Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Oct. 31, 2016 | Dec. 05, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Oct. 31, 2016 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | SEAC | |
Entity Registrant Name | SEACHANGE INTERNATIONAL INC | |
Entity Central Index Key | 1,019,671 | |
Current Fiscal Year End Date | --01-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 35,207,057 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 31, 2016 | Jan. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 27,484 | $ 58,733 |
Restricted cash | 108 | 82 |
Marketable securities | 4,256 | 1,504 |
Accounts and other receivables, net of allowance for doubtful accounts of $340 and $415 at October 31, 2016 and January 31, 2016, respectively | 25,020 | 26,331 |
Unbilled receivables | 7,913 | 10,680 |
Inventories, net | 998 | 1,682 |
Assets held for sale | 235 | |
Prepaid expenses and other current assets | 3,374 | 3,827 |
Total current assets | 69,388 | 102,839 |
Property and equipment, net | 12,089 | 14,129 |
Marketable securities, long-term | 6,014 | 10,764 |
Investments in affiliates | 2,500 | 2,500 |
Intangible assets, net | 5,385 | 4,126 |
Goodwill | 45,689 | 40,175 |
Other assets | 2,422 | 3,136 |
Total assets | 143,487 | 177,669 |
Current liabilities: | ||
Accounts payable | 4,535 | 6,132 |
Deferred stock consideration | 3,205 | |
Deferred revenues | 11,230 | 16,201 |
Other accrued expenses | 12,923 | 17,414 |
Total current liabilities | 28,688 | 42,952 |
Deferred revenue, long-term | 2,404 | 1,209 |
Deferred tax liabilities, long-term | 15,224 | |
Taxes payable, long-term | 1,369 | 1,389 |
Other liabilities, long-term | 1,255 | 1,101 |
Total liabilities | 48,940 | 46,651 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity: | ||
Common stock, $0.01 par value;100,000,000 shares authorized; 35,247,547 shares issued and 35,207,057 outstanding at October 31, 2016, and 33,818,777 shares issued and 33,778,871 outstanding at January 31, 2016 | 352 | 338 |
Additional paid-in capital | 235,873 | 228,164 |
Treasury stock, at cost; 40,490 and 39,906 common shares at October 31, 2016 and January 31, 2016, respectively | (5) | (2) |
Accumulated loss | (134,742) | (90,869) |
Accumulated other comprehensive loss | (6,931) | (6,613) |
Total stockholders' equity | 94,547 | 131,018 |
Total liabilities and stockholders' equity | $ 143,487 | $ 177,669 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Oct. 31, 2016 | Jan. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 340 | $ 415 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 35,207,057 | 33,818,777 |
Common stock, shares outstanding | 35,207,057 | 33,778,871 |
Treasury stock, common shares | 40,490 | 39,906 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2016 | Oct. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | |
Revenues: | ||||
Products | $ 3,746 | $ 6,195 | $ 10,481 | $ 16,314 |
Services | 16,215 | 22,552 | 49,502 | 63,481 |
Total revenues | 19,961 | 28,747 | 59,983 | 79,795 |
Cost of revenues: | ||||
Products | 1,824 | 1,528 | 4,506 | 4,766 |
Services | 8,036 | 10,963 | 27,982 | 33,829 |
Provision for loss contract | 9,162 | 9,162 | ||
Amortization of intangible assets | 315 | 184 | 947 | 557 |
Stock-based compensation expense | (26) | 33 | 131 | 61 |
Total cost of revenues | 10,149 | 21,870 | 33,566 | 48,375 |
Gross profit | 9,812 | 6,877 | 26,417 | 31,420 |
Operating expenses: | ||||
Research and development | 7,325 | 8,273 | 23,751 | 26,176 |
Selling and marketing | 3,422 | 3,965 | 10,841 | 11,263 |
General and administrative | 3,673 | 3,648 | 11,579 | 11,446 |
Amortization of intangible assets | 540 | 1,038 | 1,572 | 3,003 |
Stock-based compensation expense | 791 | 1,104 | 1,685 | 2,943 |
Earn-outs and change in fair value of earn-outs | 492 | 249 | 1,475 | |
Professional fees - other | 24 | 1 | 328 | 145 |
Severance and other restructuring costs | 2,373 | 197 | 5,991 | 1,026 |
Loss on impairment of long-lived assets | 99 | 99 | ||
Total operating expenses | 18,247 | 18,718 | 56,095 | 57,477 |
Loss from operations | (8,435) | (11,841) | (29,678) | (26,057) |
Other (expenses) income, net | (67) | 38 | 220 | (390) |
Loss before income taxes and equity income in earnings of affiliates | (8,502) | (11,803) | (29,458) | (26,447) |
Income tax (benefit) provision | (420) | (1,228) | 14,415 | (1,003) |
Equity income in earnings of affiliates, net of tax | 10 | 27 | ||
Net loss | (8,082) | (10,565) | (43,873) | (25,417) |
Net loss | (8,082) | (10,565) | (43,873) | (25,417) |
Other comprehensive (loss) income, net of tax: | ||||
Foreign currency translation adjustment | (619) | 114 | (316) | (510) |
Unrealized loss on marketable securities | (20) | (7) | (2) | (22) |
Comprehensive loss | $ (8,721) | $ (10,458) | $ (44,191) | $ (25,949) |
Net loss per share: | ||||
Basic | $ (0.23) | $ (0.31) | $ (1.26) | $ (0.76) |
Diluted | $ (0.23) | $ (0.31) | $ (1.26) | $ (0.76) |
Weighted average common shares outstanding: | ||||
Basic | 35,186 | 33,636 | 34,889 | 33,440 |
Diluted | 35,186 | 33,636 | 34,889 | 33,440 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (43,873) | $ (25,417) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization of property and equipment | 2,289 | 2,554 |
Provision for loss contract | 9,162 | |
Provision for inventory obsolescence | 318 | 65 |
Amortization of intangible assets | 2,519 | 3,560 |
Fair value of acquisition-related contingent consideration | 249 | 1,475 |
Stock-based compensation expense | 1,816 | 3,004 |
Deferred income taxes | 14,649 | (960) |
Other | 113 | 61 |
Changes in operating assets and liabilities, excluding impact of acquisition: | ||
Accounts receivable | 1,987 | 895 |
Unbilled receivables | 2,913 | (5,743) |
Inventories | 338 | (1,207) |
Prepaid expenses and other assets | 428 | (158) |
Accounts payable | (2,102) | 718 |
Accrued expenses | (4,942) | (4,056) |
Deferred revenues | (3,864) | (2,770) |
Other | 173 | (625) |
Total cash used in operating activities | (26,989) | (19,442) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (521) | (1,140) |
Investment in capitalized software | (2,030) | |
Purchases of marketable securities | (2,252) | (3,005) |
Proceeds from sale and maturity of marketable securities | 4,249 | 4,503 |
Cash paid for acquisition of business, net of cash acquired | (5,243) | (11,686) |
Other investing activities | 2 | 453 |
Total cash used in investing activities | (3,765) | (12,905) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock | 64 | 88 |
Other financing activities | (4) | |
Total cash provided by financing activities | 60 | 88 |
Effect of exchange rate changes on cash | (555) | 270 |
Net decrease in cash and cash equivalents | (31,249) | (31,989) |
Cash and cash equivalents, beginning of period | 58,733 | 90,019 |
Cash and cash equivalents, end of period | 27,484 | 58,030 |
Supplemental disclosure of cash flow information: | ||
Income taxes paid | 120 | 495 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Asset group classified as held for sale | 235 | |
Transfer of items originally classified as inventories to equipment | 24 | 342 |
DCC Labs [Member] | ||
Supplemental disclosure of non-cash investing and financing activities: | ||
Fair value of common stock issued for acquisition | 2,640 | |
Timeline Labs [Member] | ||
Supplemental disclosure of non-cash investing and financing activities: | ||
Fair value of common stock issued for acquisition | 3,025 | |
Common Stock [Member] | ||
Supplemental disclosure of non-cash investing and financing activities: | ||
Fair value of common stock issued for deferred stock consideration obligation | $ 3,454 | $ 1,753 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 9 Months Ended |
Oct. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business and Basis of Presentation | 1. Nature of Business and Basis of Presentation The Company SeaChange International, Inc. and its consolidated subsidiaries (collectively “SeaChange”, “we”, or the “Company”) is an industry leader in the delivery of multiscreen video, advertising and premium over-the-top Basis of Presentation The accompanying unaudited consolidated financial statements include the accounts of SeaChange International, Inc. and its subsidiaries (“SeaChange” or the “Company”) and are prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial reports as well as rules and regulations of the Securities and Exchange Commission (“SEC”). All intercompany transactions and balances have been eliminated. Certain information and footnote disclosures normally included in financial statements prepared under U.S. GAAP have been condensed or omitted pursuant to such regulations. However, we believe that the disclosures are adequate to make the information presented not misleading. In the opinion of management, the accompanying financial statements include all adjustments, consisting of only normal recurring items, necessary to present a fair presentation of the consolidated financial statements for the periods shown. These consolidated financial statements should be read in conjunction with our most recently audited financial statements and related footnotes included in our Annual Report on Form 10-K 10-K”) 10-Q 10-Q”) The preparation of these financial statements in conformity with U.S. GAAP, requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities. Interim results are not necessarily indicative of the operating results for the full fiscal year or any future periods and actual results may differ from our estimates. During the three and nine months ended October 31, 2016, there have been no material changes to our significant accounting policies that were described in our fiscal 2016 Form 10-K, |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Oct. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Revenue Recognition Our transactions frequently involve the sales of hardware, software, systems and services in multiple-element arrangements. Revenues from sales of hardware, software and systems that do not require significant modification or customization of the underlying software are recognized when: • persuasive evidence of an arrangement exists; • delivery has occurred, and title and risk of loss have passed to the customer; • fees are fixed or determinable; and • collection of the related receivable is considered probable. Customers are billed for installation, training, project management and at least one year of product maintenance and technical support at the time of the product sale. Revenue from these activities is deferred at the time of the product sale and recognized ratably over the period these services are performed. Revenue from ongoing product maintenance and technical support agreements is recognized ratably over the period of the related agreements. Revenue from software development contracts that include significant modification or customization, including software product enhancements, is recognized based on the percentage of completion contract accounting method using labor efforts expended in relation to estimates of total labor efforts to complete the contract. The percentage of completion method requires that adjustments or re-evaluations project-to-date out-of-pocket Contract accounting requires judgment relative to assessing risks, estimating revenues and costs and making assumptions including, in the case of our professional services contracts, the total amount of labor required to complete a project and the complexity of the development and other technical work to be completed. Due to the size and nature of many of our contracts, the estimation of total revenues and cost at completion is complicated and subject to many variables. Assumptions have to be made regarding the length of time to complete the contract because costs also include estimated third-party vendor and contract labor costs. Penalties related to performance on contracts are considered in estimating sales and profit, and are recorded when there is sufficient information for us to assess anticipated performance. Third-party vendors’ assertions are also assessed and considered in estimating costs and margin. Revenue from the sale of software-only products remains within the scope of the software revenue recognition rules. Maintenance and support, training, consulting, and installation services no longer fall within the scope of the software revenue recognition rules, except when they are sold with and relate to a software-only product. Revenue recognition for products that no longer fall under the scope of the software revenue recognition rules is similar to that for other tangible products and Accounting Standard Update No. (“ASU”) 2009-13, “Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements,” 2009-13 Under the software revenue recognition rules, the fee is allocated to the various elements based on vendor-specific objective evidence (“VSOE”) of fair value. Under this method, the total arrangement value is allocated first to undelivered elements based on their fair values, with the remainder being allocated to the delivered elements. Where fair value of undelivered service elements has not been established, the total arrangement value is recognized over the period during which the services are performed. The amounts allocated to undelivered elements, which may include project management, training, installation, maintenance and technical support and certain hardware and software components, are based upon the price charged when these elements are sold separately and unaccompanied by the other elements. The amount allocated to installation, training and project management revenue is based upon standard hourly billing rates and the estimated time necessary to complete the service. These services are not essential to the functionality of systems as these services do not alter the equipment’s capabilities, are available from other vendors and the systems are standard products. For multiple-element arrangements that include software development with significant modification or customization and systems sales where VSOE of the fair value does not exist for the undelivered elements of the arrangement (other than maintenance and technical support), percentage of completion accounting is applied for revenue recognition purposes to the entire arrangement with the exception of maintenance and technical support. Under the revenue recognition rules for tangible products as amended by ASU 2009-13, The selling prices used in the relative selling price allocation method for certain of our services are based upon VSOE. The selling prices used in the relative selling price allocation method for third-party products from other vendors are based upon TPE. The selling prices used in the relative selling price allocation method for our hardware products, software, subscriptions, and customized services for which VSOE does not exist are based upon BESP. We do not believe TPE exists for these products and services because they are differentiated from competing products and services in terms of functionality and performance and there are no competing products or services that are largely interchangeable. Management establishes BESP with consideration for market conditions, such as the impact of competition and geographic considerations, and entity-specific factors, such as the cost of the product, discounts provided and profit objectives. Management believes that BESP is reflective of reasonable pricing of that deliverable as if priced on a stand-alone basis. For our cloud and managed service revenues, we generate revenue from two sources: (1) subscription and support services; and (2) professional services and other. Subscription and support revenue includes subscription fees from customers accessing our cloud-based software platform and support fees. Our arrangements with customers do not provide the customer with the right to take possession of the software supporting the cloud-based software platform at any time. Professional services and other revenue include fees from implementation and customization to support customer requirements. Amounts that have been invoiced are recorded in accounts receivable and in deferred revenue or revenue, depending on whether the revenue recognition criteria have been met. For the most part, subscription and support agreements are entered into for 12 to 36 months. Generally, a majority of the professional services component of the arrangements with customers is performed within a year of entering into a contract with the customer. In most instances, revenue from a new customer acquisition is generated under sales agreements with multiple elements, comprised of subscription and support and other professional services. We evaluate each element in a multiple-element arrangement to determine whether it represents a separate unit of accounting. An element constitutes a separate unit of accounting when the delivered item has standalone value and delivery of the undelivered element is probable and within our control. In determining when to recognize revenue from a customer arrangement, we are often required to exercise judgment regarding the application of our accounting policies to a particular arrangement. The primary judgments used in evaluating revenue recognized in each period involve: determining whether collection is probable, assessing whether the fee is fixed or determinable, and determining the fair value of the maintenance and service elements included in multiple-element software arrangements. Such judgments can materially impact the amount of revenue that we record in a given period. While we follow specific and detailed rules and guidelines related to revenue recognition, we make and use significant management judgments and estimates in connection with the revenue recognized in any reporting period, particularly in the areas described above. If management made different estimates or judgments, material differences in the timing of the recognition of revenue could occur. Impairment of Assets Indefinite-lived intangible assets, such as goodwill, are not amortized but are evaluated for impairment at the reporting unit level annually, in our third quarter beginning August 1 st “Goodwill and Intangible Assets,” We also evaluate other long-lived assets such as property and equipment and intangible assets with finite useful lives, on a regular basis for the existence of facts or circumstances, both internal and external that may suggest an asset is not recoverable. If such circumstances exist, we evaluate the carrying value of long-lived assets to determine if impairment exists based upon estimated undiscounted future cash flows over the remaining useful life of the assets and compare that value to the carrying value of the assets. Our cash flow estimates contain management’s best estimates, using appropriate and customary assumptions and projections at the time. In the second quarter of fiscal 2017, we determined there to be triggering events that might possibly indicate that the carrying amount of our long-lived assets may not be recoverable. These triggering events included a sustained decrease in share price during the period and our current-period operating loss combined with a history of operating losses. As a result, we were required to test for the recoverability of our long-lived assets to determine whether an impairment loss should have been recognized as mentioned above. We determined that the estimated undiscounted future cash flows over the remaining useful life of the long-lived assets exceeded the carrying value. Therefore, the assets were deemed recoverable and no impairment loss was recognized on long-lived assets as of July 31, 2016. In the third quarter of fiscal 2017, in conjunction with the annual impairment analysis of goodwill, we determined that there were indications that the carrying amount of our long-lived assets may not be recoverable. As a result, we were required to test for the recoverability of our long-lived assets to determine whether an impairment loss should be recognized. The Company compared its forecasted undiscounted cash flows over the remaining useful life of the principal long-lived asset to the carrying value. We determined that the fair value of our long-lived asset group exceeds its carrying value at October 31, 2016 and, accordingly, did not recognize an impairment loss on the long-lived assets. Liquidity We continue to realize the savings related to the wind down of the TimeLine Labs operation and the restructuring of our In-Home business from Milpitas to Poland. Additionally, during the third quarter of fiscal 2017, we made substantial progress on a cost reduction program, which we expect to generate annualized savings of approximately $15 million. We have executed annualized cost savings of approximately $7.5 million to date. These measures are important steps in restoring SeaChange to profitability and positive cash flow. The Company believes that existing funds and cash provided by future operating activities, augmented by the plans highlighted above are adequate to satisfy our working capital, potential acquisitions and capital expenditure requirements and other contractual obligations for the foreseeable future, including at least the next 12 months. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Oct. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements Definition and Hierarchy The applicable accounting guidance defines fair value as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The guidance establishes a framework for measuring fair value and expands required disclosure about the fair value measurements of assets and liabilities. This guidance requires us to classify and disclose assets and liabilities measured at fair value on a recurring basis, as well as fair value measurements of assets and liabilities measured on a non-recurring The fair value hierarchy is broken down into three levels based on the reliability of inputs and requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels of inputs required, as well as the assets and liabilities that we value using those levels of inputs: • Level 1 – Observable inputs that reflect quoted prices for identical assets or liabilities in active markets. • Level 2 – Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not very active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The fair value of the contingent consideration obligations related to our business acquisitions are valued using Level 3 inputs. Valuation Techniques Inputs to valuation techniques are observable and unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. When developing fair value estimates for certain financial assets and liabilities, we maximize the use of observable inputs and minimize the use of unobservable inputs. When available, we use quoted market prices, market comparables and discounted cash flow projections. Financial assets include money market funds, U.S. treasury notes or bonds and U.S. government agency bonds. In general, and where applicable, we use quoted prices in active markets for identical assets or liabilities to determine fair value. If quoted prices in active markets for identical assets or liabilities are not available to determine fair value, then we use quoted prices for similar assets and liabilities or inputs that are observable either directly or indirectly. In periods of market inactivity, the observability of prices and inputs may be reduced for certain instruments. This condition could cause an instrument to be reclassified from Level 1 to Level 2 or from Level 2 to Level 3. Assets and Liabilities that are Measured at Fair Value on a Recurring Basis The following tables set forth our financial assets and liabilities that were accounted for at fair value on a recurring basis as of October 31, 2016 and January 31, 2016. There were no fair value measurements of our financial assets and liabilities using significant Level 3 inputs for the periods presented: Fair Value at October 31, 2016 Using Quoted Prices in Significant Active Other Markets for Observable October 31, Identical Assets Inputs 2016 (Level 1) (Level 2) (Amounts in thousands) Financial assets: Money market accounts (a) $ 2,721 $ 2,721 $ — Available-for-sale Current marketable securities: U.S. treasury notes and bonds - conventional 4,256 4,256 — Non-current U.S. treasury notes and bonds - conventional 2,004 2,004 — U.S. government agency issues 4,010 — 4,010 Total $ 12,991 $ 8,981 $ 4,010 Fair Value at January 31, 2016 Using Quoted Prices in Significant Active Other Markets for Observable January 31, Identical Assets Inputs 2016 (Level 1) (Level 2) (Amounts in thousands) Financial assets: Money market accounts (a) $ 3,654 $ 3,654 $ — Available-for-sale Current marketable securities: U.S. treasury notes and bonds - conventional 502 502 — U.S. government agency issues 1,002 — 1,002 Non-current U.S. treasury notes and bonds - conventional 7,762 7,762 U.S. government agency issues 3,002 — 3,002 Total $ 15,922 $ 11,918 $ 4,004 (a) Money market funds and U.S. treasury bills are included in cash and cash equivalents on the accompanying consolidated balance sheets and are valued at quoted market prices for identical instruments in active markets. Assets and Liabilities that are Measured at Fair Value on a Nonrecurring Basis Assets and liabilities that are measured at fair value on a nonrecurring basis relate primarily to our tangible property and equipment, goodwill, and other intangible assets, which are re-measured “Consolidated Balance Sheet Detail”). We also have direct investments in privately-held companies accounted for under the cost method of accounting, of which we do not have significant influence over their operating and financial activities. Management periodically assesses these investments for other-than-temporary impairment considering available information provided by the investees and any other readily available market data. If we determine that an other-than-temporary impairment has occurred, we write down the investment to its fair value. For the three and nine months ended October 31, 2016, we determined there were no other-than-temporary impairments on our cost method investments. Available-For-Sale We determine the appropriate classification of debt investment securities at the time of purchase and reevaluate such designation as of each balance sheet date. Our investment portfolio consists of money market funds, U.S. treasury notes and bonds, and U.S. government agency notes and bonds as of October 31, 2016 and January 31, 2016. All highly liquid investments with an original maturity of three months or less when purchased are considered to be cash equivalents. All cash equivalents are carried at cost, which approximates fair value. Our marketable securities are classified as available-for-sale available-for-sale The following is a summary of cash, cash equivalents and available-for-sale Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (Amounts in thousands) October 31, 2016: Cash $ 24,763 $ — $ — $ 24,763 Cash equivalents 2,721 — — 2,721 Cash and cash equivalents 27,484 — — 27,484 U.S. treasury notes and bonds - short-term 4,250 6 — 4,256 U.S. treasury notes and bonds - long-term 2,004 1 (1 ) 2,004 U.S, government agency issues - long-term 3,987 23 — 4,010 Total cash, cash equivalents and marketable securities $ 37,725 $ 30 $ (1 ) $ 37,754 January 31, 2016: Cash $ 55,079 $ — $ — $ 55,079 Cash equivalents 3,654 — — 3,654 Cash and cash equivalents 58,733 — — 58,733 U.S. treasury notes and bonds - short-term 503 — (1 ) 502 U.S. treasury notes and bonds - long-term 7,756 6 — 7,762 U.S, government agency issues - short-term 1,001 1 — 1,002 U.S, government agency issues - long-term 2,977 25 3,002 Total cash, cash equivalents and marketable securities $ 70,970 $ 32 $ (1 ) $ 71,001 The gross realized gains and losses on sale of available-for-sale Contractual maturities of available-for-sale Estimated Maturity of one year or less $ 4,256 Maturity between one and five years 6,014 Total $ 10,270 Cash, Cash Equivalents and Marketable Securities Cash and cash equivalents consist primarily of highly liquid investments in money market mutual funds, government sponsored enterprise obligations, treasury bills, commercial paper and other money market securities with remaining maturities at date of purchase of 90 days or less. The fair value of cash, cash equivalents, restricted cash and marketable securities at October 31, 2016 and January 31, 2016 was $37.9 million and $71.1 million, respectively. The Company believes that existing funds and cash provided by future operating activities are adequate to satisfy our working capital, potential acquisitions and capital expenditure requirements and other contractual obligations for the foreseeable future, including at least the next 12 months. Restricted Cash At times, we may be required to maintain cash held as collateral for performance obligations with our customers which we classify as restricted cash on our consolidated balance sheets. As of October 31, 2016 and January 31, 2016 we had $0.1 million in restricted cash related to performance obligations. |
Acquisitions and Loss on Impair
Acquisitions and Loss on Impairment | 9 Months Ended |
Oct. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions and Loss on Impairment | 4. Acquisitions and Loss on Impairment DCC Labs On May 5, 2016 we acquired a 100% share of DCC Labs in exchange for an aggregate of $2.6 million in newly issued shares of SeaChange common stock and $5.2 million in cash, net of cash acquired, resulting in a total net purchase price of $7.9 million. DCC Labs is a developer of set-top The acquisition of DCC Labs enables us to optimize the operations of our In Home business, which is our developer of deployed software solutions including the SeaChange Nucleus home video gateway. In addition, the acquisition brings market-ready products, including an optimized television software stack for Europe’s Digital Video Broadcasting community and an HTML5 framework for building future-proof user interfaces for CPE devices. We accounted for the acquisition of DCC Labs as a business combination, which requires us to record the assets acquired and liabilities assumed at fair value. The amount by which the purchase price exceeds the fair value of the net assets acquired is recorded as goodwill. We engaged an independent appraiser to assist management in assessing the fair values of the tangible and intangible assets acquired and liabilities assumed and the amount of goodwill to be recognized as of the acquisition date. Assets acquired as a result of the acquisition include receivables, prepaid expenses and property and equipment while liabilities assumed include accounts payable, other accrued expenses, deferred taxes and income taxes payable. The amounts recorded for these assets and liabilities are preliminary in nature and are subject to adjustment as additional information is obtained about the facts and circumstances that existed as of the acquisition date. Adjustments to these amounts are allowed under U.S. GAAP during the measurement period, which is up to one year from the acquisition date. The final determination of the fair values of the acquired assets and liabilities will be completed within the measurement period. The allocation of purchase price was as follows (amounts in thousands): Estimated Fair value of consideration: Cash, net of cash acquired $ 5,243 Stock consideration 2,640 Total purchase price $ 7,883 Estimated Fair value of assets acquired and liabilities assumed: Current assets 826 Other long-term assets 116 Finite-life intangible assets 3,100 Goodwill 5,401 Current liabilities (618 ) Other long-term liabilities (942 ) Allocated purchase price $ 7,883 Acquired Goodwill The preliminary purchase price allocation is subject to our final determination of fair value. We recorded the $5.4 million excess of the purchase price over the fair value of the identified tangible and intangible assets as goodwill, primarily due to expected synergies between the combined companies and expanded market opportunities. The goodwill is not deductible for tax purposes. Intangible Assets In determining the fair value of the intangible assets, the Company considered, among other factors, the intended use of the assets and the estimates of future performance of DCC Labs, based on analyses of historical financial performance. The fair values of identified intangible assets were calculated using an income-based approach based on estimates and assumptions provided by DCC Labs’ and the Company’s management. The following table sets forth the components of the identified intangible assets associated with the DCC Labs acquisition and their estimated useful lives: Useful life Fair Value (Amounts in thousands) Tradename 5 years $ 200 Customer contracts 9 years 1,400 Non-compete 2 years 100 Existing technology 7 years 1,400 $ 3,100 Measurement Period Adjustments During the quarter ended October 31, 2016, we identified measurement period adjustments that impacted the estimated fair value of the DCC Labs assets and liabilities assumed on May 5, 2016 as a result of new information obtained about the facts and circumstances that existed as of the acquisition date. The total measurement period adjustments recorded during the third quarter of fiscal 2017 resulted in a decrease in receivables of $0.3 million and an increase in goodwill of $0.3 million. There was no impact to the consolidated statements of operations and comprehensive loss for the three and nine months ended October 31, 2016. Further adjustments are expected through the end of the measurement period as third-party valuations are finalized. Impact to Fiscal 2017 Financial Results DCC Labs’ financial results have been included in our consolidated financial results only for the period from the May 5, 2016 acquisition date through October 31, 2016. As a result, our consolidated financial results for the nine months ended October 31, 2016 do not reflect a full nine months of DCC Labs’ results. From the May 5, 2016 acquisition date through October 31, 2016, DCC Labs generated revenue of $0.7 million and an operating loss of $2.0 million. Acquisition-related Costs In connection with the acquisition, we incurred approximately $0.2 million in acquisition-related costs, including legal, accounting and other professional services for fiscal 2017. The acquisition costs were expensed as incurred and included in professional fees – other, in our consolidated statements of operations and comprehensive loss for the period ended October 31, 2016. TLL, LLC On February 2, 2015, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), dated as of December 22, 2014, we acquired 100% of the member interests in TLL, LLC (“Timeline Labs”), a privately-owned California-based software-as-a-service We accounted for the acquisition of Timeline Labs as a business combination and the financial results of Timeline Labs have been included in our consolidated financial statements as of the date of acquisition. Under the acquisition method of accounting, the purchase price was allocated to the acquired net tangible and intangible assets based upon their fair values as of February 2, 2015. The allocation of the purchase price was as follows (amounts in thousands): Fair value of consideration: Cash, net of cash acquired $ 14,186 Closing stock consideration 3,019 Deferred stock consideration 4,959 Contingent consideration 475 Total purchase price $ 22,639 Fair value of assets acquired and liabilities assumed: Current assets 95 Other long-term assets 108 Finite-life intangible assets 6,720 Goodwill 15,787 Current liabilities (71 ) Allocated purchase price $ 22,639 Fair Value of Consideration Transferred Upon completion of the acquisition, the Company made cash consideration payments to the former members of Timeline Labs in the amount of $14.2 million (“Closing Cash Consideration”). The Closing Cash Consideration included $1.4 million deposited in escrow to secure certain indemnification obligations of the former members of Timeline Labs under the Merger Agreement. Also upon completion of the acquisition, the Company issued 344,055 shares of common stock to the former members of Timeline Labs and deposited 173,265 shares of common stock into escrow. On August 3, 2015, we issued 260,537 shares of our common stock with a value of $1.8 million to the former members of Timeline Labs, in satisfaction of the six-month Contingent Consideration The former interest holders of Timeline Labs were eligible to receive earn-out Intangible Assets In determining the fair value of the intangible assets, the Company considered, among other factors, the intended use of the assets, the estimates of future performance of Timeline Lab’s products and analyses of historical financial performance. The fair values of identified intangible assets were calculated using an income-based approach based on estimates and assumptions provided by Timeline Labs’ and the Company’s management. The following table sets forth the components of the identified intangible assets associated with the Timeline Labs acquisition and their estimated useful lives: Useful life Fair Value (Amounts in thousands) Tradename 7 years $ 620 Customer contracts 7 years 4,760 Non-compete 2 years 170 Existing technology 5 years 1,170 $ 6,720 Acquired Goodwill We finalized the purchase price allocation in January 2016. We recorded the $15.8 million excess of the purchase price over the fair value of the identified tangible and intangible assets as goodwill, primarily due to expected synergies between the combined companies and expanded market opportunities. The goodwill was deductible for tax purposes. Acquisition-related Costs In connection with the acquisition, we incurred approximately $0.2 million in acquisition-related costs, including legal, accounting and other professional services for fiscal 2016. The acquisition costs were expensed as incurred and included in professional fees – other, in our consolidated statements of operations and comprehensive loss for the fiscal year ended January 31, 2016. Loss on Impairment of Assets In January 2016, our Board of Directors authorized a restructuring plan to wind down the Timeline Labs operations, as previously reported in a Current Report on Form 8-K In addition, we incurred $0.6 million in severance and other restructuring charges during fiscal 2017 related to cost-saving actions taken with respect to the Timeline Labs business. |
Consolidated Balance Sheet Deta
Consolidated Balance Sheet Detail | 9 Months Ended |
Oct. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidated Balance Sheet Detail | 5. Consolidated Balance Sheet Detail Inventories, net Inventories consist primarily of hardware and related component parts and are stated at the lower of cost (on a first-in, first-out As of October 31, January 31, (Amounts in thousands) Components and assemblies $ 473 $ 1,223 Finished products 525 459 Total inventories, net $ 998 $ 1,682 Asset Held for Sale In fiscal 2012 as a result of the restructuring of our video on-demand During the third quarter of fiscal 2017, we began actively marketing the asset group for sale and identified a potential buyer. Accordingly, we determined that the sale of the asset group is probable by the end of the fourth quarter of fiscal 2017. We determined that the asset group meets all the criteria of held for sale accounting and have classified the asset group as held for sale on our consolidated balance sheets beginning in the third quarter of fiscal 2017. We originally placed the asset group on the market in August 2016 for $0.3 million, which was the net book value of the asset group at that time. To be more competitive in the real estate market in which the property is located, we reduced the selling price in September 2016 to $0.2 million. As a result, we recorded a loss on impairment of long-lived assets of $0.1 million in our consolidated statements of operations and comprehensive loss during the three and nine months ended October 31, 2016. Property and equipment, net Property and equipment, net consists of the following: Estimated Useful Life (Years) As of October 31, 2016 January 31, 2016 (Amounts in thousands) Land $ 2,780 $ 2,880 Buildings 20 11,654 11,908 Office furniture and equipment 5 1,111 1,099 Computer equipment, software and demonstration equipment 3 18,472 18,639 Service and spare components 5 1,158 1,158 Leasehold improvements 1-7 1,091 1,087 36,266 36,771 Less - Accumulated depreciation and amortization (24,177 ) (22,642 ) Total property and equipment, net $ 12,089 $ 14,129 Depreciation and amortization expense on property and equipment, net was $0.7 million and $2.3 million for the three and nine months ended October 31, 2016, respectively, and $0.9 million and $2.6 million for the three and nine months ended October 31, 2015, respectively. Other accrued expenses Other accrued expenses consist of the following: As of October 31, January 31, (Amounts in thousands) Accrued compensation and commissions $ 1,473 $ 1,676 Accrued bonuses 2,062 2,902 Accrued severance 420 47 Accrued restructuring 1,186 — Employee benefits 759 1,484 Accrued provision for contract loss 3,358 6,497 Accrued other 3,665 4,808 Total other accrued expenses $ 12,923 $ 17,414 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Oct. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 6. Goodwill and Intangible Assets Goodwill Goodwill represents the difference between the purchase price and the estimated fair value of identifiable assets acquired and liabilities assumed. We are required to perform impairment tests related to our goodwill annually, which we perform during the third quarter of each fiscal year, or when we identify certain triggering events or circumstances that would more likely than not reduce the estimated fair value of the goodwill of the Company below its carrying amount. Changes in the carrying amount of goodwill for the nine months ended October 31, 2016 were as follows (amounts in thousands): Balance as of February 1, 2016 Goodwill $ 55,962 Accumulated impairment losses (15,787 ) 40,175 Acquisition of DCC Labs 5,401 Cumulative translation adjustment 113 Balance as of October 31, 2016 Goodwill 61,476 Accumulated impairment losses (15,787 ) $ 45,689 Preliminary goodwill is reported at $5.4 million as of October 31, 2016, related to the acquisition of DCC Labs based on the preliminary allocation of the estimated purchase price. We will continue to evaluate certain assets, liabilities and tax estimates that are subject to change within the measurement period (up to one year from the acquisition date). In the second quarter of fiscal 2017, triggering events prompted us to perform step one of the goodwill impairment test. The triggering events included; a sustained decrease in our stock price during the period, the withdrawal of the permanent reinvestment assertion on earnings generated by our Irish operations (see Note 12, “Income Taxes” In the third quarter of fiscal 2017, we finalized our step one analysis of the goodwill impairment test. Our forecast indicated that the estimated fair value of net assets may be less than the carrying value which is a potential indicator of impairment. As such, we are required to perform step two of the impairment test during which we compare the implied fair value of our goodwill to its carrying value. We currently continue to work through various restructuring actions and execute on other strategic plans which has not enabled us to complete the step two testing at this time. We expect to complete the goodwill impairment testing of our reporting unit during the fourth quarter of fiscal 2017. To the extent that the finalization of this assessment of goodwill requires recognition of an impairment loss, such adjustment would be recorded in the fourth quarter of fiscal 2017. We have estimated the range of impairment loss to be between $0 and $45.7 million and have not recognized an impairment loss in the third quarter of fiscal 2017. See “Critical Accounting Policies and Significant Judgment and Estimates – Goodwill,” Intangible Assets Intangible assets, net, consisted of the following at October 31, 2016 and January 31, 2016: As of October 31, 2016 As of January 31, 2016 Weighted average Gross Accumulated Net Gross Accumulated Net (Amounts in thousands) Finite-life intangible assets: Customer contracts 4.3 $ 31,454 $ (27,797 ) $ 3,657 $ 29,956 $ (26,284 ) $ 3,672 Non-compete 1.8 2,483 (2,410 ) 73 2,365 (2,365 ) — Completed technology 6.0 11,509 (10,029 ) 1,480 10,075 (9,621 ) 454 Trademarks, patents and other 4.8 7,267 (7,092 ) 175 7,068 (7,068 ) — Total finite-life intangible assets 4.7 $ 52,713 $ (47,328 ) $ 5,385 $ 49,464 $ (45,338 ) $ 4,126 As of October 31, 2016, the estimated future amortization expense for our finite-life intangible assets is as follows (amounts in thousands): Fiscal Year Ended January 31, Estimated 2017 (for the remaining three months) $ 635 2018 1,721 2019 1,038 2020 524 2021 389 2022 and thereafter 1,078 Total $ 5,385 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies Indemnification and Warranties We provide indemnification, to the extent permitted by law, to our officers, directors, employees and agents for liabilities arising from certain events or occurrences while the officer, director, employee or agent is, or was, serving at our request in such capacity. With respect to acquisitions, we provide indemnification to, or assume indemnification obligations for, the current and former directors, officers and employees of the acquired companies in accordance with the acquired companies’ governing documents. As a matter of practice, we have maintained directors’ and officers’ liability insurance including coverage for directors and officers of acquired companies. We enter into agreements in the ordinary course of business with customers, resellers, distributors, integrators and suppliers. Most of these agreements require us to defend and/or indemnify the other party against intellectual property infringement claims brought by a third party with respect to our products. From time to time, we also indemnify customers and business partners for damages, losses and liabilities they may suffer or incur relating to personal injury, personal property damage, product liability, and environmental claims relating to the use of our products and services or resulting from the acts or omissions of us, our employees, authorized agents or subcontractors. From time to time we have received requests from customers for indemnification of patent litigation claims. Management cannot reasonably estimate any potential losses, but these claims could result in material liability for us. There are no current pending legal proceedings, in the opinion of management that would have a material adverse effect on our financial position, results from operations and cash flows. There is no assurance that future legal proceedings arising from ordinary course of business or otherwise, will not have a material adverse effect on our financial position, results from operations or cash flows. We warrant that our products, including software products, will substantially perform in accordance with our standard published specifications in effect at the time of delivery. In addition, we provide maintenance support to our customers and therefore allocate a portion of the product purchase price to the initial warranty period and recognize revenue on a straight line basis over that warranty period related to both the warranty obligation and the maintenance support agreement. When we enter into arrangements that include revenue for extended warranties beyond the standard duration, the revenue is deferred and recognized on a straight line basis over the contract period. Related costs are expensed as incurred. Revolving Line of Credit/Demand Note Payable We had a letter agreement with JP Morgan Chase Bank, N.A. (“JP Morgan”) for a demand discretionary line of credit and a Demand Promissory Note in the aggregate amount of $20.0 million, which expired on August 31, 2016 with no outstanding balance. This line of credit and Demand Promissory Note was not renewed. |
Severance and Other Restructuri
Severance and Other Restructuring Costs | 9 Months Ended |
Oct. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Severance and Other Restructuring Costs | 8. Severance and Other Restructuring Costs Restructuring Costs During the nine months ended October 31, 2016, we incurred restructuring charges of $4.6 million primarily from employee-related benefits for terminated employees and costs to close facilities. The following table shows the activity in accrued restructuring reported as a component of other accrued expenses on the consolidated balance sheet as of October 31, 2016 (amounts in thousands): Employee- Closure of Other Total Accrual balance as of January 31, 2016 $ — $ — $ — $ — Restructuring charges incurred 3,868 470 250 4,588 Cash payments (2,946 ) (274 ) (182 ) (3,402 ) Other charges — — — — Accrual balance as of October 31, 2016 $ 922 $ 196 $ 68 $ 1,186 During the third quarter of fiscal 2017, we implemented a restructuring program (“Fiscal 2017 Restructuring Plan”) with the purpose of reducing costs and assisting in restoring SeaChange to profitability and positive cash flow. The total estimated restructuring costs associated with the Fiscal 2017 Restructuring Plan are anticipated to be approximately $3 million and will be recorded in severance and other restructuring costs in our consolidated statements of operations and comprehensive loss as they are incurred. We recorded $2.1 million of restructuring expense in connection with this plan during the three and nine months ended October 31, 2016, which was primarily made up of employee related costs, and we expect to incur a majority of the estimated remaining amount through the first quarter of fiscal 2018. Any changes to the estimate of executing the Fiscal 2017 Restructuring Plan will be reflected in our future results of operations. During the second quarter of fiscal 2017, we restructured our operations in connection with the acquisition of DCC Labs. This restructuring resulted in a workforce reduction within our In Home engineering and services organization and in the closing of our facility in Portland, Oregon. We incurred charges totaling $1.9 million in severance and other restructuring costs during fiscal 2017 related to the acquisition of DCC Labs. Once we complete our integration plan, any further reduction in workforce may result in additional restructuring charges. As a result of restructuring activities relating to our Timeline Labs operations in fiscal 2017, we incurred $0.6 million of charges, which include $0.5 million in severance to former Timeline Labs employees and $0.1 million in other restructuring charges relating to our remaining lease obligation of our Timeline Labs facilities in San Francisco and Santa Monica, California. Severance Costs During the nine months ended October 31, 2016, we incurred severance charges of $1.4 million primarily from the departure of our former Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) during the first half of fiscal 2017 as well as the termination of 12 other former employees. Effective April 6, 2016, we terminated the employment of Jay Samit, our former CEO. In connection with his termination, Mr. Samit and SeaChange entered into a Separation Agreement and Release of Claims (the “CEO Separation Agreement”). Under the terms of the CEO Separation Agreement and consistent with our pre-existing obligations to Mr. Samit in connection with a termination without cause, we incurred a charge of $1.0 million in the first quarter of fiscal 2017, which included $0.2 million for satisfaction of his remaining fiscal 2016 and 2017 annual bonuses and $0.8 million in severance payable in twelve equal monthly installments which will be completed in the first quarter of fiscal 2018. In addition, on July 6, 2016, Anthony Dias resigned as CFO of SeaChange, though he continued as an employee until July 31, 2016. In connection with his resignation, Mr. Dias and SeaChange entered into an Employment Separation Agreement and Voluntary Release, dated July 6, 2016 (the “CFO Separation Agreement”). Under the terms of the CFO Separation Agreement, we incurred a charge of $0.2 million, which included his fiscal 2017 pro-rated bonus (paid in fiscal 2018) and six months’ base salary as severance payable in twelve equal semi-monthly installments, which will be completed by the end of fiscal 2017. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Oct. 31, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | 9. Stockholders’ Equity 2011 Compensation and Incentive Plan In July 2011, our stockholders approved the adoption of our 2011 Compensation and Incentive Plan (the “2011 Plan”). Under the 2011 Plan, as amended in July 2013, the number of shares of common stock authorized for grant is equal to 5,300,000 shares plus the number of shares that expired, terminated, surrendered or forfeited awards subsequent to July 20, 2011 under the Amended and Restated 2005 Equity Compensation and Incentive Plan (the “2005 Plan”). Following approval of the 2011 Plan, we terminated the 2005 Plan. The 2011 Plan provides for the grant of incentive stock options, nonqualified stock options, restricted stock, restricted stock units (“RSUs”), deferred stock units (“DSUs”) and other equity based non-stock option awards as determined by the plan administrator to officers, employees, consultants, and directors of the Company. On July 13, 2016, our stockholders approved an amendment to the 2011 Plan which: • Approved the removal of minimum vesting periods for stock option, RSU and other stock-based awards, but excluding restricted stock, under the 2011 Plan; and • Approved the material terms of the performance goals of the 2011 Plan under which tax-deductible Effective February 1, 2014, SeaChange gave its non-employee non-employee non-employee We may satisfy awards upon the exercise of stock options or the vesting of stock units with newly issued shares or treasury shares. The Board of Directors is responsible for the administration of the 2011 Plan and determining the terms of each award, award exercise price, the number of shares for which each award is granted and the rate at which each award vests. In certain instances, the Board of Directors may elect to modify the terms of an award. As of October 31, 2016, there were 1,080,312 shares available for future grant under the 2011 Plan. Option awards may be granted to employees at an exercise price per share of not less than 100% of the fair market value per common share on the date of the grant. Stock units may be granted to any officer, employee, director, or consultant at a purchase price per share as determined by the Board of Directors. Option awards granted under the 2011 Plan generally vest over a period of one to four years and expire ten years from the date of the grant. In fiscal 2016, the Board of Directors developed a new Long-Term Incentive (“LTI”) Program under which the named executive officers and other key employees of the Company will receive long-term equity-based incentive awards, which are intended to align the interests of our named executive officers and other key employees with the long-term interests of our stockholders and to emphasize and reinforce our focus on team success. Long-term equity-based incentive compensation awards are made in the form of stock options, RSUs and performance stock units (“PSUs”) subject to vesting based in part on the extent to which employment continues for three years. We have granted market-based options to certain newly appointed officers. These stock options have an exercise price equal to our closing stock price on the date of grant and will vest in approximately equal increments based upon the closing price of SeaChange’s common stock. We record the fair value of these stock options using the Monte Carlo simulation model, since the stock option vesting is variable depending on the closing price of our traded common stock. The model simulated the daily trading price of the market-based stock options’ expected terms to determine if the vesting conditions would be triggered during the term. Effective April 6, 2016, Ed Terino, who previously served as our Chief Operating Officer (“COO”), was appointed Chief Executive Officer (“CEO”) of SeaChange and was granted 600,000 market-based options, bringing the total of his market-based options, when added to the 200,000 market-based options he received upon hire as COO in June 2015, to 800,000 market-based options. The fair value of these stock options was estimated to be $2.1 million. As of October 31, 2016, $1.1 million remained unamortized on these market-based stock options, which will be expensed over the next 2.5 years, the remaining weighted average amortization period. 2015 Employee Stock Purchase Plan In July 2015 we adopted the 2015 Employee Stock Purchase Plan (the “ESPP”). The purpose of the ESPP is to provide eligible employees, including executive officers of SeaChange, with the opportunity to purchase shares of our common stock at a discount through accumulated payroll deductions of up to 15%, but not less than one percent of their eligible compensation, subject to any plan limitations. Offering periods typically commence on October 1 st st st th |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Oct. 31, 2016 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 10. Accumulated Other Comprehensive Loss The following shows the changes in the components of accumulated other comprehensive loss for the nine months ended October 31, 2016: Foreign Changes in for-Sale Total (Amounts in thousands) Balance at January 31, 2016 $ (6,644 ) $ 31 $ (6,613 ) Other comprehensive loss (316 ) (2 ) (318 ) Balance at October 31, 2016 $ (6,960 ) $ 29 $ (6,931 ) Unrealized holding gains (losses) on securities available-for-sale Comprehensive loss consists of our net loss and other comprehensive loss, which includes foreign currency translation adjustments and changes in unrealized gains and losses on marketable securities available-for-sale. |
Segment Information, Significan
Segment Information, Significant Customers and Geographic Information | 9 Months Ended |
Oct. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Information, Significant Customers and Geographic Information | 11. Segment Information, Significant Customers and Geographic Information Segment Information Our operations are organized into one reportable segment. Operating segments are defined as components of an enterprise evaluated regularly by the Company’s chief operating decision maker in deciding how to allocate resources and assess performance. Our reportable segment was determined based upon the nature of the products offered to customers, the market characteristics of each operating segment and the Company’s management structure. Significant Customers The following summarizes revenues by significant customer where such revenue exceeded 10% of total revenues for the indicated period: Three Months Ended Nine Months Ended 2016 2015 2016 2015 Customer A 33 % 30 % 31 % 25 % Customer B N/A N/A N/A 12 % Geographic Information The following table summarizes revenues by customers’ geographic locations for the periods presented: Three Months Ended October 31, Nine Months Ended October 31, 2016 2015 2016 2015 Amount % Amount % Amount % Amount % (Amounts in thousands, except percentages) Revenues by customers’ geographic locations: North America(1) $ 9,116 45 % $ 14,659 51 % $ 28,306 47 % $ 44,447 56 % Europe and Middle East 8,518 43 % 12,322 43 % 26,098 44 % 29,979 37 % Latin America 1,334 7 % 1,433 5 % 3,785 6 % 3,884 5 % Asia Pacific 993 5 % 333 1 % 1,794 3 % 1,485 2 % Total $ 19,961 $ 28,747 $ 59,983 $ 79,795 (1) Includes total revenues for the United States for the periods shown as follows (amounts in thousands, except percentage data): Three Months Ended Nine Months Ended 2016 2015 2016 2015 U.S. Revenue $ 6,905 $ 11,880 $ 22,040 $ 35,609 % of total revenues 34.6 % 41.3 % 36.7 % 44.6 % |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes We recorded an income tax benefit of $0.4 million for the three months ended October 31, 2016 and a tax provision of $14.4 million for the nine months ended October 31, 2016. The tax benefit for the three-month period includes the reversal of tax reserves for uncertain tax positions due to the expiration of the Irish statute of limitations of $0.4 million. The tax provision for the nine-month period is primarily due to deferred income tax expense of $14.7 million related to the change in assertion regarding the undistributed foreign earnings of certain of our foreign subsidiaries. Our effective tax rate in fiscal 2017 and in future periods may fluctuate on a quarterly basis as a result of changes in our jurisdictional forecasts where losses cannot be benefitted due to the existence of valuation allowances on our deferred tax assets, changes in actual results versus our estimates, or changes in tax laws, regulations, accounting principles, or interpretations thereof. Our foreign subsidiaries generate earnings that are not subject to U.S. income taxes so long as they are permanently reinvested in our operations outside of the U.S. Pursuant to Accounting Standard Codification Topic No. 740-30, “Income Taxes – Other Considerations or Special Areas,” In the second quarter of fiscal 2017, following a review of our operations, liquidity and funding, and investment in our product roadmap, we determined that the ability to access certain amounts of foreign earnings would provide greater flexibility to meet the Company’s working capital needs. Accordingly, in the second quarter of fiscal 2017, we withdrew the permanent reinvestment assertion on $58.6 million of earnings generated by our Irish operations through July 2016. We recorded a deferred tax liability of $14.7 million related to the foreign income taxes on $58.6 million of undistributed earnings. There is no certainty as to the timing of when such foreign earnings will be distributed to the United States in whole or in part. Further, when the foreign earnings are distributed to the United States, we anticipate that a substantial portion of the resulting U.S. income taxes would be reduced by existing tax attributes. We have not provided for U.S. federal or foreign income taxes on $4.8 million of our non-U.S. In making this decision, we considered cash needs for: investing in our existing businesses, potential acquisitions and capital transactions. The Company reviews all available evidence to evaluate the recovery of deferred tax assets, including the recent history of losses in all tax jurisdictions, as well as its ability to generate income in future periods. As of October 31, 2016, due to the uncertainty related to the ultimate use of certain deferred income tax assets, the Company has recorded a valuation allowance on certain of its deferred assets. We file income tax returns in the U.S. federal jurisdiction, various state jurisdictions, and various foreign jurisdictions. We have closed out an audit with the Internal Revenue Service (“IRS”) through fiscal 2013, however, the taxing authorities will still have the ability to review the propriety of certain tax attributes created in closed years if such tax attributes are utilized in an open tax year, such as our federal research and development credit carryovers. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Oct. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 13. Net Loss Per Share Net loss per share is presented in accordance with authoritative guidance which requires the presentation of “basic” and “diluted” earnings per share. Basic earnings (loss) per share is computed by dividing earnings (loss) available to common shareholders by the weighted-average shares of common stock outstanding during the period. For the purposes of calculating diluted earnings per share, the denominator includes both the weighted average number of shares of common stock outstanding during the period and the weighted average number of shares of potential dilutive shares of common stock, such as stock awards, calculated using the treasury stock method. Basic and diluted net loss per share was the same for all the periods presented as the impact of potential dilutive shares outstanding was anti-dilutive. The following table sets forth our computation of basic and diluted net loss per common share (amounts in thousands, except per share amounts): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Net loss $ (8,082 ) $ (10,565 ) $ (43,873 ) $ (25,417 ) Weighted average shares used in computing net loss per share - basic and diluted 35,186 33,636 34,889 33,440 Net loss per share: Basic $ (0.23 ) $ (0.31 ) $ (1.26 ) $ (0.76 ) Diluted $ (0.23 ) $ (0.31 ) $ (1.26 ) $ (0.76 ) The number of common shares used in the computation of diluted net loss per share for the three and nine months ended October 31, 2016 and 2015 does not include the effect of the following potentially outstanding common shares because the effect would have been anti-dilutive (amounts in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Stock options 1,756 1,791 1,443 1,503 Restricted stock units 845 169 787 176 Deferred stock units 28 30 55 20 Total 2,629 1,990 2,285 1,699 |
Recent Accounting Standard Upda
Recent Accounting Standard Updates | 9 Months Ended |
Oct. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Standard Updates | 14. Recent Accounting Standard Updates We consider the applicability and impact of all ASUs. Updates not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position or results of operations. Recently Issued Accounting Standard Updates – Not Yet Adopted Revenue from Contracts with Customers (Topic 606) In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” In March 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net).” 2016-08 2016-08 2014-09. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing.” 2016-10 2016-10 2014-09. In May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 600): Narrow-Scope Improvements and Practical Expedients.” 2014-09, 2016-12 2014-09. Leases In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” 2016-02 right-of-use 2016-02 Stock Compensation In March 2016, the FASB issued ASU 2016-09, “Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” 2016-09 2016-09 Cash Flow Statement In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” 2016-15 2016-15 In November, 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash.” 2016-18 2016-18 The Company believes that no other new accounting guidance that was issued during fiscal 2016 will be relevant to the readers of its financial statements. |
Nature of Business and Basis 20
Nature of Business and Basis of Presentation (Policies) | 9 Months Ended |
Oct. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements include the accounts of SeaChange International, Inc. and its subsidiaries (“SeaChange” or the “Company”) and are prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial reports as well as rules and regulations of the Securities and Exchange Commission (“SEC”). All intercompany transactions and balances have been eliminated. Certain information and footnote disclosures normally included in financial statements prepared under U.S. GAAP have been condensed or omitted pursuant to such regulations. However, we believe that the disclosures are adequate to make the information presented not misleading. In the opinion of management, the accompanying financial statements include all adjustments, consisting of only normal recurring items, necessary to present a fair presentation of the consolidated financial statements for the periods shown. These consolidated financial statements should be read in conjunction with our most recently audited financial statements and related footnotes included in our Annual Report on Form 10-K 10-K”) 10-Q 10-Q”) The preparation of these financial statements in conformity with U.S. GAAP, requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities. Interim results are not necessarily indicative of the operating results for the full fiscal year or any future periods and actual results may differ from our estimates. During the three and nine months ended October 31, 2016, there have been no material changes to our significant accounting policies that were described in our fiscal 2016 Form 10-K, |
Revenue Recognition | Revenue Recognition Our transactions frequently involve the sales of hardware, software, systems and services in multiple-element arrangements. Revenues from sales of hardware, software and systems that do not require significant modification or customization of the underlying software are recognized when: • persuasive evidence of an arrangement exists; • delivery has occurred, and title and risk of loss have passed to the customer; • fees are fixed or determinable; and • collection of the related receivable is considered probable. Customers are billed for installation, training, project management and at least one year of product maintenance and technical support at the time of the product sale. Revenue from these activities is deferred at the time of the product sale and recognized ratably over the period these services are performed. Revenue from ongoing product maintenance and technical support agreements is recognized ratably over the period of the related agreements. Revenue from software development contracts that include significant modification or customization, including software product enhancements, is recognized based on the percentage of completion contract accounting method using labor efforts expended in relation to estimates of total labor efforts to complete the contract. The percentage of completion method requires that adjustments or re-evaluations project-to-date out-of-pocket Contract accounting requires judgment relative to assessing risks, estimating revenues and costs and making assumptions including, in the case of our professional services contracts, the total amount of labor required to complete a project and the complexity of the development and other technical work to be completed. Due to the size and nature of many of our contracts, the estimation of total revenues and cost at completion is complicated and subject to many variables. Assumptions have to be made regarding the length of time to complete the contract because costs also include estimated third-party vendor and contract labor costs. Penalties related to performance on contracts are considered in estimating sales and profit, and are recorded when there is sufficient information for us to assess anticipated performance. Third-party vendors’ assertions are also assessed and considered in estimating costs and margin. Revenue from the sale of software-only products remains within the scope of the software revenue recognition rules. Maintenance and support, training, consulting, and installation services no longer fall within the scope of the software revenue recognition rules, except when they are sold with and relate to a software-only product. Revenue recognition for products that no longer fall under the scope of the software revenue recognition rules is similar to that for other tangible products and Accounting Standard Update No. (“ASU”) 2009-13, “Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements,” 2009-13 Under the software revenue recognition rules, the fee is allocated to the various elements based on vendor-specific objective evidence (“VSOE”) of fair value. Under this method, the total arrangement value is allocated first to undelivered elements based on their fair values, with the remainder being allocated to the delivered elements. Where fair value of undelivered service elements has not been established, the total arrangement value is recognized over the period during which the services are performed. The amounts allocated to undelivered elements, which may include project management, training, installation, maintenance and technical support and certain hardware and software components, are based upon the price charged when these elements are sold separately and unaccompanied by the other elements. The amount allocated to installation, training and project management revenue is based upon standard hourly billing rates and the estimated time necessary to complete the service. These services are not essential to the functionality of systems as these services do not alter the equipment’s capabilities, are available from other vendors and the systems are standard products. For multiple-element arrangements that include software development with significant modification or customization and systems sales where VSOE of the fair value does not exist for the undelivered elements of the arrangement (other than maintenance and technical support), percentage of completion accounting is applied for revenue recognition purposes to the entire arrangement with the exception of maintenance and technical support. Under the revenue recognition rules for tangible products as amended by ASU 2009-13, The selling prices used in the relative selling price allocation method for certain of our services are based upon VSOE. The selling prices used in the relative selling price allocation method for third-party products from other vendors are based upon TPE. The selling prices used in the relative selling price allocation method for our hardware products, software, subscriptions, and customized services for which VSOE does not exist are based upon BESP. We do not believe TPE exists for these products and services because they are differentiated from competing products and services in terms of functionality and performance and there are no competing products or services that are largely interchangeable. Management establishes BESP with consideration for market conditions, such as the impact of competition and geographic considerations, and entity-specific factors, such as the cost of the product, discounts provided and profit objectives. Management believes that BESP is reflective of reasonable pricing of that deliverable as if priced on a stand-alone basis. For our cloud and managed service revenues, we generate revenue from two sources: (1) subscription and support services; and (2) professional services and other. Subscription and support revenue includes subscription fees from customers accessing our cloud-based software platform and support fees. Our arrangements with customers do not provide the customer with the right to take possession of the software supporting the cloud-based software platform at any time. Professional services and other revenue include fees from implementation and customization to support customer requirements. Amounts that have been invoiced are recorded in accounts receivable and in deferred revenue or revenue, depending on whether the revenue recognition criteria have been met. For the most part, subscription and support agreements are entered into for 12 to 36 months. Generally, a majority of the professional services component of the arrangements with customers is performed within a year of entering into a contract with the customer. In most instances, revenue from a new customer acquisition is generated under sales agreements with multiple elements, comprised of subscription and support and other professional services. We evaluate each element in a multiple-element arrangement to determine whether it represents a separate unit of accounting. An element constitutes a separate unit of accounting when the delivered item has standalone value and delivery of the undelivered element is probable and within our control. In determining when to recognize revenue from a customer arrangement, we are often required to exercise judgment regarding the application of our accounting policies to a particular arrangement. The primary judgments used in evaluating revenue recognized in each period involve: determining whether collection is probable, assessing whether the fee is fixed or determinable, and determining the fair value of the maintenance and service elements included in multiple-element software arrangements. Such judgments can materially impact the amount of revenue that we record in a given period. While we follow specific and detailed rules and guidelines related to revenue recognition, we make and use significant management judgments and estimates in connection with the revenue recognized in any reporting period, particularly in the areas described above. If management made different estimates or judgments, material differences in the timing of the recognition of revenue could occur. |
Impairment of Assets | Impairment of Assets Indefinite-lived intangible assets, such as goodwill, are not amortized but are evaluated for impairment at the reporting unit level annually, in our third quarter beginning August 1 st “Goodwill and Intangible Assets,” We also evaluate other long-lived assets such as property and equipment and intangible assets with finite useful lives, on a regular basis for the existence of facts or circumstances, both internal and external that may suggest an asset is not recoverable. If such circumstances exist, we evaluate the carrying value of long-lived assets to determine if impairment exists based upon estimated undiscounted future cash flows over the remaining useful life of the assets and compare that value to the carrying value of the assets. Our cash flow estimates contain management’s best estimates, using appropriate and customary assumptions and projections at the time. In the second quarter of fiscal 2017, we determined there to be triggering events that might possibly indicate that the carrying amount of our long-lived assets may not be recoverable. These triggering events included a sustained decrease in share price during the period and our current-period operating loss combined with a history of operating losses. As a result, we were required to test for the recoverability of our long-lived assets to determine whether an impairment loss should have been recognized as mentioned above. We determined that the estimated undiscounted future cash flows over the remaining useful life of the long-lived assets exceeded the carrying value. Therefore, the assets were deemed recoverable and no impairment loss was recognized on long-lived assets as of July 31, 2016. In the third quarter of fiscal 2017, in conjunction with the annual impairment analysis of goodwill, we determined that there were indications that the carrying amount of our long-lived assets may not be recoverable. As a result, we were required to test for the recoverability of our long-lived assets to determine whether an impairment loss should be recognized. The Company compared its forecasted undiscounted cash flows over the remaining useful life of the principal long-lived asset to the carrying value. We determined that the fair value of our long-lived asset group exceeds its carrying value at October 31, 2016 and, accordingly, did not recognize an impairment loss on the long-lived assets. |
Liquidity | Liquidity We continue to realize the savings related to the wind down of the TimeLine Labs operation and the restructuring of our In-Home business from Milpitas to Poland. Additionally, during the third quarter of fiscal 2017, we made substantial progress on a cost reduction program, which we expect to generate annualized savings of approximately $15 million. We have executed annualized cost savings of approximately $7.5 million to date. These measures are important steps in restoring SeaChange to profitability and positive cash flow. The Company believes that existing funds and cash provided by future operating activities, augmented by the plans highlighted above are adequate to satisfy our working capital, potential acquisitions and capital expenditure requirements and other contractual obligations for the foreseeable future, including at least the next 12 months. |
Fair Value Measurements | Fair Value Measurements Definition and Hierarchy The applicable accounting guidance defines fair value as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The guidance establishes a framework for measuring fair value and expands required disclosure about the fair value measurements of assets and liabilities. This guidance requires us to classify and disclose assets and liabilities measured at fair value on a recurring basis, as well as fair value measurements of assets and liabilities measured on a non-recurring The fair value hierarchy is broken down into three levels based on the reliability of inputs and requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels of inputs required, as well as the assets and liabilities that we value using those levels of inputs: • Level 1 – Observable inputs that reflect quoted prices for identical assets or liabilities in active markets. • Level 2 – Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not very active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The fair value of the contingent consideration obligations related to our business acquisitions are valued using Level 3 inputs. Valuation Techniques Inputs to valuation techniques are observable and unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. When developing fair value estimates for certain financial assets and liabilities, we maximize the use of observable inputs and minimize the use of unobservable inputs. When available, we use quoted market prices, market comparables and discounted cash flow projections. Financial assets include money market funds, U.S. treasury notes or bonds and U.S. government agency bonds. In general, and where applicable, we use quoted prices in active markets for identical assets or liabilities to determine fair value. If quoted prices in active markets for identical assets or liabilities are not available to determine fair value, then we use quoted prices for similar assets and liabilities or inputs that are observable either directly or indirectly. In periods of market inactivity, the observability of prices and inputs may be reduced for certain instruments. This condition could cause an instrument to be reclassified from Level 1 to Level 2 or from Level 2 to Level 3. |
Recent Accounting Standard Updates | Recent Accounting Standard Updates We consider the applicability and impact of all ASUs. Updates not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position or results of operations. Recently Issued Accounting Standard Updates – Not Yet Adopted Revenue from Contracts with Customers (Topic 606) In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” In March 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net).” 2016-08 2016-08 2014-09. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing.” 2016-10 2016-10 2014-09. In May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 600): Narrow-Scope Improvements and Practical Expedients.” 2014-09, 2016-12 2014-09. Leases In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” 2016-02 right-of-use 2016-02 Stock Compensation In March 2016, the FASB issued ASU 2016-09, “Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” 2016-09 2016-09 Cash Flow Statement In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” 2016-15 2016-15 In November, 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash.” 2016-18 2016-18 The Company believes that no other new accounting guidance that was issued during fiscal 2016 will be relevant to the readers of its financial statements. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Oct. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities Measured on Recurring Basis | The following tables set forth our financial assets and liabilities that were accounted for at fair value on a recurring basis as of October 31, 2016 and January 31, 2016. There were no fair value measurements of our financial assets and liabilities using significant Level 3 inputs for the periods presented: Fair Value at October 31, 2016 Using Quoted Prices in Significant Active Other Markets for Observable October 31, Identical Assets Inputs 2016 (Level 1) (Level 2) (Amounts in thousands) Financial assets: Money market accounts (a) $ 2,721 $ 2,721 $ — Available-for-sale Current marketable securities: U.S. treasury notes and bonds - conventional 4,256 4,256 — Non-current U.S. treasury notes and bonds - conventional 2,004 2,004 — U.S. government agency issues 4,010 — 4,010 Total $ 12,991 $ 8,981 $ 4,010 Fair Value at January 31, 2016 Using Quoted Prices in Significant Active Other Markets for Observable January 31, Identical Assets Inputs 2016 (Level 1) (Level 2) (Amounts in thousands) Financial assets: Money market accounts (a) $ 3,654 $ 3,654 $ — Available-for-sale Current marketable securities: U.S. treasury notes and bonds - conventional 502 502 — U.S. government agency issues 1,002 — 1,002 Non-current U.S. treasury notes and bonds - conventional 7,762 7,762 U.S. government agency issues 3,002 — 3,002 Total $ 15,922 $ 11,918 $ 4,004 (a) Money market funds and U.S. treasury bills are included in cash and cash equivalents on the accompanying consolidated balance sheets and are valued at quoted market prices for identical instruments in active markets. |
Summary of Available-for-Sale Securities | The following is a summary of cash, cash equivalents and available-for-sale Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (Amounts in thousands) October 31, 2016: Cash $ 24,763 $ — $ — $ 24,763 Cash equivalents 2,721 — — 2,721 Cash and cash equivalents 27,484 — — 27,484 U.S. treasury notes and bonds - short-term 4,250 6 — 4,256 U.S. treasury notes and bonds - long-term 2,004 1 (1 ) 2,004 U.S, government agency issues - long-term 3,987 23 — 4,010 Total cash, cash equivalents and marketable securities $ 37,725 $ 30 $ (1 ) $ 37,754 January 31, 2016: Cash $ 55,079 $ — $ — $ 55,079 Cash equivalents 3,654 — — 3,654 Cash and cash equivalents 58,733 — — 58,733 U.S. treasury notes and bonds - short-term 503 — (1 ) 502 U.S. treasury notes and bonds - long-term 7,756 6 — 7,762 U.S, government agency issues - short-term 1,001 1 — 1,002 U.S, government agency issues - long-term 2,977 25 3,002 Total cash, cash equivalents and marketable securities $ 70,970 $ 32 $ (1 ) $ 71,001 |
Schedule of Contractual Maturities Available-for-Sale Investments | Contractual maturities of available-for-sale Estimated Maturity of one year or less $ 4,256 Maturity between one and five years 6,014 Total $ 10,270 |
Acquisitions and Loss on Impa22
Acquisitions and Loss on Impairment (Tables) | 9 Months Ended |
Oct. 31, 2016 | |
DCC Labs [Member] | |
Summary of Allocation of Purchase Price | The allocation of purchase price was as follows (amounts in thousands): Estimated Fair value of consideration: Cash, net of cash acquired $ 5,243 Stock consideration 2,640 Total purchase price $ 7,883 Estimated Fair value of assets acquired and liabilities assumed: Current assets 826 Other long-term assets 116 Finite-life intangible assets 3,100 Goodwill 5,401 Current liabilities (618 ) Other long-term liabilities (942 ) Allocated purchase price $ 7,883 |
Components of Identified Intangible Assets Associated with Acquisition and their Estimated Useful Lives | The following table sets forth the components of the identified intangible assets associated with the DCC Labs acquisition and their estimated useful lives: Useful life Fair Value (Amounts in thousands) Tradename 5 years $ 200 Customer contracts 9 years 1,400 Non-compete 2 years 100 Existing technology 7 years 1,400 $ 3,100 |
Timeline Labs [Member] | |
Summary of Allocation of Purchase Price | The allocation of the purchase price was as follows (amounts in thousands): Fair value of consideration: Cash, net of cash acquired $ 14,186 Closing stock consideration 3,019 Deferred stock consideration 4,959 Contingent consideration 475 Total purchase price $ 22,639 Fair value of assets acquired and liabilities assumed: Current assets 95 Other long-term assets 108 Finite-life intangible assets 6,720 Goodwill 15,787 Current liabilities (71 ) Allocated purchase price $ 22,639 |
Components of Identified Intangible Assets Associated with Acquisition and their Estimated Useful Lives | The following table sets forth the components of the identified intangible assets associated with the Timeline Labs acquisition and their estimated useful lives: Useful life Fair Value (Amounts in thousands) Tradename 7 years $ 620 Customer contracts 7 years 4,760 Non-compete 2 years 170 Existing technology 5 years 1,170 $ 6,720 |
Consolidated Balance Sheet De23
Consolidated Balance Sheet Detail (Tables) | 9 Months Ended |
Oct. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Inventories | Inventories consist primarily of hardware and related component parts and are stated at the lower of cost (on a first-in, first-out As of October 31, January 31, (Amounts in thousands) Components and assemblies $ 473 $ 1,223 Finished products 525 459 Total inventories, net $ 998 $ 1,682 |
Property and Equipment, Net | Property and equipment, net consists of the following: Estimated Useful Life (Years) As of October 31, 2016 January 31, 2016 (Amounts in thousands) Land $ 2,780 $ 2,880 Buildings 20 11,654 11,908 Office furniture and equipment 5 1,111 1,099 Computer equipment, software and demonstration equipment 3 18,472 18,639 Service and spare components 5 1,158 1,158 Leasehold improvements 1-7 1,091 1,087 36,266 36,771 Less - Accumulated depreciation and amortization (24,177 ) (22,642 ) Total property and equipment, net $ 12,089 $ 14,129 |
Other Accrued Expenses | Other accrued expenses consist of the following: As of October 31, January 31, (Amounts in thousands) Accrued compensation and commissions $ 1,473 $ 1,676 Accrued bonuses 2,062 2,902 Accrued severance 420 47 Accrued restructuring 1,186 — Employee benefits 759 1,484 Accrued provision for contract loss 3,358 6,497 Accrued other 3,665 4,808 Total other accrued expenses $ 12,923 $ 17,414 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Oct. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Change in Carrying Amount of Goodwill | Changes in the carrying amount of goodwill for the nine months ended October 31, 2016 were as follows (amounts in thousands): Balance as of February 1, 2016 Goodwill $ 55,962 Accumulated impairment losses (15,787 ) 40,175 Acquisition of DCC Labs 5,401 Cumulative translation adjustment 113 Balance as of October 31, 2016 Goodwill 61,476 Accumulated impairment losses (15,787 ) $ 45,689 |
Schedule of Intangible Assets | Intangible assets, net, consisted of the following at October 31, 2016 and January 31, 2016: As of October 31, 2016 As of January 31, 2016 Weighted average Gross Accumulated Net Gross Accumulated Net (Amounts in thousands) Finite-life intangible assets: Customer contracts 4.3 $ 31,454 $ (27,797 ) $ 3,657 $ 29,956 $ (26,284 ) $ 3,672 Non-compete 1.8 2,483 (2,410 ) 73 2,365 (2,365 ) — Completed technology 6.0 11,509 (10,029 ) 1,480 10,075 (9,621 ) 454 Trademarks, patents and other 4.8 7,267 (7,092 ) 175 7,068 (7,068 ) — Total finite-life intangible assets 4.7 $ 52,713 $ (47,328 ) $ 5,385 $ 49,464 $ (45,338 ) $ 4,126 |
Schedule of Finite-Life Intangible Assets, Future Amortization Expense | As of October 31, 2016, the estimated future amortization expense for our finite-life intangible assets is as follows (amounts in thousands): Fiscal Year Ended January 31, Estimated 2017 (for the remaining three months) $ 635 2018 1,721 2019 1,038 2020 524 2021 389 2022 and thereafter 1,078 Total $ 5,385 |
Severance and Other Restructu25
Severance and Other Restructuring Costs (Tables) | 9 Months Ended |
Oct. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Activity in Accrued Restructuring Liability | The following table shows the activity in accrued restructuring reported as a component of other accrued expenses on the consolidated balance sheet as of October 31, 2016 (amounts in thousands): Employee- Closure of Other Total Accrual balance as of January 31, 2016 $ — $ — $ — $ — Restructuring charges incurred 3,868 470 250 4,588 Cash payments (2,946 ) (274 ) (182 ) (3,402 ) Other charges — — — — Accrual balance as of October 31, 2016 $ 922 $ 196 $ 68 $ 1,186 |
Accumulated Other Comprehensi26
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Oct. 31, 2016 | |
Equity [Abstract] | |
Schedule of Changes in Components of Accumulated Other Comprehensive Loss | The following shows the changes in the components of accumulated other comprehensive loss for the nine months ended October 31, 2016: Foreign Changes in for-Sale Total (Amounts in thousands) Balance at January 31, 2016 $ (6,644 ) $ 31 $ (6,613 ) Other comprehensive loss (316 ) (2 ) (318 ) Balance at October 31, 2016 $ (6,960 ) $ 29 $ (6,931 ) |
Segment Information, Signific27
Segment Information, Significant Customers and Geographic Information (Tables) | 9 Months Ended |
Oct. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Revenue by Major Customers by Reporting Segments | The following summarizes revenues by significant customer where such revenue exceeded 10% of total revenues for the indicated period: Three Months Ended Nine Months Ended 2016 2015 2016 2015 Customer A 33 % 30 % 31 % 25 % Customer B N/A N/A N/A 12 % |
Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area | The following table summarizes revenues by customers’ geographic locations for the periods presented: Three Months Ended October 31, Nine Months Ended October 31, 2016 2015 2016 2015 Amount % Amount % Amount % Amount % (Amounts in thousands, except percentages) Revenues by customers’ geographic locations: North America(1) $ 9,116 45 % $ 14,659 51 % $ 28,306 47 % $ 44,447 56 % Europe and Middle East 8,518 43 % 12,322 43 % 26,098 44 % 29,979 37 % Latin America 1,334 7 % 1,433 5 % 3,785 6 % 3,884 5 % Asia Pacific 993 5 % 333 1 % 1,794 3 % 1,485 2 % Total $ 19,961 $ 28,747 $ 59,983 $ 79,795 (1) Includes total revenues for the United States for the periods shown as follows (amounts in thousands, except percentage data): Three Months Ended Nine Months Ended 2016 2015 2016 2015 U.S. Revenue $ 6,905 $ 11,880 $ 22,040 $ 35,609 % of total revenues 34.6 % 41.3 % 36.7 % 44.6 % |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Oct. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth our computation of basic and diluted net loss per common share (amounts in thousands, except per share amounts): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Net loss $ (8,082 ) $ (10,565 ) $ (43,873 ) $ (25,417 ) Weighted average shares used in computing net loss per share - basic and diluted 35,186 33,636 34,889 33,440 Net loss per share: Basic $ (0.23 ) $ (0.31 ) $ (1.26 ) $ (0.76 ) Diluted $ (0.23 ) $ (0.31 ) $ (1.26 ) $ (0.76 ) |
Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share | The number of common shares used in the computation of diluted net loss per share for the three and nine months ended October 31, 2016 and 2015 does not include the effect of the following potentially outstanding common shares because the effect would have been anti-dilutive (amounts in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Stock options 1,756 1,791 1,443 1,503 Restricted stock units 845 169 787 176 Deferred stock units 28 30 55 20 Total 2,629 1,990 2,285 1,699 |
Significant Accounting Polici29
Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended |
Oct. 31, 2016 | Jul. 31, 2016 | Oct. 31, 2016 | |
Significant Accounting Policies [Line Items] | |||
Minimum period warranty of product | 1 year | ||
Expected annualized cost saving | $ 15 | ||
Annualized cost saving to date | $ 7.5 | ||
Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Support agreements | 12 months | ||
Maximum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Support agreements | 36 months |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2016 | Oct. 31, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | |
Fair Value Measurements Disclosure [Line Items] | ||||
Fair value measurements of our financial assets and liabilities | $ 12,991,000 | $ 12,991,000 | $ 15,922,000 | |
Assets measured at fair value on nonrecurring basis | 0 | 0 | $ 0 | |
Loss on impairment of long-lived assets | 99,000 | 99,000 | ||
Other-than-temporary impairment | 0 | $ 0 | ||
Maximum maturity of marketable securities | Three months or less | |||
Cash equivalents and marketable securities | 37,900,000 | $ 37,900,000 | 71,100,000 | |
Restricted cash related to performance obligations | 108,000 | 108,000 | 82,000 | |
Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value Measurements Disclosure [Line Items] | ||||
Fair value measurements of our financial assets and liabilities | 0 | 0 | 0 | |
Cash Related to Performance Obligations [Member] | ||||
Fair Value Measurements Disclosure [Line Items] | ||||
Restricted cash related to performance obligations | $ 100,000 | $ 100,000 | $ 100,000 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Financial Assets and Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Oct. 31, 2016 | Jan. 31, 2016 |
Available-for-sale marketable securities: | ||
Marketable securities, short-term | $ 4,256 | $ 1,504 |
Non-current marketable securities: | ||
Marketable securities, long-term | 6,014 | 10,764 |
Total | 12,991 | 15,922 |
U.S. Treasury Notes and Bonds Conventional [Member] | ||
Available-for-sale marketable securities: | ||
Marketable securities, short-term | 4,256 | 502 |
Non-current marketable securities: | ||
Marketable securities, long-term | 2,004 | 7,762 |
U.S. Government Agency Issues Short Term [Member] | ||
Available-for-sale marketable securities: | ||
Marketable securities, short-term | 1,002 | |
U.S. Government Agency Issues Long Term [Member] | ||
Non-current marketable securities: | ||
Marketable securities, long-term | 4,010 | 3,002 |
Money Market Accounts [Member] | ||
Financial assets: | ||
Cash and cash equivalents | 2,721 | 3,654 |
Fair Value, Inputs, Level 1 [Member] | ||
Non-current marketable securities: | ||
Total | 8,981 | 11,918 |
Fair Value, Inputs, Level 1 [Member] | U.S. Treasury Notes and Bonds Conventional [Member] | ||
Available-for-sale marketable securities: | ||
Marketable securities, short-term | 4,256 | 502 |
Non-current marketable securities: | ||
Marketable securities, long-term | 2,004 | 7,762 |
Fair Value, Inputs, Level 1 [Member] | Money Market Accounts [Member] | ||
Financial assets: | ||
Cash and cash equivalents | 2,721 | 3,654 |
Fair Value, Inputs, Level 2 [Member] | ||
Non-current marketable securities: | ||
Total | 4,010 | 4,004 |
Fair Value, Inputs, Level 2 [Member] | U.S. Government Agency Issues Short Term [Member] | ||
Available-for-sale marketable securities: | ||
Marketable securities, short-term | 1,002 | |
Fair Value, Inputs, Level 2 [Member] | U.S. Government Agency Issues Long Term [Member] | ||
Non-current marketable securities: | ||
Marketable securities, long-term | $ 4,010 | $ 3,002 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Available-for-Sale Securities (Detail) - USD ($) $ in Thousands | Oct. 31, 2016 | Jan. 31, 2016 |
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | $ 37,725 | $ 70,970 |
Gross Unrealized Gains | 30 | 32 |
Gross Unrealized Losses | (1) | (1) |
Estimated Fair Value | 37,754 | 71,001 |
Cash [Member] | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 24,763 | 55,079 |
Estimated Fair Value | 24,763 | 55,079 |
Cash Equivalents [Member] | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 2,721 | 3,654 |
Estimated Fair Value | 2,721 | 3,654 |
Cash and Cash Equivalents [Member] | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 27,484 | 58,733 |
Estimated Fair Value | 27,484 | 58,733 |
U.S. Treasury Notes and Bonds - Short Term [Member] | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 4,250 | 503 |
Gross Unrealized Gains | 6 | |
Gross Unrealized Losses | (1) | |
Estimated Fair Value | 4,256 | 502 |
U.S. Treasury Notes and Bonds - Long Term [Member] | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 2,004 | 7,756 |
Gross Unrealized Gains | 1 | 6 |
Gross Unrealized Losses | (1) | |
Estimated Fair Value | 2,004 | 7,762 |
U.S. Government Agency Issues Short Term [Member] | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 1,001 | |
Gross Unrealized Gains | 1 | |
Estimated Fair Value | 1,002 | |
U.S. Government Agency Issues Long Term [Member] | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 3,987 | 2,977 |
Gross Unrealized Gains | 23 | 25 |
Estimated Fair Value | $ 4,010 | $ 3,002 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Contractual Maturities Available-for-Sale Investments (Detail) $ in Thousands | Oct. 31, 2016USD ($) |
Fair Value Disclosures [Abstract] | |
Maturity of one year or less | $ 4,256 |
Maturity between one and five years | 6,014 |
Total | $ 10,270 |
Acquisitions and Loss on Impa34
Acquisitions and Loss on Impairment - Additional Information (Detail) - USD ($) | May 05, 2016 | Feb. 02, 2016 | Aug. 03, 2015 | Feb. 02, 2015 | May 31, 2016 | Oct. 31, 2016 | Jul. 31, 2016 | Oct. 31, 2015 | Oct. 31, 2016 | Jul. 31, 2016 | Oct. 31, 2016 | Oct. 31, 2015 | Jan. 31, 2016 | Feb. 28, 2015 |
Business Acquisition [Line Items] | ||||||||||||||
Payments to acquire business | $ 5,243,000 | $ 11,686,000 | ||||||||||||
Acquisition, goodwill identified | 5,401,000 | |||||||||||||
Decrease in receivables | (1,987,000) | (895,000) | ||||||||||||
Revenue | $ 19,961,000 | $ 28,747,000 | 59,983,000 | 79,795,000 | ||||||||||
Operating loss | (8,435,000) | (11,841,000) | (29,678,000) | (26,057,000) | ||||||||||
Contingent consideration liability, fair value | $ 0 | $ 3,200,000 | ||||||||||||
Severance and other restructuring charges | $ 2,373,000 | $ 197,000 | 5,991,000 | $ 1,026,000 | ||||||||||
Timeline Labs [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Percentage of equity interest acquired | 100.00% | |||||||||||||
Net purchase price of acquired business | $ 22,639,000 | |||||||||||||
Payments to acquire business | 14,186,000 | |||||||||||||
Acquisition, goodwill identified | 15,800,000 | |||||||||||||
Business acquisition related costs | 200,000 | |||||||||||||
Indemnification assets | $ 1,400,000 | |||||||||||||
Business acquisition, number of common stock issued | 542,274 | 260,537 | 344,055 | 70,473 | ||||||||||
Common stock deposited into escrow | 173,265 | |||||||||||||
Business acquisition, value of common stock issued | $ 3,200,000 | $ 1,800,000 | $ 4,959,000 | $ 200,000 | ||||||||||
Loss on impairment due to reversal of contingent consideration liability | 400,000 | |||||||||||||
Loss on impairment | $ 21,900,000 | |||||||||||||
Severance and other restructuring charges | $ 600,000 | 600,000 | ||||||||||||
DCC Labs [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Percentage of equity interest acquired | 100.00% | |||||||||||||
Payments to acquire business, paid in shares | $ 2,600,000 | |||||||||||||
Cash held in escrow | 500,000 | |||||||||||||
Net purchase price of acquired business | 7,883,000 | |||||||||||||
Payments to acquire business | 5,243,000 | |||||||||||||
Acquisition, goodwill identified | $ 5,400,000 | |||||||||||||
Business acquisition date | May 5, 2016 | May 5, 2016 | ||||||||||||
Decrease in receivables | $ 300,000 | |||||||||||||
Increase in goodwill | $ 300,000 | |||||||||||||
Revenue | $ 700,000 | |||||||||||||
Operating loss | $ 2,000,000 | |||||||||||||
Business acquisition related costs | $ 200,000 | |||||||||||||
Severance and other restructuring charges | $ 1,900,000 |
Acquisition and Loss on Impairm
Acquisition and Loss on Impairment - Summary of Allocation of Purchase Price (Detail) - USD ($) $ in Thousands | May 05, 2016 | Feb. 02, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | May 31, 2016 | Feb. 02, 2016 | Jan. 31, 2016 | Aug. 03, 2015 |
Estimated Fair value of consideration: | ||||||||
Cash, net of cash acquired | $ 5,243 | $ 11,686 | ||||||
Estimated Fair value of assets acquired and liabilities assumed: | ||||||||
Goodwill | $ 45,689 | $ 40,175 | ||||||
DCC Labs [Member] | ||||||||
Estimated Fair value of consideration: | ||||||||
Cash, net of cash acquired | $ 5,243 | |||||||
Closing stock consideration | 2,640 | |||||||
Total purchase price | 7,883 | |||||||
Estimated Fair value of assets acquired and liabilities assumed: | ||||||||
Current assets | 826 | |||||||
Other long-term assets | 116 | |||||||
Finite-life intangible assets | 3,100 | |||||||
Goodwill | 5,401 | |||||||
Current liabilities | (618) | |||||||
Other long-term liabilities | (942) | |||||||
Allocated purchase price | $ 7,883 | |||||||
Timeline Labs [Member] | ||||||||
Estimated Fair value of consideration: | ||||||||
Cash, net of cash acquired | $ 14,186 | |||||||
Closing stock consideration | 3,019 | |||||||
Deferred stock consideration | 4,959 | $ 200 | $ 3,200 | $ 1,800 | ||||
Contingent consideration | 475 | |||||||
Total purchase price | 22,639 | |||||||
Estimated Fair value of assets acquired and liabilities assumed: | ||||||||
Current assets | 95 | |||||||
Other long-term assets | 108 | |||||||
Finite-life intangible assets | 6,720 | |||||||
Goodwill | 15,787 | |||||||
Current liabilities | (71) | |||||||
Allocated purchase price | $ 22,639 |
Acquisitions and Loss on Impa36
Acquisitions and Loss on Impairment - Components of Identified Intangible Assets Associated with Acquisition and their Estimated Useful Lives (Detail) - USD ($) $ in Thousands | May 05, 2016 | Feb. 02, 2015 | Oct. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 4 years 8 months 12 days | ||
Customer Contracts [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 4 years 3 months 18 days | ||
Non-Compete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 1 year 9 months 18 days | ||
DCC Labs [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Fair Value | $ 3,100 | ||
DCC Labs [Member] | Tradename [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 5 years | ||
Identified intangible assets, Fair Value | $ 200 | ||
DCC Labs [Member] | Customer Contracts [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 9 years | ||
Identified intangible assets, Fair Value | $ 1,400 | ||
DCC Labs [Member] | Non-Compete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 2 years | ||
Identified intangible assets, Fair Value | $ 100 | ||
DCC Labs [Member] | Existing Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 7 years | ||
Identified intangible assets, Fair Value | $ 1,400 | ||
Timeline Labs [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Fair Value | $ 6,720 | ||
Timeline Labs [Member] | Tradename [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 7 years | ||
Identified intangible assets, Fair Value | $ 620 | ||
Timeline Labs [Member] | Customer Contracts [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 7 years | ||
Identified intangible assets, Fair Value | $ 4,760 | ||
Timeline Labs [Member] | Non-Compete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 2 years | ||
Identified intangible assets, Fair Value | $ 170 | ||
Timeline Labs [Member] | Existing Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Identified intangible assets, Useful life | 5 years | ||
Identified intangible assets, Fair Value | $ 1,170 |
Consolidated Balance Sheet De37
Consolidated Balance Sheet Detail - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Oct. 31, 2016 | Jan. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Components and assemblies | $ 473 | $ 1,223 |
Finished products | 525 | 459 |
Total inventories, net | $ 998 | $ 1,682 |
Consolidated Balance Sheet De38
Consolidated Balance Sheet Detail - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Oct. 31, 2016 | Oct. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | Sep. 30, 2016 | Aug. 31, 2016 | Oct. 31, 2014 | |
Balance Sheet Related Disclosures [Abstract] | |||||||
Assets held for sale | $ 235 | $ 235 | $ 200 | $ 300 | $ 500 | ||
Loss on impairment of long-lived assets | 99 | 99 | |||||
Depreciation and amortization expense | $ 700 | $ 900 | $ 2,289 | $ 2,554 |
Consolidated Balance Sheet De39
Consolidated Balance Sheet Detail - Property and Equipment, Net (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 31, 2016 | Jan. 31, 2016 | |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 36,266 | $ 36,771 |
Less - Accumulated depreciation and amortization | (24,177) | (22,642) |
Total property and equipment, net | 12,089 | 14,129 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 2,780 | 2,880 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (Years) | 20 | |
Property, Plant and Equipment, Gross | $ 11,654 | 11,908 |
Office Furniture and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (Years) | 5 | |
Property, Plant and Equipment, Gross | $ 1,111 | 1,099 |
Computer Equipment, Software and Demonstration Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (Years) | 3 | |
Property, Plant and Equipment, Gross | $ 18,472 | 18,639 |
Service and Spare Components [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (Years) | 5 | |
Property, Plant and Equipment, Gross | $ 1,158 | 1,158 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 1,091 | $ 1,087 |
Leasehold Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (Years) | 1 | |
Leasehold Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (Years) | 7 |
Consolidated Balance Sheet De40
Consolidated Balance Sheet Detail - Other Accrued Expenses (Detail) - USD ($) $ in Thousands | Oct. 31, 2016 | Jan. 31, 2016 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued compensation and commissions | $ 1,473 | $ 1,676 |
Accrued bonuses | 2,062 | 2,902 |
Accrued severance | 420 | 47 |
Accrued restructuring | 1,186 | |
Employee benefits | 759 | 1,484 |
Accrued provision for contract loss | 3,358 | 6,497 |
Accrued other | 3,665 | 4,808 |
Total other accrued expenses | $ 12,923 | $ 17,414 |
Goodwill and Intangible Asset41
Goodwill and Intangible Assets - Schedule of Change in Carrying Amount of Goodwill (Detail) $ in Thousands | 9 Months Ended |
Oct. 31, 2016USD ($) | |
Goodwill [Roll Forward] | |
Goodwill gross, Beginning balance | $ 55,962 |
Accumulated impairment losses | (15,787) |
Goodwill, Beginning balance | 40,175 |
Acquisition of DCC Labs | 5,401 |
Cumulative translation adjustment | 113 |
Goodwill gross, Ending balance | 61,476 |
Accumulated impairment losses | (15,787) |
Goodwill, Ending balance | $ 45,689 |
Goodwill and Intangible Asset42
Goodwill and Intangible Assets - Additional Information (Detail) - DCC Labs [Member] - USD ($) | 3 Months Ended | ||
Jan. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2016 | |
Goodwill And Intangible Assets [Line Items] | |||
Goodwill | $ 5,400,000 | ||
Minimum [Member] | |||
Goodwill And Intangible Assets [Line Items] | |||
Excess fair value amount over and above the carrying value of the net assets | $ 15,400,000 | ||
Excess fair value percentage over and above the carrying value of the net assets | 15.00% | ||
Maximum [Member] | |||
Goodwill And Intangible Assets [Line Items] | |||
Excess fair value amount over and above the carrying value of the net assets | $ 25,000,000 | ||
Excess fair value percentage over and above the carrying value of the net assets | 24.40% | ||
Scenario, Forecast [Member] | Minimum [Member] | |||
Goodwill And Intangible Assets [Line Items] | |||
Goodwill, Impairment charges | $ 0 | ||
Scenario, Forecast [Member] | Maximum [Member] | |||
Goodwill And Intangible Assets [Line Items] | |||
Goodwill, Impairment charges | $ 45,700,000 |
Goodwill and Intangible Asset43
Goodwill and Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 31, 2016 | Jan. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average remaining life (Years) | 4 years 8 months 12 days | |
Finite-life intangible assets, Gross | $ 52,713 | $ 49,464 |
Accumulated Amortization | (47,328) | (45,338) |
Finite-life intangible assets, Net | $ 5,385 | 4,126 |
Customer Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average remaining life (Years) | 4 years 3 months 18 days | |
Finite-life intangible assets, Gross | $ 31,454 | 29,956 |
Accumulated Amortization | (27,797) | (26,284) |
Finite-life intangible assets, Net | $ 3,657 | 3,672 |
Non-Compete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average remaining life (Years) | 1 year 9 months 18 days | |
Finite-life intangible assets, Gross | $ 2,483 | 2,365 |
Accumulated Amortization | (2,410) | (2,365) |
Finite-life intangible assets, Net | $ 73 | |
Completed Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average remaining life (Years) | 6 years | |
Finite-life intangible assets, Gross | $ 11,509 | 10,075 |
Accumulated Amortization | (10,029) | (9,621) |
Finite-life intangible assets, Net | $ 1,480 | 454 |
Trademarks, Patents and Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average remaining life (Years) | 4 years 9 months 18 days | |
Finite-life intangible assets, Gross | $ 7,267 | 7,068 |
Accumulated Amortization | (7,092) | $ (7,068) |
Finite-life intangible assets, Net | $ 175 |
Goodwill and Intangible Asset44
Goodwill and Intangible Assets - Schedule of Finite-Life Intangible Assets, Future Amortization Expense (Detail) - USD ($) $ in Thousands | Oct. 31, 2016 | Jan. 31, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2017 (for the remaining three months) | $ 635 | |
2,018 | 1,721 | |
2,019 | 1,038 | |
2,020 | 524 | |
2,021 | 389 | |
2022 and thereafter | 1,078 | |
Finite-life intangible assets, Net | $ 5,385 | $ 4,126 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - Demand Debt Instrument [Member] | 9 Months Ended |
Oct. 31, 2016USD ($) | |
Contingencies And Commitments [Line Items] | |
Demand notes payable | $ 20,000,000 |
Line of credit expiration date | Aug. 31, 2016 |
Demand notes payable, amount outstanding | $ 0 |
Severance and Other Restructu46
Severance and Other Restructuring Costs - Additional Information (Detail) $ in Thousands | Jul. 06, 2016USD ($)Installments | Apr. 06, 2016USD ($)Installments | Oct. 31, 2016USD ($) | Jul. 31, 2016USD ($) | Oct. 31, 2015USD ($) | Jul. 31, 2016USD ($) | Oct. 31, 2016USD ($)Employee | Oct. 31, 2015USD ($) |
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ 2,373 | $ 197 | $ 5,991 | $ 1,026 | ||||
Fiscal 2017 Restructuring Plan [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 3,000 | |||||||
Severance costs | $ 2,100 | $ 2,100 | ||||||
Former Employees [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Number of employees terminated | Employee | 12 | |||||||
Former Chief Executive Officer and Chief Financial Officer [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Severance costs | $ 1,400 | |||||||
CEO [Member] | CEO Separation Agreement [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Employee separation related liabilities including bonus payable | $ 200 | $ 1,000 | ||||||
Bonus payable | 200 | |||||||
Employee separation liability payable | $ 800 | |||||||
Number of equal monthly installments | Installments | 12 | |||||||
Number of equal semimonthly installments | Installments | 12 | |||||||
DCC Labs [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ 1,900 | |||||||
Timeline Labs [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ 600 | 600 | ||||||
Timeline Labs [Member] | CALIFORNIA | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Other restructuring charges, (relating to remaining lease obligation) | 100 | |||||||
Timeline Labs [Member] | Former Employees [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Severance costs | $ 500 |
Severance and Other Restructu47
Severance and Other Restructuring Costs - Activity in Accrued Restructuring Liability (Detail) $ in Thousands | 9 Months Ended |
Oct. 31, 2016USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges incurred | $ 4,588 |
Cash payments | (3,402) |
Other charges | 0 |
Accrual balance at the ending of the period | 1,186 |
Employee-Related Benefits [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges incurred | 3,868 |
Cash payments | (2,946) |
Other charges | 0 |
Accrual balance at the ending of the period | 922 |
Closure of Leased Facilities [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges incurred | 470 |
Cash payments | (274) |
Other charges | 0 |
Accrual balance at the ending of the period | 196 |
Other Restructuring [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges incurred | 250 |
Cash payments | (182) |
Other charges | 0 |
Accrual balance at the ending of the period | $ 68 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ in Millions | Apr. 06, 2016 | Jun. 30, 2016 | Jul. 31, 2015 | Oct. 31, 2016 | Jan. 31, 2016 | Jul. 31, 2011 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Market based options granted | 800,000 | |||||
Officer [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, options, vested in period, fair value | $ 2.1 | |||||
Share-based compensation arrangement by share-based payment award, options, vested in period | 2 years 6 months | |||||
Employee service share-based compensation, nonvested awards, total compensation cost not yet recognized | $ 1.1 | |||||
CEO [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Market based options granted | 600,000 | |||||
Chief Operating Officer [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Market based options granted | 200,000 | |||||
Compensation and Incentive Plan 2011 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, number of shares authorized | 5,300,000 | |||||
Share-based compensation arrangement by share-based payment award, Description | Option awards may be granted to employees at an exercise price per share of not less than 100% of the fair market value per common share on the date of the grant. | |||||
Share-based compensation arrangement by share based payment award, Option award expiration period | 10 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent | 100.00% | |||||
Compensation and Incentive Plan 2011 [Member] | Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by Share-based payment award, Option award vesting period | 1 year | |||||
Compensation and Incentive Plan 2011 [Member] | Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by Share-based payment award, Option award vesting period | 4 years | |||||
Compensation and Incentive Plan 2011 [Member] | Stock Compensation Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, number of shares available for grant | 1,080,312 | |||||
2015 Employee Stock Purchase Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, Description | On each purchase date, eligible employees will purchase our stock at a price per share equal to 85% of the closing price of our common stock on the exercise date, but no less than par value. | |||||
Minimum payroll deductions at base compensation under employee stock purchase plan | 1.00% | |||||
Maximum payroll deductions at base compensation under employee stock purchase plan | 15.00% | |||||
Offering period commence date | Oct. 1, 2015 | |||||
Percentage of stock to be purchased under the plan | 85.00% | |||||
2015 Employee Stock Purchase Plan [Member] | Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, number of shares authorized | 1,150,000 | |||||
Long Term Incentive Program [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by Share-based payment award, Option award vesting period | 3 years |
Accumulated Other Comprehensi49
Accumulated Other Comprehensive Loss - Schedule of Changes in Components of Accumulated Other Comprehensive Loss (Detail) $ in Thousands | 9 Months Ended |
Oct. 31, 2016USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | $ (6,613) |
Other comprehensive loss | (318) |
Ending balance | (6,931) |
Cumulative Translation Adjustment [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | (6,644) |
Other comprehensive loss | (316) |
Ending balance | (6,960) |
Unrealized Gain/Loss on Investments [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | 31 |
Other comprehensive loss | (2) |
Ending balance | $ 29 |
Segment Information, Signific50
Segment Information, Significant Customers and Geographic Information - Additional Information (Detail) | 9 Months Ended |
Oct. 31, 2016Segment | |
Segment Reporting [Abstract] | |
Number of reportable segment | 1 |
Segment Information, Signific51
Segment Information, Significant Customers and Geographic Information - Schedule of Revenue by Major Customers by Reporting Segments (Detail) - Customer Concentration Risk [Member] - Total Revenue [Member] | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2016 | Oct. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | |
Customer A [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
% of total revenues | 33.00% | 30.00% | 31.00% | 25.00% |
Customer B [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
% of total revenues | 12.00% |
Segment Information, Signific52
Segment Information, Significant Customers and Geographic Information - Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2016 | Oct. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | |
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 19,961 | $ 28,747 | $ 59,983 | $ 79,795 |
North America [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 9,116 | 14,659 | 28,306 | 44,447 |
Europe and Middle East [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 8,518 | 12,322 | 26,098 | 29,979 |
Latin America [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 1,334 | 1,433 | 3,785 | 3,884 |
Asia Pacific [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 993 | $ 333 | $ 1,794 | $ 1,485 |
Customer Concentration Risk [Member] | Total Revenue [Member] | North America [Member] | ||||
Segment Reporting Information [Line Items] | ||||
% of total revenues | 45.00% | 51.00% | 47.00% | 56.00% |
Customer Concentration Risk [Member] | Total Revenue [Member] | Europe and Middle East [Member] | ||||
Segment Reporting Information [Line Items] | ||||
% of total revenues | 43.00% | 43.00% | 44.00% | 37.00% |
Customer Concentration Risk [Member] | Total Revenue [Member] | Latin America [Member] | ||||
Segment Reporting Information [Line Items] | ||||
% of total revenues | 7.00% | 5.00% | 6.00% | 5.00% |
Customer Concentration Risk [Member] | Total Revenue [Member] | Asia Pacific [Member] | ||||
Segment Reporting Information [Line Items] | ||||
% of total revenues | 5.00% | 1.00% | 3.00% | 2.00% |
Segment Information, Signific53
Segment Information, Significant Customers and Geographic Information - Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2016 | Oct. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | |
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 19,961 | $ 28,747 | $ 59,983 | $ 79,795 |
United States Revenue [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 6,905 | $ 11,880 | $ 22,040 | $ 35,609 |
Total Revenue [Member] | Customer Concentration Risk [Member] | United States Revenue [Member] | ||||
Segment Reporting Information [Line Items] | ||||
% of total revenues | 34.60% | 41.30% | 36.70% | 44.60% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2016 | Oct. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2016 | |
Income Taxes Disclosure [Line Items] | |||||
Income tax provision (benefit) | $ (420) | $ (1,228) | $ 14,415 | $ (1,003) | |
Deferred tax liability related to the foreign income | $ 14,700 | ||||
Reversal of tax reserves for uncertain tax positions due to the expiration of the Irish statute of limitations | 400 | ||||
Non-U.S. Subsidiaries [Member] | |||||
Income Taxes Disclosure [Line Items] | |||||
Undistributed earnings of foreign subsidiaries | $ 4,800 | $ 4,800 | |||
Irish Operations [Member] | |||||
Income Taxes Disclosure [Line Items] | |||||
Deferred tax liability related to the foreign income | 14,700 | ||||
Undistributed earnings of foreign subsidiaries | $ 58,600 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Earnings Per Share, Basic and Diluted (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2016 | Oct. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (8,082) | $ (10,565) | $ (43,873) | $ (25,417) |
Weighted average shares used in computing net loss per share - basic and diluted | 35,186 | 33,636 | 34,889 | 33,440 |
Net loss per share: | ||||
Basic | $ (0.23) | $ (0.31) | $ (1.26) | $ (0.76) |
Diluted | $ (0.23) | $ (0.31) | $ (1.26) | $ (0.76) |
Net Loss Per Share - Schedule56
Net Loss Per Share - Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2016 | Oct. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive potentially outstanding common shares | 2,629 | 1,990 | 2,285 | 1,699 |
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive potentially outstanding common shares | 1,756 | 1,791 | 1,443 | 1,503 |
Restricted Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive potentially outstanding common shares | 845 | 169 | 787 | 176 |
Deferred Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive potentially outstanding common shares | 28 | 30 | 55 | 20 |