instance, indirect rate or other equitable adjustments) or incentive fees. We include estimated amounts in the transaction price based on all of the information available to us, including historical information and future estimations, and to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when any uncertainty associated with the variable consideration is resolved. We provide for anticipated losses on contracts during the period when the loss is determined by recording an expense for the total expected costs that exceeds the total estimated revenue for a performance obligation. No contract losses were recorded during the three months ended March 31, 2022 and 2021. Historically, most of our contracts do not include award or incentive fees. For incentive fees, we would include such fees in the transaction price to the extent we could reasonably estimate the amount of the fee. With limited historical experience, we have not included any revenue related to incentive fees in our estimated transaction prices. We may include in our contract estimates additional revenue for submitted contract modifications or claims against the customer when we believe we have an enforceable right to the modification or claim, the amount can be estimated reliably and its realization is probable. We consider the contractual/legal basis for the claim (in particular FAR provisions), the facts and circumstances around any additional costs incurred, the reasonableness of those costs and the objective evidence available to support such claims. For our contracts that have an original duration of one year or less, we use the practical expedient applicable to such contracts and do not consider the time value of money. We capitalize on sales commissions related to proprietary software and related services that are directly tied to sales. We do not elect the practical expedient to expense as incurred the incremental costs of obtaining a contract if the amortization period would have been one year or less. For the sales commissions that are capitalized, we amortize the asset over the expected customer life, which is based on recent and historical data. We have identified two reportable segments. We treat sales to U.S. customers as sales within the U.S. regardless of where the services are performed. Substantially all of our revenues are generated from U.S. customers, international customers are de minimus, therefore the financial information by geographic location is not presented.

Basis of Presentation and Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Error Corrections and Prior Period Adjustments


	Three Months Ended March 31, 2021
	Previously Reported		Error Correction		As Adjusted
Condensed Consolidated Statement of Operations
Cost of sales - Services	$	39,602	$	(112)	$	39,490
Costs and expenses	41,400		(112)		41,288
General and administrative	19,964		112		20,076
Selling, general and administrative expenses	27,851		112		27,963


	Three Months Ended March 31, 2021
	Previously Reported		Error Correction		As Adjusted
Condensed Consolidated Statement of Cash Flows


Changes in other operating assets and liabilities	$	(9,584)	$	2,436	$	(7,148)
Cash used in operating activities	(9,318)		2,436		(6,882)
Distribution to Telos ID Class B member - non-controlling interest	—		(2,436)		(2,436)
Cash used in financing activities	(321)		(2,436)		(2,757)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share


	Three Months Ended March 31,
	2022 (1)	2021
Unvested restricted stock	—	3,167
Common stock warrants, exercisable at $1.665/sh.	—	901
Total	—	4,068

Schedule of Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) included within stockholders’ equity consists of the following (in thousands):


	March 31, 2022		December 31, 2021
Cumulative foreign currency translation loss	$	(105)	$	(134)
Cumulative actuarial gain on pension liability adjustment	107		107
Accumulated other comprehensive income (loss)	$	2	$	(27)

Revenue (Tables)

3 Months Ended

Mar. 31, 2022

Revenue Recognition and Deferred Revenue [Abstract]

Disaggregation of Revenue

The following tables disclose revenue for our operating segments disaggregated by several categories for the three months ended March 31, 2022 and 2021.


	Three Months Ended March 31,
Revenue Type	2022		2021
Security Solutions
Services	$	24,867	$	19,130
Product	2,052		3,699
	26,919		22,829
Secure Networks
Services	23,241		32,928

	23,241		32,928
Total revenue	$	50,160	$	55,757


	Three Months Ended March 31,
Customer Type	2022		2021
Security Solutions
Federal	$	24,602	$	20,451
State & Local, and Commercial	2,317		2,378
	26,919		22,829
Secure Networks
Federal	23,241		32,897
State & Local, and Commercial	—		31
	23,241		32,928
Total revenue	$	50,160	$	55,757


	Three Months Ended March 31,
Contract Type	2022		2021
Security Solutions
Firm fixed-price	$	22,467	$	18,012
Time-and-materials	2,916		3,001
Cost plus fixed fee	1,536		1,816
	26,919		22,829
Secure Networks
Firm fixed-price	18,810		31,129
Time-and-materials	—		29
Cost plus fixed fee	4,431		1,770
	23,241		32,928
Total revenue	$	50,160	$	55,757

Schedules of Concentration of Risk, by Risk Factor

The percentage of total revenue for the U.S. government, its agencies and other customers comprising more than 10% of total revenue is as follows:


	Three Months Ended March 31,
	2022		2021
U.S. Department of Defense ("DoD")	71.4	%	84.3	%
Civilian	24.0	%	11.4	%

Contract with Customer, Contract Asset, Contract Liability, and Receivable

Contract balances for the periods presented are as follow (in thousands):


	March 31, 2022		December 31, 2021
Contract assets (unbilled receivables)	$	32,579	$	41,374
Contract liabilities	$	7,036	$	6,381

Accounts Receivable (Tables)

3 Months Ended

Mar. 31, 2022

Receivables [Abstract]

Schedule of Accounts, Notes, Loans and Financing Receivable

The following table discloses accounts receivable (in thousands):


	March 31, 2022		December 31, 2021
Billed accounts receivable	$	25,366	$	18,586
Unbilled receivables	32,579		41,374
Allowance for credit losses	(211)		(116)
Accounts receivable, net	$	57,734	$	59,844

Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets

Intangible assets with finite lives are amortized over the following estimated useful lives:


						Estimated Useful Life
Acquired technology						8 years
Customer relationship						3 years
Software development costs						2 years

Intangible assets, all of which are finite-lived, consists of the following (in thousands):


	March 31, 2022						December 31, 2021
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Value		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value
Acquired technology	$	3,630	$	(302)	$	3,328	$	3,630	$	(256)	$	3,374
Customer relationships	40		(9)		31		40		(5)		35
Software development costs	25,017		(6,763)		18,254		22,222		(6,432)		15,790
	$	28,687	$	(7,074)	$	21,613	$	25,892	$	(6,693)	$	19,199

Leases (Tables)

3 Months Ended

Mar. 31, 2022

Leases [Abstract]

Lease, Cost

The components of lease expense were as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Operating lease cost	$	159	$	182
Short-term lease cost (1)	9		4
Finance lease cost
Amortization of right-of-use assets	305		305
Interest on lease liabilities	179		196
Total finance lease cost	484		501
Total lease costs	$	652	$	687

(1) Leases that have terms of 12 months or less

The weighted-average remaining lease terms and discount rates were as follows:


	Three Months Ended March 31,
	2022		2021
Weighted-average remaining lease term (in years):
Finance leases	7.1 years		8.1 years
Operating leases	1.6 years		2.3 years
Weighted-average discount rate:
Finance leases	5.04	%	5.04	%
Operating leases	5.75	%	5.75	%

Supplemental cash flow information related to leases was as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Cash flows from operating activities - operating leases	$	173	$	194
Cash flows from operating activities - finance leases	179		196
Cash flows from financing activities - finance leases	351		321

Finance Lease, Liability, Fiscal Year Maturity

Future minimum lease commitments at March 31, 2022 were as follows (in thousands):


Year Ending December 31,	Operating Leases		Finance Leases
2022 (excluding the three months ended March 31, 2022)	$	429	$	1,619
2023	373		2,202
2024	28		2,258
2025	—		2,314
2026	—		2,372
After 2026	—		5,972
Total lease payments	830		16,737
Less imputed interest	(38)		(2,787)
Total	$	792	$	13,950

Lessee, Operating Lease, Liability, Maturity

Future minimum lease commitments at March 31, 2022 were as follows (in thousands):


Year Ending December 31,	Operating Leases		Finance Leases
2022 (excluding the three months ended March 31, 2022)	$	429	$	1,619
2023	373		2,202
2024	28		2,258
2025	—		2,314
2026	—		2,372
After 2026	—		5,972
Total lease payments	830		16,737
Less imputed interest	(38)		(2,787)
Total	$	792	$	13,950

Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Share-based Payment Arrangement, Expensed and Capitalized, Amount


	Three Months Ended March 31,
	2022		2021
Cost of sales - services	$	1,006	$	625
Sales and marketing	1,669		1,547
Research and development	1,312		461
General and administrative	10,311		11,037
Total stock-based compensation expense	$	14,298	$	13,670

Schedule of Nonvested Restricted Stock Units Activity

A summary of the awards of Service-Based RSUs that vest upon the completion of a service requirement is presented below:


	Number of Shares	Weighted- Average Grant Date Fair Value (per share)		Weighted- Average Contractual Life (years)	Aggregate Intrinsic Value
					(in thousands)
For the Three Months Ended March 31, 2022
Beginning balance - unvested	3,030,608	$	34.94	1.3	$	46,700
Granted	3,438,602	10.19		—	—
Vested	(1,328,876)	33.38		—	—
Forfeited	(81,259)	35.83		—	—
Ending balance - unvested	5,059,075	$	18.38	1.1	$	50,043
For the Three Months Ended March 31, 2021
Beginning balance - unvested	59,521	$	0.18	2.4	$	2,000
Granted	2,674,863	36.56		—	—
Vested	—	—		—	—
Forfeited	(5,900)	36.63		—	—
Ending balance - unvested	2,728,484	$	35.76	1.9	$	103,500

A summary of the awards of Performance-Based RSUs that vest upon the attainment of certain price targets of the Company’s common stock is presented below:


	Number of Shares	Weighted- Average Grant Date Fair Value (per share)		Weighted- Average Contractual Life (years)	Aggregate Intrinsic Value
					(in thousands)
For the Three Months Ended March 31, 2022
Beginning balance - unvested	492,727	$	30.07	2.2	$	7,600
Granted	—	—		—	—
Vested	—	—		—	—
Forfeited	(52,941)	30.84		—	—
Ending balance	439,786	$	29.97	1.8	$	4,385
For the Three Months Ended March 31, 2021
Beginning balance	—	$	—	—	—
Granted	438,403	30.84		—	—
Vested	—	—		—	—
Forfeited	—	—		—	—
Ending balance - unvested	438,403	$	30.84	0.2	$	16,600

Segment Information (Tables)

3 Months Ended

Mar. 31, 2022

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment


	Three Months Ended March 31,
	2022		2021
	(in thousands)
Revenues
Security Solutions	$	26,919	$	22,829
Secure Networks	23,241		32,928
Consolidated revenue	$	50,160	$	55,757

Gross profit
Security Solutions	$	15,051	$	9,326
Secure Networks	3,820		5,143
Total gross profit	$	18,871	$	14,469

Basis of Presentation and Summary of Significant Accounting Policies - Narrative (Details) $ / shares in Units, $ in Thousands					3 Months Ended		12 Months Ended
	Apr. 19, 2021 USD ($) shares	Apr. 06, 2021 USD ($) $ / shares shares	Nov. 19, 2020 USD ($) $ / shares shares	Nov. 12, 2020	Mar. 31, 2022 USD ($) segment	Mar. 31, 2021 USD ($)	Dec. 31, 2021 USD ($)
Subsidiary, Sale of Stock [Line Items]
Stockholders' equity note, stock split, conversion ratio				0.794
Number of operating segments \| segment					2
Number of reportable segments \| segment					2
General and administrative					$ 22,923	$ 20,076
Changes in other operating assets and liabilities					(502)	(7,148)
Inventory, gross					2,900		$ 2,100
Inventory obsolescence reserve					$ 773		$ 861
Goodwill amortization period for income tax purposes					15 years
Error Correction
Subsidiary, Sale of Stock [Line Items]
General and administrative						112
Changes in other operating assets and liabilities						$ 2,436
Service Based RSU Awards \| Maximum
Subsidiary, Sale of Stock [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period					3 years
Service Based RSU Awards \| Minimum
Subsidiary, Sale of Stock [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period					2 years
Performance Shares
Subsidiary, Sale of Stock [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period					3 years
Performance Shares \| Executive Officer
Subsidiary, Sale of Stock [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period							3 years
Enlightenment Capital Solutions Fund, II L.P.
Subsidiary, Sale of Stock [Line Items]
Payments for repurchase of common stock	$ 1,300
Stock repurchased during period, shares (in shares) \| shares	39,682
Payments to repurchase shares and warrants	$ 26,900
Warrant repurchased during period, shares (in shares) \| shares	900,970
Telos ID
Subsidiary, Sale of Stock [Line Items]
Business acquisition, percentage of voting interests acquired					100.00%
IPO
Subsidiary, Sale of Stock [Line Items]
Number of shares issued (in shares) \| shares			17,200,000
Share price (in dollars per share) \| $ / shares			$ 17.00
Net proceeds from initial public offering			$ 272,800
Repayments of debt			21,000
IPO \| Exchangeable Redeemable Preferred Stock
Subsidiary, Sale of Stock [Line Items]
Conversion of preferred stock to common stock			108,900
IPO \| Telos ID \| Class B Common Stock
Subsidiary, Sale of Stock [Line Items]
Payments for repurchase of common stock			$ 30,000
Secondary Public Offering
Subsidiary, Sale of Stock [Line Items]
Share price (in dollars per share) \| $ / shares		$ 33.00
Net proceeds from initial public offering		$ 64,300
Sale of stock, number of shares issued in transaction (in shares) \| shares		9,100,000
Sale of stock, number of shares issued by certain existing shareholders (in shares) \| shares		7,000,000

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Error Corrections and Prior Period Adjustments (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Condensed Consolidated Statement of Operations
Total costs and expenses	$ 31,289	$ 41,288
General and administrative	22,923	20,076
Selling, general and administrative expenses	33,605	27,963
Condensed Consolidated Statement of Cash Flows
Changes in other operating assets and liabilities	(502)	(7,148)
Cash used in operating activities	249	(6,882)
Distribution to Telos ID Class B member - non-controlling interest	0	(2,436)
Cash used in financing activities	(3,237)	(2,757)
Products And Services
Condensed Consolidated Statement of Operations
Total costs and expenses		41,288
Services
Condensed Consolidated Statement of Operations
Total costs and expenses	$ 29,731	39,490
Previously Reported
Condensed Consolidated Statement of Operations
General and administrative		19,964
Selling, general and administrative expenses		27,851
Condensed Consolidated Statement of Cash Flows
Changes in other operating assets and liabilities		(9,584)
Cash used in operating activities		(9,318)
Distribution to Telos ID Class B member - non-controlling interest		0
Cash used in financing activities		(321)
Previously Reported \| Products And Services
Condensed Consolidated Statement of Operations
Total costs and expenses		41,400
Previously Reported \| Services
Condensed Consolidated Statement of Operations
Total costs and expenses		39,602
Error Correction
Condensed Consolidated Statement of Operations
General and administrative		112
Selling, general and administrative expenses		112
Condensed Consolidated Statement of Cash Flows
Changes in other operating assets and liabilities		2,436
Cash used in operating activities		2,436
Distribution to Telos ID Class B member - non-controlling interest		(2,436)
Cash used in financing activities		(2,436)
Error Correction \| Products And Services
Condensed Consolidated Statement of Operations
Total costs and expenses		(112)
Error Correction \| Services
Condensed Consolidated Statement of Operations
Total costs and expenses		$ (112)

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - $ / shares shares in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	0	4,068
Class of warrant or right, exercise price of warrants or rights (in dollars per share)	$ 1.665
Weighted average number of shares, restricted stock (in shares)	4,000
Unvested restricted stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	0	3,167
Common stock warrants, exercisable at $1.665/sh.
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	0	901

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cumulative foreign currency translation loss	$ (105)	$ (134)
Cumulative actuarial gain on pension liability adjustment	107	107
Accumulated other comprehensive income (loss)	$ 2	$ (27)

- 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.

+ References + Details

Revenue - Narrative (Details) $ in Millions	3 Months Ended
Revenue - Narrative (Details) $ in Millions	Mar. 31, 2022 USD ($) segment	Mar. 31, 2021 USD ($)
Disaggregation of Revenue [Line Items]
Number of reportable segments \| segment	2
Contract with customer, liability, revenue recognized \| $	$ 2.5	$ 2.0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01
Disaggregation of Revenue [Line Items]
Remaining performance obligation, period	1 year
Remaining performance obligation (as a percent)	84.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Disaggregation of Revenue [Line Items]
Remaining performance obligation, period	1 year
Remaining performance obligation (as a percent)	12.00%
Revenue from Contract with Customer, Product and Service Benchmark \| Revenue Timing of Transfer of Goods or Service \| Transferred over Time
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	96.00%	93.00%
Revenue from Contract with Customer, Product and Service Benchmark \| Revenue Timing of Transfer of Goods or Service \| Transferred at Point in Time
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	4.00%	7.00%
Federal Government \| Revenue from Contract with Customer, Product and Service Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	95.00%	96.00%
Federal Government \| Accounts Receivable \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	72.00%

Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Disaggregation of Revenue [Line Items]
Total revenue	$ 50,160	$ 55,757
Services
Disaggregation of Revenue [Line Items]
Total revenue	48,108	52,058
Product
Disaggregation of Revenue [Line Items]
Total revenue	2,052	3,699
Security Solutions
Disaggregation of Revenue [Line Items]
Total revenue	26,919	22,829
Security Solutions \| Services
Disaggregation of Revenue [Line Items]
Total revenue	24,867	19,130
Security Solutions \| Product
Disaggregation of Revenue [Line Items]
Total revenue	2,052	3,699
Secure Networks
Disaggregation of Revenue [Line Items]
Total revenue	23,241	32,928
Secure Networks \| Services
Disaggregation of Revenue [Line Items]
Total revenue	23,241	32,928
Firm fixed-price \| Security Solutions
Disaggregation of Revenue [Line Items]
Total revenue	22,467	18,012
Firm fixed-price \| Secure Networks
Disaggregation of Revenue [Line Items]
Total revenue	18,810	31,129
Time-and-materials \| Security Solutions
Disaggregation of Revenue [Line Items]
Total revenue	2,916	3,001
Time-and-materials \| Secure Networks
Disaggregation of Revenue [Line Items]
Total revenue	0	29
Cost plus fixed fee \| Security Solutions
Disaggregation of Revenue [Line Items]
Total revenue	1,536	1,816
Cost plus fixed fee \| Secure Networks
Disaggregation of Revenue [Line Items]
Total revenue	4,431	1,770
Federal \| Security Solutions
Disaggregation of Revenue [Line Items]
Total revenue	24,602	20,451
Federal \| Secure Networks
Disaggregation of Revenue [Line Items]
Total revenue	$ 23,241	$ 32,897
Federal \| Revenue from Contract with Customer, Product and Service Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	95.00%	96.00%
U.S. Department of Defense ("DoD") \| Revenue from Contract with Customer, Product and Service Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	71.40%	84.30%
Civilian \| Revenue from Contract with Customer, Product and Service Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	24.00%	11.40%
State & Local, and Commercial \| Security Solutions
Disaggregation of Revenue [Line Items]
Total revenue	$ 2,317	$ 2,378
State & Local, and Commercial \| Secure Networks
Disaggregation of Revenue [Line Items]
Total revenue	$ 0	$ 31

Revenue - Contract with Customer, Contract Asset, Contract Liability, and Receivable (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Revenue Recognition and Deferred Revenue [Abstract]
Contract assets (unbilled receivables)	$ 32,579	$ 41,374
Contract liabilities	7,036	6,381
Revenue, Remaining Performance Obligation, Amount	$ 120,000	$ 123,500

Accounts Receivable (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Accounts Receivable, after Allowance for Credit Loss [Abstract]
Billed accounts receivable	$ 25,366	$ 18,586
Unbilled receivables	32,579	41,374
Allowance for doubtful accounts	(211)	(116)
Accounts receivable, net	$ 57,734	$ 59,844

Acquisition - Narrative (Details) - Asset Purchase Agreement $ in Millions	Jul. 30, 2021 USD ($)
Business Acquisition [Line Items]
Total consideration transferred	$ 6.7
Consideration transferred related to a pre-existing contractual arrangement	0.3
Cash payment for acquisition	5.9
Business combination, consideration transferred, liabilities incurred	$ 0.6
Business combination, consideration transferred, liabilities incurred, cash holdback period	18 months
Business combination, contingent consideration, liability	$ 0.5
Business combination, recognized identifiable assets acquired and liabilities assumed, finite-lived intangibles	3.7
Goodwill, acquired during period	$ 3.0
Minimum
Business Acquisition [Line Items]
Finite-lived intangible asset, useful life	3 years
Maximum
Business Acquisition [Line Items]
Finite-lived intangible asset, useful life	8 years

Goodwill (Details) - USD ($)	3 Months Ended
Goodwill (Details) - USD ($)	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Goodwill [Line Items]
Goodwill	$ 17,922,000		$ 17,922,000
Goodwill impairment	0	$ 0
Security Solutions
Goodwill [Line Items]
Goodwill	3,000,000
Secure Networks
Goodwill [Line Items]
Goodwill	$ 14,900,000

Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 28,687	$ 25,892
Accumulated Amortization	(7,074)	(6,693)
Net Carrying Value	$ 21,613	19,199
Acquired technology
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life	8 years
Gross Carrying Amount	$ 3,630	3,630
Accumulated Amortization	(302)	(256)
Net Carrying Value	$ 3,328	3,374
Customer relationship
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life	3 years
Gross Carrying Amount	$ 40	40
Accumulated Amortization	(9)	(5)
Net Carrying Value	$ 31	35
Software development costs
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life	2 years
Gross Carrying Amount	$ 25,017	22,222
Accumulated Amortization	(6,763)	(6,432)
Net Carrying Value	$ 18,254	$ 15,790

Intangible Assets - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of intangible assets	$ 0.4	$ 0.5

Purchase of Telos ID Non-controlling Interests (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions		1 Months Ended
	Nov. 23, 2020	Jan. 31, 2021	Dec. 31, 2016
Telos ID
Business Combination [Abstract]
Cash payment for acquisition	$ 30.0
Number of shares issued in acquisition (in shares)	7.3
Share price (in dollars per share)	$ 20.39
Value of stock issued	$ 148.4
Total consideration transferred	178.4
Issuance of common stock on APIC	148.4
Non-controlling interest in APIC	$ 173.9
Additional percentage of ownership interest	50.00%
Impact of ownership interest on APIC	$ 25.5
Telos ID
Business Combination [Abstract]
Ownership interest (as a percent)			50.00%
Distributions		$ (2.4)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Deferred income taxes	$ 735		$ 723
Income tax expense (benefit)	71	$ 34
Unrecognized tax benefits	1,149		1,056
Unrecognized tax benefits that would impact effective tax rate	174		174
Unrecognized tax benefits that would not impact effective tax rate	975		882
Unrecognized tax benefits, income tax penalties and interest accrued	$ 174		$ 170

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Related Party Transactions (Details) - USD ($) $ in Thousands		3 Months Ended
	Feb. 01, 2022	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Emmett J. Wood
Related Party Transaction [Line Items]
Related party transaction, amounts of transaction		$ 512	$ 218
Number of shares held by related party (in shares)		94,547		73,562
Director
Related Party Transaction [Line Items]
Related party transaction, amounts of transaction		$ 25	$ 71
Director \| Restricted Stock
Related Party Transaction [Line Items]
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period (in shares)	26,091
Director \| Restricted Stock \| Share-based Payment Arrangement, Tranche One
Related Party Transaction [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage	25.00%
Director \| Restricted Stock \| Share-based Payment Arrangement, Tranche Two
Related Party Transaction [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage	25.00%
Director \| Restricted Stock \| Share-based Payment Arrangement, Tranche Three
Related Party Transaction [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage	25.00%
Director \| Restricted Stock \| Share-based Payment Arrangement, Tranche Four
Related Party Transaction [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage	25.00%

Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Leases [Abstract]
Operating lease cost	$ 159	$ 182
Short-term lease cost	9	4
Finance lease cost [Abstract]
Amortization of right-of-use assets	305	305
Interest on lease liabilities	179	196
Total finance lease cost	484	501
Total lease costs	$ 652	$ 687

Leases - Weighted Average Remaining Lease Term and Discount Rate (Details)	Mar. 31, 2022	Mar. 31, 2021
Weighted-average remaining lease term (in years):
Finance leases	7 years 1 month 6 days	8 years 1 month 6 days
Operating leases	1 year 7 months 6 days	2 years 3 months 18 days
Lease, Weighted Average Discount Rate [Abstract]
Finance leases	5.04%	5.04%
Operating leases	5.75%	5.75%

Leases - Future Minimum Lease Commitments (Details) $ in Thousands	Mar. 31, 2022 USD ($)
Operating Leases
2022 (excluding the three months ended March 31, 2022)	$ 429
2023	373
2024	28
2025	0
2026	0
After 2026	0
Total lease payments	830
Less imputed interest	(38)
Total	792
Finance Leases
2022 (excluding the three months ended March 31, 2022)	1,619
2023	2,202
2024	2,258
2025	2,314
2026	2,372
After 2026	5,972
Total lease payments	16,737
Less imputed interest	(2,787)
Total	$ 13,950

Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Cash flows from operating activities - operating leases	$ 173	$ 194
Cash flows from operating activities - finance leases	179	196
Cash flows from financing activities - finance leases	$ 351	$ 321

Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021	Dec. 31, 2020
2016 Omnibus Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, options, outstanding, number (in shares)	0
Common stock, capital shares reserved for future issuance (in shares)	500,000
2016 Omnibus Long-Term Incentive Plan \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period	1 year
2016 Omnibus Long-Term Incentive Plan \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period	3 years
Share-based Payment Arrangement, Option \| 2016 Omnibus Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, expiration period	10 years
Service Based RSU Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation expense	$ 79.6
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition	1 year 6 months
Granted (in shares)	3,438,602	2,674,863
Share-based compensation arrangement by share-based payment award, equity instruments other than options, nonvested, weighted average grant date fair value (in dollars per share)	$ 18.38	$ 35.76	$ 34.94	$ 0.18
Service Based RSU Awards \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period	2 years
Service Based RSU Awards \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period	3 years
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period	3 years
Unrecognized stock-based compensation expense	$ 1.1
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition	1 year 8 months 12 days
Granted (in shares)	0	438,403
Expected volatility rate, minimum	57.40%
Expected volatility rate, maximum	58.80%
Risk free interest rate, minimum	0.18%
Share-based compensation arrangement by share-based payment award, fair value assumptions, risk free interest rate, maximum	0.29%
Share-based compensation arrangement by share-based payment award, equity instruments other than options, nonvested, weighted average grant date fair value (in dollars per share)	$ 29.97	$ 30.84	$ 30.07	$ 0
Performance Shares \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, fair value assumptions, expected term	2 years 5 months 12 days
Share-based compensation arrangement by share-based payment award, equity instruments other than options, nonvested, weighted average grant date fair value (in dollars per share)	$ 19.12
Share-based compensation arrangement by share-based payment award, award requisite service period	4 months 17 days
Performance Shares \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, fair value assumptions, expected term	2 years 11 months 1 day
Share-based compensation arrangement by share-based payment award, equity instruments other than options, nonvested, weighted average grant date fair value (in dollars per share)	$ 30.84
Share-based compensation arrangement by share-based payment award, award requisite service period	9 months 3 days
Performance Shares \| Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period			3 years
Granted (in shares)			458,903
Share-based compensation arrangement by share-based payment award, award vesting threshold stock price trigger (in dollars per share)			$ 42.50
Number of consecutive trading days required for shares to vest			20 days
Number of maximum consecutive trading days required for shares to vest			30 days
Period of weighted average of share price of consecutive trading days equal to target price			30 days
Performance Shares \| Certain Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting period	3 years
Granted (in shares)			50,000

Stock-Based Compensation - RSU Awards (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended				12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021	Dec. 31, 2020	Dec. 31, 2021
Service Based RSU Awards
Number of Shares
Outstanding, beginning balance (in shares)	3,030,608		59,521		59,521
Granted (in shares)	3,438,602		2,674,863
Vested (in shares)	(1,328,876)		0
Forfeited (in shares)	(81,259)		(5,900)
Outstanding, beginning balance (in shares)	5,059,075	3,030,608	2,728,484	59,521	3,030,608
Weighted- Average Grant Date Fair Value (per share)
Outstanding, beginning balance (in dollars per share)	$ 34.94		$ 0.18		$ 0.18
Granted (in dollars per share)	10.19		36.56
Vested (in dollars per share)	33.38		0
Forfeited (in dollars per share)	35.83		36.63
Outstanding, beginning balance (in dollars per share)	$ 18.38	$ 34.94	$ 35.76	$ 0.18	$ 34.94
Weighted- Average Contractual Life (years)
Outstanding	1 year 1 month 6 days	1 year 3 months 18 days	1 year 10 months 24 days	2 years 4 months 24 days
Aggregate Intrinsic Value
Outstanding	$ 50,043	$ 46,700	$ 103,500	$ 2,000
Performance Shares
Number of Shares
Outstanding, beginning balance (in shares)	492,727		0		0
Granted (in shares)	0		438,403
Vested (in shares)	0		0
Forfeited (in shares)	(52,941)		0
Outstanding, beginning balance (in shares)	439,786	492,727	438,403	0	492,727
Weighted- Average Grant Date Fair Value (per share)
Outstanding, beginning balance (in dollars per share)	$ 30.07		$ 0		$ 0
Granted (in dollars per share)	0		30.84
Vested (in dollars per share)	0		0
Forfeited (in dollars per share)	30.84		0
Outstanding, beginning balance (in dollars per share)	$ 29.97	$ 30.07	$ 30.84	$ 0	$ 30.07
Weighted- Average Contractual Life (years)
Outstanding	1 year 9 months 18 days	2 years 2 months 12 days	2 months 12 days	0 years
Aggregate Intrinsic Value
Outstanding	$ 4,385	$ 7,600	$ 16,600	$ 0

Stock-Based Compensation - Stock-Based Compensation Expense Incurred (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 14,298	$ 13,670
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	1,669	1,547
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	1,312	461
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	10,311	11,037
Services \| Cost of sales - services
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 1,006	$ 625

Segment Information - Narrative (Details)	3 Months Ended
Segment Information - Narrative (Details)	Mar. 31, 2022 segment
Segment Reporting [Abstract]
Number of operating segments	2

Segment Information - Schedule of Segment Reporting Information, by Segment (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenue
Consolidated revenue	$ 50,160	$ 55,757
Gross profit
Total gross profit	18,871	14,469
Security Solutions
Revenue
Consolidated revenue	26,919	22,829
Security Solutions \| Operating Segments
Revenue
Consolidated revenue	26,919	22,829
Gross profit
Total gross profit	15,051	9,326
Secure Networks
Revenue
Consolidated revenue	23,241	32,928
Secure Networks \| Operating Segments
Revenue
Consolidated revenue	23,241	32,928
Gross profit
Total gross profit	$ 3,820	$ 5,143

- Definition

Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.

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Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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