Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Mar. 31, 2014 | Sep. 30, 2013 | 14-May-14 | 14-May-14 |
Class A Common Stock [Member] | Class B Common Stock [Member] | |||
Entity Registrant Name | 'WESTELL TECHNOLOGIES INC | ' | ' | ' |
Entity Central Index Key | '0001002135 | ' | ' | ' |
Current Fiscal Year End Date | '--03-31 | ' | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' | ' |
Document Type | '10-K | ' | ' | ' |
Document Period End Date | 31-Mar-14 | ' | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' | ' |
Amendment Flag | 'false | ' | ' | ' |
Entity Common Stock, Shares Outstanding | ' | ' | 46,003,152 | 13,937,151 |
Entity Well-known Seasoned Issuer | 'No | ' | ' | ' |
Entity Voluntary Filers | 'No | ' | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' | ' |
Entity Public Float | ' | $138 | ' | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2014 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $35,793 | $88,233 |
Restricted cash | ' | 2,500 |
Short-term investments | 15,584 | 24,349 |
Accounts receivable (net of allowance of $40 and $10 as of March 31, 2014 and 2013, respectively) | 15,851 | 6,689 |
Inventories | 24,436 | 12,223 |
Prepaid expenses and other current assets | 1,975 | 1,804 |
Deferred income tax assets | 899 | ' |
Land held-for-sale | 1,044 | ' |
Total current assets | 95,582 | 135,798 |
Property and equipment: | ' | ' |
Machinery and equipment | 1,413 | 1,162 |
Office, computer and research equipment | 9,084 | 8,659 |
Leasehold improvements | 7,450 | 7,515 |
Total property and equipment, gross | 17,947 | 17,336 |
Less accumulated depreciation and amortization | -16,001 | -16,255 |
Property and equipment, net | 1,946 | 1,081 |
Goodwill | 30,697 | 0 |
Intangible assets, net | 32,356 | 5,063 |
Other non-current assets | 393 | 495 |
Total assets | 160,974 | 142,437 |
Current liabilities: | ' | ' |
Accounts payable | 6,726 | 4,126 |
Accrued expenses | 3,418 | 2,957 |
Accrued expenses | 4,395 | 996 |
Contingent consideration | 2,067 | ' |
Deferred revenue | 1,774 | ' |
Total current liabilities | 18,380 | 8,079 |
Deferred Revenue, Noncurrent | 787 | ' |
Deferred Tax Liabilities, Net | 1,072 | 305 |
BusinessCombinationContingentConsiderationLiabilityNonCurrent | 574 | 2,333 |
Other non-current liabilities | 528 | 643 |
Total liabilities | 21,341 | 11,360 |
Commitments and contingencies (see Notes 2 and 6) | ' | ' |
Stockholders' equity: | ' | ' |
Additional paid-in capital | 410,176 | 406,638 |
Treasury stock at cost b 17,130,965 and 16,969,296 shares at March 31, 2014 and 2013, respectively | -34,206 | -33,848 |
Cumulative translation adjustment | 608 | 608 |
Accumulated deficit | -237,543 | -242,910 |
Total stockholdersb equity | 139,633 | 131,077 |
Total liabilities and stockholdersb equity | 160,974 | 142,437 |
Class A Common Stock [Member] | ' | ' |
Stockholders' equity: | ' | ' |
Common stock, value | 459 | 450 |
Class B Common Stock [Member] | ' | ' |
Stockholders' equity: | ' | ' |
Common stock, value | $139 | $139 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2014 | Mar. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Accounts receivable, allowance | $40 | $10 |
Treasury stock, shares | 17,130,965 | 16,969,296 |
Preferred Stock [Member] | ' | ' |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Class A Common Stock [Member] | ' | ' |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 109,000,000 | 109,000,000 |
Common stock, shares outstanding | 45,852,740 | 44,969,841 |
Class B Common Stock [Member] | ' | ' |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, shares issued | 13,937,151 | 13,937,151 |
Common stock, shares outstanding | 13,937,151 | 13,937,151 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |||
Revenue | $102,073 | $38,808 | $43,629 | |||
Cost of revenue | 60,115 | 25,483 | 26,457 | |||
Gross profit | 41,958 | 13,325 | 17,172 | |||
Operating expenses: | ' | ' | ' | |||
Sales and marketing | 14,663 | 7,492 | 5,843 | |||
Research and development | 11,339 | 5,928 | 5,460 | |||
General and administrative | 14,027 | 9,310 | 6,996 | |||
Intangible amortization | 4,908 | 887 | 544 | |||
Restructuring | 335 | 149 | 276 | |||
Goodwill impairment | ' | 2,884 | ' | |||
Total operating expenses | 45,272 | 26,650 | 19,119 | |||
Operating income (loss) | -3,314 | -13,325 | -1,947 | |||
Other income (expense), net | -56 | 175 | 331 | |||
Income (loss) before income taxes and discontinued operations | -3,370 | -13,150 | -1,616 | |||
Income tax (expense) benefit | 8,782 | -29,392 | 686 | |||
Net income (loss) from continuing operations | 5,412 | -42,542 | -930 | |||
Discontinued operations (Note 1): | ' | ' | ' | |||
Gain on sales of discontinued operations, net of tax expense of $25,013 | ' | ' | 39,489 | |||
Income (loss) from discontinued operations, net of tax benefit (expense) of $0, $813 and $(2,354) for fiscal years 2014, 2013 and 2012, respectively | -45 | -1,496 | 3,423 | |||
Net income (loss) | $5,367 | ($44,038) | $41,982 | |||
Basic net income (loss) per share: | ' | ' | ' | |||
Basic net income (loss) from continuing operations | $0.09 | ($0.71) | ($0.01) | |||
Basic net income (loss) from discontinued operations | $0 | ($0.02) | $0.64 | |||
Basic net income (loss) per share | $0.09 | ($0.73) | $0.63 | |||
Diluted net income (loss) per share: | ' | ' | ' | |||
Diluted net income (loss) from continuing operations | $0.09 | ($0.71) | ($0.01) | |||
Diluted net income (loss) from discontinued operations | $0 | ($0.02) | $0.64 | |||
Diluted net income (loss) per share | $0.09 | ($0.73) | $0.63 | |||
Weighted-average number of Common shares outstanding: | ' | ' | ' | |||
Basic | 58,786 | 59,944 | 66,657 | |||
Effect of dilutive securities: restricted stock, restricted stock units, performance stock units and stock options | 1,262 | [1] | 0 | [1] | 0 | [1] |
Diluted | 60,048 | 59,944 | 66,657 | |||
[1] | * The Company had 0.6 million shares represented by options for the twelve months ended March 31, 2014, which were not included in the computation of average dilutive shares outstanding because they were anti-dilutive. In periods with a net loss from continuing operations, the basic loss per share equals the diluted loss per share as all common stock equivalents are excluded from the per share calculation. |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, except Share data in Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Income Statement [Abstract] | ' | ' | ' |
Tax expense on Gain from Disposal of Discontinued Operations | ' | ' | ($25,013) |
Income tax benefit (expense) from discontinued operations | $0 | $813 | ($2,354) |
Shares represented by options | 0.6 | ' | ' |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (Loss) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' |
Net income (loss) | $5,367 | ($44,038) | $41,982 |
Other comprehensive income (loss): | ' | ' | ' |
Foreign currency translation adjustment | ' | -11 | -346 |
Total other comprehensive income (loss) | ' | -11 | -346 |
Total comprehensive income (loss) | $5,367 | ($44,049) | $41,636 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Translation Adjustment [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] |
In Thousands, unless otherwise specified | Class A Common Stock [Member] | Class B Common Stock [Member] | |||||
Beginning Balance at Mar. 31, 2011 | $159,281 | $541 | $146 | $402,337 | $965 | ($240,854) | ($3,854) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | 41,982 | ' | ' | ' | ' | 41,982 | ' |
Foreign currency translation adjustment | -346 | ' | ' | ' | -346 | ' | ' |
Stock Issued During Period Value Conversion Of Class B To Class A | 0 | 7 | -7 | ' | ' | ' | ' |
Repurchase of subsidiary stock options | -117 | ' | ' | -117 | ' | ' | ' |
Options exercised | 1,684 | 9 | ' | 1,675 | ' | ' | ' |
Treasury stock | -17,385 | -66 | ' | ' | ' | ' | -17,319 |
Restricted stock grant, net of forfeitures | -1 | -1 | ' | ' | ' | ' | ' |
Conversion of RSUs to restricted stock | 0 | 14 | ' | -14 | ' | ' | ' |
Tax benefits related to stock-based compensation | 61 | ' | ' | 61 | ' | ' | ' |
Stock-based compensation | 1,205 | ' | ' | 1,205 | ' | ' | ' |
Ending Balance at Mar. 31, 2012 | 186,364 | 504 | 139 | 405,147 | 619 | -198,872 | -21,173 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | -44,038 | ' | ' | ' | ' | -44,038 | ' |
Foreign currency translation adjustment | -11 | ' | ' | ' | -11 | ' | ' |
Repurchase of subsidiary stock options | ' | ' | ' | ' | ' | ' | ' |
Options exercised | 87 | 2 | ' | 85 | ' | ' | ' |
Treasury stock | -12,733 | -58 | ' | ' | ' | ' | -12,675 |
Restricted stock grant, net of forfeitures | 1 | 1 | ' | ' | ' | ' | ' |
Conversion of RSUs to restricted stock | 0 | 1 | ' | -1 | ' | ' | ' |
Stock-based compensation | 1,407 | ' | ' | 1,407 | ' | ' | ' |
Ending Balance at Mar. 31, 2013 | 131,077 | 450 | 139 | 406,638 | 608 | -242,910 | -33,848 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | 5,367 | ' | ' | ' | ' | 5,367 | ' |
Foreign currency translation adjustment | ' | ' | ' | ' | ' | ' | ' |
Options exercised | 1,677 | 8 | ' | 1,669 | ' | ' | ' |
Treasury stock | -359 | -1 | ' | ' | ' | ' | -358 |
Conversion of RSUs to restricted stock | 0 | 2 | ' | -2 | ' | ' | ' |
Stock-based compensation | 1,871 | ' | ' | 1,871 | ' | ' | ' |
Ending Balance at Mar. 31, 2014 | $139,633 | $459 | $139 | $410,176 | $608 | ($237,543) | ($34,206) |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Cash flows from operating activities: | ' | ' | ' |
Net income (loss) | $5,367 | ($44,038) | $41,982 |
Reconciliation of net income to net cash provided by (used in) operating activities: | ' | ' | ' |
Depreciation and amortization | 5,530 | 1,381 | 2,053 |
Goodwill impairment | ' | 2,884 | ' |
Stock-based compensation | 1,871 | 1,407 | 1,205 |
Exchange rate loss | 33 | 0 | 17 |
Gain on CNS asset sale | ' | ' | -64,502 |
Cash proceeds from CNS Asset Sale | ' | ' | 31,654 |
Gain on sale of ConferencePlus, net of tax | ' | ' | -20,489 |
Loss (gain) on sale or disposal of fixed assets | 8 | -8 | 18 |
Gain on sale of non-operating asset | ' | ' | -325 |
Restructuring | 335 | 149 | 1,217 |
Deferred taxes | -9,312 | 29,865 | 12,438 |
Changes in assets and liabilities: | ' | ' | ' |
Accounts receivable | -2,139 | -979 | 12,396 |
Inventories | 457 | -2,002 | 1,852 |
Prepaid expenses and other current assets | 742 | -233 | 1,002 |
Other assets | 190 | -240 | -265 |
Deferred revenue | -404 | -128 | 336 |
Accounts payable and accrued expenses | -3,223 | 23 | -23,820 |
Accrued compensation | 2,142 | -206 | -2,919 |
Net cash provided by (used in) operating activities | 1,597 | -12,125 | -4,956 |
Cash flows from investing activities: | ' | ' | ' |
Maturities of held-to maturity short-term debt securities | 28,514 | 16,817 | 8,352 |
Maturities of other short-term investments | 3,682 | 6,796 | 1,370 |
Purchases of held-to maturity short-term debt securities | -21,955 | -29,090 | -16,746 |
Purchases of other short-term investments | -1,476 | -4,417 | -6,941 |
Purchases of property and equipment | -443 | -379 | -819 |
Proceeds from sale of assets | ' | 15 | 325 |
cash proceeds sale of subsidiary | ' | ' | 40,331 |
Proceeds from CNS asset sale | ' | ' | 36,729 |
Acquisitions, net of cash acquired | -66,170 | -2,524 | ' |
Changes in restricted cash | 2,500 | 4,951 | -7,451 |
Net cash provided by (used in) investing activities | -55,348 | -7,831 | 55,150 |
Cash flows from financing activities: | ' | ' | ' |
Purchase of treasury stock | -359 | -12,733 | -17,385 |
Excess tax benefits from stock-based compensation | ' | ' | 145 |
Proceeds from stock options exercised | 1,677 | 87 | 1,684 |
Repurchase of subsidiary stock options | ' | ' | -117 |
Net cash provided by (used in) financing activities | 1,318 | -12,646 | -15,673 |
(Gain) loss of exchange rate changes on cash | -7 | 3 | -97 |
Net increase (decrease) in cash and cash equivalents | -52,440 | -32,599 | 34,424 |
Cash and cash equivalents, beginning of period | 88,233 | 120,832 | 86,408 |
Cash and cash equivalents, end of period | 35,793 | 88,233 | 120,832 |
Supplemental Cash Flow Information | ' | ' | ' |
Cash paid (refunded) for income taxes, net | $965 | ($524) | $2,901 |
Basis_of_Presentation
Basis of Presentation | 12 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |||||||||||
Basis of Presentation | ' | |||||||||||
Basis of Presentation: | ||||||||||||
Description of Business | ||||||||||||
Westell Technologies, Inc. (the Company) is a holding company. Its wholly owned subsidiary, Westell, Inc., designs and distributes telecommunications products which are sold primarily to major telephone companies. Noran Tel, Inc. is a wholly owned subsidiary of Westell, Inc. Noran Tel's operations focus on power distribution product development and sales of Westell products in Canada. On April 1, 2013, Westell, Inc. acquired 100% of the outstanding shares of Kentrox, Inc. (Kentrox). Kentrox designs and distributes intelligent site management solutions that provide comprehensive monitoring, management and control of any site. On March 1, 2014, Westell, Inc. acquired 100% of the outstanding shares of Cellular Specialties, Inc. (CSI). CSI designs and develops in-building wireless solutions including distributed antenna systems (DAS) products and small cell connectivity equipment. The assets and liabilities acquired and the results of operations relating to Kentrox and CSI are included in the Company's Consolidated Financial Statements from the dates of acquisitions. See Note 2, Acquisitions. | ||||||||||||
Discontinued Operations | ||||||||||||
Sale of Conference Plus, Inc. | ||||||||||||
On December 31, 2011, the Company sold its wholly owned subsidiary, Conference Plus, Inc. including Conference Plus Global Services, Ltd (CGPS), a wholly owned subsidiary of ConferencePlus (collectively, ConferencePlus) to Arkadin for $40.3 million in cash (the ConferencePlus sale). Of the total sale price, $4.1 million was placed in escrow at closing for the purpose of post-closing claims. During the fiscal year 2013, the Company recorded a contingent liability of $1.5 million, pre-tax, relating to claims raised by Arkadin under the indemnity provisions of the purchase sales agreement. This, along with certain other adjustments, resulted in a $1.4 million loss for fiscal year 2013. In fiscal years 2013 and 2014, $1.6 million and $2.5 million of the escrow were released with $3.0 million returned to the Company and $1.1 million paid to Arkadin. The escrow amount was classified as restricted cash on the Consolidated Balance Sheets as of March 31, 2013. The results of operations of ConferencePlus presented herein have been classified as discontinued operations. | ||||||||||||
During fiscal year 2012, the Company recorded an after-tax gain of $20.5 million on the ConferencePlus sale which is included in discontinued operations on the Consolidated Statement of Operations. | ||||||||||||
CNS Asset Sale | ||||||||||||
On April 15, 2011, the Company sold certain assets and transferred certain liabilities of the Customer Networking Solutions (CNS) segment to NETGEAR, Inc. for $36.7 million in cash (the CNS asset sale). The Company retained a major CNS customer relationship and contract, and also retained the Homecloud product development program. The Company completed the remaining contractually required product shipments under the retained contract in December 2011. | ||||||||||||
As part of the sale, the Company agreed to indemnify NETGEAR following the closing against specified losses in connection with the CNS business and generally retained responsibility for various legal liabilities that may accrue. A balance of $3.4 million was placed in escrow at closing for the purpose of post-closing claims. NETGEAR made a $0.9 million claim against the escrow balance for a dispute and indemnity claim regarding an interpretation of the sale agreement. The Company had previously recorded a $0.4 million contingency reserve for this claim at the time of the sale and recorded an additional expense of $0.5 million during fiscal year 2013 when the Company resolved the dispute through arbitration. The escrow was released at that time with $2.6 million refunded to the Company and $0.9 million paid to NETGEAR. | ||||||||||||
During fiscal year 2012, the Company recorded an after-tax gain of $19.0 million in connection with this asset sale. In connection with the CNS asset sale, the Company entered into a Master Services Agreement and an Irrevocable Site License Agreement under which the Company provided transition services and subleased office space to NETGEAR. The sublease expired in April 2012. | ||||||||||||
The Company discontinued the operations of the CNS segment in the first quarter of fiscal year 2014. The Consolidated Statement of Operations for the years ended March 31, 2013 and March 31, 2012, have been restated to present the operating results of the CNS segment as discontinued operations. | ||||||||||||
The Consolidated Statements of Cash Flows include discontinued operations. | ||||||||||||
The pre-tax gain on discontinued operations for the twelve months ended March 31, 2012, is calculated as follows: | ||||||||||||
(in thousands) | CPI | CNS | Total | |||||||||
Cash Proceeds | $ | 40,331 | $ | 36,729 | $ | 77,060 | ||||||
Less: Net value of assets and liabilities sold or transferred, and transaction costs | (7,483 | ) | (5,075 | ) | (12,558 | ) | ||||||
Total gain before income taxes | 32,848 | 31,654 | 64,502 | |||||||||
Income tax | (12,359 | ) | (12,654 | ) | (25,013 | ) | ||||||
Total gain, net of tax | $ | 20,489 | $ | 19,000 | $ | 39,489 | ||||||
Revenue and income before income taxes reported in discontinued operations is as follows: | ||||||||||||
Fiscal Year Ended March 31, | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Discontinued CPI Revenue | $ | — | $ | — | $ | 31,746 | ||||||
Discontinued CNS Revenue | — | 1,236 | 26,026 | |||||||||
Total discontinued operations revenue | $ | — | $ | 1,236 | $ | 57,772 | ||||||
CPI income (loss) before income taxes | $ | — | $ | (1,358 | ) | $ | 3,509 | |||||
CNS income (loss) before income taxes | (45 | ) | (951 | ) | 2,268 | |||||||
Total discontinued operations income (loss) before income taxes | $ | (45 | ) | $ | (2,309 | ) | $ | 5,777 | ||||
Principles of Consolidation | ||||||||||||
The accompanying Consolidated Financial Statements include the accounts of the Company and its wholly owned subsidiaries. The Consolidated Financial Statements have been prepared using accounting principles generally accepted in the United States (GAAP). All intercompany accounts and transactions have been eliminated in consolidation. | ||||||||||||
Use of Estimates | ||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and that affect revenue and expenses during the periods reported. Estimates are used when accounting for the allowance for uncollectible accounts receivable, net realizable value of inventory, product warranty accrued, relative selling prices, stock-based compensation, goodwill and intangible assets fair value, depreciation, income taxes, and contingencies, among other things. Actual results could differ from those estimates. | ||||||||||||
Reclassifications | ||||||||||||
Effective for the first quarter of fiscal year 2014, the Company elected the early adoption of ASU No. 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (ASU 2013-11) with retrospective application (See Note 3). As a result, the Consolidated Balance Sheet as of March 31, 2013, reflects an adjustment to the previously issued audited financial statements to reclassify $2.7 million of unrecognized tax benefits from tax contingency reserve long-term to deferred income taxes non-current. In addition to the balance sheet reclassification for the adoption of ASU 2013-11, certain amounts in the Consolidated Financial Statements for prior periods have been reclassified to conform to the current period presentation. Previously reported amounts in the Consolidated Statement of Operations have been adjusted for the effects of the discontinued operations described above. The reclassifications related to discontinued operations had no impact on previously reported amounts for total assets, total liabilities, total stockholders’ equity or net income (loss). |
Acquisitions_Acqusitions
Acquisitions Acqusitions | 12 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Business Combinations [Abstract] | ' | |||||||||
Business Combination Disclosure [Text Block] | ' | |||||||||
Acquisitions: | ||||||||||
CSI Acquisition | ||||||||||
On March 1, 2014, the Company's wholly-owned subsidiary, Westell, Inc. acquired 100% of the outstanding shares of Cellular Specialties, Inc. (CSI) for a purchase price of $39.0 million in cash plus a $4.7 million working capital adjustment. CSI is an innovator of in-building wireless connectivity solutions for 3G/4G cellular services, enabling coverage anytime, anywhere. ClearLink, CSI’s high performance, low PIM brand of in-building products are designed for distributed antenna systems and small cells. ClearLink products include Universal DAS interface Trays (UDiT), passive DAS interface units, system components, and antennas. CSI’s portfolio also includes digital repeaters and E911 and location-based enhancement solutions for wireless networks. | ||||||||||
The Company incurred $0.2 million of related acquisition costs in the fourth quarter of fiscal year 2014 which were expensed as incurred and reflected in general and administrative costs in the Consolidated Statement of Operations. | ||||||||||
The results of CSI's operations have been included in the Consolidated Financial Statements since the date of acquisition and are reported as a separate operating segment. CSI contributed $3.7 million to revenue and $0.3 million to operating loss in fiscal year 2014. Operating loss reflects amortization of intangibles based on the estimated fair value of assets acquired. | ||||||||||
In accordance with the acquisition method of accounting for business combinations, the Company preliminarily allocated the total purchase consideration transferred to identifiable tangible and intangible assets acquired and liabilities assumed at the acquisition date based on each element’s estimated fair value with the remaining unallocated amounts recorded as goodwill. Certain estimated values are not yet finalized and are subject to change, which could be significant. Specifically, amounts for intangible assets, deferred income tax liabilities, inventories and other items are pending finalization of valuation efforts. Purchased intangibles will be amortized over their respective estimated useful lives. Goodwill represents the expected synergies and other benefits from this acquisition that relates to the Company’s market position, customer relationships and supply chain capabilities. Goodwill recorded on the CSI acquisition is not expected to be amortized or deductible for U.S. federal and state income tax purposes. | ||||||||||
The following table summarizes the preliminary estimated fair value of the assets acquired and liabilities assumed as of the March 1, 2014, acquisition date: | ||||||||||
(in thousands) | ||||||||||
Cash | $ | 6,513 | ||||||||
Accounts receivable | 2,920 | |||||||||
Inventories | 7,625 | |||||||||
Prepaid expenses and other current assets | 158 | |||||||||
Property and equipment | 816 | |||||||||
Intangible assets | 16,230 | |||||||||
Accounts payable, accruals and other liabilities | (2,875 | ) | ||||||||
Income tax payable | (1,175 | ) | ||||||||
Deferred income tax liability | (6,616 | ) | ||||||||
Goodwill | 20,142 | |||||||||
Total Consideration | $ | 43,738 | ||||||||
The following table summarizes the acquired identified intangible assets and the respective fair value and estimated useful life at the date of acquisition: | ||||||||||
(in thousands) | Fair Value | Estimated Life | ||||||||
Backlog | $ | 70 | 1 month | |||||||
Customer relationships | 10,980 | 7 years | ||||||||
Trademark | 810 | 7 years | ||||||||
Developed technology | 3,860 | 3 years | ||||||||
Non-compete | 510 | 2 years | ||||||||
Total intangible assets | $ | 16,230 | ||||||||
Kentrox Acquisition | ||||||||||
On April 1, 2013, the Company's wholly-owned subsidiary, Westell, Inc., acquired 100% of the outstanding shares of Kentrox, Inc. (Kentrox) for a purchase price of $30.0 million in cash, plus a $1.3 million working capital adjustment, pursuant to an agreement dated March 15, 2013. Kentrox is a worldwide leader in intelligent site management solutions, providing comprehensive monitoring, management and control of any site. The machine-to-machine communications Kentrox provides enable service providers, tower operators, and other network operators to reduce operating costs while improving network performance. Kentrox provides solutions to customers in North and South America, Australia, Africa, and Europe. The acquisition was attractive to the Company as it adds a highly complementary product line that is wireless focused, software centric and globally deployed. | ||||||||||
The Company incurred $0.3 million of related acquisition costs in the fourth quarter of fiscal year 2013 which were expensed as incurred and reflected in general and administrative costs in the Consolidated Statement of Operations. | ||||||||||
The results of Kentrox's operations have been included in the Consolidated Financial Statements since the date of acquisition and are reported as a separate operating segment. Kentrox contributed $46.2 million to revenue and $7.3 million to operating income in the twelve months ended March 31, 2014. | ||||||||||
In accordance with the acquisition method of accounting for business combinations, the Company allocated the total purchase consideration transferred to identifiable tangible and intangible assets acquired and liabilities assumed at the acquisition date based on each element’s estimated fair value with the remaining unallocated amounts recorded as goodwill. During the provisional period, the Company obtained new information regarding the acquisition date fair value of certain assets acquired and liabilities assumed that resulted in a $2.6 million increase to goodwill. Purchased intangibles will be amortized over their respective estimated useful lives. Goodwill represents the expected synergies and other benefits from this acquisition that relates to the Company’s market position, customer relationships and supply chain capabilities. Goodwill recorded on the Kentrox acquisition is not expected to be amortized or deductible for U.S. federal and state income tax purposes. | ||||||||||
The following table summarizes the fair values of the assets acquired and liabilities assumed on the April 1, 2013, acquisition date as well as measurement period adjustments made during the fiscal year: | ||||||||||
(in thousands) | Preliminary Amounts Recognized | Measurement Period Adjustments | Final Amounts Recognized | |||||||
Cash | $ | 2,355 | $ | — | $ | 2,355 | ||||
Inventories | 5,045 | — | 5,045 | |||||||
Accounts receivable | 4,260 | 65 | 4,325 | |||||||
Land held-for-sale | 1,044 | — | 1,044 | |||||||
Other assets | 806 | 76 | 882 | |||||||
Intangible assets | 16,970 | (990 | ) | 15,980 | ||||||
Deferred revenue | (2,885 | ) | (78 | ) | (2,963 | ) | ||||
Accounts payable and accruals | (3,486 | ) | 93 | (3,393 | ) | |||||
Deferred income tax liability | (780 | ) | (1,750 | ) | (2,530 | ) | ||||
Goodwill | 7,971 | 2,584 | 10,555 | |||||||
Total consideration | $ | 31,300 | $ | — | $ | 31,300 | ||||
The fair value of intangible assets is as follows: | ||||||||||
(in thousands) | Fair Value | Life | ||||||||
Backlog | $ | 1,440 | 1 year | |||||||
Customer relationships | 8,960 | 10 years | ||||||||
Trade name | 1,170 | 7 years | ||||||||
Developed technology | 4,410 | 9 years | ||||||||
Total intangible assets | $ | 15,980 | ||||||||
ANTONE Acquisition | ||||||||||
On May 15, 2012, the Company acquired certain assets and liabilities of ANTONE Wireless Corporation (ANTONE), including rights to ANTONE products, for $2.5 million cash, subject to an adjustment for working capital, plus contingent cash consideration of up to an additional $3.5 million (the ANTONE acquisition). The contingent consideration is based upon profitability of the acquired products for post-closing periods through June 30, 2016, and may be offset by working capital adjustments and indemnification claims. The acquisition included inventories, property and equipment, contract rights, customer relationships, technology, and certain specified operating liabilities that existed at the closing date. ANTONE products include high-performance tower-mounted amplifiers and cell-site antenna sharing products. The acquisition qualifies as a business combination and is accounted for using the acquisition method of accounting. | ||||||||||
The results of ANTONE’s operations have been included in the Consolidated Financial Statements since the date of acquisition and are reported in the Westell operating segment. The Company incurred $0.1 million of related acquisition costs in fiscal year 2013 which were expensed as incurred and are reflected in general and administrative costs in the Consolidated Statement of Operations. | ||||||||||
In accordance with the acquisition method of accounting for business combinations, the Company allocated the total purchase consideration transferred to identifiable tangible and intangible assets acquired and liabilities assumed at the acquisition date based on each element’s estimated fair value with the remaining unallocated amounts recorded as goodwill. Purchased intangibles are being amortized over their respective estimated useful lives. Goodwill represents the expected synergies and other benefits from this acquisition that relates to the Company’s market position, customer relationships and supply chain capabilities. All goodwill recorded on the ANTONE acquisition is expected to be amortized and deductible for U.S. federal and state income tax purposes. In the fourth quarter of fiscal year 2013, the Company's annual goodwill test concluded that this goodwill, which was evaluated on the basis of the Westell reporting unit as a whole, was impaired and recorded as a charge to Consolidated Results of Operation in that quarter. Refer to Note 5, Goodwill and Intangible Assets. | ||||||||||
The following table summarizes the fair values of the assets and liabilities assumed as of the May 15, 2012, acquisition date: | ||||||||||
(in thousands) | ||||||||||
Inventories | $ | 326 | ||||||||
Deposit | 3 | |||||||||
Intangible assets | 3,230 | |||||||||
Liabilities | (612 | ) | ||||||||
Goodwill | 2,086 | |||||||||
Net assets acquired | 5,033 | |||||||||
Cash consideration transferred | 2,524 | |||||||||
Contingent consideration | 3,038 | |||||||||
Working capital adjustment (shortfall) | (529 | ) | ||||||||
Total consideration | $ | 5,033 | ||||||||
The identifiable intangible assets include $2.8 million designated to technology and $0.4 million designated to customer relationships, each with estimated useful lives of 8 years. The Company calculated values based on the present value of the future estimated cash flows derived from operations attributable to technology and existing customer contracts and relationships. The $2.1 million of goodwill, which was evaluated under the Westell reporting unit, was determined to be impaired and therefore written off in the fourth quarter of fiscal year 2013. See Note 5, Goodwill and Intangible Assets. | ||||||||||
In fiscal year 2013, the Company recorded a $0.3 million warranty obligation for pre-acquisition sales made by ANTONE related to a specific product failure. See Note 7, Product Warranties. Pre-acquisition warranty costs in excess of $25,000 are indemnified by the seller and have been adjusted in the valuation of the contingent consideration. Refer to further discussion of the contingent consideration in Note 13, Fair Value Measurements. | ||||||||||
Pro forma information all fiscal year 2014 acquisitions | ||||||||||
The following unaudited summary information is presented on a consolidated pro forma basis as if the Kentrox and CSI acquisitions had occurred on April 1, 2012. The pro forma amounts reflect the accounting effects of the business combinations, including the application of the Company's accounting policies, amortization of intangible assets based on the estimated fair value and the impact of other fair value purchase accounting impacts such as inventory valuation step-up, deferred revenue reduction and the add back of interest expense. The pro forma results are based on historical information and is not necessarily indicative of the combined results had the acquisition been completed at April 1, 2012, nor are they indicative of future combined results. | ||||||||||
(in thousands) | 2014 | 2013 | ||||||||
Consolidated pro forma revenue | $ | 141,524 | $ | 92,671 | ||||||
Consolidated pro forma operating income (loss) | $ | 6,428 | $ | (23,559 | ) | |||||
Summary_of_Significant_Account
Summary of Significant Accounting Policies (Notes) | 12 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Accounting Policies [Abstract] | ' | |||||||
Significant Accounting Policies [Text Block] | ' | |||||||
Summary of Significant Accounting Policies: | ||||||||
Business Combinations | ||||||||
The Company applies the guidance of ASC topic 805, Business Combinations. The Company recognizes the fair value of assets acquired and liabilities assumed in transactions; establishes the acquisition date fair value as the measurement objective for all assets acquired and liabilities assumed; expenses transaction and restructuring costs; and discloses the information needed to evaluate and understand the nature and financial effect of the business combination. | ||||||||
Cash and Cash Equivalents | ||||||||
Cash and cash equivalents consist of highly liquid investments with maturities of three months or less when purchased and include bank deposits, money market funds and debt instruments consisting of pre-refunded municipal bonds. The pre-refunded municipal bonds are classified as held-to-maturity and are carried at amortized cost. Money market funds are accounted for as available-for-sale securities under the requirements of ASC topic 320, Investments – Debt and Equity Securities (ASC 320). | ||||||||
Short-term Investments | ||||||||
Certificates of deposit held for investment with an original maturity greater than 90 days are carried at cost and reported as Short-term investments on the Consolidated Balance Sheets. The certificates of deposit are not debt securities. The Company also invests in debt instruments consisting of pre-refunded municipal bonds. The income and principal from these pre-refunded bonds are secured by an irrevocable trust holding U.S Treasury securities. The bonds have original maturities of greater than 90 days, but have remaining maturities of less than one year. The pre-refunded municipal bonds are classified as held-to-maturity and are carried at amortized cost. | ||||||||
Accounts Receivable and Allowance for Doubtful Accounts | ||||||||
Trade accounts receivable are recorded at the invoiced amount and typically do not bear interest. The Company provides allowances for doubtful accounts related to accounts receivable for estimated losses resulting from the inability of its customers to make required payments. The Company takes into consideration the overall quality of the receivable portfolio along with specifically identified customer risks. In circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations to the Company, the Company provides allowances for bad debts against amounts due to reduce the net recognized receivable to the amount it reasonably believes will be collected. | ||||||||
Concentrations of Credit Risk | ||||||||
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, short-term investments, and trade receivables. The Company currently invests its excess cash in money market funds, certificates of deposit and debt investments consisting of pre-refunded municipal bonds that are secured by an irrevocable trust holding U.S. Treasury securities. | ||||||||
Earnings (Loss) per Share | ||||||||
The computation of basic net income (loss) per share is computed using the weighted-average number of common shares outstanding during the period. Diluted net income per share includes the number of additional common shares that would have been outstanding if the dilutive potential shares had been issued. In periods with a net loss, all common stock equivalents are excluded from the per share calculation; therefore, the basic loss per share equals the diluted loss per share. | ||||||||
Inventories and Inventory Valuation | ||||||||
Inventories are stated at the lower of first-in, first-out (FIFO) cost or market value. Market value is based upon an estimated average selling price reduced by estimated costs of disposal. Should actual market conditions differ from the Company’s estimates, the Company’s future results of operations could be materially affected. Reductions in inventory valuation are included in cost of goods sold in the accompanying Consolidated Statements of Operations. The Company reviews inventory for excess quantities and obsolescence based on its best estimates of future demand, product lifecycle status and product development plans. The Company uses historical information along with these future estimates to reduce the inventory cost basis. Subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis. Prices anticipated for future inventory demand are compared to current and committed inventory values. | ||||||||
The components of inventories are as follows: | ||||||||
March 31, | ||||||||
(in thousands) | 2014 | 2013 | ||||||
Raw materials | $ | 11,031 | $ | 6,252 | ||||
Finished goods | 13,405 | 5,971 | ||||||
Total inventories | $ | 24,436 | $ | 12,223 | ||||
Prepaid Expenses and Other Current Assets | ||||||||
Prepaid and current assets generally consisting of prepaid product royalty, prepaid maintenance agreements and prepaid rent, which are amortized as expense generally over the term of the underlying contract or estimated product life. | ||||||||
Property and Equipment | ||||||||
Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, or for leasehold improvements, the shorter of the remaining lease term or the estimated useful life. Expenditures for major renewals and improvements that extend the useful life of property and equipment are capitalized. The following table shows estimated useful lives of property and equipment, as follows: | ||||||||
Machinery and equipment | 5 | - | 7 years | |||||
Office, computer and research equipment | 2 | - | 5 years | |||||
Depreciation expense from continuing operations was $0.6 million, $0.5 million and $0.4 million for fiscal years 2014, 2013 and 2012, respectively. In accordance with ASC topic 360, Property, Plant and Equipment (ASC 360), the Company assesses all of its long-lived assets, including intangibles, for impairment when impairment indicators are identified. If the carrying value of an asset exceeds its undiscounted cash flows, an impairment loss may be necessary. An impairment loss is calculated as the difference between the carrying value and the fair value of the asset. No impairment losses were recorded in fiscal years 2014, 2013, or 2012. | ||||||||
Goodwill and Other Intangibles | ||||||||
Goodwill is the excess of the total purchase consideration transferred over the amounts allocated to identifiable assets acquired and liabilities assumed at the acquisition date. Goodwill is not amortized, but it is tested for impairment at the reporting unit level by first performing a qualitative approach to test goodwill for impairment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is concluded that this is the case, it is necessary to perform the two-step, quantitative, goodwill impairment test. Otherwise, the two-step goodwill impairment test is not required. | ||||||||
Goodwill is reviewed for impairment at least annually in accordance with ASC 350, Intangibles-Goodwill and Other, (ASC 350) or when an event occurs or circumstances change between annual tests that would more likely than not reduce the fair value of the reporting unit below its carrying value. The Company performs its annual impairment test in the fourth quarter of each fiscal year and begins with a qualitative assessment to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying value. | ||||||||
If the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, it is necessary to perform a two-step goodwill impairment test. The first step tests for impairment by applying fair value-based tests at the reporting unit level. Fair value of a reporting unit is determined by using both an income approach and a market approach, because this combination is considered to produce the most reasonable indication of fair value in an orderly transaction between market participants. Under the income approach, the Company determines fair value based on estimated future cash flows of a reporting unit, discounted by an estimated weighted-average cost of capital, which reflects the level of risk inherent in a reporting unit and its associated estimates of future cash flows as well as the rate of return an experienced investor might expect to earn. Discount rate assumptions are considered Level 3 inputs in the fair value hierarchy defined in ASC 820, Fair Value Measurements and Discounts. Under the market approach, the Company utilizes valuation multiples derived from publicly available information for comparable companies to provide an indication of how much a knowledgeable investor in the marketplace might be willing to pay for a company. The second step (if necessary) measures the amount of impairment by applying fair-value-based tests to individual assets and liabilities within each reporting unit. | ||||||||
If the Company concludes that it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying value, a quantitative fair value assessment is performed and compared to the carrying value. If the fair value is less than the carrying value, impairment is recorded. | ||||||||
Intangible assets with determinable lives are amortized on a straight-line basis over their respective estimated useful lives. If the Company were to determine that a change to the remaining estimated useful life of an intangible asset was necessary, then the remaining carrying amount of the intangible asset would be amortized prospectively over that revised remaining useful life. On an ongoing basis, the Company reviews intangible assets with a definite life and other long-lived assets other than goodwill for impairment whenever events and circumstances indicate that carrying values may not be recoverable. If such events or changes in circumstances occur, the Company will recognize an impairment loss if the undiscounted future cash flow expected to be generated by the asset is less than the carrying value of the related asset. Any impairment loss would adjust the asset to its implied fair value. | ||||||||
Revenue Recognition and Deferred Revenue | ||||||||
The Company's revenue is derived from the sale of products, software, and services. The Company records revenue from product sales transactions when title and risk of loss are passed to the customer, there is persuasive evidence of an arrangement for sale, delivery has occurred and/or services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. | ||||||||
Revenue recognition on equipment where software is incidental to the product as a whole, or where software is essential to the equipment’s functionality and falls under software accounting scope exceptions, generally occurs when products are shipped, risk of loss has transferred to the customer, objective evidence exists that customer acceptance provisions have been met, no significant obligations remain, collection is reasonably assured and warranty can be estimated. | ||||||||
Revenue recognition where software that is more than incidental to the product as a whole or where software is sold on a standalone basis is recognized when the software is delivered and ownership and risk of loss are transferred. | ||||||||
The Company also recognizes revenue from deployment services, maintenance agreements, training and professional services. Deployment services revenue results from installation of products at customer sites. Deployment services, which generally occur over a short time period, are not services required for the functionality of products, because customers do not have to purchase installation services from the Company, and may install products themselves, or hire third parties to perform the installation services. Revenue for deployment services, training and professional services are recognized upon completion. Revenue from maintenance agreements is recognized ratably over the service period. | ||||||||
When a multiple element arrangement exists, the fee from the arrangement is allocated to the various deliverables so that the proper amount can be recognized as revenue as each element is delivered. Based on the composition of the arrangement, the Company analyzes the provisions of the accounting guidance to determine the appropriate model that is applied towards accounting for the multiple element arrangement. If the arrangement includes a combination of elements that fall within different applicable guidance, the Company follows the provisions of the hierarchal literature to separate those elements from each other and apply the relevant guidance to each. | ||||||||
If deliverables do not fall within the software revenue recognition guidance, the fair value of each element is established using the relative selling price method, which requires the Company to use vendor-specific objective evidence (VSOE), reliable third-party objective evidence or management's best estimate of selling price, in that order. | ||||||||
If deliverables fall within the software revenue recognition guidance, the fee is allocated to the various elements based on VSOE of fair value. If sufficient VSOE of fair value does not exist for the allocation of revenue to all the various elements in a multiple element arrangement, all revenue from the arrangement is deferred until the earlier of the point at which such sufficient VSOE of fair value is established or all elements within the arrangement are delivered. If VSOE of fair value exists for all undelivered elements, but does not exist for one or more delivered elements, the arrangement consideration is allocated to the various elements of the arrangement using the residual method of accounting. Under the residual method, the amount of the arrangement consideration allocated to the delivered elements is equal to the total arrangement consideration less the aggregate fair value of the undelivered elements. Using this method, any potential discount on the arrangement is allocated entirely to the delivered elements, which ensures that the amount of revenue recognized at any point in time is not overstated. Under the residual method, if VSOE of fair value exists for the undelivered element, generally maintenance, the fair value of the undelivered element is deferred and recognized ratably over the term of the maintenance contract, and the remaining portion of the arrangement is recognized as revenue upon delivery, which generally occurs upon delivery of the product. | ||||||||
The Company has established VSOE based on its historical pricing practices. The application of VSOE methodologies requires judgment, including the identification of individual elements in multiple element arrangements and whether there is VSOE of fair value for some or all elements. | ||||||||
The Company’s product return policy allows customers to return unused equipment for partial credit if the equipment is non-custom product, returned within specified time limits, and currently being manufactured and sold. Credit is not offered on returned products that are no longer manufactured and sold. The Company’s reserve for returns is not significant. | ||||||||
The Company records revenue net of taxes in accordance with ASC topic 605, Revenue Recognition (ASC 605). | ||||||||
Shipping and Handling | ||||||||
Freight billed to customers is recorded as revenue. The Company recorded costs related to shipping and handling expense of $1.3 million, $0.7 million and $0.7 million in sales and marketing expense for the fiscal years 2014, 2013 and 2012, respectively. | ||||||||
Product Warranties | ||||||||
Most of the Company’s products carry a limited warranty of up to seven years. The Company accrues for estimated warranty costs as products are shipped based on historical sales and cost of repair or replacement trends relative to sales. See Note 7 for further discussion of the Company’s product warranties. | ||||||||
Research and Development Costs | ||||||||
Engineering and product research and development costs are charged to expense as incurred. | ||||||||
Stock-based Compensation | ||||||||
The Company recognizes stock-based compensation expense for all employee stock-based payments based upon the fair value on the award’s grant date over the requisite service period. If the awards are performance based, the Company must estimate future performance attainment to determine the number of awards expected to vest. Determining the fair value of equity-based options requires the Company to estimate the expected volatility of its stock, the risk-free interest rate, expected option term, expected dividend yield and expected forfeitures. See Note 9 for further discussion of the Company’s stock-based compensation plans. | ||||||||
Fair Value Measurements | ||||||||
The Company accounts for the fair value of assets and liabilities in accordance with ASC topic 820, Fair Value Measurements and Disclosures (ASC 820). ASC 820 defines fair value and establishes a framework for measuring fair value as required by other accounting pronouncements. See Note 13 for further discussion of the Company’s fair value measurements. | ||||||||
Foreign Currency | ||||||||
The Company’s primary foreign currency exposure is to changes in exchange rates for the U.S. dollar versus the Australian and Canadian dollar and the related effects on receivables and payables denominated in those currencies. The Company records transaction gains (losses) for fluctuations on foreign currency rates on accounts receivable, accounts payable, and cash as a component of other income (expense), net on the Consolidated Statements of Operations. | ||||||||
Income Taxes | ||||||||
The Company accounts for income taxes under the provisions of ASC topic 740, Income Taxes (ASC 740). ASC 740 requires an asset and liability based approach in accounting for income taxes. Deferred income tax assets, including net operating loss (NOL) and certain tax credit carryovers and liabilities, are recorded based on the differences between the financial statement and tax bases of assets and liabilities, applying enacted statutory tax rates in effect for the year in which the tax differences are expected to reverse. Valuation allowances are provided against deferred tax assets which are assessed as not likely to be realized. On a quarterly basis, management evaluates the recoverability of deferred tax assets and the need for a valuation allowance. This evaluation requires the use of estimates and assumptions and considers all positive and negative evidence and factors, such as the scheduled reversal of temporary differences, the mix of earnings in the jurisdictions in which the Company operates, and prudent and feasible tax planning strategies. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the dates of enactment. The Company accounts for unrecognized tax benefits based upon its assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. The Company reports a liability for unrecognized tax benefits resulting from unrecognized tax benefits taken or expected to be taken in a tax return and recognizes interest and penalties, if any, related to its unrecognized tax benefits in income tax expense. See Note 4 for further discussion of the Company’s income taxes. | ||||||||
New Accounting Standards Adopted | ||||||||
In July 2013, the FASB issued ASU 2013-11. Prior to ASU 2013-11, Topic 740, Income Taxes, did not include explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The objective of ASU 2013-11 is to eliminate that diversity in practice in the presentation of unrecognized tax benefits in those cases. ASU 2013-11 generally requires that an unrecognized tax benefit should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. Effective for the first quarter of fiscal year 2014, the Company elected the early adoption of this provision with retrospective application. As a result, the Consolidated Balance Sheet as of March 31, 2013, reflects an adjustment to the previously issued audited financial statements to reclassify $2.7 million of unrecognized tax benefits from tax contingency reserve long-term to deferred income taxes non-current. This balance sheet reclassification had no impact on the historical Consolidated Statements of Operations or Accumulated Deficit. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||
Income Taxes | ' | |||||||||||
Income Taxes: | ||||||||||||
The Company utilizes the liability method of accounting for income taxes and deferred taxes which are determined based on the differences between the financial statements and tax bases of assets and liabilities given the provisions of the enacted tax laws. In assessing the realizability of the deferred tax assets, the Company considered whether it is more likely than not that some portion or all of the deferred tax assets will not be realized through the generation of future taxable income. In making this determination, the Company assessed all of the evidence available at the time including recent earnings, forecasted income projections, and historical financial performance. The Company has fully reserved deferred tax assets as a result of this assessment. | ||||||||||||
The income tax expenses (benefits) from continuing operations are summarized as follows: | ||||||||||||
Fiscal Year Ended March 31, | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Federal: | ||||||||||||
Current | $ | 6 | $ | — | $ | (775 | ) | |||||
Deferred | (7,432 | ) | 24,578 | (1,361 | ) | |||||||
(7,426 | ) | 24,578 | (2,136 | ) | ||||||||
State: | ||||||||||||
Current | 433 | 2 | (18 | ) | ||||||||
Deferred | (1,712 | ) | 4,797 | 1,411 | ||||||||
(1,279 | ) | 4,799 | 1,393 | |||||||||
Foreign: | ||||||||||||
Current | 56 | (8 | ) | 50 | ||||||||
Deferred | (133 | ) | 23 | 7 | ||||||||
(77 | ) | 15 | 57 | |||||||||
Total | $ | (8,782 | ) | $ | 29,392 | $ | (686 | ) | ||||
The statutory federal income tax rate is reconciled to the Company's effective income tax rates below: | ||||||||||||
Fiscal Year Ended March 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Statutory federal income tax rate | 34 | % | 34 | % | 35 | % | ||||||
Meals and entertainment | (1.5 | ) | (0.2 | ) | (1.3 | ) | ||||||
State income tax, net of federal tax effect | 2.4 | 3.1 | 42.8 | |||||||||
Valuation allowance | 226.5 | (256.1 | ) | (106.3 | ) | |||||||
Goodwill impairment | — | (2.1 | ) | — | ||||||||
Deferred tax adjustments | 8.3 | 1.4 | (52.0 | ) | ||||||||
Contingent tax reserves | — | — | 126.3 | |||||||||
Foreign tax credit | 3.3 | (0.3 | ) | 16.2 | ||||||||
Equity compensation | (6.4 | ) | (0.6 | ) | (15.0 | ) | ||||||
Capitalized transaction costs | (2.7 | ) | — | — | ||||||||
Other | (3.2 | ) | (2.7 | ) | (3.2 | ) | ||||||
260.7 | % | (223.5 | )% | 42.5 | % | |||||||
Components of the net deferred income tax assets are as follows: | ||||||||||||
March 31, | ||||||||||||
(in thousands) | 2014 | 2013 | ||||||||||
Deferred income tax assets: | ||||||||||||
Allowance for doubtful accounts | $ | 33 | $ | 4 | ||||||||
Alternative minimum tax credit carryforward | 697 | 697 | ||||||||||
Foreign tax credit carryforward | 785 | 674 | ||||||||||
Depreciation | 940 | 1,224 | ||||||||||
Deferred revenue | 950 | — | ||||||||||
Compensation accruals | 2,323 | 1,326 | ||||||||||
Inventory reserves | 1,903 | 888 | ||||||||||
Warranty reserves | 92 | 57 | ||||||||||
Net operating loss carryforward | 29,510 | 29,315 | ||||||||||
Intangibles and goodwill | — | 689 | ||||||||||
Other | 863 | 1,106 | ||||||||||
Gross deferred tax assets | 38,096 | 35,980 | ||||||||||
Valuation allowance | (28,542 | ) | (36,285 | ) | ||||||||
Net deferred income tax assets | 9,554 | (305 | ) | |||||||||
Deferred income tax liabilities: | ||||||||||||
Inventory step-up | (379 | ) | — | |||||||||
Intangibles and goodwill | (9,348 | ) | — | |||||||||
Net deferred income tax liabilities | $ | (173 | ) | $ | (305 | ) | ||||||
Classified in Consolidated Balance Sheets as follows: | ||||||||||||
March 31, | ||||||||||||
(in thousands) | 2014 | 2013 | ||||||||||
Deferred income tax assets | $ | 899 | $ | — | ||||||||
Deferred income tax liability | (1,072 | ) | (305 | ) | ||||||||
Net deferred income tax assets | $ | (173 | ) | $ | (305 | ) | ||||||
In addition to the deferred tax assets listed in the table above, the Company has $1.3 million and $1.0 million of unrecorded tax benefits at March 31, 2014, and 2013, respectively, primarily attributable to the difference between the amount of the financial statement expense and the allowable tax deduction for stock issued under the Company’s stock compensation plans. Although not recognized for financial reporting purposes, this unrecognized tax benefit is available to reduce future income and is incorporated as a reduction to the Company’s federal and state NOL carry forwards, which are discussed below. | ||||||||||||
In fiscal year 2014, the Company continued to fully reserve deferred tax assets. The Company acquired Kentrox and CSI in stock transactions. Deferred tax liabilities of $9.1 million resulted from the acquisitions relating primarily to acquired intangible assets. The Company's anticipated ability to realize deferred tax assets from the reversal of these deferred tax liabilities resulted in a reversal of valuation allowance. Income tax expense, excluding the impact of the acquisitions noted above, was $0.4 million primarily from state income tax expense in non-unitary states and state taxes based on gross margin, not taxable income. | ||||||||||||
In fiscal year 2013, the Company considered both the positive and negative evidence available to assess the realizability of its deferred tax assets. The Company considered negative factors which included recent losses and a forecasted three-year cumulative loss position, as well as positive evidence consisting primarily of projected future earnings. The Company concluded that the negative evidence outweighed the objectively verifiable positive evidence. As a result, the Company increased the valuation allowance against deferred income tax assets by $34.0 million, which taken together with the liability for uncertain tax positions, had the effect of reserving in full all of the Company's deferred tax assets as of March 31, 2013. | ||||||||||||
In fiscal year 2012, the Company sold its ConferencePlus subsidiary and completed the CNS asset sale which changed the outlook for future taxable income, positively with regards to the CNS business which contributed to the majority of the Company’s historical losses and negatively in certain states where income generated by ConferencePlus was apportioned. In addition, certain states for which the Company has net operating loss carryforwards, such as Illinois, suspended the use of those carryforwards. The Company therefore was not able to utilize those carryforwards to offset fiscal year 2012 taxable income. The Company considered both the positive and negative evidence and established a forecast of future taxable income to evaluate the deferred tax assets for realizability. On this basis, the Company concluded that it was more likely than not that it would be able to utilize the majority of its deferred tax assets, but that certain state net operating loss carryforwards would expire prior to utilization. As a result, the Company increased the valuation allowance reserve by $1.7 million to $2.3 million in fiscal year 2012. In addition, the Company recognized $2.1 million of net tax benefits relating to the change in uncertain tax positions. The Company also changed the federal rate used on deferred taxes from 35% to 34%. This change resulted in a $0.6 million tax expense. | ||||||||||||
The Company has approximately $1.5 million in tax credit carryforwards and $74.9 million of federal net operating loss carryforwards that are available to offset taxable income in the future. The tax credit carryforwards will begin to expire in fiscal year 2022. The federal net operating loss carryforwards begin to expire in fiscal year 2023. State net operating loss carryforwards, net of federal tax benefits, are $4.0 million. The state net operating loss carryforwards begin to expire in fiscal year 2023. | ||||||||||||
An income tax benefit of $0.1 million related to stock-based compensation was credited to additional paid-in-capital during fiscal year 2012. No related benefit was recorded in fiscal years 2014 or 2013. | ||||||||||||
The Company accounts for uncertainty in income taxes under ASC 740, which prescribes a recognition threshold and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. | ||||||||||||
A reconciliation of the beginning and ending balances of the total amounts of unrecognized tax benefits for fiscal years 2013 and 2014 is as follows: | ||||||||||||
(in thousands) | ||||||||||||
Unrecognized tax benefits at March 31, 2012 | $ | 3,483 | ||||||||||
Additions based on positions related to fiscal year 2013 | — | |||||||||||
Additions for tax positions of years prior to fiscal year 2013 | 1 | |||||||||||
Reductions for tax positions of years prior to fiscal year 2013 | — | |||||||||||
Reductions as a result of expirations of applicable statutes of limitations | (716 | ) | ||||||||||
Settlements | — | |||||||||||
Unrecognized tax benefits at March 31, 2013 | $ | 2,768 | ||||||||||
Additions from acquisitions | 186 | |||||||||||
Additions based on positions related to fiscal year 2014 | — | |||||||||||
Additions for tax positions of years prior to fiscal year 2014 | 1 | |||||||||||
Reductions for tax positions of years prior to fiscal year 2014 | — | |||||||||||
Reductions as a result of expirations of applicable statutes of limitations | — | |||||||||||
Settlements | — | |||||||||||
Unrecognized tax benefits at March 31, 2014 | $ | 2,955 | ||||||||||
If the unrecognized tax benefit balances at March 31, 2014, and 2013, were recognized, it would affect the effective tax rate. | ||||||||||||
The Company recognized interest and penalties of $1,000, $12,000 and $14,000 as a component of income tax expense as of March 31, 2014, 2013, and 2012, respectively. Interest and penalty credits result from reductions in uncertain tax positions. As of March 31, 2014, and 2013, accrued interest and penalties were $0 and $9,000, respectively. | ||||||||||||
The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. | ||||||||||||
With few exceptions, the major jurisdictions subject to examination by the relevant taxable authorities, and open tax years, stated as the Company's fiscal years, are as follows: | ||||||||||||
Jurisdiction | Open Tax Years | |||||||||||
U.S. Federal | 2010 | - | 2014 | |||||||||
U.S. State | 2009 | - | 2014 | |||||||||
Foreign | 2009 | - | 2014 |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets (Notes) | 12 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Text Block] | ' | |||||||||||||||||||||||
Goodwill and Intangible Assets: | ||||||||||||||||||||||||
Goodwill | ||||||||||||||||||||||||
In accordance with ASC 350, the Company performs an evaluation of goodwill on an annual basis or more frequently if circumstances indicate a potential impairment. The annual test for impairment is conducted in the fourth quarter of each fiscal year. | ||||||||||||||||||||||||
In fiscal year 2013, the Company evaluated the performance and goodwill for the combined reporting units consisting of Noran Tel and Westell, which is the same as the Westell segment and determined that the full carrying amount of goodwill of $2.9 million was impaired. In fiscal year 2014, the Company acquired Kentrox on April 1, 2013 and CSI on March 1, 2014 and each are reporting units. | ||||||||||||||||||||||||
January 1, 2014 Evaluation | ||||||||||||||||||||||||
The Company performed its annual evaluation of goodwill as of January 1, 2014. The Company assessed whether it was more likely than not that fair value of the Kentrox reporting unit, which made up all of the goodwill on that date, was less than its carrying amount including goodwill by considering the following factors: macroeconomic conditions, industry and market considerations, financial market considerations, key personnel, share price and overall financial performance. Based on these factors, the Company determined no indicators of impairment were present and therefore it was not necessary to perform a two-step goodwill impairment test. | ||||||||||||||||||||||||
Changes in the carrying amounts of goodwill by reporting units are as follows: | ||||||||||||||||||||||||
(in thousands) | Kentrox | CSI | Noran Tel | Westell | Total | |||||||||||||||||||
Gross goodwill | $ | — | $ | — | $ | 1,890 | $ | 9,651 | $ | 11,541 | ||||||||||||||
Accumulated impairment | — | — | (1,381 | ) | (9,651 | ) | (11,032 | ) | ||||||||||||||||
Currency translation | — | — | 292 | — | 292 | |||||||||||||||||||
April 1, 2012 balance, net | — | — | 801 | — | 801 | |||||||||||||||||||
Noran Tel relocation | — | — | (798 | ) | 798 | — | ||||||||||||||||||
Business acquisition | — | — | — | 2,086 | 2,086 | |||||||||||||||||||
Goodwill impairment | — | — | — | (2,884 | ) | (2,884 | ) | |||||||||||||||||
Currency translation | — | — | (3 | ) | — | (3 | ) | |||||||||||||||||
March 31, 2013 balance, net | — | — | — | — | — | |||||||||||||||||||
Business acquisitions | 10,555 | 20,142 | — | — | 30,697 | |||||||||||||||||||
March 31, 2014 balance, net | $ | 10,555 | $ | 20,142 | $ | — | $ | — | $ | 30,697 | ||||||||||||||
Intangible Assets | ||||||||||||||||||||||||
In fiscal year 2014, the Company determined that the NoranTel trade name would be phased out over a one year period and therefore started to amortize the intangible asset over its remaining useful life. In the fourth quarter of fiscal year 2014, indicators of impairment were present with the declining revenue from legacy products in the Westell segment and the Company performed an evaluation to test intangible assets related to those products for recoverability. The Company concluded that the transmission product technology intangible acquired with the NoranTel acquisition was impaired. A $245,000 charge resulted recorded in intangible amortization expense to reduce the value of the asset to $205,000 which will be amortized over the remaining useful life of two years. The Company determined that indicators of impairment related to the ANTONE and current year Kentrox and CSI acquisitions were not present. During the years ended March 31, 2013 and 2012, no impairment existed with respect to the Company's intangible assets with determinable lives and no significant changes to the remaining useful lives were necessary. | ||||||||||||||||||||||||
The following table presents details of the Company’s intangibles from historical acquisitions, including the fiscal year 2013 ANTONE acquisition and fiscal year 2014 Kentrox and CSI acquisitions: | ||||||||||||||||||||||||
31-Mar-14 | 31-Mar-13 | |||||||||||||||||||||||
Gross Carrying Amount | Accumulated Amortization and Impairment | Net Carrying Amount | Gross Carrying Amount | Accumulated Amortization and Impairment | Net Carrying Amount | |||||||||||||||||||
Backlog | 1,510 | (1,510 | ) | — | — | — | — | |||||||||||||||||
Customer relationships | 24,437 | (4,437 | ) | 20,000 | 4,497 | (2,618 | ) | 1,879 | ||||||||||||||||
Product technology | 45,234 | (35,404 | ) | 9,830 | 36,964 | (34,132 | ) | 2,832 | ||||||||||||||||
Non-compete | 510 | (21 | ) | 489 | — | — | — | |||||||||||||||||
Trade name and trademark | 2,355 | (318 | ) | 2,037 | 375 | (23 | ) | 352 | ||||||||||||||||
Total finite-lived intangible assets, net | 74,046 | (41,690 | ) | 32,356 | 41,836 | (36,773 | ) | 5,063 | ||||||||||||||||
The finite-lived intangibles are being amortized over periods of one month to ten years using either a straight line method or the consumption period based on expected cash flows from the underlying intangible asset. Finite-lived intangible amortization expense from continuing operations was $4.9 million, $0.9 million and $0.5 million in fiscal years 2014, 2013 and 2012. The following is the expected future amortization by fiscal year: | ||||||||||||||||||||||||
(in thousands) | 2015 | 2016 | 2017 | 2018 | 2019 | thereafter | ||||||||||||||||||
Intangible amortization expense | $ | 6,840 | $ | 6,123 | $ | 5,179 | $ | 3,742 | $ | 3,513 | $ | 6,959 | ||||||||||||
Product_Warranties
Product Warranties | 12 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Product Warranties Disclosures [Abstract] | ' | |||||||||||
Product Warranties | ' | |||||||||||
Product Warranties: | ||||||||||||
The Company’s products in the Westell segment carry a limited warranty ranging up to seven years and typically one year for products within the Kentrox segment and one to five years years for the product within the CSI segment. The specific terms and conditions of those warranties vary depending upon the customer and the product sold. Factors that enter into the estimate of the Company’s warranty reserve include: the number of units shipped historically, anticipated rates of warranty claims, and cost per claim. The Company periodically assesses the adequacy of its recorded warranty liability and adjusts the reserve as necessary. In fiscal year 2013, the Company recorded a $303,000 warranty obligation for pre-acquisition sales made by ANTONE related to a specific product failure. A corresponding indemnification claim for this warranty obligation was adjusted in the valuation of the contingent consideration related to the ANTONE acquisition (see Note 2, Note 6, and Note 13). The current portions of the warranty reserve were $286,000 and $94,000 as of March 31, 2014, and 2013, respectively, and are presented on the Consolidated Balance Sheets as accrued expenses. The long-term portions of the warranty reserve were $42,000 and $58,000 as of March 31, 2014, and 2013, respectively, and are presented on the Consolidated Balance Sheets as other long-term liabilities. | ||||||||||||
The following table presents the changes in our product warranty reserve: | ||||||||||||
Fiscal Year Ended March 31, | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Total product warranty reserve at the beginning of the period | $ | 152 | $ | 243 | $ | 758 | ||||||
Warranty reserves from business acquisitions | 149 | 25 | — | |||||||||
Specific pre-acquisition ANTONE product warranty in excess of acquired limit | — | 303 | — | |||||||||
Warranty reserve transferred with sale of CNS | — | — | (194 | ) | ||||||||
Warranty expense (reversal) | 183 | (45 | ) | (89 | ) | |||||||
Utilization | (156 | ) | (374 | ) | (232 | ) | ||||||
Total product warranty reserve at the end of the period | $ | 328 | $ | 152 | $ | 243 | ||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||||||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||||||||||||||||||||||
Commitments and Contingencies | ' | |||||||||||||||||||||||||||
Commitments and Contingencies: | ||||||||||||||||||||||||||||
Obligations | ||||||||||||||||||||||||||||
The Company leases an 185,000 square foot corporate facility in Aurora, Illinois. This location houses the Westell and Kentrox segments product distribution, engineering, sales, marketing and manufacturing as well as corporate administration pursuant to a lease that originated in 1997 and runs through September, 2017. The rental payments are currently $2.0 million a year and increase 2% every other year. In accordance with FASB Technical Bulletin 88-1, Issues Related to Accounting of Leases, as codified in ASC topic 840, Leases (ASC 840), the Company recorded a long-term deferred lease liability of $417,000 and $551,000 presented in other long-term liabilities and a short-term deferred lease liability of $134,000 and $114,000 presented in accrued expenses on the Consolidated Balance Sheets as of March 31, 2014, and 2013, respectively, to account for the straight-line impact on the rental payments. The Westell segment leases two other engineering offices, each approximately 2,500 square feet located in Goleta, California, and Regina, Canada. The Goleta lease is short-term and the Regina lease runs through October, 2017. The Kentrox segment leases a 47,000 square foot manufacturing and office facility in Dublin, Ohio, that ends in October, 2014. A lease for new 9,465 square foot engineering and service center in Dublin, Ohio, will commence in September 2014 which runs through 2019. The CSI segment leases a 16,932 square foot manufacturing and distribution center and a 19,525 square foot office in Manchester, New Hampshire. The CSI leases runs through 2018. The leases require the Company to pay utilities, insurance and real estate taxes on the facilities. Total rent expense for all facilities was $2.8 million, $2.3 million and $2.2 million for fiscal years 2014, 2013 and 2012, respectively. In fiscal years 2014, 2013 and 2012, rent expense was offset by $0.1 million, $0.1 million and $0.4 million of sublease income, respectively. | ||||||||||||||||||||||||||||
Purchase obligations consist of inventory that arises in the normal course of business operations. Future obligations and commitments as of March 31, 2014 consisted of the following: | ||||||||||||||||||||||||||||
Payments due by fiscal year | ||||||||||||||||||||||||||||
(in thousands) | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | Total | |||||||||||||||||||||
Purchase obligations | $ | 12,158 | $ | — | $ | — | $ | — | $ | — | $ | — | $ | 12,158 | ||||||||||||||
Future minimum lease payments for operating leases | 3,011 | 2,510 | 2,503 | 887 | 64 | — | 8,975 | |||||||||||||||||||||
Contingent Consideration | 2,067 | 574 | — | — | — | — | 2,641 | |||||||||||||||||||||
Future obligations and commitments | $ | 17,236 | $ | 3,084 | $ | 2,503 | $ | 887 | $ | 64 | $ | — | $ | 23,774 | ||||||||||||||
Litigation and Contingency Reserves | ||||||||||||||||||||||||||||
The Company and its subsidiaries are involved in various assertions, claims, proceedings and requests for indemnification concerning intellectual property, including patent infringement suits involving technologies that may be incorporated in the Company’s products, which are being handled and defended in the ordinary course of business. These matters are in various stages of investigation and litigation, and they are being vigorously defended. Although the Company does not expect that the outcome in any of these matters, individually or collectively, will have a material adverse effect on its financial condition or results of operations, litigation is inherently unpredictable. Therefore, judgments could be rendered, or settlements entered, that could adversely affect the Company’s operating results or cash flows in a particular period. The Company routinely assesses all of its litigation and threatened litigation as to the probability of ultimately incurring a liability, and it records its best estimate of the ultimate loss in situations where it assesses the likelihood of loss as probable. As of March 31, 2014, and March 31, 2013, the Company has not recorded any contingent liability attributable to existing litigation. | ||||||||||||||||||||||||||||
As of March 31, 2014, and March 31, 2013, the Company had total contingency reserves of $0.7 million and $1.7 million, respectively, related to the discontinued operations of ConferencePlus. The contingency reserves are classified as accrued expenses on the Consolidated Balance Sheets. In fiscal year 2014, the Company paid $1.1 million relating to an indemnification claim. See Note 1, Basis of Presentation. | ||||||||||||||||||||||||||||
In fiscal year 2013, the Company resolved, through arbitration, a dispute with NETGEAR regarding an interpretation of the sales agreement covering the CNS asset sale at a cost of $0.9 million. As of March 31, 2012, the Company had a $0.4 million contingency reserve for this claim and recorded an additional expense of $0.5 million during fiscal year 2013. All amounts have been paid as of March 31, 2013. | ||||||||||||||||||||||||||||
Additionally, the Company has contingent cash consideration payable related to the ANTONE acquisition. The ANTONE contingent consideration becomes payable based upon the profitability of the acquired products for post-closing periods through June 30, 2016, and is offset by working capital adjustments and certain indemnification claims. The maximum earn-out that could be paid before offsets is $3.5 million. As of March 31, 2014 and March 31, 2013, the fair value of the contingent consideration liability, after an offset for a working capital adjustment and an indemnification claim for warranty obligations, is $2.6 million and $2.3 million, respectively. The first payment will be made in May 2014 (see Note 2, Note 7 and Note 13). |
Capital_Stock_and_Stock_Restri
Capital Stock and Stock Restrictions | 12 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Payments for Repurchase of Equity [Abstract] | ' | ||||||||
Capital Stock And Stock Restriction Agreements [Text Block] | ' | ||||||||
Capital Stock and Stock Restriction Agreements: | |||||||||
Capital Stock Activity | |||||||||
The Board of Directors has the authority to issue up to 1,000,000 shares of preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions thereof, including dividend rights, conversion rights, voting rights, terms of redemption, liquidation preferences, sinking fund terms and the number of shares constituting any series or the designation of such series, without any further vote or action by stockholders. | |||||||||
Share Repurchase Programs | |||||||||
In February 2010, the Board of Directors authorized a share repurchase program (the February 2010 authorization) allowing a repurchase of up to an aggregate of $10.0 million of its outstanding Class A Common Shares. The February 2010 authorization was fully utilized as of November 2011. | |||||||||
In August 2011, the Board of Directors authorized an additional share repurchase program whereby the Company may repurchase up to an aggregate of $20.0 million of its outstanding Class A Common Stock (the August 2011 authorization). During fiscal year 2012, under the February 2010 authorization and the August 2011 authorization, 6.4 million shares were repurchased with a weighted-average per share purchase price of $2.63. Repurchases include a purchase on May 31, 2011, of 1,000,000 shares of its Class A Common Stock, including 618,664 shares that were converted from the Company's Class B Common Stock. These shares were purchased from a voting trust dated February 23, 1994, (the Voting Trust) and from other trusts associated with certain members of Mr. Robert C. Penny III’s family. Robert C. Penny III and Robert W. Foskett currently are members of the Company’s Board of Directors. Mr. Foskett is Mr. Penny's nephew. Messrs. Penny and Foskett also serve as co-trustees and are beneficiaries of the Voting Trust. The Company paid a total of $3.4 million or approximately $3.43 per share, which represented the weighted-average price of the Company's Class A Common Stock for the three daily trading sessions on May 23, 24, and 25, 2011, as reported on the NASDAQ Global Select Market. | |||||||||
In fiscal year 2013, the Company repurchased 5.7 million shares under the August 2011 authorization with a weighted-average per share purchase price of $2.20. In fiscal year 2014, there were no repurchases under the August 2011 authorization. As of March 31, 2014, there was approximately $0.1 million remaining for additional share repurchases under this authorization. | |||||||||
Additionally, in fiscal years 2014, 2013 and 2012, the Company repurchased 161,699 shares, 133,816 shares and 113,734 shares, respectively, from certain executives that were surrendered to satisfy the minimum statutory tax withholding obligations on the vesting of restricted stock units and performance-based restricted stock units. These repurchases, which are not included in the authorized share repurchase programs, had a weighted-average purchase price of $2.22, $2.32 and $3.52, respectively. | |||||||||
Stock Restriction Agreements | |||||||||
The members of the Penny family (principal stockholders) have a Stock Transfer Restriction Agreement which prohibits, with limited exceptions, such members from transferring their Class B Common Stock acquired prior to November 30, 1995, without first offering such stock to the other members of the Penny family. If converted, Class B stock converts on a one-for-one basis into shares of Class A Common Stock upon a transfer. As of March 31, 2014, a total of 13,937,150 shares of Class B Common Stock are subject to this Stock Transfer Restriction Agreement. | |||||||||
Voting Rights | |||||||||
The Company’s Common Stock is divided into two classes. Class A Common Stock is entitled to one vote per share while Class B Common Stock is entitled to four votes per share. As of May 14, 2014, as trustees the Voting Trust, containing common stock held for the benefit of the Penny family, Robert C. Penny III and Robert W. Foskett have the exclusive power to vote over 50.9% of the votes entitled to be cast by the holders of our common stock. Certain Penny family members also own, or are beneficiaries of trusts that own shares outside of the Voting Trust. As trustees of the Voting Trust and other trusts, Messrs. Penny and Foskett control 54.9% of the voting power of the Company’s outstanding stock and therefore effectively control the Company. | |||||||||
Shares Issued and Outstanding | |||||||||
The following table summarizes Common Stock transactions for fiscal years 2012, 2013 and 2014: | |||||||||
Common Shares Outstanding | |||||||||
(in thousands) | Class A | Class B | Treasury | ||||||
Total shares outstanding, March 31, 2011 | 54,174 | 14,556 | (4,629 | ) | |||||
Options exercised | 912 | — | — | ||||||
Class B converted to Class A | 619 | (619 | ) | — | |||||
Purchase of Treasury Stock | (6,552 | ) | — | (6,552 | ) | ||||
Restricted stock grants, including conversion of certain RSUs and PSUs, net of forfeitures | 1,276 | — | — | ||||||
Total shares outstanding, March 31, 2012 | 50,429 | 13,937 | (11,181 | ) | |||||
Options exercised | 158 | — | — | ||||||
Purchase of Treasury Stock | (5,788 | ) | — | (5,788 | ) | ||||
Restricted stock grants, including conversion of certain RSUs and PSUs, net of forfeitures | 171 | — | — | ||||||
Total shares outstanding, March 31, 2013 | 44,970 | 13,937 | (16,969 | ) | |||||
Options exercised | 808 | — | — | ||||||
Purchase of Treasury Stock | (162 | ) | — | (162 | ) | ||||
Restricted stock grants, including conversion of certain RSUs and PSUs, net of forfeitures | 237 | — | — | ||||||
Total shares outstanding, March 31, 2014 | 45,853 | 13,937 | (17,131 | ) | |||||
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Share-based Compensation [Abstract] | ' | ||||||||||||
Stock-Based Compensation | ' | ||||||||||||
Stock-based Compensation: | |||||||||||||
Employee Stock Incentive Plans | |||||||||||||
In September 2010, stockholders approved the amendment and restatement of the Westell Technologies, Inc. 2004 Stock Incentive Plan (the 2004 SIP Plan) that permits the issuance of restricted Class A Common Stock, nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock units and performance stock units share awards to selected officers, employees, and non-employee directors of the Company. There are a total of 3,131,192 shares available for issuance under this plan as of March 31, 2014. Certain awards provide for accelerated vesting if there is a change in control (as defined in the 2004 SIP Plan) or when provided within individual employment contracts. The Company issues new shares of stock for awards under the 2004 SIP Plan. | |||||||||||||
Stock-Based Compensation Expense | |||||||||||||
Total stock-based compensation, excluding the impact of discontinued operations, is reflected in the Consolidated Statements of Operations as follows: | |||||||||||||
Fiscal Year Ended March 31, | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Cost of revenue | $ | 53 | $ | 27 | $ | 55 | |||||||
Sales and marketing | 337 | 190 | 173 | ||||||||||
Research and development | 338 | 115 | 58 | ||||||||||
General and administrative | 1,143 | 1,075 | 915 | ||||||||||
Stock-based compensation expense | 1,871 | 1,407 | 1,201 | ||||||||||
Income tax benefit | — | — | (61 | ) | |||||||||
Total stock-based compensation expense after taxes | $ | 1,871 | $ | 1,407 | $ | 1,140 | |||||||
Stock Options | |||||||||||||
Stock options that have been granted by the Company have an exercise price that is equal to the reported value of the Company’s stock on the grant date. Options usually vest annually from the date of grant over a period of 4 years. The Company’s options have a contractual term of 7 or 10 years. Compensation expense is recognized on a straight-line basis over the vesting period for the award. | |||||||||||||
The Company uses the Black-Scholes model to estimate the fair value of employee stock options on the date of grant. That model employs parameters for which the Company has made estimates according to the assumptions noted below. Expected volatilities were based on historical volatilities of the Company’s stock. The expected option lives represent the period of time that options granted are expected to be outstanding based on historical trends. The risk-free interest rates were based on the United States Treasury yield curve for the expected term at the time of grant. The dividend yield was based on expected dividends at the time of grant, which has always been zero. | |||||||||||||
The Company recorded expense of $0.2 million, $0.2 million, and $0.3 million in the twelve months ended March 31, 2014, 2013 and 2012, respectively, related to stock options. The Company received proceeds from the exercise of stock options of $1.7 million, $0.1 million, and $1.7 million in fiscal years 2014, 2013 and 2012, respectively. The total intrinsic value of options exercised during the years ended March 31, 2014, 2013 and 2012 was $1.3 million, $0.2 million, and $1.3 million, respectively. | |||||||||||||
Option activity for the twelve months ended March 31, 2014 is as follows: | |||||||||||||
Shares | Weighted- | Weighted- | Aggregate | ||||||||||
Average | Average | Intrinsic | |||||||||||
Exercise | Remaining | Value(a) | |||||||||||
Price Per | Contractual | (in thousands) | |||||||||||
Share | Term (in | ||||||||||||
years) | |||||||||||||
Outstanding on March 31, 2013 | 2,114,446 | $ | 2.07 | ||||||||||
Granted | 630,000 | $ | 2.45 | ||||||||||
Exercised | (807,568 | ) | $ | 2.08 | |||||||||
Forfeited | (7,333 | ) | $ | 1.57 | |||||||||
Expired | (94,100 | ) | $ | 5.62 | |||||||||
Outstanding on March 31, 2014 | 1,835,445 | $ | 2.02 | 3.7 | $ | 3,110 | |||||||
Vested or expected to vest as of March 31, 2014 | 1,791,580 | $ | 2.01 | 3.7 | $ | 3,052 | |||||||
Exercisable on March 31, 2014 | 974,695 | $ | 1.71 | 1.8 | $ | 1,969 | |||||||
(a) The intrinsic value for the stock options is calculated based on the difference between the exercise price of the underlying awards and the Westell Technologies’ close stock price as of the reporting date. | |||||||||||||
As of March 31, 2014, there was $0.6 million of pre-tax stock option compensation expense related to non-vested awards not yet recognized, including estimated forfeitures, which is expected to be recognized over a weighted-average period of 2.9 years. | |||||||||||||
The fair value of each option was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions: | |||||||||||||
Fiscal Year Ended March 31 | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Input assumptions: | |||||||||||||
Expected volatility | 42 | % | 49 | % | 70 | % | |||||||
Risk-free interest rate | 1.1 | % | 0.7 | % | 1.4 | % | |||||||
Expected life | 5 years | 5 years | 5 years | ||||||||||
Expected dividend yield | — | % | — | % | — | % | |||||||
Output weighted-average grant-date fair value | $ | 0.91 | $ | 0.89 | $ | 1.93 | |||||||
Restricted Stock | |||||||||||||
Vesting of restricted stock is subject to continued employment with the Company. During fiscal years 2014, 2013 and 2012, non-employee directors received grants of 90,000, 70,000 and 70,000 shares, respectively, that each vests annually over 4 years. The Company recognizes compensation expense on a straight-line basis over the vesting periods for the award based on the market value of Westell Technologies stock on the date of grant adjusted for estimated forfeitures. | |||||||||||||
The following table sets forth restricted stock activity for the twelve months ended March 31, 2014: | |||||||||||||
Shares | Weighted-Average | ||||||||||||
Grant Date Fair | |||||||||||||
Value | |||||||||||||
Non-vested as of March 31, 2013 | 738,500 | $ | 1.65 | ||||||||||
Granted | 90,000 | $ | 2.33 | ||||||||||
Vested | (358,000 | ) | $ | 1.53 | |||||||||
Forfeited | (63,000 | ) | $ | 1.43 | |||||||||
Non-vested as of March 31, 2014 | 407,500 | $ | 1.94 | ||||||||||
The Company recorded $0.5 million, $0.6 million, and $0.5 million of expense in the twelve months ended March 31, 2014, 2013 and 2012, respectively, related to restricted stock. As of March 31, 2014, there was $0.3 million of pre-tax unrecognized compensation expense, including estimated forfeitures, related to non-vested restricted stock, which is expected to be recognized over a weighted-average period of 2.3 years. The total intrinsic fair value of shares vested during the years ended March 31, 2014, 2013, and 2012, was $0.7 million, $0.8 million, and $0.1 million, respectively. | |||||||||||||
Restricted Stock Units (RSUs) | |||||||||||||
In fiscal years 2014, 2013 and 2012, 1,182,000, 530,000 and 500,000 shares, respectively, of RSUs were awarded to certain key employees. These awards convert into shares of Class A Common Stock on a one-for-one basis upon vesting and vest in equal annual installments over 4 years from the grant dates. The Company recognizes compensation expense on a straight-line basis over the vesting for the award based on the market value of Westell Technologies stock on the date of grant adjusted for estimated forfeitures. | |||||||||||||
The Company recorded stock-based compensation expense of $0.9 million, $0.6 million and $0.3 million for RSUs in fiscal years 2014, 2013 and 2012, respectively. As of March 31, 2014, there was approximately $4.0 million of pre-tax unrecognized compensation expense, including estimated forfeitures, related to the RSUs, which is expected to be recognized over a weighted-average period of 3.2 years. The total intrinsic fair value of RSUs vested during the years ended March 31, 2014, 2013, and 2012, was $0.5 million, $0.3 million, and $0.5 million, respectively. | |||||||||||||
The following table sets forth the RSUs activity for the twelve months ended March 31, 2014: | |||||||||||||
Shares | Weighted-Average | ||||||||||||
Grant Date Fair | |||||||||||||
Value | |||||||||||||
Non-vested as of March 31, 2013 | 875,000 | $ | 2.68 | ||||||||||
Granted | 1,182,000 | $ | 3.3 | ||||||||||
Vested | (210,000 | ) | $ | 2.85 | |||||||||
Forfeited | (168,000 | ) | $ | 2.72 | |||||||||
Non-vested as of March 31, 2014 | 1,679,000 | $ | 3.09 | ||||||||||
Performance-based RSUs (PSUs) | |||||||||||||
In fiscal year 2014, certain executives were granted a total of 285,000 PSUs. The PSUs vest in annual increments based on the achievement of pre-established Company performance goals measured over a four year period and continued employment. The number of PSUs earned, can range from 0% to 200% of the target amount, depending on actual performance for fiscal years 2014 through 2017. In May 2014, the first measurement occurred resulting in achievement of 94% of the target amount and 25% vesting. Upon vesting, the PSUs convert into shares of Class A Common Stock on a one-for-one basis. The Company recognizes compensation expense on a straight-line basis for each annual performance measurement vesting period of the awards based on the market value of Westell Technologies stock on the date of grant adjusted for estimated forfeitures. | |||||||||||||
The Company recorded stock-based compensation expense of $0.3 million for PSUs in fiscal years 2014. There was no PSU expense in fiscal years 2013 and 2012. As of March 31, 2014, there was approximately $0.4 million of pre-tax unrecognized compensation expense, including estimated forfeitures, related to the PSUs, which is expected to be recognized over a weighted-average period of 2.1 years . The total intrinsic fair value of PSUs vested during the year ended March 31, 2012, was $0.7 million. There were no PSUs that vested in fiscal years 2014 or 2013. | |||||||||||||
The following table sets forth the PSUs activity for the twelve months ended March 31, 2014: | |||||||||||||
Shares | Weighted-Average | ||||||||||||
Grant Date Fair | |||||||||||||
Value | |||||||||||||
Non-vested as of March 31, 2013 | — | $ | — | ||||||||||
Granted | 285,000 | $ | 2.45 | ||||||||||
Vested | — | $ | — | ||||||||||
Forfeited | — | $ | — | ||||||||||
Non-vested as of March 31, 2014 | 285,000 | $ | 2.45 | ||||||||||
Non-qualified Non-public Discontinued Subsidiary Stock Options | |||||||||||||
The Company’s ConferencePlus subsidiary had a stock option plan for the purchase of ConferencePlus stock. There were no options granted since fiscal year 2009. As a result of the sale of ConferencePlus, during the third quarter of fiscal year 2012, the Company purchased all outstanding ConferencePlus options with a fair market value above strike price. The purchase price for each option was equal to the difference between the fair market value of a share of ConferencePlus stock and the strike price for each option, resulting in an aggregate purchase price of $117,000 for the options. All remaining outstanding options were forfeited. |
Segment_Information
Segment Information | 12 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Segment Information | ' | |||||||||||||||
Segment and Related Information: | ||||||||||||||||
Segment information is presented in accordance with a “management approach,” which designates the internal reporting used by the chief operating decision-maker (CODM) for making decisions and assessing performance as the source of the Company's reportable segments. Westell’s Chief Executive Officer is the CODM. In fiscal 2014, the Company revised its segment reporting structure to realign internal reporting as a result of the Kentrox acquisition and the discontinued operations of the CNS segment. The CODM further refined the structure and defined segment profit as gross profit less research and development expenses because of the integration of sales and marketing and general and administrative functions. In order to provide information that is comparable year to year, fiscal 2013 and 2012 segment information has been restated to reflect the new segment profit measurement and the required reallocation of costs previously allocated to the discontinued CNS segment. | ||||||||||||||||
The Company’s three reportable segments are as follows: | ||||||||||||||||
Kentrox: The Company's Kentrox segment designs, distributes, markets and services intelligent site management solutions, which provide comprehensive monitoring, management and control of a broad range of devices. The Company's Kentrox products provide a suite of remote monitoring and control devices, which when combined with its Optima management system, provide a comprehensive, bi-directional site management solution. The Kentrox solution addresses customer needs such as power management (generator management, battery, fuel, and rectifier monitoring, tenant power metering, etc.), environmental management (HVAC monitoring, energy monitoring and control, aircraft warning light management, and environmental monitoring), security management (access management, asset tampering, and surveillance), and communications management (microwave and distributed antenna systems management). Customers include major wireless and fixed-line telecommunications carriers, tower providers, cable and broadband network providers, utility companies, and enterprises. Kentrox provides solutions to customers in North and South America, Australia, Africa, and Europe. | ||||||||||||||||
Westell: The Company’s Westell product family consists of indoor and outdoor cabinets, enclosures and mountings; power distribution products; network interface devices (NIDs) for time-division multiplexing/synchronous optical networks (TDM/SONET) and service demarcation; span powering equipment; copper/fiber connectivity panels; managed Ethernet switches for utility and industrial networks; Ethernet extension devices for providing native Ethernet service handoff in carrier applications; signal conditioning and monitoring products for distributed antenna systems (DAS); wireless signal conditioning and monitoring products for cellular networks; tower-mounted amplifiers; multi-carrier power amplifier boosters; cell site antenna-sharing products for cell site optimization; and custom systems integration services. The Westell segment customer base is highly concentrated and comprised primarily of major telecommunications service providers including local exchange carriers (LECs) (telephone companies), independent operating domestic local exchange carriers (IOCs), multiple system operators (MSOs), and public telephone administrations located in North America. | ||||||||||||||||
CSI: The Company's CSI segment designs, markets, and distributes products that enable anytime, anywhere in-building wireless connectivity for 3G/4G cellular and public safety coverage. CSI’s suite of products includes high-performance digital repeaters, DAS interface units (DIUs), PIM compliant system components and antennas, as well as E911 and location-based enhancement solutions for in-building wireless DAS networks. CSI’s repeaters and system components have been implemented in thousands of solutions throughout the U.S., Canada, Mexico, and Europe. | ||||||||||||||||
Segment information for the fiscal years ended March 31, 2014, 2013 and 2012, is set forth below: | ||||||||||||||||
Fiscal Year Ended March 31, 2014 | ||||||||||||||||
(in thousands) | CSI | Kentrox | Westell | Total | ||||||||||||
Revenue | $ | 3,676 | $ | 46,174 | $ | 52,223 | $ | 102,073 | ||||||||
Gross profit | 1,364 | 23,517 | 17,077 | 41,958 | ||||||||||||
Gross margin | 37.1 | % | 50.9 | % | 32.7 | % | 41.1 | % | ||||||||
Research & development | 625 | 3,778 | 6,936 | 11,339 | ||||||||||||
Segment profit | $ | 739 | $ | 19,739 | $ | 10,141 | 30,619 | |||||||||
Operating expenses: | ||||||||||||||||
Sales & marketing | 14,663 | |||||||||||||||
General & administrative | 14,027 | |||||||||||||||
Intangible amortization | 4,908 | |||||||||||||||
Restructuring | 335 | |||||||||||||||
Operating income (loss) | (3,314 | ) | ||||||||||||||
Other income (expense), net | (56 | ) | ||||||||||||||
Income tax (expense) benefit | 8,782 | |||||||||||||||
Net income (loss) from continuing operations | $ | 5,412 | ||||||||||||||
Fiscal Year Ended March 31, 2013 | ||||||||||||||||
(in thousands) | Westell | Total | ||||||||||||||
Revenue | $ | 38,808 | $ | 38,808 | ||||||||||||
Gross profit | 13,325 | 13,325 | ||||||||||||||
Gross margin | 34.3 | % | 34.3 | % | ||||||||||||
Research & development | 5,928 | 5,928 | ||||||||||||||
Segment profit | $ | 7,397 | 7,397 | |||||||||||||
Operating expenses: | ||||||||||||||||
Sales & marketing | 7,492 | |||||||||||||||
General & administrative | 9,310 | |||||||||||||||
Intangible amortization | 887 | |||||||||||||||
Restructuring | 149 | |||||||||||||||
Goodwill impairment | 2,884 | |||||||||||||||
Operating income (loss) | (13,325 | ) | ||||||||||||||
Other income (expense), net | 175 | |||||||||||||||
Income tax (expense) benefit | (29,392 | ) | ||||||||||||||
Net income (loss) from continuing operations | $ | (42,542 | ) | |||||||||||||
Fiscal Year Ended March 31, 2012 | ||||||||||||||||
(in thousands) | Westell | Total | ||||||||||||||
Revenue | $ | 43,629 | $ | 43,629 | ||||||||||||
Gross profit | 17,172 | 17,172 | ||||||||||||||
Gross margin | 39.4 | % | 39.4 | % | ||||||||||||
Research & development | 5,460 | 5,460 | ||||||||||||||
Segment profit | $ | 11,712 | 11,712 | |||||||||||||
Operating expenses: | ||||||||||||||||
Sales & marketing | 5,843 | |||||||||||||||
General & administrative | 6,996 | |||||||||||||||
Intangible amortization | 544 | |||||||||||||||
Restructuring | 276 | |||||||||||||||
Operating income (loss) | (1,947 | ) | ||||||||||||||
Other income (expense), net | 331 | |||||||||||||||
Income tax (expense) benefit | 686 | |||||||||||||||
Net income (loss) from continuing operations | $ | (930 | ) | |||||||||||||
Asset information, although available, is not reported to or used by the CODM. | ||||||||||||||||
Enterprise-wide and Geographic Information | ||||||||||||||||
More than 90% of the Company’s revenues were generated in the United States in fiscal years 2014, 2013 and 2012. More than 90% of the Company's long-lived assets are located in the United States. | ||||||||||||||||
Significant Customers and Concentration of Credit | ||||||||||||||||
The Company is dependent on certain major companies operating in telecommunications markets that represent more than 10% of the total revenue. Sales to major customers and successor companies that exceed 10% of total revenue are as follows: | ||||||||||||||||
Fiscal Year Ended March 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Verizon | 23.9 | % | 17.1 | % | 17.6 | % | ||||||||||
Telamon | 30.3 | % | 12.4 | % | 14.3 | % | ||||||||||
AT&T | 8.8 | % | 8.7 | % | 10.4 | % | ||||||||||
Time Warner Cable | 2.3 | % | 10.4 | % | 3.1 | % | ||||||||||
Major companies operating in telecommunications markets comprise a significant portion of the Company’s trade receivables. Receivables from major customers that exceed 10% of total accounts receivable balance are as follows: | ||||||||||||||||
Fiscal Year Ended March 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Verizon | 30.6 | % | 11.4 | % | ||||||||||||
Telamon | 8.5 | % | 12.6 | % | ||||||||||||
AT&T | 16.7 | % | 5.5 | % | ||||||||||||
Time Warner Cable | 1.4 | % | 19.8 | % |
Restructuring_Charge
Restructuring Charge | 12 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Restructuring Charges [Abstract] | ' | |||||||||||
Restructuring Charge | ' | |||||||||||
Restructuring: | ||||||||||||
Kentrox Restructuring | ||||||||||||
In fiscal year 2014, the Company acquired Kentrox and identified 12 redundant employees who will exit the business after a period of time. The Company recognized restructuring expense of $335,000 in fiscal year 2014 for severance for these transitional employees. The total cost of this action is anticipated to be approximately $396,000. The restructuring is anticipated to be completed during the first quarter of fiscal year 2015. As of March 31, 2014, $278,000 of these costs has been paid leaving an unpaid balance of $57,000, which is presented on the Consolidated Balance Sheets within accrued compensation. | ||||||||||||
Noran Tel Restructuring | ||||||||||||
The Company's Westell segment recognized restructuring expense of $149,000 and $275,000 in fiscal years 2013 and 2012, respectively, for personnel costs related to severance and other relocation costs for the Noran Tel relocation, described in Note 1. The relocation resulted in the termination of 35 employees located in Canada. The total cost of this action was $424,000. The relocation was completed during the quarter ended September 30, 2012. As of March 31, 2014, and 2013, $424,000 and $418,000 of these costs had been paid leaving an unpaid balance of $0 and $6,000, respectively, which is presented on the Consolidated Balance Sheets within accrued compensation. | ||||||||||||
ConferencePlus Restructuring | ||||||||||||
In fiscal year 2012, in connection with the ConferencePlus sale, the Company recognized restructuring expense of $667,000 within discontinued operations for personnel costs related to severance agreements with two former ConferencePlus executives. This expense is presented within income from discontinued operations on the Consolidated Statement of Operations. The liability was retained by the Company. The Company paid $338,000 and $329,000 in fiscal years 2013 and 2012, respectively. | ||||||||||||
CNS Asset Sale Restructuring | ||||||||||||
In the first quarter of fiscal year 2012, as a result of the CNS asset sale, the Company initiated a cost reduction action that resulted in the termination of 12 employees in the discontinued CNS segment. The total cost of this restructuring action was approximately $397,000, offset by $122,000 which was reimbursed by NETGEAR. As of March 31, 2012, all of these costs had been paid. | ||||||||||||
Total fiscal year 2014 restructuring charges and their utilization are summarized as follows: | ||||||||||||
(in thousands) | Employee | Other | Total | |||||||||
-related | costs | |||||||||||
Liability at March 31, 2013 | $ | 6 | $ | — | $ | 6 | ||||||
Charged | 335 | — | 335 | |||||||||
Payments | (284 | ) | — | (284 | ) | |||||||
Liability at March 31, 2014 | $ | 57 | $ | — | $ | 57 | ||||||
Total fiscal year 2013 restructuring charges and their utilization are summarized as follows: | ||||||||||||
(in thousands) | Employee | Other | Total | |||||||||
-related | costs | |||||||||||
Liability at March 31, 2012 | $ | 561 | $ | 52 | $ | 613 | ||||||
Charged to continuing operations | 89 | 60 | 149 | |||||||||
Payments | (644 | ) | (112 | ) | (756 | ) | ||||||
Liability at March 31, 2013 | $ | 6 | $ | — | $ | 6 | ||||||
Total fiscal year 2012 restructuring charges and their utilization are summarized as follows: | ||||||||||||
(in thousands) | Employee | Other | Total | |||||||||
-related | costs | |||||||||||
Liability at March 31, 2011 | $ | — | $ | — | $ | — | ||||||
Charged to continuing operations | 276 | — | 276 | |||||||||
Charged to discontinued operations | 889 | 52 | 941 | |||||||||
Payments | (604 | ) | — | (604 | ) | |||||||
Liability at March 31, 2012 | $ | 561 | $ | 52 | 613 | |||||||
Shortterm_Investments
Short-term Investments | 12 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Short-term Investments [Abstract] | ' | |||||||
Short-term Investments | ' | |||||||
Short-term Investments: | ||||||||
The following table presents short-term investments as of March 31, 2014, and 2013: | ||||||||
(in thousands) | 31-Mar-14 | 31-Mar-13 | ||||||
Certificates of deposit | $ | 1,476 | $ | 3,682 | ||||
Held-to-maturity, pre-refunded municipal bonds | 14,108 | 20,667 | ||||||
Total investments | $ | 15,584 | $ | 24,349 | ||||
The fair value of short-term investments approximates their carrying amounts due to the short-term nature of these financial assets. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
Fair Value Measurements: | |||||||||||||||||
Fair value is defined by ASC 820 as the price that would be received upon selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: | |||||||||||||||||
• | Level 1 – Quoted prices in active markets for identical assets and liabilities. | ||||||||||||||||
• | Level 2 – Quoted prices in active markets for similar assets and liabilities, or other inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. | ||||||||||||||||
• | Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. | ||||||||||||||||
The Company’s money market funds are measured using Level 1 inputs. The ANTONE contingent consideration described in Note 1 is measured using Level 3 inputs. | |||||||||||||||||
The following table presents financial assets and non-financial liabilities measured at fair value on a recurring basis and their related valuation inputs as of March 31, 2014: | |||||||||||||||||
(in thousands) | Total Fair Value | Quoted Prices in | Significant Other | Significant | Balance Sheet | ||||||||||||
of Asset or | Active Markets | Observable | Unobservable | Classification | |||||||||||||
Liability | for Identical | Inputs (Level 2) | Inputs (Level 3) | ||||||||||||||
Assets (Level 1) | |||||||||||||||||
Assets: | |||||||||||||||||
Money market funds | $ | 117 | $ | 117 | — | — | Cash and cash equivalents | ||||||||||
Liabilities: | |||||||||||||||||
Contingent consideration, current | $ | 2,067 | — | — | $ | 2,067 | Contingent consideration | ||||||||||
Contingent consideration, long-term | $ | 574 | — | — | $ | 574 | Contingent consideration non-current | ||||||||||
The following table presents financial assets, excluding cash, and non-financial liabilities measured at fair value on a recurring basis and their related valuation inputs as of March 31, 2013: | |||||||||||||||||
(in thousands) | Total Fair Value | Quoted Prices in | Significant Other | Significant | Balance Sheet Classification | ||||||||||||
of Asset or | Active Markets | Observable | Unobservable | ||||||||||||||
Liability | for Identical | Inputs (Level 2) | Inputs (Level 3) | ||||||||||||||
Assets (Level 1) | |||||||||||||||||
Assets: | |||||||||||||||||
Money market funds | $ | 52,849 | $ | 52,849 | — | — | Cash and cash equivalents | ||||||||||
Liabilities: | |||||||||||||||||
Contingent consideration, long-term | $ | 2,333 | — | — | $ | 2,333 | Contingent consideration non-current | ||||||||||
The fair value of the money market funds approximates their carrying amounts due to the short-term nature of these financial assets. | |||||||||||||||||
In connection with the ANTONE acquisition in the quarter ended June 30, 2012, payment of a portion of the purchase price is contingent upon the profitability of the acquired products for post-closing periods through June 30, 2016, and may be offset by working capital adjustments and certain indemnification claims. The Company estimates the fair value of contingent consideration as the present value of the expected payments over the term of the arrangement based on financial forecasts of future profitability of the acquired products and reaching the forecast. This estimate is subject to ongoing evaluation. The actual cash payment may range from $0.6 million to $2.7 million. | |||||||||||||||||
The fair value measurement of contingent consideration as of March 31, 2014 and March 31, 2013, encompasses the following significant unobservable inputs: | |||||||||||||||||
Unobservable Inputs for Fiscal Year Ended March 31, | |||||||||||||||||
($ in thousands) | 2014 | 2013 | |||||||||||||||
Estimated earn-out contingent consideration | $ | 3,500 | $ | 3,500 | |||||||||||||
Working capital and other adjustment | $ | (444 | ) | $ | (444 | ) | |||||||||||
Indemnification related to warranty claims | $ | (303 | ) | $ | (303 | ) | |||||||||||
Discount rate | 7.5 | % | 7.5 | % | |||||||||||||
Approximate timing of cash flows | 1.4 years | 3.0 years | |||||||||||||||
The following table summarizes contingent consideration activity: | |||||||||||||||||
Fiscal Year Ended March 31, | |||||||||||||||||
($ in thousands) | 2014 | 2013 | |||||||||||||||
Balance beginning of period | $ | 2,333 | $ | — | |||||||||||||
Contingent consideration from business acquisition | — | 3,038 | |||||||||||||||
Contingent consideration – payments | — | — | |||||||||||||||
Contingent consideration – change in fair value (included in G&A expense) | 308 | 42 | |||||||||||||||
Working capital and other adjustment | — | (444 | ) | ||||||||||||||
Indemnification related to warranty claims | — | (303 | ) | ||||||||||||||
Balance end of period | $ | 2,641 | $ | 2,333 | |||||||||||||
Variable_Interest_Entity_Notes
Variable Interest Entity (Notes) | 12 Months Ended |
Mar. 31, 2014 | |
Guarantees [Abstract] | ' |
Guarantees [Text Block] | ' |
Variable Interest Entity and Guarantee: | |
The Company has a 50% equity ownership in AccessTel Kentrox Australia PTY LTD (AKA). AKA distributes network management solutions provided by the Company and the other 50% owner to one customer. The Company holds equal voting control with the other owner. All actions of AKA are decided at the board level by majority vote. The Company evaluated ASC topic 810, Consolidations, and concluded that AKA is a variable interest entity (VIE). The Company has concluded that it is not the primary beneficiary of AKA and therefore consolidation is not required. As of March 31, 2014, the carrying amount of the Company's investment in AKA was approximately $84,000, which is presented on the Consolidated Balance Sheets within other assets. | |
The Company's revenue to AKA for fiscal year 2014 was $4.5 million. Accounts receivable from AKA is $0.4 million and deferred revenue relating to maintenance contracts is $1.0 million as of March 31, 2014. The Company also has an unlimited guarantee for the performance of the other 50% owner in AKA, who primarily provides support and engineering services to the customer. This guarantee was put in place at the request of the AKA customer. The guarantee which is esimated to have a maximum potential future payment of $0.7 million, will stay in place as long as the contract between AKA and the customer is in place. The Company would have recourse against the other 50% owner in AKA in the event the guarantee is triggered. The Company determined that it could perform on the obligation it guaranteed at a positive rate of return and therefore did not assign value to the guarantee. The Company's exposure to loss as a result of its involvement with AKA, exclusive of lost profits, is limited to the items noted above. |
Benefit_Plans_Notes
Benefit Plans (Notes) | 12 Months Ended |
Mar. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ' |
Compensation and Employee Benefit Plans [Text Block] | ' |
Benefit Plans: | |
Westell 401(k) Plan | |
The Company sponsors a 401(k) benefit plan (the Westell Plan) which covers substantially all of its domestic employees. The Plan is a salary reduction plan that allows employees to defer up to 100% of wages subject to Internal Revenue Service limits. The Westell Plan also allows for Company discretionary and matching contributions. In January 2014, the Company established the matching contribution percentage made by the Company of 50% of participants' contributions, up to 4%. Matching contribution expense in fiscal year 2014 was approximately $79,000. There were no matching contributions in fiscal years 2013 or 2012. | |
Kentrox 401(k) Plan | |
During the first nine months of fiscal year 2014, the Company sponsored a 401(k) benefit plan (the Kentrox Plan) which covers substantially all of its domestic employees. On January 1, 2014, Kentrox was merged with and into Westell, Inc. The Kentrox Plan was a salary reduction plan that allows employees to defer up to 75% of wages subject to Internal Revenue Service limits. The Kentrox Plan also allowed for Company discretionary and matching contributions. The Company matching contribution percentage made by the Company was of 50% of participants' contributions, up to 6%. Matching contribution expense in fiscal year 2014 was approximately $105,000. | |
CSI 401(k) Plan | |
CSI employees participate in a 401(k) plan through ADPTotalSource (the CSI Plan). The CSI Plan allows employees to defer up to 100% of wages subject to Internal Revenue Service limits. The Company contributes a flat 3% of eligible employee earnings, regardless of the individual employee's contribution level. Contribution expense was approximately $16,000 since CSI was acquired on March 1, 2014. |
Quarterly_Results_of_Operation
Quarterly Results of Operations (unaudited) (Notes) | 12 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | |||||||||||||||
Quarterly Financial Information [Text Block] | ' | |||||||||||||||
Quarterly Results of Operations (Unaudited): | ||||||||||||||||
The following tables present certain financial information for each of the last eight fiscal quarters. The Company believes that the unaudited information regarding each of these quarters is prepared on the same basis as the audited Consolidated Financial Statements of the Company appearing elsewhere in this Form 10-K. In the opinion of management, all necessary adjustments (consisting only of normal recurring adjustments) have been included to present fairly the unaudited quarterly results when read in conjunction with the audited Consolidated Financial Statements of the Company and the Notes thereto appearing elsewhere in this Form 10-K. These quarterly results of operations are not necessarily indicative of the results for any future period. Previously reported quarterly amounts have been adjusted for the effects of the discontinued operations described in Note 1. | ||||||||||||||||
The fiscal third quarter ending December 31 contains seasonality effects in the Westell segment. The Westell segment sells equipment that is installed outdoors and the ordering of such equipment declines during and in advance of the colder months. Customer budget cycles for may also contribute to revenue variability in those same periods. Revenue mix and gross profit by product varies by quarter. Charges for excess and obsolete inventory vary by quarter and may cause variability in gross margins. | ||||||||||||||||
Fiscal Year 2014 Quarter Ended | ||||||||||||||||
June 30, 2013 | Sept. 30, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | |||||||||||||
(in thousands, except per share amounts) | ||||||||||||||||
Revenue | $ | 22,456 | $ | 29,960 | $ | 25,236 | $ | 24,421 | ||||||||
Gross profit | 8,776 | 12,423 | 12,235 | 8,524 | ||||||||||||
Total operating expenses | 11,377 | 11,129 | 10,212 | 12,554 | ||||||||||||
Income (loss) before income taxes and discontinued operations | (2,731 | ) | 1,392 | 1,992 | (4,023 | ) | ||||||||||
Income tax (expense) benefit | (19 | ) | (68 | ) | (38 | ) | 8,907 | |||||||||
Net income (loss) from continuing operations | (2,750 | ) | 1,324 | 1,954 | 4,884 | |||||||||||
Income (loss) from discontinued operations, net of tax | (14 | ) | 4 | (29 | ) | (6 | ) | |||||||||
Net income (loss) | (2,764 | ) | 1,328 | 1,925 | 4,878 | |||||||||||
Net income (loss) per common share: | ||||||||||||||||
Basic | $ | (0.05 | ) | $ | 0.02 | $ | 0.03 | $ | 0.08 | |||||||
Diluted | $ | (0.05 | ) | $ | 0.02 | $ | 0.03 | $ | 0.08 | |||||||
The Company acquired Kentrox on April 1, 2013 and CSI on March 1, 2014. In the fourth quarter of fiscal 2014, deferred tax liabilities of $9.1 million resulted from the acquisitions relating primarily to acquired intangible assets. The Company's anticipated ability to realize deferred tax assets from the reversal of these deferred tax liabilities resulted in a reversal of valuation allowance which was recorded in the fourth quarter of fiscal year 2014. | ||||||||||||||||
Fiscal Year 2013 Quarter Ended | ||||||||||||||||
June 30, 2012 | Sept. 30, 2012 | Dec. 31, 2012 | Mar. 31, 2013 | |||||||||||||
(in thousands, except per share amounts) | ||||||||||||||||
Revenue | $ | 9,418 | $ | 9,854 | $ | 8,873 | $ | 10,663 | ||||||||
Gross profit | 2,773 | 3,449 | 3,090 | 4,013 | ||||||||||||
Total operating expenses | 6,271 | 5,701 | 5,606 | 9,072 | ||||||||||||
Income (loss) before income taxes and discontinued operations | (3,414 | ) | (2,245 | ) | (2,473 | ) | (5,018 | ) | ||||||||
Income tax (expense) benefit | 1,247 | 677 | 1,295 | (32,611 | ) | |||||||||||
Net income (loss) from continuing operations | (2,167 | ) | (1,568 | ) | (1,178 | ) | (37,629 | ) | ||||||||
Income (loss) from discontinued operations, net of tax | 427 | (607 | ) | (787 | ) | (529 | ) | |||||||||
Net income (loss) | (1,740 | ) | (2,175 | ) | (1,965 | ) | (38,158 | ) | ||||||||
Net income (loss) per common share: | ||||||||||||||||
Basic | $ | (0.03 | ) | $ | (0.04 | ) | $ | (0.03 | ) | $ | (0.66 | ) | ||||
Diluted | $ | (0.03 | ) | $ | (0.04 | ) | $ | (0.03 | ) | $ | (0.66 | ) | ||||
Operating expenses in fiscal year 2013 included the following items: the September quarter included $534,000 of expense for the costs of a resolution of a dispute related the CNS sale and expenses resulting from the acquisition of ANTONE; the March quarter included a $2.9 million goodwill impairment charge. | ||||||||||||||||
Discontinued operations in the third quarter of fiscal year 2013 includes an after-tax charge of $0.9 million for a pending indemnification claim related to the sale of the discontinued operations of ConferencePlus and an unrelated tax benefit of $0.3 million that resulted from finalizing income tax filings related to the sale. | ||||||||||||||||
The fourth quarter of fiscal year 2013 includes an income tax charge for fully reserving deferred tax assets. |
Schedule_II_Valuation_and_Qual
Schedule II Valuation and Qualifying Accounts (Notes) | 12 Months Ended | |||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | ' | |||||||||||||||||||
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | ' | |||||||||||||||||||
SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS | ||||||||||||||||||||
(In thousands) | Balance at | Reduction | Net Additions | Additions | Balance at | |||||||||||||||
Beginning | from | Charged to | (Deductions) | End | ||||||||||||||||
of Year | CNS asset sale and sale of | Cost | of Year | |||||||||||||||||
ConferencePlus | and Expenses | |||||||||||||||||||
2014 | ||||||||||||||||||||
Accounts receivable allowances | $ | 10 | $ | — | $ | 30 | $ | — | (1) | $ | 40 | |||||||||
Reserve for excess and obsolete inventory and net realizable value | 2,032 | — | 2,881 | (647 | ) | (2) | 4,266 | |||||||||||||
Deferred tax assets valuation allowance | 36,285 | — | — | (7,631 | ) | (3) | 28,654 | |||||||||||||
Reserve for returns | 19 | — | 189 | (166 | ) | 42 | ||||||||||||||
2013 | ||||||||||||||||||||
Accounts receivable allowances | $ | 12 | — | $ | (2 | ) | $ | — | (1) | $ | 10 | |||||||||
Reserve for excess and obsolete inventory and net realizable value | 1,479 | — | 1,090 | (537 | ) | (2) | 2,032 | |||||||||||||
Deferred tax assets valuation allowance | 2,253 | — | — | 34,032 | (3) | 36,285 | ||||||||||||||
Reserve for returns | 13 | — | 218 | (212 | ) | 19 | ||||||||||||||
2012 | ||||||||||||||||||||
Accounts receivable allowances | $ | 147 | (61 | ) | $ | (79 | ) | $ | 5 | (1) | $ | 12 | ||||||||
Reserve for excess and obsolete inventory and net realizable value | 1,551 | (57 | ) | 816 | (831 | ) | (2) | 1,479 | ||||||||||||
Deferred tax assets valuation allowance | 527 | — | — | 1,726 | (3) | 2,253 | ||||||||||||||
Reserve for returns | 7 | — | 98 | (92 | ) | 13 | ||||||||||||||
-1 | Accounts written off, net of recoveries. | |||||||||||||||||||
-2 | Inventory charged against inventory reserves. | |||||||||||||||||||
-3 | Change in valuation allowance due to change in assessment of realizability of deferred tax assets. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |||
Mar. 31, 2014 | ||||
Accounting Policies [Abstract] | ' | |||
Business Combinations Policy [Policy Text Block] | ' | |||
Business Combinations | ||||
The Company applies the guidance of ASC topic 805, Business Combinations. The Company recognizes the fair value of assets acquired and liabilities assumed in transactions; establishes the acquisition date fair value as the measurement objective for all assets acquired and liabilities assumed; expenses transaction and restructuring costs; and discloses the information needed to evaluate and understand the nature and financial effect of the business combination. | ||||
Cash and Cash Equivalents, Policy [Policy Text Block] | ' | |||
Cash and Cash Equivalents | ||||
Cash and cash equivalents consist of highly liquid investments with maturities of three months or less when purchased and include bank deposits, money market funds and debt instruments consisting of pre-refunded municipal bonds. The pre-refunded municipal bonds are classified as held-to-maturity and are carried at amortized cost. Money market funds are accounted for as available-for-sale securities under the requirements of ASC topic 320, Investments – Debt and Equity Securities (ASC 320). | ||||
Short-term Investment, Policy [Policy Text Block] | ' | |||
Short-term Investments | ||||
Certificates of deposit held for investment with an original maturity greater than 90 days are carried at cost and reported as Short-term investments on the Consolidated Balance Sheets. The certificates of deposit are not debt securities. The Company also invests in debt instruments consisting of pre-refunded municipal bonds. The income and principal from these pre-refunded bonds are secured by an irrevocable trust holding U.S Treasury securities. The bonds have original maturities of greater than 90 days, but have remaining maturities of less than one year. The pre-refunded municipal bonds are classified as held-to-maturity and are carried at amortized cost. | ||||
Accounts Receivable, Policy [Policy Text Block] | ' | |||
Accounts Receivable and Allowance for Doubtful Accounts | ||||
Trade accounts receivable are recorded at the invoiced amount and typically do not bear interest. The Company provides allowances for doubtful accounts related to accounts receivable for estimated losses resulting from the inability of its customers to make required payments. The Company takes into consideration the overall quality of the receivable portfolio along with specifically identified customer risks. In circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations to the Company, the Company provides allowances for bad debts against amounts due to reduce the net recognized receivable to the amount it reasonably believes will be collected. | ||||
Concentration Risk, Credit Risk, Policy [Policy Text Block] | ' | |||
Concentrations of Credit Risk | ||||
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, short-term investments, and trade receivables. The Company currently invests its excess cash in money market funds, certificates of deposit and debt investments consisting of pre-refunded municipal bonds that are secured by an irrevocable trust holding U.S. Treasury securities. | ||||
Earnings Per Share, Policy [Policy Text Block] | ' | |||
Earnings (Loss) per Share | ||||
The computation of basic net income (loss) per share is computed using the weighted-average number of common shares outstanding during the period. Diluted net income per share includes the number of additional common shares that would have been outstanding if the dilutive potential shares had been issued. In periods with a net loss, all common stock equivalents are excluded from the per share calculation; therefore, the basic loss per share equals the diluted loss per share. | ||||
Inventory, Policy [Policy Text Block] | ' | |||
Inventories and Inventory Valuation | ||||
Inventories are stated at the lower of first-in, first-out (FIFO) cost or market value. Market value is based upon an estimated average selling price reduced by estimated costs of disposal. Should actual market conditions differ from the Company’s estimates, the Company’s future results of operations could be materially affected. Reductions in inventory valuation are included in cost of goods sold in the accompanying Consolidated Statements of Operations. The Company reviews inventory for excess quantities and obsolescence based on its best estimates of future demand, product lifecycle status and product development plans. The Company uses historical information along with these future estimates to reduce the inventory cost basis. Subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis. Prices anticipated for future inventory demand are compared to current and committed inventory values. | ||||
prepaid expenses policy text block [Policy Text Block] | ' | |||
Prepaid Expenses and Other Current Assets | ||||
Prepaid and current assets generally consisting of prepaid product royalty, prepaid maintenance agreements and prepaid rent, which are amortized as expense generally over the term of the underlying contract or estimated product life. | ||||
Property, Plant and Equipment [Table Text Block] | ' | |||
Property and Equipment | ||||
Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, or for leasehold improvements, the shorter of the remaining lease term or the estimated useful life. Expenditures for major renewals and improvements that extend the useful life of property and equipment are capitalized. The following table shows estimated useful lives of property and equipment, as follows: | ||||
Machinery and equipment | 5 | - | 7 years | |
Office, computer and research equipment | 2 | - | 5 years | |
Goodwill and Intangible Assets, Policy [Policy Text Block] | ' | |||
Goodwill and Other Intangibles | ||||
Goodwill is the excess of the total purchase consideration transferred over the amounts allocated to identifiable assets acquired and liabilities assumed at the acquisition date. Goodwill is not amortized, but it is tested for impairment at the reporting unit level by first performing a qualitative approach to test goodwill for impairment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is concluded that this is the case, it is necessary to perform the two-step, quantitative, goodwill impairment test. Otherwise, the two-step goodwill impairment test is not required. | ||||
Revenue Recognition, Policy [Policy Text Block] | ' | |||
Revenue Recognition and Deferred Revenue | ||||
The Company's revenue is derived from the sale of products, software, and services. The Company records revenue from product sales transactions when title and risk of loss are passed to the customer, there is persuasive evidence of an arrangement for sale, delivery has occurred and/or services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. | ||||
Revenue recognition on equipment where software is incidental to the product as a whole, or where software is essential to the equipment’s functionality and falls under software accounting scope exceptions, generally occurs when products are shipped, risk of loss has transferred to the customer, objective evidence exists that customer acceptance provisions have been met, no significant obligations remain, collection is reasonably assured and warranty can be estimated. | ||||
Revenue recognition where software that is more than incidental to the product as a whole or where software is sold on a standalone basis is recognized when the software is delivered and ownership and risk of loss are transferred. | ||||
The Company also recognizes revenue from deployment services, maintenance agreements, training and professional services. Deployment services revenue results from installation of products at customer sites. Deployment services, which generally occur over a short time period, are not services required for the functionality of products, because customers do not have to purchase installation services from the Company, and may install products themselves, or hire third parties to perform the installation services. Revenue for deployment services, training and professional services are recognized upon completion. Revenue from maintenance agreements is recognized ratably over the service period. | ||||
When a multiple element arrangement exists, the fee from the arrangement is allocated to the various deliverables so that the proper amount can be recognized as revenue as each element is delivered. Based on the composition of the arrangement, the Company analyzes the provisions of the accounting guidance to determine the appropriate model that is applied towards accounting for the multiple element arrangement. If the arrangement includes a combination of elements that fall within different applicable guidance, the Company follows the provisions of the hierarchal literature to separate those elements from each other and apply the relevant guidance to each. | ||||
If deliverables do not fall within the software revenue recognition guidance, the fair value of each element is established using the relative selling price method, which requires the Company to use vendor-specific objective evidence (VSOE), reliable third-party objective evidence or management's best estimate of selling price, in that order. | ||||
If deliverables fall within the software revenue recognition guidance, the fee is allocated to the various elements based on VSOE of fair value. If sufficient VSOE of fair value does not exist for the allocation of revenue to all the various elements in a multiple element arrangement, all revenue from the arrangement is deferred until the earlier of the point at which such sufficient VSOE of fair value is established or all elements within the arrangement are delivered. If VSOE of fair value exists for all undelivered elements, but does not exist for one or more delivered elements, the arrangement consideration is allocated to the various elements of the arrangement using the residual method of accounting. Under the residual method, the amount of the arrangement consideration allocated to the delivered elements is equal to the total arrangement consideration less the aggregate fair value of the undelivered elements. Using this method, any potential discount on the arrangement is allocated entirely to the delivered elements, which ensures that the amount of revenue recognized at any point in time is not overstated. Under the residual method, if VSOE of fair value exists for the undelivered element, generally maintenance, the fair value of the undelivered element is deferred and recognized ratably over the term of the maintenance contract, and the remaining portion of the arrangement is recognized as revenue upon delivery, which generally occurs upon delivery of the product. | ||||
The Company has established VSOE based on its historical pricing practices. The application of VSOE methodologies requires judgment, including the identification of individual elements in multiple element arrangements and whether there is VSOE of fair value for some or all elements. | ||||
The Company’s product return policy allows customers to return unused equipment for partial credit if the equipment is non-custom product, returned within specified time limits, and currently being manufactured and sold. Credit is not offered on returned products that are no longer manufactured and sold. The Company’s reserve for returns is not significant. | ||||
The Company records revenue net of taxes in accordance with ASC topic 605, Revenue Recognition (ASC 605). | ||||
Shipping and Handling Cost, Policy [Policy Text Block] | ' | |||
Shipping and Handling | ||||
Freight billed to customers is recorded as revenue. | ||||
Product Warranties, Policy [Policy Text Block] | ' | |||
Product Warranties | ||||
Most of the Company’s products carry a limited warranty of up to seven years. The Company accrues for estimated warranty costs as products are shipped based on historical sales and cost of repair or replacement trends relative to sales. | ||||
Research and Development Expense, Policy [Policy Text Block] | ' | |||
Research and Development Costs | ||||
Engineering and product research and development costs are charged to expense as incurred. | ||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | ' | |||
Stock-based Compensation | ||||
The Company recognizes stock-based compensation expense for all employee stock-based payments based upon the fair value on the award’s grant date over the requisite service period. If the awards are performance based, the Company must estimate future performance attainment to determine the number of awards expected to vest. Determining the fair value of equity-based options requires the Company to estimate the expected volatility of its stock, the risk-free interest rate, expected option term, expected dividend yield and expected forfeitures. | ||||
Fair Value Measurement, Policy [Policy Text Block] | ' | |||
Fair Value Measurements | ||||
The Company accounts for the fair value of assets and liabilities in accordance with ASC topic 820, Fair Value Measurements and Disclosures (ASC 820). ASC 820 defines fair value and establishes a framework for measuring fair value as required by other accounting pronouncements. | ||||
Foreign Currency Transactions and Translations Policy [Policy Text Block] | ' | |||
Foreign Currency | ||||
The Company’s primary foreign currency exposure is to changes in exchange rates for the U.S. dollar versus the Australian and Canadian dollar and the related effects on receivables and payables denominated in those currencies. The Company records transaction gains (losses) for fluctuations on foreign currency rates on accounts receivable, accounts payable, and cash as a component of other income (expense), net on the Consolidated Statements of Operations. | ||||
Income Tax, Policy [Policy Text Block] | ' | |||
Income Taxes | ||||
The Company accounts for income taxes under the provisions of ASC topic 740, Income Taxes (ASC 740). ASC 740 requires an asset and liability based approach in accounting for income taxes. Deferred income tax assets, including net operating loss (NOL) and certain tax credit carryovers and liabilities, are recorded based on the differences between the financial statement and tax bases of assets and liabilities, applying enacted statutory tax rates in effect for the year in which the tax differences are expected to reverse. Valuation allowances are provided against deferred tax assets which are assessed as not likely to be realized. On a quarterly basis, management evaluates the recoverability of deferred tax assets and the need for a valuation allowance. This evaluation requires the use of estimates and assumptions and considers all positive and negative evidence and factors, such as the scheduled reversal of temporary differences, the mix of earnings in the jurisdictions in which the Company operates, and prudent and feasible tax planning strategies. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the dates of enactment. The Company accounts for unrecognized tax benefits based upon its assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. The Company reports a liability for unrecognized tax benefits resulting from unrecognized tax benefits taken or expected to be taken in a tax return and recognizes interest and penalties, if any, related to its unrecognized tax benefits in income tax expense. | ||||
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | ' | |||
New Accounting Standards Adopted | ||||
In July 2013, the FASB issued ASU 2013-11. Prior to ASU 2013-11, Topic 740, Income Taxes, did not include explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The objective of ASU 2013-11 is to eliminate that diversity in practice in the presentation of unrecognized tax benefits in those cases. ASU 2013-11 generally requires that an unrecognized tax benefit should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. Effective for the first quarter of fiscal year 2014, the Company elected the early adoption of this provision with retrospective application. As a result, the Consolidated Balance Sheet as of March 31, 2013, reflects an adjustment to the previously issued audited financial statements to reclassify $2.7 million of unrecognized tax benefits from tax contingency reserve long-term to deferred income taxes non-current. This balance sheet reclassification had no impact on the historical Consolidated Statements of Operations or Accumulated Deficit. |
Basis_of_Presentation_Tables
Basis of Presentation (Tables) | 12 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |||||||||||
The pre-tax gain on the CNS asset sale | ' | |||||||||||
The pre-tax gain on discontinued operations for the twelve months ended March 31, 2012, is calculated as follows: | ||||||||||||
(in thousands) | CPI | CNS | Total | |||||||||
Cash Proceeds | $ | 40,331 | $ | 36,729 | $ | 77,060 | ||||||
Less: Net value of assets and liabilities sold or transferred, and transaction costs | (7,483 | ) | (5,075 | ) | (12,558 | ) | ||||||
Total gain before income taxes | 32,848 | 31,654 | 64,502 | |||||||||
Income tax | (12,359 | ) | (12,654 | ) | (25,013 | ) | ||||||
Total gain, net of tax | $ | 20,489 | $ | 19,000 | $ | 39,489 | ||||||
Discontinued operations revenue and income before income taxes reported in discontinued operations | ' | |||||||||||
Revenue and income before income taxes reported in discontinued operations is as follows: | ||||||||||||
Fiscal Year Ended March 31, | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Discontinued CPI Revenue | $ | — | $ | — | $ | 31,746 | ||||||
Discontinued CNS Revenue | — | 1,236 | 26,026 | |||||||||
Total discontinued operations revenue | $ | — | $ | 1,236 | $ | 57,772 | ||||||
CPI income (loss) before income taxes | $ | — | $ | (1,358 | ) | $ | 3,509 | |||||
CNS income (loss) before income taxes | (45 | ) | (951 | ) | 2,268 | |||||||
Total discontinued operations income (loss) before income taxes | $ | (45 | ) | $ | (2,309 | ) | $ | 5,777 | ||||
Acquisitions_Acquisitions_Tabl
Acquisitions Acquisitions (Tables) | 12 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Business Acquisition [Line Items] | ' | |||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | ' | |||||||||
The following table summarizes the fair values of the assets acquired and liabilities assumed on the April 1, 2013, acquisition date as well as measurement period adjustments made during the fiscal year: | ||||||||||
(in thousands) | Preliminary Amounts Recognized | Measurement Period Adjustments | Final Amounts Recognized | |||||||
Cash | $ | 2,355 | $ | — | $ | 2,355 | ||||
Inventories | 5,045 | — | 5,045 | |||||||
Accounts receivable | 4,260 | 65 | 4,325 | |||||||
Land held-for-sale | 1,044 | — | 1,044 | |||||||
Other assets | 806 | 76 | 882 | |||||||
Intangible assets | 16,970 | (990 | ) | 15,980 | ||||||
Deferred revenue | (2,885 | ) | (78 | ) | (2,963 | ) | ||||
Accounts payable and accruals | (3,486 | ) | 93 | (3,393 | ) | |||||
Deferred income tax liability | (780 | ) | (1,750 | ) | (2,530 | ) | ||||
Goodwill | 7,971 | 2,584 | 10,555 | |||||||
Total consideration | $ | 31,300 | $ | — | $ | 31,300 | ||||
Business Acquisition, Pro Forma Information [Table Text Block] | ' | |||||||||
The pro forma results are based on historical information and is not necessarily indicative of the combined results had the acquisition been completed at April 1, 2012, nor are they indicative of future combined results. | ||||||||||
(in thousands) | 2014 | 2013 | ||||||||
Consolidated pro forma revenue | $ | 141,524 | $ | 92,671 | ||||||
Consolidated pro forma operating income (loss) | $ | 6,428 | $ | (23,559 | ) | |||||
CSI [Member] | ' | |||||||||
Business Acquisition [Line Items] | ' | |||||||||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | ' | |||||||||
The following table summarizes the preliminary estimated fair value of the assets acquired and liabilities assumed as of the March 1, 2014, acquisition date: | ||||||||||
(in thousands) | ||||||||||
Cash | $ | 6,513 | ||||||||
Accounts receivable | 2,920 | |||||||||
Inventories | 7,625 | |||||||||
Prepaid expenses and other current assets | 158 | |||||||||
Property and equipment | 816 | |||||||||
Intangible assets | 16,230 | |||||||||
Accounts payable, accruals and other liabilities | (2,875 | ) | ||||||||
Income tax payable | (1,175 | ) | ||||||||
Deferred income tax liability | (6,616 | ) | ||||||||
Goodwill | 20,142 | |||||||||
Total Consideration | $ | 43,738 | ||||||||
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | ' | |||||||||
The following table summarizes the acquired identified intangible assets and the respective fair value and estimated useful life at the date of acquisition: | ||||||||||
(in thousands) | Fair Value | Estimated Life | ||||||||
Backlog | $ | 70 | 1 month | |||||||
Customer relationships | 10,980 | 7 years | ||||||||
Trademark | 810 | 7 years | ||||||||
Developed technology | 3,860 | 3 years | ||||||||
Non-compete | 510 | 2 years | ||||||||
Total intangible assets | $ | 16,230 | ||||||||
Kentrox [Member] | ' | |||||||||
Business Acquisition [Line Items] | ' | |||||||||
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | ' | |||||||||
The fair value of intangible assets is as follows: | ||||||||||
(in thousands) | Fair Value | Life | ||||||||
Backlog | $ | 1,440 | 1 year | |||||||
Customer relationships | 8,960 | 10 years | ||||||||
Trade name | 1,170 | 7 years | ||||||||
Developed technology | 4,410 | 9 years | ||||||||
Total intangible assets | $ | 15,980 | ||||||||
Antone Wireless Corporation [Member] | ' | |||||||||
Business Acquisition [Line Items] | ' | |||||||||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | ' | |||||||||
The following table summarizes the fair values of the assets and liabilities assumed as of the May 15, 2012, acquisition date: | ||||||||||
(in thousands) | ||||||||||
Inventories | $ | 326 | ||||||||
Deposit | 3 | |||||||||
Intangible assets | 3,230 | |||||||||
Liabilities | (612 | ) | ||||||||
Goodwill | 2,086 | |||||||||
Net assets acquired | 5,033 | |||||||||
Cash consideration transferred | 2,524 | |||||||||
Contingent consideration | 3,038 | |||||||||
Working capital adjustment (shortfall) | (529 | ) | ||||||||
Total consideration | $ | 5,033 | ||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Accounting Policies [Abstract] | ' | |||||||
Schedule of Inventory, Current [Table Text Block] | ' | |||||||
The components of inventories are as follows: | ||||||||
March 31, | ||||||||
(in thousands) | 2014 | 2013 | ||||||
Raw materials | $ | 11,031 | $ | 6,252 | ||||
Finished goods | 13,405 | 5,971 | ||||||
Total inventories | $ | 24,436 | $ | 12,223 | ||||
Property, Plant and Equipment [Line Items] | ' | |||||||
Property, Plant and Equipment [Table Text Block] | ' | |||||||
The following table shows estimated useful lives of property and equipment, as follows: | ||||||||
Machinery and equipment | 5 | - | 7 years | |||||
Office, computer and research equipment | 2 | - | 5 years |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | ' | |||||||||||
The income tax expenses (benefits) from continuing operations are summarized as follows: | ||||||||||||
Fiscal Year Ended March 31, | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Federal: | ||||||||||||
Current | $ | 6 | $ | — | $ | (775 | ) | |||||
Deferred | (7,432 | ) | 24,578 | (1,361 | ) | |||||||
(7,426 | ) | 24,578 | (2,136 | ) | ||||||||
State: | ||||||||||||
Current | 433 | 2 | (18 | ) | ||||||||
Deferred | (1,712 | ) | 4,797 | 1,411 | ||||||||
(1,279 | ) | 4,799 | 1,393 | |||||||||
Foreign: | ||||||||||||
Current | 56 | (8 | ) | 50 | ||||||||
Deferred | (133 | ) | 23 | 7 | ||||||||
(77 | ) | 15 | 57 | |||||||||
Total | $ | (8,782 | ) | $ | 29,392 | $ | (686 | ) | ||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | ' | |||||||||||
The statutory federal income tax rate is reconciled to the Company's effective income tax rates below: | ||||||||||||
Fiscal Year Ended March 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Statutory federal income tax rate | 34 | % | 34 | % | 35 | % | ||||||
Meals and entertainment | (1.5 | ) | (0.2 | ) | (1.3 | ) | ||||||
State income tax, net of federal tax effect | 2.4 | 3.1 | 42.8 | |||||||||
Valuation allowance | 226.5 | (256.1 | ) | (106.3 | ) | |||||||
Goodwill impairment | — | (2.1 | ) | — | ||||||||
Deferred tax adjustments | 8.3 | 1.4 | (52.0 | ) | ||||||||
Contingent tax reserves | — | — | 126.3 | |||||||||
Foreign tax credit | 3.3 | (0.3 | ) | 16.2 | ||||||||
Equity compensation | (6.4 | ) | (0.6 | ) | (15.0 | ) | ||||||
Capitalized transaction costs | (2.7 | ) | — | — | ||||||||
Other | (3.2 | ) | (2.7 | ) | (3.2 | ) | ||||||
260.7 | % | (223.5 | )% | 42.5 | % | |||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | |||||||||||
Components of the net deferred income tax assets are as follows: | ||||||||||||
March 31, | ||||||||||||
(in thousands) | 2014 | 2013 | ||||||||||
Deferred income tax assets: | ||||||||||||
Allowance for doubtful accounts | $ | 33 | $ | 4 | ||||||||
Alternative minimum tax credit carryforward | 697 | 697 | ||||||||||
Foreign tax credit carryforward | 785 | 674 | ||||||||||
Depreciation | 940 | 1,224 | ||||||||||
Deferred revenue | 950 | — | ||||||||||
Compensation accruals | 2,323 | 1,326 | ||||||||||
Inventory reserves | 1,903 | 888 | ||||||||||
Warranty reserves | 92 | 57 | ||||||||||
Net operating loss carryforward | 29,510 | 29,315 | ||||||||||
Intangibles and goodwill | — | 689 | ||||||||||
Other | 863 | 1,106 | ||||||||||
Gross deferred tax assets | 38,096 | 35,980 | ||||||||||
Valuation allowance | (28,542 | ) | (36,285 | ) | ||||||||
Net deferred income tax assets | 9,554 | (305 | ) | |||||||||
Deferred income tax liabilities: | ||||||||||||
Inventory step-up | (379 | ) | — | |||||||||
Intangibles and goodwill | (9,348 | ) | — | |||||||||
Net deferred income tax liabilities | $ | (173 | ) | $ | (305 | ) | ||||||
Classified in Consolidated Balance Sheets as follows: | ||||||||||||
March 31, | ||||||||||||
(in thousands) | 2014 | 2013 | ||||||||||
Deferred income tax assets | $ | 899 | $ | — | ||||||||
Deferred income tax liability | (1,072 | ) | (305 | ) | ||||||||
Net deferred income tax assets | $ | (173 | ) | $ | (305 | ) | ||||||
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | ' | |||||||||||
A reconciliation of the beginning and ending balances of the total amounts of unrecognized tax benefits for fiscal years 2013 and 2014 is as follows: | ||||||||||||
(in thousands) | ||||||||||||
Unrecognized tax benefits at March 31, 2012 | $ | 3,483 | ||||||||||
Additions based on positions related to fiscal year 2013 | — | |||||||||||
Additions for tax positions of years prior to fiscal year 2013 | 1 | |||||||||||
Reductions for tax positions of years prior to fiscal year 2013 | — | |||||||||||
Reductions as a result of expirations of applicable statutes of limitations | (716 | ) | ||||||||||
Settlements | — | |||||||||||
Unrecognized tax benefits at March 31, 2013 | $ | 2,768 | ||||||||||
Additions from acquisitions | 186 | |||||||||||
Additions based on positions related to fiscal year 2014 | — | |||||||||||
Additions for tax positions of years prior to fiscal year 2014 | 1 | |||||||||||
Reductions for tax positions of years prior to fiscal year 2014 | — | |||||||||||
Reductions as a result of expirations of applicable statutes of limitations | — | |||||||||||
Settlements | — | |||||||||||
Unrecognized tax benefits at March 31, 2014 | $ | 2,955 | ||||||||||
Summary of Income Tax Examinations [Table Text Block] | ' | |||||||||||
With few exceptions, the major jurisdictions subject to examination by the relevant taxable authorities, and open tax years, stated as the Company's fiscal years, are as follows: | ||||||||||||
Jurisdiction | Open Tax Years | |||||||||||
U.S. Federal | 2010 | - | 2014 | |||||||||
U.S. State | 2009 | - | 2014 | |||||||||
Foreign | 2009 | - | 2014 |
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 12 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Goodwill [Line Items] | ' | |||||||||||||||||||||||
Schedule of Goodwill [Table Text Block] | ' | |||||||||||||||||||||||
Changes in the carrying amounts of goodwill by reporting units are as follows: | ||||||||||||||||||||||||
(in thousands) | Kentrox | CSI | Noran Tel | Westell | Total | |||||||||||||||||||
Gross goodwill | $ | — | $ | — | $ | 1,890 | $ | 9,651 | $ | 11,541 | ||||||||||||||
Accumulated impairment | — | — | (1,381 | ) | (9,651 | ) | (11,032 | ) | ||||||||||||||||
Currency translation | — | — | 292 | — | 292 | |||||||||||||||||||
April 1, 2012 balance, net | — | — | 801 | — | 801 | |||||||||||||||||||
Noran Tel relocation | — | — | (798 | ) | 798 | — | ||||||||||||||||||
Business acquisition | — | — | — | 2,086 | 2,086 | |||||||||||||||||||
Goodwill impairment | — | — | — | (2,884 | ) | (2,884 | ) | |||||||||||||||||
Currency translation | — | — | (3 | ) | — | (3 | ) | |||||||||||||||||
March 31, 2013 balance, net | — | — | — | — | — | |||||||||||||||||||
Business acquisitions | 10,555 | 20,142 | — | — | 30,697 | |||||||||||||||||||
March 31, 2014 balance, net | $ | 10,555 | $ | 20,142 | $ | — | $ | — | $ | 30,697 | ||||||||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | ' | |||||||||||||||||||||||
The following table presents details of the Company’s intangibles from historical acquisitions, including the fiscal year 2013 ANTONE acquisition and fiscal year 2014 Kentrox and CSI acquisitions: | ||||||||||||||||||||||||
31-Mar-14 | 31-Mar-13 | |||||||||||||||||||||||
Gross Carrying Amount | Accumulated Amortization and Impairment | Net Carrying Amount | Gross Carrying Amount | Accumulated Amortization and Impairment | Net Carrying Amount | |||||||||||||||||||
Backlog | 1,510 | (1,510 | ) | — | — | — | — | |||||||||||||||||
Customer relationships | 24,437 | (4,437 | ) | 20,000 | 4,497 | (2,618 | ) | 1,879 | ||||||||||||||||
Product technology | 45,234 | (35,404 | ) | 9,830 | 36,964 | (34,132 | ) | 2,832 | ||||||||||||||||
Non-compete | 510 | (21 | ) | 489 | — | — | — | |||||||||||||||||
Trade name and trademark | 2,355 | (318 | ) | 2,037 | 375 | (23 | ) | 352 | ||||||||||||||||
Total finite-lived intangible assets, net | 74,046 | (41,690 | ) | 32,356 | 41,836 | (36,773 | ) | 5,063 | ||||||||||||||||
Schedule of Expected Amortization Expense [Table Text Block] | ' | |||||||||||||||||||||||
The following is the expected future amortization by fiscal year: | ||||||||||||||||||||||||
(in thousands) | 2015 | 2016 | 2017 | 2018 | 2019 | thereafter | ||||||||||||||||||
Intangible amortization expense | $ | 6,840 | $ | 6,123 | $ | 5,179 | $ | 3,742 | $ | 3,513 | $ | 6,959 | ||||||||||||
Product_Warranties_Tables
Product Warranties (Tables) | 12 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Product Warranties Disclosures [Abstract] | ' | |||||||||||
Changes in Company's product warranty reserve | ' | |||||||||||
The following table presents the changes in our product warranty reserve: | ||||||||||||
Fiscal Year Ended March 31, | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Total product warranty reserve at the beginning of the period | $ | 152 | $ | 243 | $ | 758 | ||||||
Warranty reserves from business acquisitions | 149 | 25 | — | |||||||||
Specific pre-acquisition ANTONE product warranty in excess of acquired limit | — | 303 | — | |||||||||
Warranty reserve transferred with sale of CNS | — | — | (194 | ) | ||||||||
Warranty expense (reversal) | 183 | (45 | ) | (89 | ) | |||||||
Utilization | (156 | ) | (374 | ) | (232 | ) | ||||||
Total product warranty reserve at the end of the period | $ | 328 | $ | 152 | $ | 243 | ||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||||||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||||||||||||||||||||||
Contractual Obligation, Fiscal Year Maturity Schedule [Table Text Block] | ' | |||||||||||||||||||||||||||
Future obligations and commitments as of March 31, 2014 consisted of the following: | ||||||||||||||||||||||||||||
Payments due by fiscal year | ||||||||||||||||||||||||||||
(in thousands) | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | Total | |||||||||||||||||||||
Purchase obligations | $ | 12,158 | $ | — | $ | — | $ | — | $ | — | $ | — | $ | 12,158 | ||||||||||||||
Future minimum lease payments for operating leases | 3,011 | 2,510 | 2,503 | 887 | 64 | — | 8,975 | |||||||||||||||||||||
Contingent Consideration | 2,067 | 574 | — | — | — | — | 2,641 | |||||||||||||||||||||
Future obligations and commitments | $ | 17,236 | $ | 3,084 | $ | 2,503 | $ | 887 | $ | 64 | $ | — | $ | 23,774 | ||||||||||||||
Capital_Stock_and_Stock_Restri1
Capital Stock and Stock Restrictions (Tables) | 12 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Class of Stock [Line Items] | ' | ||||||||
Schedule of Stock by Class [Table Text Block] | ' | ||||||||
Shares Issued and Outstanding | |||||||||
The following table summarizes Common Stock transactions for fiscal years 2012, 2013 and 2014: | |||||||||
Common Shares Outstanding | |||||||||
(in thousands) | Class A | Class B | Treasury | ||||||
Total shares outstanding, March 31, 2011 | 54,174 | 14,556 | (4,629 | ) | |||||
Options exercised | 912 | — | — | ||||||
Class B converted to Class A | 619 | (619 | ) | — | |||||
Purchase of Treasury Stock | (6,552 | ) | — | (6,552 | ) | ||||
Restricted stock grants, including conversion of certain RSUs and PSUs, net of forfeitures | 1,276 | — | — | ||||||
Total shares outstanding, March 31, 2012 | 50,429 | 13,937 | (11,181 | ) | |||||
Options exercised | 158 | — | — | ||||||
Purchase of Treasury Stock | (5,788 | ) | — | (5,788 | ) | ||||
Restricted stock grants, including conversion of certain RSUs and PSUs, net of forfeitures | 171 | — | — | ||||||
Total shares outstanding, March 31, 2013 | 44,970 | 13,937 | (16,969 | ) | |||||
Options exercised | 808 | — | — | ||||||
Purchase of Treasury Stock | (162 | ) | — | (162 | ) | ||||
Restricted stock grants, including conversion of certain RSUs and PSUs, net of forfeitures | 237 | — | — | ||||||
Total shares outstanding, March 31, 2014 | 45,853 | 13,937 | (17,131 | ) | |||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Share-based Compensation [Abstract] | ' | ||||||||||||
Stock-based compensation expense | ' | ||||||||||||
Stock-Based Compensation Expense | |||||||||||||
Total stock-based compensation, excluding the impact of discontinued operations, is reflected in the Consolidated Statements of Operations as follows: | |||||||||||||
Fiscal Year Ended March 31, | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Cost of revenue | $ | 53 | $ | 27 | $ | 55 | |||||||
Sales and marketing | 337 | 190 | 173 | ||||||||||
Research and development | 338 | 115 | 58 | ||||||||||
General and administrative | 1,143 | 1,075 | 915 | ||||||||||
Stock-based compensation expense | 1,871 | 1,407 | 1,201 | ||||||||||
Income tax benefit | — | — | (61 | ) | |||||||||
Total stock-based compensation expense after taxes | $ | 1,871 | $ | 1,407 | $ | 1,140 | |||||||
Stock option activity | ' | ||||||||||||
Option activity for the twelve months ended March 31, 2014 is as follows: | |||||||||||||
Shares | Weighted- | Weighted- | Aggregate | ||||||||||
Average | Average | Intrinsic | |||||||||||
Exercise | Remaining | Value(a) | |||||||||||
Price Per | Contractual | (in thousands) | |||||||||||
Share | Term (in | ||||||||||||
years) | |||||||||||||
Outstanding on March 31, 2013 | 2,114,446 | $ | 2.07 | ||||||||||
Granted | 630,000 | $ | 2.45 | ||||||||||
Exercised | (807,568 | ) | $ | 2.08 | |||||||||
Forfeited | (7,333 | ) | $ | 1.57 | |||||||||
Expired | (94,100 | ) | $ | 5.62 | |||||||||
Outstanding on March 31, 2014 | 1,835,445 | $ | 2.02 | 3.7 | $ | 3,110 | |||||||
Vested or expected to vest as of March 31, 2014 | 1,791,580 | $ | 2.01 | 3.7 | $ | 3,052 | |||||||
Exercisable on March 31, 2014 | 974,695 | $ | 1.71 | 1.8 | $ | 1,969 | |||||||
(a) The intrinsic value for the stock options is calculated based on the difference between the exercise price of the underlying awards and the Westell Technologies’ close stock price as of the reporting date. | |||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | ' | ||||||||||||
The fair value of each option was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions: | |||||||||||||
Fiscal Year Ended March 31 | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Input assumptions: | |||||||||||||
Expected volatility | 42 | % | 49 | % | 70 | % | |||||||
Risk-free interest rate | 1.1 | % | 0.7 | % | 1.4 | % | |||||||
Expected life | 5 years | 5 years | 5 years | ||||||||||
Expected dividend yield | — | % | — | % | — | % | |||||||
Output weighted-average grant-date fair value | $ | 0.91 | $ | 0.89 | $ | 1.93 | |||||||
Restricted stock activity | ' | ||||||||||||
The following table sets forth restricted stock activity for the twelve months ended March 31, 2014: | |||||||||||||
Shares | Weighted-Average | ||||||||||||
Grant Date Fair | |||||||||||||
Value | |||||||||||||
Non-vested as of March 31, 2013 | 738,500 | $ | 1.65 | ||||||||||
Granted | 90,000 | $ | 2.33 | ||||||||||
Vested | (358,000 | ) | $ | 1.53 | |||||||||
Forfeited | (63,000 | ) | $ | 1.43 | |||||||||
Non-vested as of March 31, 2014 | 407,500 | $ | 1.94 | ||||||||||
The Company recorded $0.5 million, $0.6 million, and $0.5 million of expense in the twelve months ended March 31, 2014, 2013 and 2012, respectively, related to restricted stock. As of March 31, 2014, there was $0.3 million of pre-tax unrecognized compensation expense, including estimated forfeitures, related to non-vested restricted stock, which is expected to be recognized over a weighted-average period of 2.3 years. The total intrinsic fair value of shares vested during the years ended March 31, 2014, 2013, and 2012, was $0.7 million, $0.8 million, and $0.1 million, respectively. | |||||||||||||
Restricted Stock Units (RSUs) | |||||||||||||
In fiscal years 2014, 2013 and 2012, 1,182,000, 530,000 and 500,000 shares, respectively, of RSUs were awarded to certain key employees. These awards convert into shares of Class A Common Stock on a one-for-one basis upon vesting and vest in equal annual installments over 4 years from the grant dates. The Company recognizes compensation expense on a straight-line basis over the vesting for the award based on the market value of Westell Technologies stock on the date of grant adjusted for estimated forfeitures. | |||||||||||||
The Company recorded stock-based compensation expense of $0.9 million, $0.6 million and $0.3 million for RSUs in fiscal years 2014, 2013 and 2012, respectively. As of March 31, 2014, there was approximately $4.0 million of pre-tax unrecognized compensation expense, including estimated forfeitures, related to the RSUs, which is expected to be recognized over a weighted-average period of 3.2 years. The total intrinsic fair value of RSUs vested during the years ended March 31, 2014, 2013, and 2012, was $0.5 million, $0.3 million, and $0.5 million, respectively. | |||||||||||||
The following table sets forth the RSUs activity for the twelve months ended March 31, 2014: | |||||||||||||
Shares | Weighted-Average | ||||||||||||
Grant Date Fair | |||||||||||||
Value | |||||||||||||
Non-vested as of March 31, 2013 | 875,000 | $ | 2.68 | ||||||||||
Granted | 1,182,000 | $ | 3.3 | ||||||||||
Vested | (210,000 | ) | $ | 2.85 | |||||||||
Forfeited | (168,000 | ) | $ | 2.72 | |||||||||
Non-vested as of March 31, 2014 | 1,679,000 | $ | 3.09 | ||||||||||
Performance-based RSUs (PSUs) | |||||||||||||
In fiscal year 2014, certain executives were granted a total of 285,000 PSUs. The PSUs vest in annual increments based on the achievement of pre-established Company performance goals measured over a four year period and continued employment. The number of PSUs earned, can range from 0% to 200% of the target amount, depending on actual performance for fiscal years 2014 through 2017. In May 2014, the first measurement occurred resulting in achievement of 94% of the target amount and 25% vesting. Upon vesting, the PSUs convert into shares of Class A Common Stock on a one-for-one basis. The Company recognizes compensation expense on a straight-line basis for each annual performance measurement vesting period of the awards based on the market value of Westell Technologies stock on the date of grant adjusted for estimated forfeitures. | |||||||||||||
The Company recorded stock-based compensation expense of $0.3 million for PSUs in fiscal years 2014. There was no PSU expense in fiscal years 2013 and 2012. As of March 31, 2014, there was approximately $0.4 million of pre-tax unrecognized compensation expense, including estimated forfeitures, related to the PSUs, which is expected to be recognized over a weighted-average period of 2.1 years . The total intrinsic fair value of PSUs vested during the year ended March 31, 2012, was $0.7 million. There were no PSUs that vested in fiscal years 2014 or 2013. | |||||||||||||
The following table sets forth the PSUs activity for the twelve months ended March 31, 2014: | |||||||||||||
Shares | Weighted-Average | ||||||||||||
Grant Date Fair | |||||||||||||
Value | |||||||||||||
Non-vested as of March 31, 2013 | — | $ | — | ||||||||||
Granted | 285,000 | $ | 2.45 | ||||||||||
Vested | — | $ | — | ||||||||||
Forfeited | — | $ | — | ||||||||||
Non-vested as of March 31, 2014 | 285,000 | $ | 2.45 | ||||||||||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Segment Reporting Information [Line Items] | ' | |||||||||||||||
Schedule of Segment Reporting Information, by Segment[Table Text Block] | ' | |||||||||||||||
Segment information for the fiscal years ended March 31, 2014, 2013 and 2012, is set forth below: | ||||||||||||||||
Fiscal Year Ended March 31, 2014 | ||||||||||||||||
(in thousands) | CSI | Kentrox | Westell | Total | ||||||||||||
Revenue | $ | 3,676 | $ | 46,174 | $ | 52,223 | $ | 102,073 | ||||||||
Gross profit | 1,364 | 23,517 | 17,077 | 41,958 | ||||||||||||
Gross margin | 37.1 | % | 50.9 | % | 32.7 | % | 41.1 | % | ||||||||
Research & development | 625 | 3,778 | 6,936 | 11,339 | ||||||||||||
Segment profit | $ | 739 | $ | 19,739 | $ | 10,141 | 30,619 | |||||||||
Operating expenses: | ||||||||||||||||
Sales & marketing | 14,663 | |||||||||||||||
General & administrative | 14,027 | |||||||||||||||
Intangible amortization | 4,908 | |||||||||||||||
Restructuring | 335 | |||||||||||||||
Operating income (loss) | (3,314 | ) | ||||||||||||||
Other income (expense), net | (56 | ) | ||||||||||||||
Income tax (expense) benefit | 8,782 | |||||||||||||||
Net income (loss) from continuing operations | $ | 5,412 | ||||||||||||||
Fiscal Year Ended March 31, 2013 | ||||||||||||||||
(in thousands) | Westell | Total | ||||||||||||||
Revenue | $ | 38,808 | $ | 38,808 | ||||||||||||
Gross profit | 13,325 | 13,325 | ||||||||||||||
Gross margin | 34.3 | % | 34.3 | % | ||||||||||||
Research & development | 5,928 | 5,928 | ||||||||||||||
Segment profit | $ | 7,397 | 7,397 | |||||||||||||
Operating expenses: | ||||||||||||||||
Sales & marketing | 7,492 | |||||||||||||||
General & administrative | 9,310 | |||||||||||||||
Intangible amortization | 887 | |||||||||||||||
Restructuring | 149 | |||||||||||||||
Goodwill impairment | 2,884 | |||||||||||||||
Operating income (loss) | (13,325 | ) | ||||||||||||||
Other income (expense), net | 175 | |||||||||||||||
Income tax (expense) benefit | (29,392 | ) | ||||||||||||||
Net income (loss) from continuing operations | $ | (42,542 | ) | |||||||||||||
Fiscal Year Ended March 31, 2012 | ||||||||||||||||
(in thousands) | Westell | Total | ||||||||||||||
Revenue | $ | 43,629 | $ | 43,629 | ||||||||||||
Gross profit | 17,172 | 17,172 | ||||||||||||||
Gross margin | 39.4 | % | 39.4 | % | ||||||||||||
Research & development | 5,460 | 5,460 | ||||||||||||||
Segment profit | $ | 11,712 | 11,712 | |||||||||||||
Operating expenses: | ||||||||||||||||
Sales & marketing | 5,843 | |||||||||||||||
General & administrative | 6,996 | |||||||||||||||
Intangible amortization | 544 | |||||||||||||||
Restructuring | 276 | |||||||||||||||
Operating income (loss) | (1,947 | ) | ||||||||||||||
Other income (expense), net | 331 | |||||||||||||||
Income tax (expense) benefit | 686 | |||||||||||||||
Net income (loss) from continuing operations | $ | (930 | ) | |||||||||||||
Schedule of Revenue by Major Customers by Reporting Segments [Table Text Block] | ' | |||||||||||||||
Significant Customers and Concentration of Credit | ||||||||||||||||
The Company is dependent on certain major companies operating in telecommunications markets that represent more than 10% of the total revenue. Sales to major customers and successor companies that exceed 10% of total revenue are as follows: | ||||||||||||||||
Fiscal Year Ended March 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Verizon | 23.9 | % | 17.1 | % | 17.6 | % | ||||||||||
Telamon | 30.3 | % | 12.4 | % | 14.3 | % | ||||||||||
AT&T | 8.8 | % | 8.7 | % | 10.4 | % | ||||||||||
Time Warner Cable | 2.3 | % | 10.4 | % | 3.1 | % | ||||||||||
Schedule of Major Customer Accounts Receivable [Table Text Block] | ' | |||||||||||||||
Major companies operating in telecommunications markets comprise a significant portion of the Company’s trade receivables. Receivables from major customers that exceed 10% of total accounts receivable balance are as follows: | ||||||||||||||||
Fiscal Year Ended March 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Verizon | 30.6 | % | 11.4 | % | ||||||||||||
Telamon | 8.5 | % | 12.6 | % | ||||||||||||
AT&T | 16.7 | % | 5.5 | % | ||||||||||||
Time Warner Cable | 1.4 | % | 19.8 | % |
Restructuring_Charge_Tables
Restructuring Charge (Tables) | 12 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Restructuring Charges [Abstract] | ' | |||||||||||
Restructuring charges | ' | |||||||||||
Total fiscal year 2014 restructuring charges and their utilization are summarized as follows: | ||||||||||||
(in thousands) | Employee | Other | Total | |||||||||
-related | costs | |||||||||||
Liability at March 31, 2013 | $ | 6 | $ | — | $ | 6 | ||||||
Charged | 335 | — | 335 | |||||||||
Payments | (284 | ) | — | (284 | ) | |||||||
Liability at March 31, 2014 | $ | 57 | $ | — | $ | 57 | ||||||
Total fiscal year 2013 restructuring charges and their utilization are summarized as follows: | ||||||||||||
(in thousands) | Employee | Other | Total | |||||||||
-related | costs | |||||||||||
Liability at March 31, 2012 | $ | 561 | $ | 52 | $ | 613 | ||||||
Charged to continuing operations | 89 | 60 | 149 | |||||||||
Payments | (644 | ) | (112 | ) | (756 | ) | ||||||
Liability at March 31, 2013 | $ | 6 | $ | — | $ | 6 | ||||||
Total fiscal year 2012 restructuring charges and their utilization are summarized as follows: | ||||||||||||
(in thousands) | Employee | Other | Total | |||||||||
-related | costs | |||||||||||
Liability at March 31, 2011 | $ | — | $ | — | $ | — | ||||||
Charged to continuing operations | 276 | — | 276 | |||||||||
Charged to discontinued operations | 889 | 52 | 941 | |||||||||
Payments | (604 | ) | — | (604 | ) | |||||||
Liability at March 31, 2012 | $ | 561 | $ | 52 | 613 | |||||||
Shortterm_Investments_Tables
Short-term Investments (Tables) | 12 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Short-term Investments [Abstract] | ' | |||||||
Short-term investments | ' | |||||||
The following table presents short-term investments as of March 31, 2014, and 2013: | ||||||||
(in thousands) | 31-Mar-14 | 31-Mar-13 | ||||||
Certificates of deposit | $ | 1,476 | $ | 3,682 | ||||
Held-to-maturity, pre-refunded municipal bonds | 14,108 | 20,667 | ||||||
Total investments | $ | 15,584 | $ | 24,349 | ||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Assets and liabilities measured at fair value on a recurring basis and their related valuation inputs | ' | ||||||||||||||||
The following table presents financial assets and non-financial liabilities measured at fair value on a recurring basis and their related valuation inputs as of March 31, 2014: | |||||||||||||||||
(in thousands) | Total Fair Value | Quoted Prices in | Significant Other | Significant | Balance Sheet | ||||||||||||
of Asset or | Active Markets | Observable | Unobservable | Classification | |||||||||||||
Liability | for Identical | Inputs (Level 2) | Inputs (Level 3) | ||||||||||||||
Assets (Level 1) | |||||||||||||||||
Assets: | |||||||||||||||||
Money market funds | $ | 117 | $ | 117 | — | — | Cash and cash equivalents | ||||||||||
Liabilities: | |||||||||||||||||
Contingent consideration, current | $ | 2,067 | — | — | $ | 2,067 | Contingent consideration | ||||||||||
Contingent consideration, long-term | $ | 574 | — | — | $ | 574 | Contingent consideration non-current | ||||||||||
The following table presents financial assets, excluding cash, and non-financial liabilities measured at fair value on a recurring basis and their related valuation inputs as of March 31, 2013: | |||||||||||||||||
(in thousands) | Total Fair Value | Quoted Prices in | Significant Other | Significant | Balance Sheet Classification | ||||||||||||
of Asset or | Active Markets | Observable | Unobservable | ||||||||||||||
Liability | for Identical | Inputs (Level 2) | Inputs (Level 3) | ||||||||||||||
Assets (Level 1) | |||||||||||||||||
Assets: | |||||||||||||||||
Money market funds | $ | 52,849 | $ | 52,849 | — | — | Cash and cash equivalents | ||||||||||
Liabilities: | |||||||||||||||||
Contingent consideration, long-term | $ | 2,333 | — | — | $ | 2,333 | Contingent consideration non-current | ||||||||||
Fair value measurement of contingent consideration | ' | ||||||||||||||||
The fair value measurement of contingent consideration as of March 31, 2014 and March 31, 2013, encompasses the following significant unobservable inputs: | |||||||||||||||||
Unobservable Inputs for Fiscal Year Ended March 31, | |||||||||||||||||
($ in thousands) | 2014 | 2013 | |||||||||||||||
Estimated earn-out contingent consideration | $ | 3,500 | $ | 3,500 | |||||||||||||
Working capital and other adjustment | $ | (444 | ) | $ | (444 | ) | |||||||||||
Indemnification related to warranty claims | $ | (303 | ) | $ | (303 | ) | |||||||||||
Discount rate | 7.5 | % | 7.5 | % | |||||||||||||
Approximate timing of cash flows | 1.4 years | 3.0 years | |||||||||||||||
Summarizes contingent consideration activity | ' | ||||||||||||||||
The following table summarizes contingent consideration activity: | |||||||||||||||||
Fiscal Year Ended March 31, | |||||||||||||||||
($ in thousands) | 2014 | 2013 | |||||||||||||||
Balance beginning of period | $ | 2,333 | $ | — | |||||||||||||
Contingent consideration from business acquisition | — | 3,038 | |||||||||||||||
Contingent consideration – payments | — | — | |||||||||||||||
Contingent consideration – change in fair value (included in G&A expense) | 308 | 42 | |||||||||||||||
Working capital and other adjustment | — | (444 | ) | ||||||||||||||
Indemnification related to warranty claims | — | (303 | ) | ||||||||||||||
Balance end of period | $ | 2,641 | $ | 2,333 | |||||||||||||
Quarterly_Results_of_Operation1
Quarterly Results of Operations (unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | |||||||||||||||
Schedule of Quarterly Financial Information [Table Text Block] | ' | |||||||||||||||
Fiscal Year 2014 Quarter Ended | ||||||||||||||||
June 30, 2013 | Sept. 30, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | |||||||||||||
(in thousands, except per share amounts) | ||||||||||||||||
Revenue | $ | 22,456 | $ | 29,960 | $ | 25,236 | $ | 24,421 | ||||||||
Gross profit | 8,776 | 12,423 | 12,235 | 8,524 | ||||||||||||
Total operating expenses | 11,377 | 11,129 | 10,212 | 12,554 | ||||||||||||
Income (loss) before income taxes and discontinued operations | (2,731 | ) | 1,392 | 1,992 | (4,023 | ) | ||||||||||
Income tax (expense) benefit | (19 | ) | (68 | ) | (38 | ) | 8,907 | |||||||||
Net income (loss) from continuing operations | (2,750 | ) | 1,324 | 1,954 | 4,884 | |||||||||||
Income (loss) from discontinued operations, net of tax | (14 | ) | 4 | (29 | ) | (6 | ) | |||||||||
Net income (loss) | (2,764 | ) | 1,328 | 1,925 | 4,878 | |||||||||||
Net income (loss) per common share: | ||||||||||||||||
Basic | $ | (0.05 | ) | $ | 0.02 | $ | 0.03 | $ | 0.08 | |||||||
Diluted | $ | (0.05 | ) | $ | 0.02 | $ | 0.03 | $ | 0.08 | |||||||
The Company acquired Kentrox on April 1, 2013 and CSI on March 1, 2014. In the fourth quarter of fiscal 2014, deferred tax liabilities of $9.1 million resulted from the acquisitions relating primarily to acquired intangible assets. The Company's anticipated ability to realize deferred tax assets from the reversal of these deferred tax liabilities resulted in a reversal of valuation allowance which was recorded in the fourth quarter of fiscal year 2014. | ||||||||||||||||
Fiscal Year 2013 Quarter Ended | ||||||||||||||||
June 30, 2012 | Sept. 30, 2012 | Dec. 31, 2012 | Mar. 31, 2013 | |||||||||||||
(in thousands, except per share amounts) | ||||||||||||||||
Revenue | $ | 9,418 | $ | 9,854 | $ | 8,873 | $ | 10,663 | ||||||||
Gross profit | 2,773 | 3,449 | 3,090 | 4,013 | ||||||||||||
Total operating expenses | 6,271 | 5,701 | 5,606 | 9,072 | ||||||||||||
Income (loss) before income taxes and discontinued operations | (3,414 | ) | (2,245 | ) | (2,473 | ) | (5,018 | ) | ||||||||
Income tax (expense) benefit | 1,247 | 677 | 1,295 | (32,611 | ) | |||||||||||
Net income (loss) from continuing operations | (2,167 | ) | (1,568 | ) | (1,178 | ) | (37,629 | ) | ||||||||
Income (loss) from discontinued operations, net of tax | 427 | (607 | ) | (787 | ) | (529 | ) | |||||||||
Net income (loss) | (1,740 | ) | (2,175 | ) | (1,965 | ) | (38,158 | ) | ||||||||
Net income (loss) per common share: | ||||||||||||||||
Basic | $ | (0.03 | ) | $ | (0.04 | ) | $ | (0.03 | ) | $ | (0.66 | ) | ||||
Diluted | $ | (0.03 | ) | $ | (0.04 | ) | $ | (0.03 | ) | $ | (0.66 | ) |
Basis_of_Presentation_Details
Basis of Presentation (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Business Acquisition [Line Items] | ' | ' | ' |
cash proceeds sale of subsidiary | ' | ' | $77,060 |
Less: Net value of assets and liabilities sold or transferred as of April 15, 2011 | ' | ' | -12,558 |
Gain (Loss) on Sale of Assets and Asset Impairment Charges | ' | ' | 64,502 |
Discontinued Operation, Tax Effect of Income (Loss) from Disposal of Discontinued Operation | ' | ' | -25,013 |
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | ' | ' | 39,489 |
ConferencePlus [Member] | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
cash proceeds sale of subsidiary | ' | ' | 40,331 |
Less: Net value of assets and liabilities sold or transferred as of April 15, 2011 | ' | ' | -7,483 |
Gain (Loss) on Sale of Assets and Asset Impairment Charges | ' | ' | 32,848 |
Discontinued Operation, Tax Effect of Income (Loss) from Disposal of Discontinued Operation | ' | ' | -12,359 |
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | ' | ' | 20,489 |
CNS [Member] | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
cash proceeds sale of subsidiary | ' | ' | 36,729 |
Less: Net value of assets and liabilities sold or transferred as of April 15, 2011 | ' | ' | -5,075 |
Gain (Loss) on Sale of Assets and Asset Impairment Charges | ' | ' | 31,654 |
Discontinued Operation, Tax Effect of Income (Loss) from Disposal of Discontinued Operation | ' | ' | -12,654 |
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | ' | ' | $19,000 |
Basis_of_Presentation_Details1
Basis of Presentation (Details1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Business Acquisition [Line Items] | ' | ' | ' |
Disposal Group, Including Discontinued Operation, Revenue | ' | $1,236 | $57,772 |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | -45 | -2,309 | 5,777 |
ConferencePlus [Member] | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Disposal Group, Including Discontinued Operation, Revenue | ' | ' | 31,746 |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | ' | -1,358 | 3,509 |
CNS [Member] | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Disposal Group, Including Discontinued Operation, Revenue | ' | 1,236 | 26,026 |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | ($45) | ($951) | $2,268 |
Basis_of_Presentation_Details_
Basis of Presentation (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||
Sep. 30, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Apr. 02, 2013 | Mar. 02, 2014 | Dec. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Apr. 15, 2011 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Dec. 31, 2011 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | |
Kentrox [Member] | CSI [Member] | CNS [Member] | CNS [Member] | CNS [Member] | CNS [Member] | CNS [Member] | ConferencePlus [Member] | ConferencePlus [Member] | ConferencePlus [Member] | ConferencePlus [Member] | Westell [Member] | Westell [Member] | Arkadin [Member] | Netgear [Member] | |||||
CNS [Member] | ConferencePlus [Member] | ConferencePlus [Member] | CNS [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Percentage of Voting Interests Acquired | ' | ' | ' | ' | 100.00% | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of conference plus | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $40,300,000 | ' | ' | ' | ' |
Escrow deposit made | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,400,000 | ' | ' | ' | 4,100,000 | ' | ' | ' | ' |
Loss Contingency, Loss in Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | ' | -45,000 | -2,309,000 | 5,777,000 | ' | ' | ' | -45,000 | -951,000 | 2,268,000 | ' | ' | -1,358,000 | 3,509,000 | ' | ' | ' | ' | ' |
Escrow Deposit Released | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,500,000 | 1,600,000 | ' | ' | 2,600,000 | 3,000,000 | 1,100,000 | 900,000 |
Gain on sales of discontinued operations, net of tax expense of $25,013 | ' | ' | ' | 39,489,000 | ' | ' | ' | ' | ' | 19,000,000 | ' | ' | ' | 20,489,000 | ' | ' | ' | ' | ' |
Proceeds from CNS asset sale | ' | ' | ' | 36,729,000 | ' | ' | ' | ' | ' | 36,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Litigation Settlement, Amount | ' | ' | ' | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss Contingency Accrual, at Carrying Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional expense related to CNS claim | 534,000 | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Prior Period Reclassification Adjustment | ' | $2,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisitions_Acquisitions_Deta
Acquisitions Acquisitions (Details) (USD $) | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 02, 2014 |
In Thousands, unless otherwise specified | CSI [Member] | |||
Business Acquisition [Line Items] | ' | ' | ' | ' |
BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCashAcquired | ' | ' | ' | $6,513 |
Business Combination, Acquired Receivables, Fair Value | ' | ' | ' | 2,920 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | ' | ' | ' | 7,625 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | ' | ' | ' | 158 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | ' | ' | ' | 816 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | ' | ' | 16,230 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | ' | ' | ' | -2,875 |
BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedIncomeTaxPayable | ' | ' | ' | -1,175 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | -9,100 | ' | ' | -6,616 |
Goodwill | 30,697 | 0 | 801 | 20,142 |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | ' | ' | ' | $43,738 |
Acquisitions_Acquisitions_Deta1
Acquisitions Acquisitions (Details 1) (CSI [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 02, 2014 |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | $16,230 |
Backlog [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | 70 |
Finite-Lived Intangible Asset, Useful Life | '0 years 1 month | ' |
Customer Relationships [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | 10,980 |
Finite-Lived Intangible Asset, Useful Life | '7 years | ' |
Trademarks [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | 810 |
Finite-Lived Intangible Asset, Useful Life | '7 years | ' |
Product Technology [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | 3,860 |
Finite-Lived Intangible Asset, Useful Life | '3 years | ' |
Noncompete Agreements [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | $510 |
Finite-Lived Intangible Asset, Useful Life | '2 years | ' |
Acquisitions_Acquisitions_Deta2
Acquisitions Acquisitions (Details 2) (USD $) | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Apr. 02, 2013 | Apr. 02, 2013 | Apr. 02, 2013 |
In Thousands, unless otherwise specified | Kentrox [Member] | Scenario, Previously Reported [Member] | Scenario, Adjustment [Member] | |||
Kentrox [Member] | Kentrox [Member] | |||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCashAcquired | ' | ' | ' | $2,355 | $2,355 | $0 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | ' | ' | ' | 5,045 | 5,045 | 0 |
Business Acquisition, Purchase Price Allocation, Current Assets Trade Accounts Receivable | ' | ' | ' | 4,325 | 4,260 | 65 |
BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedLandHeldForSaleAcquired | ' | ' | ' | 1,044 | 1,044 | 0 |
BusinessAcquisitionPurchasePriceAllocationCurrentAssetsOtherassets | ' | ' | ' | 882 | 806 | 76 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | ' | ' | 15,980 | 16,970 | -990 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | ' | ' | ' | -2,963 | -2,885 | -78 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | ' | ' | ' | -3,393 | -3,486 | 93 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | -9,100 | ' | ' | -2,530 | -780 | -1,750 |
Goodwill | 30,697 | 0 | 801 | 10,555 | 7,971 | 2,584 |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | ' | ' | ' | $31,300 | $31,300 | $0 |
Acquisitions_Acquisitions_Deta3
Acquisitions Acquisitions (Details 3) (Kentrox [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Apr. 02, 2013 |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | $15,980 |
Backlog [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | 1,440 |
Finite-Lived Intangible Asset, Useful Life | '1 year | ' |
Customer Relationships [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | 8,960 |
Finite-Lived Intangible Asset, Useful Life | '10 years | ' |
Trade Names [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | 1,170 |
Finite-Lived Intangible Asset, Useful Life | '7 years | ' |
Product Technology [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | $4,410 |
Finite-Lived Intangible Asset, Useful Life | '9 years | ' |
Acquisitions_Acquisitions_Deta4
Acquisitions Acquisitions (Details 4) (USD $) | 12 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2013 | 15-May-12 |
Antone Wireless Corporation [Member] | Antone Wireless Corporation [Member] | ||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | ' | ' | ' | ' | $326 |
Escrow Deposit | ' | ' | ' | ' | 3 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | ' | ' | ' | 3,230 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | ' | ' | ' | ' | -612 |
Goodwill | 30,697 | 0 | 801 | ' | 2,086 |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | ' | ' | ' | ' | 5,033 |
Payments to Acquire Businesses, Net of Cash Acquired | ' | ' | ' | 2,524 | ' |
Other Significant Noncash Transaction, Value of Consideration Given | ' | ' | ' | 3,038 | ' |
Business Acquisition Working Capital Shortfall | ' | ' | ' | -529 | ' |
Other Payments to Acquire Businesses | $66,170 | $2,524 | ' | $5,033 | ' |
Acquisitions_Acquisitions_Deta5
Acquisitions Acquisitions (Details 5) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Business Combinations [Abstract] | ' | ' |
Business Acquisition, Pro Forma Revenue | $141,524 | $92,671 |
Business Acquisition, Pro Forma Net Income (Loss) | $6,428 | ($23,559) |
Acquisitions_Acquisitions_Deta6
Acquisitions Acquisitions (Details Textual) (USD $) | 12 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||||||||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 02, 2014 | Mar. 31, 2014 | Mar. 02, 2014 | Mar. 31, 2014 | Mar. 02, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Apr. 02, 2013 | Mar. 31, 2014 | Apr. 02, 2013 | Mar. 31, 2014 | Apr. 02, 2013 | Apr. 02, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | 15-May-12 | Mar. 31, 2014 | 15-May-12 | Mar. 31, 2014 | 15-May-12 | |
CSI [Member] | CSI [Member] | CSI [Member] | Kentrox [Member] | Kentrox [Member] | Kentrox [Member] | CSI [Member] | CSI [Member] | CSI [Member] | CSI [Member] | CSI [Member] | CSI [Member] | CSI [Member] | Kentrox [Member] | Kentrox [Member] | Kentrox [Member] | Kentrox [Member] | Kentrox [Member] | Kentrox [Member] | Kentrox [Member] | Kentrox [Member] | Kentrox [Member] | Antone Wireless Corporation [Member] | Antone Wireless Corporation [Member] | Antone Wireless Corporation [Member] | Antone Wireless Corporation [Member] | Antone Wireless Corporation [Member] | Antone Wireless Corporation [Member] | Antone Wireless Corporation [Member] | ||||
Product Technology [Member] | Product Technology [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Product Technology [Member] | Product Technology [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Scenario, Adjustment [Member] | Product Technology [Member] | Product Technology [Member] | Customer Relationships [Member] | Customer Relationships [Member] | ||||||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Percentage of Voting Interests Acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments to Acquire Businesses, Gross | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $39,000,000 | ' | ' | ' | ' | ' | ' | $30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | $2,500,000 | ' | ' | ' | ' | ' |
Working Capital Adjustment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,700,000 | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Acquisition Related Costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Revenue | 102,073,000 | 38,808,000 | 43,629,000 | 3,676,000 | ' | ' | 46,174,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Income (Loss) | -3,314,000 | -13,325,000 | -1,947,000 | ' | ' | ' | ' | ' | ' | ' | -300,000 | ' | ' | ' | ' | ' | ' | ' | 7,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill | 30,697,000 | 0 | 801,000 | 20,142,000 | ' | ' | 10,555,000 | ' | ' | ' | ' | 20,142,000 | ' | ' | ' | ' | ' | ' | ' | 10,555,000 | ' | ' | ' | ' | 2,584,000 | ' | ' | 2,086,000 | ' | ' | ' | ' |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 3,500,000 | 3,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,500,000 | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,230,000 | ' | 3,860,000 | ' | 10,980,000 | ' | ' | ' | 15,980,000 | ' | 4,410,000 | ' | 8,960,000 | -990,000 | ' | ' | 3,230,000 | ' | 2,800,000 | ' | 400,000 |
Finite-Lived Intangible Asset, Useful Life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | '7 years | ' | ' | ' | ' | ' | '9 years | ' | '10 years | ' | ' | ' | ' | ' | '8 years | ' | '8 years | ' |
Specific pre-acquisition ANTONE product warranty in excess of acquired limit | ' | 303,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | ' | ' | ' | ' | ' |
Pre Acquisition Warranty Costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $25,000 | ' | ' | ' | ' | ' | ' |
Acquisitions_Acquisitions_Deta7
Acquisitions Acquisitions (Details) (Parenthetical) (Customer Relationships [Member], Antone Wireless Corporation [Member]) | 12 Months Ended |
Mar. 31, 2014 | |
Customer Relationships [Member] | Antone Wireless Corporation [Member] | ' |
Business Acquisition [Line Items] | ' |
Finite-Lived Intangible Asset, Useful Life | '8 years |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | Mar. 31, 2014 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounting Policies [Abstract] | ' | ' |
Raw materials | $11,031 | $6,252 |
Finished goods | 13,405 | 5,971 |
Total inventories | $24,436 | $12,223 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 2) | 12 Months Ended |
Mar. 31, 2014 | |
Machinery and Equipment [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Real Estate and Accumulated Depreciation, Life Used for Depreciation | '5 years |
Machinery and Equipment [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Real Estate and Accumulated Depreciation, Life Used for Depreciation | '7 years |
Computer and office Equipment [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Real Estate and Accumulated Depreciation, Life Used for Depreciation | '2 years |
Computer and office Equipment [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Real Estate and Accumulated Depreciation, Life Used for Depreciation | '5 years |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details Textual) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Accounting Policies [Abstract] | ' | ' | ' |
Depreciation | $0.60 | $0.50 | $0.40 |
Shipping, Handling and Transportation Costs | 1.3 | 0.7 | 0.7 |
Prior Period Reclassification Adjustment | $2.70 | ' | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Investments, Owned, Federal Income Tax Note [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income Tax Expense (Benefit) | ($8,907) | $38 | $68 | $19 | $32,611 | ($1,295) | ($677) | ($1,247) | ($8,782) | $29,392 | ($686) |
Domestic Tax Authority [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investments, Owned, Federal Income Tax Note [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Current Federal Tax Expense (Benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 6 | 0 | -775 |
Deferred Federal Income Tax Expense (Benefit) | ' | ' | ' | ' | ' | ' | ' | ' | -7,432 | 24,578 | -1,361 |
Income Tax Expense (Benefit) | ' | ' | ' | ' | ' | ' | ' | ' | -7,426 | 24,578 | -2,136 |
State and Local Jurisdiction [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investments, Owned, Federal Income Tax Note [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income Tax Expense (Benefit) | ' | ' | ' | ' | ' | ' | ' | ' | -1,279 | 4,799 | 1,393 |
Current State and Local Tax Expense (Benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 433 | 2 | -18 |
Deferred State and Local Income Tax Expense (Benefit) | ' | ' | ' | ' | ' | ' | ' | ' | -1,712 | 4,797 | 1,411 |
Foreign Tax Authority [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investments, Owned, Federal Income Tax Note [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income Tax Expense (Benefit) | ' | ' | ' | ' | ' | ' | ' | ' | -77 | 15 | 57 |
Current Foreign Tax Expense (Benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 56 | -8 | 50 |
Deferred Foreign Income Tax Expense (Benefit) | ' | ' | ' | ' | ' | ' | ' | ' | ($133) | $23 | $7 |
Income_Taxes_Details_1
Income Taxes (Details 1) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate | 34.00% | 34.00% | 35.00% |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Meals and Entertainment | -1.50% | -0.20% | -1.30% |
Effective Income Tax Rate Reconciliation, State and Local Income Taxes | 2.40% | 3.10% | 42.80% |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance | 226.50% | -256.10% | -106.30% |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses | 0.00% | -2.10% | 0.00% |
effective income tax rate reconciliation change in deferred taxes | 8.30% | 1.40% | -52.00% |
Effective Income Tax Rate Reconciliation, Tax Contingencies | 0.00% | 0.00% | 126.30% |
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent | 3.30% | -0.30% | 16.20% |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Compensation Cost, Percent | -6.40% | -0.60% | -15.00% |
Effective Income Tax Rate Reconciliation, Capitalized Transaction Costs | -2.70% | 0.00% | 0.00% |
Effective Income Tax Rate Reconciliation, Other Adjustments | -3.20% | -2.70% | -3.20% |
Effective Income Tax Rate Reconciliation, Percent | 260.70% | -223.50% | 42.50% |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
In Thousands, unless otherwise specified | |||
Deferred Tax Liability Not Recognized [Line Items] | ' | ' | ' |
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Allowance for Doubtful Accounts | $33 | $4 | ' |
Deferred Tax Assets, Tax Credit Carryforwards, Alternative Minimum Tax | 697 | 697 | ' |
Deferred Tax Assets, Tax Credit Carryforwards, Foreign | 785 | 674 | ' |
Deferred Tax Assets, Property, Plant and Equipment | 940 | 1,224 | ' |
Deferred Tax Assets, Deferred Income | 950 | ' | ' |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Employee Compensation | 2,323 | 1,326 | ' |
Deferred Tax Assets, Inventory | 1,903 | 888 | ' |
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Warranty Reserves | 92 | 57 | ' |
Deferred Tax Assets, Operating Loss Carryforwards | 29,510 | 29,315 | ' |
Deferred Tax Assets, Goodwill and Intangible Assets | ' | 689 | ' |
Deferred Tax Assets, Other | 863 | 1,106 | ' |
Deferred Tax Assets, Gross | 38,096 | 35,980 | ' |
Deferred Tax Assets, Valuation Allowance | -28,542 | -36,285 | -2,300 |
Deferred Tax Assets, Net of Valuation Allowance | 9,554 | -305 | ' |
Deferred Tax Liabilities, Inventory | -379 | ' | ' |
Deferred Tax Liabilities, Goodwill and Intangible Assets | -9,348 | ' | ' |
Deferred Tax Assets, Net | -173 | -305 | ' |
Deferred Tax Assets, Tax Deferred Expense | 899 | ' | ' |
Deferred Tax Liabilities, Net | $1,072 | $305 | ' |
Income_Taxes_Details_3
Income Taxes (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Income Tax Contingency [Line Items] | ' | ' | ' |
Unrecognized Tax Benefits | $2,768 | $3,483 | ' |
Unrecognized Tax Benefits, Increase Resulting from Acquisition | 186 | ' | ' |
Unrecognized Tax Benefits, Increases Resulting from Current Period Tax Positions | 0 | 0 | ' |
Unrecognized Tax Benefits, Increases Resulting from Prior Period Tax Positions | 1 | 1 | ' |
Unrecognized Tax Benefits, Decreases Resulting from Prior Period Tax Positions | 0 | 0 | ' |
Unrecognized Tax Benefits, Reductions Resulting from Lapse of Applicable Statute of Limitations | 0 | -716 | ' |
Unrecognized Tax Benefits, Decreases Resulting from Settlements with Taxing Authorities | 0 | 0 | 2,100 |
Unrecognized Tax Benefits | $2,955 | $2,768 | $3,483 |
Income_Taxes_Details_4
Income Taxes (Details 4) | 12 Months Ended | |||||
Mar. 31, 2010 | Mar. 31, 2009 | Mar. 31, 2009 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | |
Federal [Member] | State and Local Jurisdiction [Member] | Foreign Tax Authority [Member] | Federal [Member] | State and Local Jurisdiction [Member] | Foreign Tax Authority [Member] | |
Income Tax Examination [Line Items] | ' | ' | ' | ' | ' | ' |
Open Tax Year | '2010 | '2009 | '2009 | '2014 | '2014 | '2014 |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2011 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2023 | |
Federal [Member] | State and Local Jurisdiction [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||||
Minimum [Member] | Minimum [Member] | |||||||||
Federal [Member] | State and Local Jurisdiction [Member] | |||||||||
Income Tax Contingency [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | ' | $1,300,000 | $1,000,000 | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | ' | 9,100,000 | ' | ' | ' | ' | ' | ' | ' | ' |
IncomeTaxExpenseBenefitExcludingValuationAllowanceReversalAcquiredDeferredTaxLiability | ' | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Valuation Allowance, Deferred Tax Asset, Change in Amount | ' | ' | 34,000,000 | 1,700,000 | ' | ' | ' | ' | ' | ' |
Tax Credit Carryforward, Amount | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Loss Carryforwards | ' | ' | ' | ' | ' | 74,900,000 | 4,000,000 | ' | ' | ' |
Other Tax Carryforward, Expiration Dates | ' | ' | ' | ' | ' | ' | ' | 31-Mar-22 | ' | ' |
Operating Loss Carryforwards, Expiration Dates | ' | ' | ' | ' | ' | ' | ' | ' | 31-Mar-23 | 31-Mar-23 |
Deferred Tax Assets, Valuation Allowance | ' | 28,542,000 | 36,285,000 | 2,300,000 | ' | ' | ' | ' | ' | ' |
Unrecognized Tax Benefits, Decreases Resulting from Settlements with Taxing Authorities | ' | 0 | 0 | 2,100,000 | ' | ' | ' | ' | ' | ' |
federal tax rate on deferreds | ' | ' | ' | 34.00% | 35.00% | ' | ' | ' | ' | ' |
Income Tax Discrete Item | -300,000 | ' | ' | 600,000 | ' | ' | ' | ' | ' | ' |
Tax benefits related to stock-based compensation | ' | ' | ' | 61,000 | ' | ' | ' | ' | ' | ' |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | ' | 1,000 | 12,000 | 14,000 | ' | ' | ' | ' | ' | ' |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | ' | $0 | $9,000 | ' | ' | ' | ' | ' | ' | ' |
Goodwill_and_Intagnible_Assets
Goodwill and Intagnible Assets (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Goodwill [Line Items] | ' | ' | ' | ' |
Gross goodwill | ' | ' | ' | $11,541 |
Accumulated impairment | ' | ' | ' | -11,032 |
Accumulated currency traslation adjustment on Goodwill | ' | ' | ' | 292 |
Goodwill | 0 | 30,697 | 0 | 801 |
Goodwill, Period Increase (Decrease) | ' | ' | 0 | ' |
Goodwill, Acquired During Period | ' | 30,697 | 2,086 | ' |
Goodwill impairment | -2,900 | ' | -2,884 | ' |
Goodwill, Translation Adjustments | ' | ' | -3 | ' |
Kentrox [Member] | ' | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' | ' |
Gross goodwill | ' | ' | ' | ' |
Accumulated impairment | ' | ' | ' | ' |
Accumulated currency traslation adjustment on Goodwill | ' | ' | ' | ' |
Goodwill | ' | 10,555 | ' | ' |
Goodwill, Period Increase (Decrease) | ' | ' | ' | ' |
Goodwill, Acquired During Period | ' | 10,555 | ' | ' |
Goodwill, Translation Adjustments | ' | ' | ' | ' |
CSI [Member] | ' | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' | ' |
Gross goodwill | ' | ' | ' | ' |
Accumulated impairment | ' | ' | ' | ' |
Accumulated currency traslation adjustment on Goodwill | ' | ' | ' | ' |
Goodwill | ' | 20,142 | ' | ' |
Goodwill, Period Increase (Decrease) | ' | ' | ' | ' |
Goodwill, Acquired During Period | ' | 20,142 | ' | ' |
Goodwill, Translation Adjustments | ' | ' | ' | ' |
Noran Tel [Member] | ' | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' | ' |
Gross goodwill | ' | ' | ' | 1,890 |
Accumulated impairment | ' | ' | ' | -1,381 |
Accumulated currency traslation adjustment on Goodwill | ' | ' | ' | 292 |
Goodwill | 0 | ' | 0 | 801 |
Goodwill, Period Increase (Decrease) | ' | ' | -798 | ' |
Goodwill, Translation Adjustments | ' | ' | -3 | ' |
Westell [Member] | ' | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' | ' |
Gross goodwill | ' | ' | ' | 9,651 |
Accumulated impairment | ' | ' | ' | -9,651 |
Accumulated currency traslation adjustment on Goodwill | ' | ' | ' | ' |
Goodwill | 0 | ' | 0 | 0 |
Goodwill, Period Increase (Decrease) | ' | ' | 798 | ' |
Goodwill, Acquired During Period | ' | ' | 2,086 | ' |
Goodwill impairment | ' | ' | -2,884 | ' |
Goodwill, Translation Adjustments | ' | ' | ' | ' |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets (Details 1) (USD $) | Mar. 31, 2014 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Gross | $74,046 | $41,836 |
Finite-Lived Intangible Assets, Accumulated Amortization | -41,690 | -36,773 |
Finite-Lived Intangible Assets, Net | 32,356 | 5,063 |
Backlog [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Gross | 1,510 | ' |
Finite-Lived Intangible Assets, Accumulated Amortization | -1,510 | ' |
Finite-Lived Intangible Assets, Net | 0 | ' |
Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Gross | 24,437 | 4,497 |
Finite-Lived Intangible Assets, Accumulated Amortization | -4,437 | -2,618 |
Finite-Lived Intangible Assets, Net | 20,000 | 1,879 |
Product Technology [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Gross | 45,234 | 36,964 |
Finite-Lived Intangible Assets, Accumulated Amortization | -35,404 | -34,132 |
Finite-Lived Intangible Assets, Net | 9,830 | 2,832 |
Noncompete Agreements [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Gross | 510 | ' |
Finite-Lived Intangible Assets, Accumulated Amortization | -21 | ' |
Finite-Lived Intangible Assets, Net | 489 | ' |
Trademarks and Trade Names [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Gross | 2,355 | 375 |
Finite-Lived Intangible Assets, Accumulated Amortization | -318 | -23 |
Finite-Lived Intangible Assets, Net | $2,037 | $352 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets (Details 2) (USD $) | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |
Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $6,840 |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 6,123 |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 5,179 |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 3,742 |
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 3,513 |
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | $6,959 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Goodwill [Line Items] | ' | ' | ' | ' |
Goodwill impairment | $2,900 | ' | $2,884 | ' |
Finite-Lived Intangible Assets, Net | 5,063 | 32,356 | 5,063 | ' |
Indefinite-lived Intangible Assets, Impairment Losses | ' | 0 | 0 | 0 |
Intangible amortization | ' | 4,908 | 887 | 544 |
Westell [Member] | ' | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' | ' |
Goodwill impairment | ' | ' | 2,884 | ' |
Minimum [Member] | ' | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' | ' |
Finite-Lived Intangible Asset, Useful Life | ' | '1 month | ' | ' |
Maximum [Member] | ' | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' | ' |
Finite-Lived Intangible Asset, Useful Life | ' | '10 years | ' | ' |
Product Technology [Member] | ' | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' | ' |
Finite-Lived Intangible Assets, Net | 2,832 | 9,830 | 2,832 | ' |
Product Technology [Member] | Noran Tel [Member] | ' | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' | ' |
Impairment of Intangible Assets, Finite-lived | ' | 245 | ' | ' |
Finite-Lived Intangible Assets, Net | ' | $205 | ' | ' |
Finite-Lived Intangible Asset, Useful Life | ' | '2 years | ' | ' |
Product_Warranties_Details
Product Warranties (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Changes in Company's product warranty reserve | ' | ' | ' |
Total product warranty reserve at the beginning of the period | $152 | $243 | $758 |
Warranty reserves from business acquisitions | 149 | 25 | ' |
Specific pre-acquisition ANTONE product warranty in excess of acquired limit | ' | 303 | ' |
Warranty reserve transferred with sale of CNS | ' | ' | -194 |
Product Warranty Expense | 183 | -45 | -89 |
Utilization | -156 | -374 | -232 |
Total product warranty reserve at the end of the period | $328 | $152 | $243 |
Product_Warranties_Details_Tex
Product Warranties (Details Textual) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Product Warranties (Textual) [Abstract] | ' | ' |
Current portions of warranty reserve | $286 | $94 |
Long-term portions of the warranty reserve | 42 | 58 |
Specific pre-acquisition ANTONE product warranty in excess of acquired limit | ' | $303 |
Westell [Member] | Maximum [Member] | ' | ' |
Product Warranties (Textual) [Abstract] | ' | ' |
Basic limited warranty maximum range | '7 years | ' |
Kentrox [Member] | Maximum [Member] | ' | ' |
Product Warranties (Textual) [Abstract] | ' | ' |
Basic limited warranty maximum range | '1 year | ' |
CSI [Member] | Maximum [Member] | ' | ' |
Product Warranties (Textual) [Abstract] | ' | ' |
Basic limited warranty maximum range | '5 years | ' |
CSI [Member] | Minimum [Member] | ' | ' |
Product Warranties (Textual) [Abstract] | ' | ' |
Basic limited warranty maximum range | '1 year | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |
Long-term Purchase Commitment [Line Items] | ' |
Unrecorded Unconditional Purchase Obligation, Due in Next Twelve Months | $12,158 |
Unrecorded Unconditional Purchase Obligation | 12,158 |
Operating Leases, Future Minimum Payments Due, Next Twelve Months | 3,011 |
Operating Leases, Future Minimum Payments, Due in Two Years | 2,510 |
Operating Leases, Future Minimum Payments, Due in Three Years | 2,503 |
Operating Leases, Future Minimum Payments, Due in Four Years | 887 |
Operating Leases, Future Minimum Payments, Due in Five Years | 64 |
Operating Leases, Future Minimum Payments Due | 8,975 |
Other Commitment, Due in Next Twelve Months | 2,067 |
Other Commitment, Due in Second Year | 574 |
Other Commitment | 2,641 |
Contractual Obligation, Due in Next Twelve Months | 17,236 |
Contractual Obligation, Due in Second Year | 3,084 |
Contractual Obligation, Due in Third Year | 2,503 |
Purchase Obligation, Due in Fourth Year | 887 |
Purchase Obligation, Due in Fifth Year | 64 |
Purchase Obligation | $23,774 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details Textual) (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Loss Contingencies [Line Items] | ' | ' | ' |
Operating Leases, Rent Expense, Net | $2,800,000 | $2,300,000 | $2,200,000 |
Operating Leases, Income Statement, Sublease Revenue | 100,000 | 100,000 | 400,000 |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 3,500,000 | 3,500,000 | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 2,641,000 | 2,333,000 | 0 |
Sale of Conference Plus Inc [Member] | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' |
Loss Contingency Accrual, at Carrying Value | 700,000 | 1,700,000 | ' |
Cns Asset Sale [Member] | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' |
Loss Contingency, Loss in Period | ' | 500,000 | ' |
Litigation Settlement, Expense | ' | 900,000 | ' |
Loss Contingency, Estimate of Possible Loss | ' | ' | 400,000 |
Aurora lease [Member] | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' |
Area of Real Estate Property | 185,000 | ' | ' |
Lease Expiration Date | 30-Sep-17 | ' | ' |
Payments for Rent | 2,000,000 | ' | ' |
Percent rent increase every other year | 2.00% | ' | ' |
Deferred Rent Credit, Noncurrent | 417,000 | 551,000 | ' |
Deferred Rent Credit, Current | $134,000 | $114,000 | ' |
Kentrox office lease [Member] | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' |
Area of Real Estate Property | 47,000 | ' | ' |
Lease Expiration Date | 31-Oct-14 | ' | ' |
Ohio design lease [Member] | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' |
Area of Real Estate Property | 9,465 | ' | ' |
Lease Expiration Date | 30-Sep-19 | ' | ' |
CSI dist lease [Member] | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' |
Area of Real Estate Property | 16,932 | ' | ' |
Lease Expiration Date | 31-Aug-18 | ' | ' |
Regina Canada lease [Member] | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' |
Area of Real Estate Property | 2,500 | ' | ' |
Lease Expiration Date | 31-Oct-17 | ' | ' |
CSI office lease [Member] | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' |
Area of Real Estate Property | 19,525 | ' | ' |
Lease Expiration Date | 30-Apr-18 | ' | ' |
Commitments_and_Contingencies_3
Commitments and Contingencies Commitments and Contingencies Parenthetical (Details) | 12 Months Ended |
Mar. 31, 2014 | |
sqft | |
CSI office lease [Member] | ' |
Loss Contingencies [Line Items] | ' |
Lease Expiration Date | 30-Apr-18 |
Area of Real Estate Property | 19,525 |
CA design lease [Member] | ' |
Loss Contingencies [Line Items] | ' |
Area of Real Estate Property | 2,500 |
Capital_Stock_and_Stock_Restri2
Capital Stock and Stock Restrictions (Details) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Equity, Class of Treasury Stock [Line Items] | ' | ' | ' |
Treasury Stock, Shares | -17,130,965 | -16,969,296 | ' |
Class A Common Stock [Member] | ' | ' | ' |
Equity, Class of Treasury Stock [Line Items] | ' | ' | ' |
Common Stock, Shares, Outstanding | 44,969,841 | 50,429,000 | 54,174,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 808,000 | 158,000 | 912,000 |
Conversion of Stock, Shares Converted | ' | ' | -619,000 |
Treasury Stock, Shares, Acquired | -162,000 | -5,788,000 | -6,552,000 |
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 237,000 | 171,000 | 1,276,000 |
Common Stock, Shares, Outstanding | 45,852,740 | 44,969,841 | 50,429,000 |
Class B Common Stock [Member] | ' | ' | ' |
Equity, Class of Treasury Stock [Line Items] | ' | ' | ' |
Common Stock, Shares, Outstanding | ' | ' | 14,556,000 |
Conversion of Stock, Shares Converted | ' | ' | -619,000 |
Common Stock, Shares, Outstanding | 13,937,151 | 13,937,151 | 13,937,000 |
Treasury Stock [Member] | ' | ' | ' |
Equity, Class of Treasury Stock [Line Items] | ' | ' | ' |
Treasury Stock, Shares | -16,969,000 | -11,181,000 | -4,629,000 |
Treasury Stock, Shares, Acquired | -162,000 | -5,788,000 | -6,552,000 |
Treasury Stock, Shares | -17,131,000 | -16,969,000 | -11,181,000 |
Capital_Stock_and_Stock_Restri3
Capital Stock and Stock Restrictions (Details Textual) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||||||||||||||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2011 | Mar. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2011 | Aug. 31, 2011 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | 31-May-11 | Feb. 28, 2010 | 31-May-11 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2014 | 14-May-14 | 14-May-14 | |
Preferred Stock [Member] | Preferred Stock [Member] | Class A Common Stock [Member] | Class A Common Stock [Member] | Class A Common Stock [Member] | Class A Common Stock [Member] | Class B Common Stock [Member] | Class B Common Stock [Member] | Class B Common Stock [Member] | Class B Common Stock [Member] | August Two Thousand Eleven Authorization [Member] | August Two Thousand Eleven Authorization [Member] | August Two Thousand Eleven Authorization [Member] | August Two Thousand Eleven Authorization [Member] | February Two Thousand Ten Authorization [Member] | February Two Thousand Ten Authorization [Member] | February Two Thousand Ten Authorization [Member] | Outside of Publically Announced Repurchase Program [Member] | Outside of Publically Announced Repurchase Program [Member] | Outside of Publically Announced Repurchase Program [Member] | Voting trust and other trusts [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||
Class A Common Stock [Member] | Class A Common Stock [Member] | Class A Common Stock [Member] | Class A Common Stock [Member] | Class A Common Stock [Member] | Class A Common Stock [Member] | Class B Common Stock [Member] | Class A Common Stock [Member] | Class A Common Stock [Member] | Class A Common Stock [Member] | Class B Common Stock [Member] | Voting Trust [Member] | Voting trust and other trusts [Member] | ||||||||||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Shares Authorized | ' | ' | ' | 1,000,000 | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Repurchase Program, Authorized Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $20,000,000 | ' | ' | ' | ' | $10,000,000 | ' | ' | ' | ' | ' | ' | ' |
Treasury Stock, Shares, Acquired | ' | ' | ' | ' | ' | 162,000 | 5,788,000 | 6,552,000 | ' | ' | ' | ' | ' | ' | 0 | 5,700,000 | 6,400,000 | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Treasury Stock Acquired, Average Cost Per Share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.20 | $2.63 | $3.43 | ' | ' | $2.22 | $2.32 | $3.52 | ' | ' | ' |
Common Stock, Shares, Outstanding | ' | ' | ' | ' | ' | 45,852,740 | 44,969,841 | 50,429,000 | 54,174,000 | 13,937,000 | 13,937,151 | 13,937,151 | 14,556,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,937,150 | ' | ' |
Stock Repurchase Program Remaining Authorized Repurchases Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares Paid for Tax Withholding for Share Based Compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 161,699 | 133,816 | 113,734 | ' | ' | ' |
Conversion of Stock, Shares Converted | ' | ' | ' | ' | ' | ' | ' | 619,000 | ' | 619,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 618,664 | ' | ' | ' | ' | ' | ' |
Payments for Repurchase of Common Stock | $359,000 | $12,733,000 | $17,385,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,400,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Voting Control | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.90% | 54.90% |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (2004 Stock Incentive Plan [Member], USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Stock-based compensation expense | ' | ' | ' |
Allocated Share-based Compensation Expense | $1,871,000 | $1,407,000 | $1,201,000 |
Income tax expense | 0 | 0 | -61,000 |
Total stock-based compensation expense after taxes | 1,871,000 | 1,407,000 | 1,140,000 |
Cost of Revenue [Member] | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' |
Allocated Share-based Compensation Expense | 53,000 | 27,000 | 55,000 |
Selling and Marketing Expense [Member] | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' |
Allocated Share-based Compensation Expense | 337,000 | 190,000 | 173,000 |
Research and Development Expense [Member] | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' |
Allocated Share-based Compensation Expense | 338,000 | 115,000 | 58,000 |
General and Administrative Expense [Member] | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' |
Allocated Share-based Compensation Expense | $1,143,000 | $1,075,000 | $915,000 |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details 1) (2004 Stock Incentive Plan [Member], Stock Options [Member], USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | |
2004 Stock Incentive Plan [Member] | Stock Options [Member] | ' | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | |
Outstanding on March 31, 2013 | 2,114,446 | |
Shares, Granted | 630,000 | |
Shares, Exercised | -807,568 | |
Shares, Forfeited | -7,333 | |
Shares, Expired | -94,100 | |
Outstanding on March 31, 2014 | 1,835,445 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 1,791,580 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 974,695 | |
Weighted-Average Exercise Price Per Share, Outstanding on March 31, 2013 | $2.07 | |
Weighted-Average Exercise Price Per Share, Granted | $2.45 | |
Weighted-Average Exercise Price Per Share, Exercised | $2.08 | |
Weighted-Average Exercise Price Per Share, Forfeited | $1.57 | |
Weighted-Average Exercise Price Per Share, Expired | $5.62 | |
Weighted-Average Exercise Price Per Share, Outstanding on March 31, 2014 | $2.02 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $2.01 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $1.71 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | '3 years 8 months 19 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | '3 years 7 months 28 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | '1 year 9 months 18 days | |
Aggregate Intrinsic Value, Outstanding on March 31, 2014 | $3,110 | [1] |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | 3,052 | [1] |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $1,969 | [1] |
[1] | The intrinsic value for the stock options is calculated based on the difference between the exercise price of the underlying awards and the Westell Technologiesb close stock price as of the reporting date. |
Recovered_Sheet1
Stock-based Compensation (Details 2) (2004 Stock Incentive Plan [Member], Stock Options [Member], USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
2004 Stock Incentive Plan [Member] | Stock Options [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 42.00% | 49.00% | 70.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.10% | 0.70% | 1.40% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | '5 years | '5 years | '5 years |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | 0.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $0.91 | $0.89 | $1.93 |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details 3) (2004 Stock Incentive Plan [Member], USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Restricted Stock [Member] | ' | ' | ' |
Restricted stock activity | ' | ' | ' |
Non-vested as of March 31, 2013 | 738,500 | ' | ' |
Shares, Granted | 90,000 | 70,000 | 70,000 |
Shares, Vested | -358,000 | ' | ' |
Shares, Forfeited | -63,000 | ' | ' |
Non-vested as of March 31, 2014 | 407,500 | 738,500 | ' |
Weighted-Average Grant Date Fair Value, Non-vested as of March 31, 2013 | $1.65 | ' | ' |
Weighted-Average Grant Date Fair Value, Granted | $2.33 | ' | ' |
Weighted-Average Grant Date Fair Value, Vested | $1.53 | ' | ' |
Weighted-Average Grant Date Fair Value, Forfeited | $1.43 | ' | ' |
Weighted-Average Grant Date Fair Value, Non-vested as of December 31, 2014 | $1.94 | $1.65 | ' |
Restricted Stock Units (RSUs) [Member] | ' | ' | ' |
Restricted stock activity | ' | ' | ' |
Non-vested as of March 31, 2013 | 875,000 | ' | ' |
Shares, Granted | 1,182,000 | 530,000 | 500,000 |
Shares, Vested | -210,000 | ' | ' |
Shares, Forfeited | -168,000 | ' | ' |
Non-vested as of March 31, 2014 | 1,679,000 | 875,000 | ' |
Weighted-Average Grant Date Fair Value, Non-vested as of March 31, 2013 | $2.68 | ' | ' |
Weighted-Average Grant Date Fair Value, Granted | $3.30 | ' | ' |
Weighted-Average Grant Date Fair Value, Vested | $2.85 | ' | ' |
Weighted-Average Grant Date Fair Value, Forfeited | $2.72 | ' | ' |
Weighted-Average Grant Date Fair Value, Non-vested as of December 31, 2014 | $3.09 | $2.68 | ' |
Performance Shares [Member] | ' | ' | ' |
Restricted stock activity | ' | ' | ' |
Non-vested as of March 31, 2013 | 0 | ' | ' |
Shares, Granted | 285,000 | ' | ' |
Shares, Vested | 0 | ' | ' |
Shares, Forfeited | 0 | ' | ' |
Non-vested as of March 31, 2014 | 285,000 | ' | ' |
Weighted-Average Grant Date Fair Value, Non-vested as of March 31, 2013 | $0 | ' | ' |
Weighted-Average Grant Date Fair Value, Granted | $2.45 | ' | ' |
Weighted-Average Grant Date Fair Value, Vested | $0 | ' | ' |
Weighted-Average Grant Date Fair Value, Forfeited | $0 | ' | ' |
Weighted-Average Grant Date Fair Value, Non-vested as of December 31, 2014 | $2.45 | ' | ' |
StockBased_Compensation_Detail3
Stock-Based Compensation (Details Textual) (USD $) | 12 Months Ended | 1 Months Ended | ||||||||||||||||||||||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2012 | 31-May-14 | |
2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | 2004 Stock Incentive Plan [Member] | Subsidiary Issuer [Member] | Subsequent Event [Member] | ||||
Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | 2004 Stock Incentive Plan [Member] | ||||||||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Scenario, Actual [Member] | Performance Shares [Member] | |||||||||||||||||||
Share-based Compensation [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,131,192 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting schedule of equal annual installments over four years | ' | ' | ' | ' | ' | ' | '4 years | ' | ' | ' | ' | '4 years | ' | ' | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Option Contractual Life from Grant Date | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | ' | ' | ' | $1,871,000 | $1,407,000 | $1,201,000 | $200,000 | $200,000 | $300,000 | ' | ' | $500,000 | $600,000 | $500,000 | $900,000 | $600,000 | $300,000 | $300,000 | $0 | ' | ' | ' | ' | ' |
Proceeds from stock options exercised | 1,677,000 | 87,000 | 1,684,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Total Intrinsic Value | ' | ' | ' | ' | ' | ' | 1,300,000 | 200,000 | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | ' | ' | ' | ' | ' | ' | 600,000 | ' | ' | ' | ' | 300,000 | ' | ' | 4,000,000 | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | ' | ' | ' | ' | ' | ' | '2 years 11 months 9 days | ' | ' | ' | ' | '2 years 3 months 26 days | ' | ' | '3 years 2 months 27 days | ' | ' | '2 years 1 month 6 days | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 90,000 | 70,000 | 70,000 | 1,182,000 | 530,000 | 500,000 | 285,000 | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 700,000 | 800,000 | 100,000 | 500,000 | 300,000 | 500,000 | 700,000 | ' | ' | ' | ' | ' | ' |
Potential PSU attainment range | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 200.00% | 94.00% | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% |
Repurchase of Subsidiary Stock Options | ' | ' | $117,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $117,000 | ' |
Segment_Information_Details
Segment Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Segment information | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | ' | ' | ' | ' | ' | ' | ' | ' | $102,073 | $38,808 | $43,629 |
Gross profit | 8,524 | 12,235 | 12,423 | 8,776 | 4,013 | 3,090 | 3,449 | 2,773 | 41,958 | 13,325 | 17,172 |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 41.10% | 34.30% | 39.40% |
Research and development | ' | ' | ' | ' | ' | ' | ' | ' | 11,339 | 5,928 | 5,460 |
Segment Profit Loss | ' | ' | ' | ' | ' | ' | ' | ' | 30,619 | 7,397 | 11,712 |
Operating expenses: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales and marketing | ' | ' | ' | ' | ' | ' | ' | ' | 14,663 | 7,492 | 5,843 |
General and administrative | ' | ' | ' | ' | ' | ' | ' | ' | 14,027 | 9,310 | 6,996 |
Intangible amortization | ' | ' | ' | ' | ' | ' | ' | ' | 4,908 | 887 | 544 |
Restructuring | ' | ' | ' | ' | ' | ' | ' | ' | 335 | 149 | 276 |
Goodwill impairment | ' | ' | ' | ' | 2,900 | ' | ' | ' | ' | 2,884 | ' |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -3,314 | -13,325 | -1,947 |
Other income (expense), net | ' | ' | ' | ' | ' | ' | ' | ' | -56 | 175 | 331 |
Income tax benefit (expense) | 8,907 | -38 | -68 | -19 | -32,611 | 1,295 | 677 | 1,247 | 8,782 | -29,392 | 686 |
Net income (loss) from continuing operations | 4,884 | 1,954 | 1,324 | -2,750 | -37,629 | -1,178 | -1,568 | -2,167 | 5,412 | -42,542 | -930 |
CSI [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment information | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | ' | ' | ' | ' | ' | ' | ' | ' | 3,676 | ' | ' |
Gross profit | ' | ' | ' | ' | ' | ' | ' | ' | 1,364 | ' | ' |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 37.10% | ' | ' |
Research and development | ' | ' | ' | ' | ' | ' | ' | ' | 625 | ' | ' |
Segment Profit Loss | ' | ' | ' | ' | ' | ' | ' | ' | 739 | ' | ' |
Kentrox [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment information | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | ' | ' | ' | ' | ' | ' | ' | ' | 46,174 | ' | ' |
Gross profit | ' | ' | ' | ' | ' | ' | ' | ' | 23,517 | ' | ' |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 50.90% | ' | ' |
Research and development | ' | ' | ' | ' | ' | ' | ' | ' | 3,778 | ' | ' |
Segment Profit Loss | ' | ' | ' | ' | ' | ' | ' | ' | 19,739 | ' | ' |
Westell [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment information | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | ' | ' | ' | ' | ' | ' | ' | ' | 52,223 | 38,808 | 43,629 |
Gross profit | ' | ' | ' | ' | ' | ' | ' | ' | 17,077 | 13,325 | 17,172 |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 32.70% | 34.30% | 39.40% |
Research and development | ' | ' | ' | ' | ' | ' | ' | ' | 6,936 | 5,928 | 5,460 |
Segment Profit Loss | ' | ' | ' | ' | ' | ' | ' | ' | 10,141 | 7,397 | 11,712 |
Operating expenses: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill impairment | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,884 | ' |
Segment_Information_Details_1
Segment Information (Details 1) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Verizon [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Percentage Of Net Revenue | 23.90% | 17.10% | 17.60% |
Telamon [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Percentage Of Net Revenue | 30.30% | 12.40% | 14.30% |
AT&T [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Percentage Of Net Revenue | 8.80% | 8.70% | 10.40% |
Time Warner Cable [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Percentage Of Net Revenue | 2.30% | 10.40% | 3.10% |
Segment_Information_Details_2
Segment Information (Details 2) | Mar. 31, 2014 | Mar. 31, 2013 |
Verizon [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Entity-wide Major Customer, Percent Accounts Receivable | 30.60% | 11.40% |
Telamon [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Entity-wide Major Customer, Percent Accounts Receivable | 8.50% | 12.60% |
AT&T [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Entity-wide Major Customer, Percent Accounts Receivable | 16.70% | 5.50% |
Time Warner Cable [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Entity-wide Major Customer, Percent Accounts Receivable | 1.40% | 19.80% |
Segment_Information_Details_Te
Segment Information (Details Textual) | 12 Months Ended |
Mar. 31, 2014 | |
Sales Revenue, Net [Member] | UNITED STATES | ' |
Segment Reporting Information [Line Items] | ' |
Concentration Risk, Percentage | 90.00% |
Geographic Concentration Risk [Member] | UNITED STATES | ' |
Segment Reporting Information [Line Items] | ' |
Concentration Risk, Percentage | 90.00% |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ' |
Segment Reporting Information [Line Items] | ' |
Concentration Risk, Percentage | 10.00% |
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | ' |
Segment Reporting Information [Line Items] | ' |
Concentration Risk, Percentage | 10.00% |
Restructuring_Charge_Details
Restructuring Charge (Details) (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Restructuring charges | ' | ' | ' |
Liability at beginning of period | $6,000 | $613,000 | $0 |
Restructuring | 335,000 | 149,000 | 276,000 |
Restructuring Charge Disco | ' | ' | 941,000 |
Utilized | -284,000 | -756,000 | -604,000 |
Liability at end of period | 57,000 | 6,000 | 613,000 |
Employee-related [Member] | ' | ' | ' |
Restructuring charges | ' | ' | ' |
Liability at beginning of period | 6,000 | 561,000 | 0 |
Restructuring | 335,000 | 89,000 | 276,000 |
Restructuring Charge Disco | ' | ' | 889,000 |
Utilized | -284,000 | -644,000 | -604,000 |
Liability at end of period | 57,000 | 6,000 | 561,000 |
Other costs [Member] | ' | ' | ' |
Restructuring charges | ' | ' | ' |
Liability at beginning of period | 0 | 52,000 | 0 |
Restructuring | ' | 60,000 | ' |
Restructuring Charge Disco | ' | ' | 52,000 |
Utilized | ' | -112,000 | ' |
Liability at end of period | $0 | $0 | $52,000 |
Restructuring_Charge_Details_T
Restructuring Charge (Details Textual) (USD $) | 12 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2011 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Jun. 30, 2011 | Mar. 31, 2013 | Mar. 31, 2012 | |
Kentrox [Member] | Noran Tel Restructuring [Member] | Noran Tel Restructuring [Member] | Noran Tel Restructuring [Member] | CNS Asset Sale Restructuring [Member] | ConferencePlus Restructuring [Member] | ConferencePlus Restructuring [Member] | |||||
employees | employees | employees | |||||||||
Restructuring Charge (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restructuring and Related Cost, Number of Positions Eliminated | ' | ' | ' | ' | 12 | ' | 35 | ' | 12 | ' | ' |
Restructuring | $335,000 | $149,000 | $276,000 | ' | $335,000 | ' | $149,000 | $275,000 | ' | ' | $667,000 |
Restructuring and Related Cost, Expected Cost | ' | ' | ' | ' | 396,000 | ' | ' | ' | ' | ' | ' |
Payments for Restructuring | 284,000 | 756,000 | 604,000 | ' | 278,000 | ' | ' | ' | ' | 338,000 | 329,000 |
Unpaid balance of restructuring charges | 57,000 | 6,000 | 613,000 | 0 | ' | 0 | 6,000 | ' | ' | ' | ' |
Cumulative Restructuring | ' | ' | ' | ' | ' | ' | 424,000 | ' | 397,000 | ' | ' |
Restructuring costs paid | ' | ' | ' | ' | ' | 424,000 | 418,000 | ' | ' | ' | ' |
Reimbursement by NETGEAR | ' | ' | ' | ' | ' | ' | ' | ' | $122,000 | ' | ' |
Shortterm_Investments_Details
Short-term Investments (Details) (USD $) | Mar. 31, 2014 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | ||
Short-term investments | ' | ' |
Certificates of deposit | $1,476 | $3,682 |
Held-to-maturity, pre-refunded municipal bonds | 14,108 | 20,667 |
Total investments | $15,584 | $24,349 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | Mar. 31, 2014 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets and liabilities measured at fair value on a recurring basis and their related valuation inputs | ' | ' |
Contingent consideration | $2,067 | ' |
BusinessCombinationContingentConsiderationLiabilityNonCurrent | 574 | 2,333 |
Recurring [Member] | Cash and Cash Equivalents [Member] | ' | ' |
Assets and liabilities measured at fair value on a recurring basis and their related valuation inputs | ' | ' |
Money market funds | 117 | 52,849 |
Recurring [Member] | Contingent consideration current [Member] | ' | ' |
Assets and liabilities measured at fair value on a recurring basis and their related valuation inputs | ' | ' |
Contingent consideration | 2,067 | ' |
Recurring [Member] | Contingent consideration long-term [Member] | ' | ' |
Assets and liabilities measured at fair value on a recurring basis and their related valuation inputs | ' | ' |
BusinessCombinationContingentConsiderationLiabilityNonCurrent | 574 | 2,333 |
Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Cash and Cash Equivalents [Member] | ' | ' |
Assets and liabilities measured at fair value on a recurring basis and their related valuation inputs | ' | ' |
Money market funds | 117 | 52,849 |
Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Contingent consideration current [Member] | ' | ' |
Assets and liabilities measured at fair value on a recurring basis and their related valuation inputs | ' | ' |
Contingent consideration | ' | ' |
Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Contingent consideration current [Member] | ' | ' |
Assets and liabilities measured at fair value on a recurring basis and their related valuation inputs | ' | ' |
Contingent consideration | ' | ' |
Recurring [Member] | Unobservable Inputs (Level 3) [Member] | Contingent consideration current [Member] | ' | ' |
Assets and liabilities measured at fair value on a recurring basis and their related valuation inputs | ' | ' |
Contingent consideration | 2,067 | ' |
Recurring [Member] | Unobservable Inputs (Level 3) [Member] | Contingent consideration long-term [Member] | ' | ' |
Assets and liabilities measured at fair value on a recurring basis and their related valuation inputs | ' | ' |
BusinessCombinationContingentConsiderationLiabilityNonCurrent | $574 | $2,333 |
Fair_Value_Measurements_Detail1
Fair Value Measurements (Details 1) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Fair value measurement of contingent consideration | ' | ' |
Contingent cash consideration | $3,500 | $3,500 |
FairValueInputsWorkingCapitalAdjustment | -444 | -444 |
FairValueInputsWarrantyClaimAdjustment | ($303) | ($303) |
Discount rate | 7.50% | 7.50% |
Approximate timing of cash flows | '1 year 4 months 10 days | '3 years |
Fair_Value_Measurements_Detail2
Fair Value Measurements (Details 2) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Summarizes contingent consideration activity | ' | ' |
Balance beginning of period | $2,333 | $0 |
Contingent consideration from business acquisition | 0 | 3,038 |
Contingent consideration - payments | 0 | 0 |
Contingent consideration - change in fair value in G&A expense | 308 | 42 |
Working capital adjustments | 0 | -444 |
Indemnification related to warranty claims | 0 | -303 |
Balance end of period | $2,641 | $2,333 |
Fair_Value_Measurements_Fair_V
Fair Value Measurements Fair Value Measurements Text (Details) (USD $) | Mar. 31, 2014 |
In Millions, unless otherwise specified | |
Fair Value Disclosures [Abstract] | ' |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | $0.60 |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $2.70 |
Variable_Interest_Entity_Detai
Variable Interest Entity (Details) (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Concentration Risk [Line Items] | ' | ' | ' |
Revenue | $102,073,000 | $38,808,000 | $43,629,000 |
Accounts receivable | 15,851,000 | 6,689,000 | ' |
Guarantor Obligations, Maximum Exposure, Undiscounted | 700,000 | ' | ' |
AKA [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Equity Method Investment, Ownership Percentage | 50.00% | ' | ' |
Equity Method Investments | 84,000 | ' | ' |
Revenue | 4,500,000 | ' | ' |
Accounts receivable | 400,000 | ' | ' |
Deferred Revenue | $1,000,000 | ' | ' |
Benefit_Plans_Details
Benefit Plans (Details) (USD $) | 12 Months Ended | 1 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
Westell [Member] | Kentrox [Member] | CSI [Member] | |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 100.00% | 75.00% | 100.00% |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 50.00% | 50.00% | ' |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 4.00% | 6.00% | ' |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $79,000 | $105,000 | $16,000 |
Deferred Compensation Arrangement with Individual, Employer Contribution | ' | ' | 3.00% |
Quarterly_Results_of_Operation2
Quarterly Results of Operations (unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales Revenue, Goods, Net | $24,421 | $25,236 | $29,960 | $22,456 | $10,663 | $8,873 | $9,854 | $9,418 | ' | ' | ' |
Gross profit | 8,524 | 12,235 | 12,423 | 8,776 | 4,013 | 3,090 | 3,449 | 2,773 | 41,958 | 13,325 | 17,172 |
Total operating expenses | 12,554 | 10,212 | 11,129 | 11,377 | 9,072 | 5,606 | 5,701 | 6,271 | 45,272 | 26,650 | 19,119 |
Income (loss) before income taxes and discontinued operations | -4,023 | 1,992 | 1,392 | -2,731 | -5,018 | -2,473 | -2,245 | -3,414 | -3,370 | -13,150 | -1,616 |
Income tax benefit (expense) | 8,907 | -38 | -68 | -19 | -32,611 | 1,295 | 677 | 1,247 | 8,782 | -29,392 | 686 |
Net income (loss) from continuing operations | 4,884 | 1,954 | 1,324 | -2,750 | -37,629 | -1,178 | -1,568 | -2,167 | 5,412 | -42,542 | -930 |
Income (loss) from discontinued operations, net of tax benefit (expense) of $0, $813 and $(2,354) for fiscal years 2014, 2013 and 2012, respectively | -6 | -29 | 4 | -14 | -529 | -787 | -607 | 427 | -45 | -1,496 | 3,423 |
Net income (loss) | $4,878 | $1,925 | $1,328 | ($2,764) | ($38,158) | ($1,965) | ($2,175) | ($1,740) | $5,367 | ($44,038) | $41,982 |
Earnings Per Share, Basic | $0.08 | $0.03 | $0.02 | ($0.05) | ($0.66) | ($0.03) | ($0.04) | ($0.03) | $0.09 | ($0.73) | $0.63 |
Earnings Per Share, Diluted | $0.08 | $0.03 | $0.02 | ($0.05) | ($0.66) | ($0.03) | ($0.04) | ($0.03) | $0.09 | ($0.73) | $0.63 |
Quarterly_Results_of_Operation3
Quarterly Results of Operations (unaudited) (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Effect of Fourth Quarter Events [Line Items] | ' | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | ' | ' | ' | $9,100,000 | ' | ' |
Additional Expenses On Claims | ' | ' | 534,000 | ' | ' | ' |
Goodwill impairment | 2,900,000 | ' | ' | ' | 2,884,000 | ' |
Income Tax Discrete Item | ' | 300,000 | ' | ' | ' | -600,000 |
Sale of Customer Networking Solutions Assets [Member] | ' | ' | ' | ' | ' | ' |
Effect of Fourth Quarter Events [Line Items] | ' | ' | ' | ' | ' | ' |
Litigation Settlement, Amount | ' | $900,000 | ' | ' | ' | ' |
Schedule_II_Valuation_and_Qual1
Schedule II Valuation and Qualifying Accounts (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |||
Allowance for Doubtful Accounts [Member] | ' | ' | ' | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' | |||
Valuation Allowances and Reserves,Beginning Balance | $10 | $12 | $147 | |||
Valuation Allowances and Reserves, Adjustments | ' | ' | -61 | |||
Valuation Allowances and Reserves, Charged to Cost and Expense | 30 | -2 | -79 | |||
Valuation Allowances and Reserves, Additions (Deductions) | 0 | [1] | ' | [1] | 5 | [1] |
Valuation Allowances and Reserves, Ending Balance | 40 | 10 | 12 | |||
Inventory Valuation Reserve [Member] | ' | ' | ' | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' | |||
Valuation Allowances and Reserves,Beginning Balance | 2,032 | 1,479 | 1,551 | |||
Valuation Allowances and Reserves, Adjustments | ' | ' | -57 | |||
Valuation Allowances and Reserves, Charged to Cost and Expense | 2,881 | 1,090 | 816 | |||
Valuation Allowances and Reserves, Additions (Deductions) | -647 | [2] | -537 | [2] | -831 | [2] |
Valuation Allowances and Reserves, Ending Balance | 4,266 | 2,032 | 1,479 | |||
Valuation Allowance of Deferred Tax Assets [Member] | ' | ' | ' | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' | |||
Valuation Allowances and Reserves,Beginning Balance | 36,285 | 2,253 | 527 | |||
Valuation Allowances and Reserves, Additions (Deductions) | -7,631 | [3] | 34,032 | [3] | 1,726 | [3] |
Valuation Allowances and Reserves, Ending Balance | 28,654 | 36,285 | 2,253 | |||
Allowance for Sales Returns [Member] | ' | ' | ' | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' | |||
Valuation Allowances and Reserves,Beginning Balance | 19 | 13 | 7 | |||
Valuation Allowances and Reserves, Charged to Cost and Expense | 189 | 218 | 98 | |||
Valuation Allowances and Reserves, Additions (Deductions) | -166 | -212 | -92 | |||
Valuation Allowances and Reserves, Ending Balance | $42 | $19 | $13 | |||
[1] | Accounts written off, net of recoveries. | |||||
[2] | Inventory charged against inventory reserves. | |||||
[3] | Change in valuation allowance due to change in assessment of realizability of deferred tax assets. |