Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Mar. 06, 2016 | |
Document Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | INVE | |
Entity Registrant Name | Identiv, Inc. | |
Entity Central Index Key | 1,036,044 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 10,746,911 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 30,846 | $ 36,547 |
Accounts receivable, net of allowances of $301 and $156 as of June 30, 2015 and December 31, 2014, respectively | 13,004 | 13,612 |
Inventories | 12,475 | 9,254 |
Prepaid expenses | 1,215 | 1,002 |
Other current assets | 3,527 | 1,200 |
Total current assets | 61,067 | 61,615 |
Property and equipment, net | 4,954 | 5,311 |
Goodwill | 7,783 | 8,853 |
Intangible assets, net | 8,003 | 8,730 |
Other assets | 1,126 | 1,371 |
Total assets | 82,933 | 85,880 |
Current liabilities: | ||
Accounts payable | 8,732 | 8,372 |
Earn-out liability | 3,510 | |
Current portion - payment obligation | 659 | 635 |
Deferred revenue | 4,235 | 508 |
Accrued compensation and related benefits | 2,113 | 2,139 |
Other accrued expenses and liabilities | 5,000 | 4,471 |
Total current liabilities | 20,739 | 19,635 |
Long-term payment obligation | 5,218 | 5,545 |
Long-term financial liabilities | 18,017 | 13,938 |
Other long-term liabilities | 485 | 630 |
Total liabilities | $ 44,459 | $ 39,748 |
Commitments and contingencies (see Note 12) | ||
Identiv, Inc. stockholders' equity: | ||
Preferred stock, $0.001 par value: 10,000 shares authorized; none issued and outstanding | ||
Common stock, $0.001 par value: 130,000 shares authorized; 11,365 and 10,884 shares issued and 11,056 and 10,640 shares outstanding as of June 30, 2015 and December 31, 2014, respectively | $ 11 | $ 11 |
Additional paid-in capital | 394,312 | 389,401 |
Treasury stock, 308 and 244 shares as of June 30, 2015 and December 31, 2014, respectively | (5,222) | (4,572) |
Accumulated deficit | (351,597) | (338,670) |
Accumulated other comprehensive income | 1,119 | 1,699 |
Total Identiv, Inc. stockholders' equity | 38,623 | 47,869 |
Noncontrolling interest | (149) | (1,737) |
Total stockholders´ equity | 38,474 | 46,132 |
Total liabilities and stockholders´equity | $ 82,933 | $ 85,880 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 301 | $ 156 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 130,000,000 | 130,000,000 |
Common stock, shares issued | 11,365,000 | 10,884,000 |
Common stock, shares outstanding | 11,056,000 | 10,640,000 |
Treasury stock, shares | 308,000 | 244,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($) shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Net revenue | $ 15,587,000 | $ 22,301,000 | $ 30,521,000 | $ 39,155,000 |
Cost of revenue | 8,941,000 | 13,371,000 | 17,791,000 | 23,623,000 |
Gross profit | 6,646,000 | 8,930,000 | 12,730,000 | 15,532,000 |
Operating expenses: | ||||
Research and development | 2,340,000 | 1,731,000 | 4,332,000 | 3,233,000 |
Selling and marketing | 5,467,000 | 5,731,000 | 10,462,000 | 10,766,000 |
General and administrative | 5,536,000 | 2,867,000 | 8,601,000 | 5,910,000 |
Impairment of goodwill | 988,000 | 988,000 | ||
Restructuring and severance | 21,000 | 612,000 | 193,000 | 1,049,000 |
Total operating expenses | 14,352,000 | 10,941,000 | 24,576,000 | 20,958,000 |
Loss from operations | (7,706,000) | (2,011,000) | (11,846,000) | (5,426,000) |
Non-operating income (expense): | ||||
Interest expense, net | (465,000) | (506,000) | (889,000) | (2,590,000) |
Foreign currency gain (loss), net | 51,000 | (159,000) | (176,000) | (252,000) |
Loss from continuing operations before income taxes and noncontrolling interest | (8,120,000) | (2,676,000) | (12,911,000) | (8,268,000) |
Income tax provision | (63,000) | 9,000 | (82,000) | (55,000) |
Loss from continuing operations before noncontrolling interest | (8,183,000) | (2,667,000) | (12,993,000) | (8,323,000) |
Income from discontinued operations, net of income taxes | 57,000 | 544,000 | ||
Consolidated net loss | (8,183,000) | (2,610,000) | (12,993,000) | (7,779,000) |
Less: Loss attributable to noncontrolling interest | (1,000) | (6,000) | 66,000 | 35,000 |
Net loss attributable to Identiv, Inc. stockholders´ equity | $ (8,184,000) | $ (2,616,000) | $ (12,927,000) | $ (7,744,000) |
Basic and diluted net income (loss) per share attributable to Identiv, Inc. stockholders´ equity: | ||||
Loss from continuing operations | $ (0.75) | $ (0.34) | $ (1.20) | $ (1.07) |
Income from discontinued operations | 0.01 | 0.07 | ||
Net loss | $ (0.75) | $ (0.33) | $ (1.20) | $ (1) |
Weighted average shares used to compute basic and diluted loss per share | 10,912 | 7,907 | 10,804 | 7,739 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Consolidated net loss | $ (8,183) | $ (2,610) | $ (12,993) | $ (7,779) |
Other comprehensive income (loss), net of income taxes: | ||||
Foreign currency translation adjustment | 64 | 72 | (142) | 181 |
Foreign currency translation reclassified into net loss upon acquisition of noncontrolling interest | (444) | |||
Total other comprehensive income (loss), net of income taxes | 64 | 72 | (586) | 181 |
Consolidated comprehensive loss | (8,119) | (2,538) | (13,579) | (7,598) |
Less: Comprehensive (income) loss attributable to noncontrolling interest | (18) | 72 | 21 | |
Comprehensive loss attributable to Identiv, Inc. common stockholders | $ (8,119) | $ (2,556) | $ (13,507) | $ (7,577) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (unaudited) - 6 months ended Jun. 30, 2015 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Deficit | Accumulated Other Comprehensive Income | Noncontrolling Interest |
Beginning Balances at Dec. 31, 2014 | $ 46,132 | $ 11 | $ 389,401 | $ (4,572) | $ (338,670) | $ 1,699 | $ (1,737) |
Beginning Balances (in shares) at Dec. 31, 2014 | 10,640 | 10,640 | |||||
Net loss | $ (12,993) | (12,927) | (66) | ||||
Other comprehensive loss | (142) | (136) | (6) | ||||
Issuance of common stock in connection with settlement of earn-out | 3,510 | 3,510 | |||||
Issuance of common stock connection with settlement of earn-out (in shares) | 326 | ||||||
Issuance of common stock to acquire share of noncontrolling interest | (1,216) | (444) | 1,660 | ||||
Issuance of common stock to acquire share of noncontrolling interest (in shares) | 95 | ||||||
Issuance of common stock in connection with exercise of options and vesting of stock awards | 46 | 46 | |||||
Issuance of common stock in connection with exercise of options and vesting of stock awards (in shares) | 58 | ||||||
Stock-based compensation expense | 2,571 | 2,571 | |||||
Repurchase of common stock | (650) | (650) | |||||
Repurchase of common stock (in shares) | (63) | ||||||
Ending Balances at Jun. 30, 2015 | $ 38,474 | $ 11 | $ 394,312 | $ (5,222) | $ (351,597) | $ 1,119 | $ (149) |
Ending Balances (in shares) at Jun. 30, 2015 | 11,056 | 11,056 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (12,993) | $ (7,779) |
Gain on sale of discontinued operations | (449) | |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,468 | 1,495 |
Impairment of goodwill and long-lived assets | 988 | |
Accretion of interest to related party liability | 265 | 290 |
Amortization of debt issuance costs | 324 | 1,877 |
Stock-based compensation expense | 2,571 | 457 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 3,744 | (562) |
Inventories | (3,513) | (1,207) |
Prepaid expenses and other assets | (2,566) | (115) |
Accounts payable | 512 | 1,558 |
Payment obligation liability | (568) | (555) |
Deferred revenue | 406 | (185) |
Accrued expenses and other liabilities | 529 | (1,386) |
Net cash used in operating activities | (8,833) | (6,561) |
Cash flows from investing activities: | ||
Capital expenditures | (410) | (544) |
Proceeds from sale of business | 1,286 | |
Net cash (used in) provided by investing activities | (410) | 742 |
Cash flows from financing activities: | ||
Proceeds from issuance of debt, net of issuance costs | 4,000 | 16,000 |
Proceeds from capital raise, net of issuance costs | 4,171 | |
Proceeds from issuance of common stock under employee stock purchase plan and options and warrants exercised | 46 | 46 |
Payments on financial liabilities | (7,211) | |
Repurchase of common stock | (650) | |
Net cash provided by financing activities | 3,396 | 13,006 |
Effect of exchange rates on cash | 146 | 227 |
Net (decrease) increase in cash | (5,701) | 7,414 |
Cash of continuing operations, at beginning of period | 36,547 | 5,095 |
Add: Cash of discontinued operations, at beginning of period | 16 | |
Cash of continuing operations, at end of period | 30,846 | 12,525 |
Non-cash investing and financing activities: | ||
Common stock issued to settle earn-out obligation | 3,510 | |
Common stock issued in connection with stock bonus and incentive plans | 356 | |
Common stock issued to acquire share of noncontrolling interest | 1,216 | 37 |
Property and equipment included in accounts payable | $ 51 | $ 86 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Summary of Significant Accounting Policies | 1. Organization and Summary of Significant Accounting Policies The accompanying unaudited condensed consolidated financial statements of Identiv, Inc. (“Identiv” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation of the Company’s unaudited condensed consolidated financial statements have been included. The results of operations for the three and six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 or any future period. The information included in this document should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Risk Factors,” “Quantitative and Qualitative Disclosures About Market Risk,” and the Consolidated Financial Statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. The preparation of unaudited condensed consolidated financial statements necessarily requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the condensed consolidated balance sheet dates and the reported amounts of revenues and expenses for the periods presented. The Company may experience significant variations in demand for its products quarter to quarter and typically experiences a stronger demand cycle in the second half of its fiscal year. As a result, the quarterly results may not be indicative of the full year results. The December 31, 2014 balance sheet was derived from the audited financial statements as of that date. Concentration of Credit Risk — One customer represented 13% of net revenue for the three months ended June 30, 2015. One customer represented 17% of net revenue for the six months ended June 30, 2015. One customer represented 31% and 24% of net revenue for the three and six months ended June 30, 2014. One customer represented approximately 25% of the Company’s accounts receivable balance, and at December 31, 2014, two customers each accounted for approximately 12% of the Company’s accounts receivable balance. Discontinued Operations — Financial information related to certain divested businesses of the Company is reported as discontinued operations for all periods presented as discussed in Note 2, . Reclassifications of prior period amounts related to discontinued operations have been made to conform to the current period presentation. Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-05, “Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement” (ASU 2015-05”), which clarifies the circumstances under which a cloud computing customer would account for the arrangement as a license of internal-use software. ASU 2015-05 is effective for interim and annual reporting periods beginning after December 15, 2015. The Company does not expect the adoption of ASU 2015-05 will have a material impact on its condensed consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”), which changes the presentation of debt issuance costs on the balance sheet by requiring entities to present such costs as a direct deduction from the related debt liability rather than as an asset. ASU 2015-03 is effective for interim and annual reporting periods beginning after December 15, 2015. The Company does not expect the adoption of ASU 2015-03 will have a material impact on its condensed consolidated financial statements. In January 2015, the FASB issued ASU 2015-01, “Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items” (“ASU 2015-01”). Under ASU 2015-01, an entity will no longer be allowed to separately disclose extraordinary items, net of tax, in the income statement after income from continuing operations if an event or transaction is unusual in nature and occurs infrequently. ASU 2015-01 is effective for interim and annual reporting periods beginning after December 15, 2015 with early adoption permitted. Upon adoption, the Company may elect prospective or retrospective application. The Company does not expect the adoption of ASU 2015-01 will have a material impact on its condensed consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties About an Entity's Ability to Continue as a Going Concern” . In May 2014, the FASB issued ASU No. 2014-09 “ Revenue from Contracts with Customers In August 2015, the FASB issued ASU 2015-14, “Revenue From Contracts With Customers (Topic 606)” (“ASU 2015-14”), which defers the effective date of ASU 2014-09 by one year to annual periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Early adoption is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The new guidance is effective for the Company beginning January 1, 2018 and will provide the Company additional time to evaluate the method and impact that ASU 2014-09 will have on its condensed consolidated financial statements |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | 2. Discontinued Operations During the fourth quarter of 2013, the Company’s Board of Directors (the “Board”) committed to a plan designed to simplify the Company’s business structure and to focus on high-growth technology trends within the security market. During the fourth quarter of 2013, the Company committed to sell its Rockwest Technology Group, Inc. d/b/a/ Multicard US (“Multicard US”) subsidiary to George Levy, Matt McDaniel and Hugo Garcia (the “Buyers”), the founders and former owners of the Multicard US business. The sale of the Multicard US subsidiary was completed on February 4, 2014 and was made pursuant to a Share Purchase Agreement dated January 21, 2014 between the Company and the Buyers whereby the Company agreed to sell 80.1% of its holdings in Multicard US, to the Buyers for cash consideration of $1.2 million. Based on the carrying value of the assets and the liabilities attributed to Multicard US on the date of sale, and the estimated costs and expenses incurred in connection with the sale, the Company recorded a gain of $0.5 million, net of income taxes of nil, in the condensed consolidated statement of operations for the three months ended March 31, 2014, which was included in income from discontinued operations, net of income taxes. On June 30, 2014, the Company entered into an asset purchase agreement with a former employee to sell certain non-core assets consisting of inventory, some prepaid items, certain fully depreciated office equipment and certain intellectual property relating to one of its subsidiaries for cash consideration of $0.1 million. The sale of these non-core assets was completed on July 7, 2014. In accordance with Accounting Standards Codification (“ASC”) 205-20, Discontinued Operations The key components of income from discontinued operations consist of the following (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Net revenue $ — $ 441 $ — $ 1,276 Discontinued operations: Income from discontinued operations, net of income taxes of nil $ — $ 60 $ — $ 95 Adjustments to amounts reported previously for gain on sale of discontinued operations, net of income taxes of nil — (3 ) — (54 ) Gain on sale of discontinued operations, net of income taxes of nil — — — 503 Income from discontinued operations, net of income taxes $ — $ 57 $ — $ 544 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The Company determines the fair values of its financial instruments based on a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The classification of a financial asset or liability within the hierarchy is based upon the lowest level input that is significant to the fair value measurement. Under ASC 820, Fair Value Measurement and Disclosures Level 1 – Quoted prices (unadjusted) for identical assets and liabilities in active markets; Level 2 – Inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly; and Level 3 – Unobservable inputs. Assets and Liabilities Measured at Fair Value on a Recurring Basis As of June 30, 2015 and December 31, 2014, there were no assets that are measured and recognized at fair value on a recurring basis. There were no cash equivalents as of June 30, 2015 and December 31, 2014. The Company’s only liability measured at fair value on a recurring basis was the contingent consideration related to the acquisition of idOnDemand, Inc. (“idOnDemand”). The sellers of idOnDemand (the “Selling Shareholders”) were eligible to receive limited earn-out payments (“Earn-out Consideration”) in the form of shares of common stock subject to certain lock-up periods under the terms of the Stock Purchase Agreement dated April 29, 2011 between the Company and the Selling Shareholders of idOnDemand (the “SPA”). The fair value of the Earn-out Consideration was based on achieving certain revenue and profit targets as defined under the SPA. The calculation of the Earn-out Consideration fair value for periods prior to the year ended December 31, 2014 was probability weighted and discounted to reflect the restriction on the resale or transfer of such shares. The valuation of the Earn-out Consideration was classified as a Level 3 measurement as it was based on significant unobservable inputs and involves management judgment and assumptions about achieving revenue and profit targets and discount rates. The unobservable inputs used in the measurement of the Earn-out Consideration were highly sensitive to fluctuations and any changes in the inputs or the probability weighting thereof could significantly change the measured value of the Earn-out Consideration at each reporting period. The number of shares issued to settle the obligation was based on the Company’s 30-calendar day average price of the Company’s common stock immediately preceding the settlement date. Thus, in accordance with ASC 480, Distinguishing Liabilities from Equity, For the year ended December 31, 2014, the maximum amount for the Earn-out Consideration was $5.0 million. For the year ended December 31, 2014, the Company engaged a third party independent valuation firm to assist in the determination of the Earn-out Consideration liability. The Company recorded an earn-out obligation of $3.51 million as of December 31, 2014. The Earn-out Consideration liability of $3.51 million was settled during the quarter ended June 30, 2015 by the issuance of common stock to the Selling Shareholders, including the Company’s former CEO and former CFO. The common shares issued have a lock-up period of 12 months from date of issue. Assets and Liabilities Measured at Fair Value on a Non-recurring Basis Certain of the Company's assets, including intangible assets, goodwill, and privately-held investments, are measured at fair value on a nonrecurring basis if impairment is indicated. Goodwill and purchased intangible assets are measured at fair value primarily using discounted cash flow projections. During the quarter ended June 30, 2015, the Company noted certain indicators of impairment, including a sustained decline in its stock price and continued reduced performance in its Identity reporting unit. Based on the results of step one of the goodwill impairment analysis, it was determined that the Company’s net adjusted carrying value exceeded its estimated fair value for the Identity reporting unit. As a result, goodwill relating to the Identity segment was determined to be fully impaired resulting in an impairment charge of $1.0 million which was recorded in the condensed consolidated statements of operations for the period. For additional discussion of measurement criteria used in evaluating potential impairment involving goodwill and intangible assets, refer to Note 6, Goodwill and Intangible Assets Privately-held investments, which are normally carried at cost, are measured at fair value due to events and circumstances that the Company identified as significantly impacting the fair value of investments. The Company estimates the fair value of its privately-held investments using an analysis of the financial condition and near-term prospects of the investee, including recent financing activities and the investee's capital structure. As of June 30, 2015 and December 31, 2014, the Company had $0.3 million of privately-held investments measured at fair value on a nonrecurring basis which were classified as a Level 3 asset due to the absence of quoted market prices and inherent lack of liquidity. The Company reviews its investments to identify and evaluate investments that have an indication of possible impairment. The Company adjusts the carrying value for its privately-held investments for any impairment if the fair value is less than the carrying value of the respective assets on an other-than-temporary basis. During the three months ended , 2015 , the Company determined that no privately-held investments were impaired. The amount of privately-held investments is included in other assets in the condensed consolidated balance sheets. As of June 30 , 2015 Assets and Liabilities Not Measured at Fair Value The carrying amounts of the Company's accounts receivable, prepaid expenses and other current assets, accounts payable, financial liabilities and other accrued liabilities approximate fair value due to their short maturities. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | 4. Stockholders’ Equity Reverse Stock Split On May 22, 2014, the stockholders approved, and the Company filed a certificate of amendment to its Amended and Restated Certificate of Incorporation with the Secretary of the State of Delaware effecting a one-for-ten reverse stock split. The reverse stock split did not change the par value of the Company’s common stock or the number of preferred stock authorized for issuance. Common Stock Warrants In connection with the Company’s entry into a consulting agreement in August 2014, the Company issued a consultant a warrant to purchase up to 85,000 shares of the Company’s common stock at a per share exercise price of $10.70 (the “Consultant Warrant”). One fourth of the shares under the warrant are exercisable for cash three months from the date the Consultant Warrant was issued and quarterly thereafter. The Consultant Warrant expires on August 13, 2019. In the event of an acquisition of the Company, the Consultant Warrant shall terminate and no longer be exercisable as of the closing of the acquisition. As of June 30, 2015, the Consultant Warrant is not fully vested and has not been exercised. In connection with the Company’s entry into a credit agreement with Opus Bank (“Opus”) as discussed in Note 8, Financial Liabilities On August 14, 2013, in a private placement, the Company issued 834,847 shares of its common stock at a price of $8.50 per share and warrants to purchase an additional 834,847 shares of its common stock at an exercise price of $10.00 per share (the “2013 Private Placement Warrants”) to accredited and other qualified investors (the “Investors”). The 2013 Private Placement Warrants have a term of four years and are exercisable beginning six months following the date of issuance. The number of shares issuable upon exercise of the 2013 Private Placement Warrants is subject to adjustment for any stock dividends, stock splits or distributions by the Company, or upon any merger or consolidation or sale of assets of the Company, tender or exchange offer for the Company’s common stock, or a reclassification of the Company’s common stock. The Company issued warrants to purchase 409,763 shares of its common stock at an exercise price of $26.50 per share in a private placement to accredited and other qualified investors in November 2010 (the “2010 Private Placement Warrants”). The 2010 Private Placement Warrants are exercisable beginning on the date of issuance and expire on November 14, 2015. Below is the summary of outstanding warrants issued by the Company as of June 30, 2015: Warrant Type Number of Shares Issuable Upon Exercise Weighted Average Exercise Price Issue Date Expiration Date Consultant Warrant 85,000 $ 10.70 August 13, 2014 August 13, 2019 Opus Warrant 100,000 9.90 March 31, 2014 March 31, 2019 2013 Private Placement Warrants 186,878 10.00 August 14, 2013 August 14, 2017 2010 Private Placement Warrants 369,169 26.50 November 14, 2010 November 14, 2015 Total 741,047 2011 Employee Stock Purchase Plan In June 2011, the Company’s stockholders approved the 2011 Employee Stock Purchase Plan (the “ESPP”). On December 18, 2013, the Compensation Committee of the Board suspended the ESPP effective January 1, 2014. No additional shares will be authorized and no shares will be issued under the ESPP until further notice. As of June 30, 2015, there were 293,888 shares reserved for future purchase under the ESPP. Since the ESPP was suspended effective January 1, 2014, there was no stock-based compensation expense resulting from the ESPP included in the condensed consolidated statements of operations for the three and six months ended June 30, 2015 and 2014. Stock-Based Compensation Plans The Company has various stock-based compensation plans to attract, motivate, retain and reward employees, directors and consultants by providing its Board or a committee of the Board the discretion to award equity incentives to these persons. The Company’s stock-based compensation plans consist of the Director Option Plan, 1997 Stock Option Plan, 2000 Stock Option Plan, 2007 Stock Option Plan (the “2007 Plan”), the 2010 Bonus and Incentive Plan (the “2010 Plan”) and the 2011 Incentive Compensation Plan (the “2011 Plan”), as amended. Stock Bonus and Incentive Plans In June 2010, the Company’s stockholders approved the 2010 Plan which granted cash and equity-based awards to executive officers, directors and other key employees as designated by the Compensation Committee of the Board. An aggregate of 300,000 shares of the Company’s common stock was reserved for issuance under the 2010 Plan as equity-based awards, including shares, nonqualified stock options, restricted stock or deferred stock awards. These awards provide the Company´s executives, directors and other key employees the opportunity to earn shares of common stock depending on the extent to which certain performance goals are met. Since the adoption of the 2011 Plan (described below), the Company utilizes shares from the 2010 Plan only for performance-based awards and all equity awards granted under the 2010 Plan are issued pursuant to the 2011 Plan. On June 6, 2011, the Company’s stockholders approved the 2011 Plan, which is administered by the Compensation Committee of the Board. The 2011 Plan provides that stock options, stock units, restricted shares, and stock appreciation rights may be granted to executive officers, directors, consultants, and other key employees. The Company reserved 400,000 shares of common stock under the 2011 Plan, plus 459,956 shares of common stock that remained available for delivery under the 2007 Plan and the 2010 Plan as of June 6, 2011. In aggregate, as of June 6, 2011, 859,956 shares were available for future grants under the 2011 Plan, including shares rolled over from the 2007 Plan and 2010 Plan. Stock Option Plans A summary of activity for the Company’s stock option plans for the six months ended June 30, 2015 follows: Number Outstanding Average Exercise Price per Share Weighted Average Remaining Contractual Term (Years) Average Intrinsic Value Balance at December 31, 2014 897,115 $ 12.09 $ 3,425,558 Granted — — Cancelled or Expired (70,075 ) 18.14 Exercised (5,180 ) 8.01 Balance at June 30, 2015 821,860 $ 11.60 7.12 $ 59,279 Vested or expected to vest at June 30, 2015 763,031 $ 11.80 6.98 $ 53,864 Exercisable at June 30, 2015 402,168 $ 14.04 5.62 $ 22,627 The following table summarizes information about options outstanding as of June 30, 2015: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price $5.20 - $8.40 164,042 8.01 $ 6.40 86,282 $ 6.75 $8.41 - $8.80 249,385 8.62 8.80 79,232 8.80 $8.81 - $10.99 168,476 8.88 10.85 12,644 9.90 $11.00 - $24.00 175,150 4.21 14.52 159,298 14.59 $24.01 - $43.40 64,807 2.11 29.61 64,712 29.61 $5.20 - $43.40 821,860 7.12 $ 11.60 402,168 $ 14.04 At June 30, 2015, there was $1.8 million of unrecognized stock-based compensation expense, net of estimated forfeitures related to unvested options, that is expected to be recognized over a weighted-average period of 2.64 years. Restricted Stock and Restricted Stock Units The following is a summary of restricted stock and restricted stock unit (“RSU”) activity for the six months ended June 30, 2015: Number Outstanding Weighted Weighted Average Remaining Contractual Term (Years) Average Intrinsic Value Balance at December 31, 2014 542,342 $ 13.74 $ 7,533,132 Granted 285,247 12.34 Vested and settled (52,421 ) 14.53 Forfeited (25,000 ) 10.54 Balance at June 30, 2015 750,168 $ 13.26 1.52 $ 4,418,492 Outstanding - Vested but not released 31,860 Outstanding - Unvested 718,308 Balance at June 30, 2015 750,168 The fair value of the Company’s restricted stock awards and RSUs is calculated based upon the fair market value of the Company’s stock at the date of grant. As of June 30, 2015, there was $6.5 million of unrecognized compensation cost related to unvested RSUs granted, which is expected to be recognized over a weighted average period of 2.91 years. As of June 30, 2015, an aggregate of 718,308 RSUs were outstanding and unvested under the 2011 Plan. Stock-Based Compensation Expense The following table illustrates all employee stock-based compensation expense related to stock options and RSUs included in the condensed consolidated statements of operations for the three and six months ended June 30, 2015 and 2014 (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Cost of revenue $ 35 $ 6 $ 64 $ 11 Research and development 70 18 139 36 Selling and marketing 309 (7 ) 548 44 General and administrative 788 240 1,657 366 Total $ 1,202 $ 257 $ 2,408 $ 457 Common Stock Reserved for Future Issuance Common stock reserved for future issuance as of June 30, 2015 was as follows: Exercise of outstanding stock options and vesting of RSU's 1,572,028 ESPP 293,888 Shares of common stock available for grants under the 2011 Plan 152,050 Noncontrolling interest in Bluehill AD 10,355 Warrants to purchase common stock 741,047 Total 2,769,368 Net Loss per Common Share Attributable to Identiv Stockholders’ Equity Basic and diluted net loss per share is based upon the weighted average number of common shares outstanding during the period. For the three and six months ended June 30, 2015 and 2014, common stock equivalents consisting of outstanding stock options, RSUs and warrants were excluded from the calculation of diluted loss per share because these securities were anti-dilutive due to the net loss in the respective periods. The total number of common stock equivalents excluded from diluted loss per share relating to these securities was 2,323,430 common stock equivalents for both the three and six months ended June 30, 2015, and 3,433,324 common stock equivalents for both the three and six months ended June 30, 2014. Accumulated Other Comprehensive Income Accumulated other comprehensive income (“AOCI”) |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2015 | |
Statement Of Financial Position [Abstract] | |
Balance Sheet Components | 5. Balance Sheet Components The Company’s inventories are stated at the lower of cost or market. Inventories consist of (in thousands): June 30, December 31, 2015 2014 Raw materials $ 6,001 $ 3,272 Work-in-progress 575 571 Finished goods 5,899 5,411 Total $ 12,475 $ 9,254 Property and equipment, net consists of (in thousands): June 30, December 31, 2015 2014 Building and leasehold improvements $ 1,255 $ 1,298 Furniture, fixtures and office equipment 3,750 4,236 Plant and machinery 7,176 6,732 Purchased software 2,731 2,520 Total 14,912 14,786 Accumulated depreciation (9,958 ) (9,475 ) Property and equipment, net $ 4,954 $ 5,311 The Company recorded depreciation expense of $0.4 million and $0.4 million during the three months ended June 30, 2015 and 2014, respectively and $0.7 million and $0.8 million during the six months ended June 30, 2015 and 2014, respectively. Other accrued expenses and liabilities consist of (in thousands): June 30, December 31, 2015 2014 Accrued restructuring $ 260 $ 1,377 Accrued professional fees 2,502 679 Income taxes payable 338 275 Other accrued expenses 1,900 2,140 Total $ 5,000 $ 4,471 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 6. Goodwill and Intangible Assets Goodwill The following table presents goodwill by operating segment as of June 30, 2015 and December 31, 2014 and changes in the carrying amount of goodwill (in thousands): Premises Credentials Identity All Other Total Balance at December 31, 2014 $ 7,783 $ — $ 1,070 $ — $ 8,853 Goodwill impairment during the period — — (988 ) — (988 ) Currency translation adjustment — — (82 ) — (82 ) Balance at June 30, 2015 $ 7,783 $ — $ — $ — $ 7,783 Of the total goodwill, a portion is designated in a currency other than U. S. dollars and is adjusted each reporting period for the change in foreign exchange rates between balance sheet dates. In accordance with its accounting policy and ASC 350, the Company tests goodwill and intangibles with indefinite lives annually for impairment and assesses whether there are any indicators of impairment on an interim basis. The Company performs interim goodwill impairment reviews between its annual reviews if certain events and circumstances have occurred, including a deterioration in general economic conditions, an increased competitive environment, a change in management, key personnel, strategy or customers, negative or declining cash flows, or a decline in actual or planned revenue or earnings compared with actual and projected results of relevant prior periods. The Company believes the methodology that it uses to review impairment of goodwill, which includes a significant amount of judgment and estimates, provides it with a reasonable basis to determine whether impairment has occurred. However, many of the factors employed in determining whether its goodwill is impaired are outside of its control and it is reasonably likely that assumptions and estimates will change in future periods. These changes in assumptions and estimates could result in future impairments. During the second quarter of 2015, the Company noted certain indicators of impairment, including a sustained decline in its stock price and continued reduced performance in its Identity reporting unit. Based on the results of step one of the goodwill impairment analysis, it was determined that the Company’s net adjusted carrying value exceeded its estimated fair value for the Identity reporting unit. As a result, the Company concluded that the carrying value of goodwill for the Identity reporting unit was fully impaired and recorded an impairment charge of approximately $ million in its condensed consolidated statements of operations during the second quarter of 2015. The Company performed its annual impairment test for all reporting units during the fourth quarter of 2014 and concluded that there was no impairment to goodwill during the year ended December 31, 2014. Intangible Assets The following table summarizes the gross carrying amount and accumulated amortization for intangible assets resulting from acquisitions (in thousands): Existing Customer Trade Technology Relationship Name Total Amortization period (in years) 11.75 4.0 – 11.75 1.0 Gross carrying amount at December 31, 2014 $ 4,600 $ 10,701 $ 570 $ 15,871 Accumulated amortization (1,914 ) (4,657 ) (570 ) (7,141 ) Intangible Assets, net at December 31, 2014 $ 2,686 $ 6,044 $ — $ 8,730 Gross carrying amount at June 30, 2015 $ 4,600 $ 10,701 $ 570 $ 15,871 Accumulated amortization (2,138 ) (5,160 ) (570 ) (7,868 ) Intangible Assets, net at June 30, 2015 $ 2,462 $ 5,541 $ — $ 8,003 Each period, the Company evaluates the estimated remaining useful lives of purchased intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. If a revision to the remaining period of amortization is warranted, amortization is prospectively adjusted over the remaining useful life of the intangible asset. Intangible assets subject to amortization are amortized over their useful lives as shown in the table above. The Company evaluates its amortizable intangible assets for impairment at the end of each reporting period. The Company did not identify any impairment indicators during the three months ended June 30, 2015. The following table illustrates the amortization expense included in the condensed consolidated statements of operations for the three and six months ended June 30, 2015 and 2014, respectively (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Cost of revenue $ 112 $ 111 $ 224 $ 223 Selling and marketing 251 252 503 503 Total $ 363 $ 363 $ 727 $ 726 The estimated annual future amortization expense for purchased intangible assets with definite lives over the next five years is as follows (in thousands): 2015 (remaining six months) $ 727 2016 1,455 2017 1,455 2018 1,455 2019 1,455 Thereafter 1,456 Total $ 8,003 |
Long-Term Payment Obligation
Long-Term Payment Obligation | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Long-Term Payment Obligation | 7. Long-Term Payment Obligation Hirsch Acquisition – Secure Keyboards and Secure Networks . Prior to the 2009 acquisition of Hirsch Electronics Corporation (“Hirsch”) by the Company, effective November 1994, Hirsch had entered into a settlement agreement (the “1994 Settlement Agreement”) with two limited partnerships, Secure Keyboards, Ltd. (“Secure Keyboards”) and Secure Networks, Ltd. (“Secure Networks”). At the time, Secure Keyboards and Secure Networks were related to Hirsch through certain common shareholders and limited partners, including Hirsch’s then President Lawrence Midland, who resigned as President of the Company effective July 31, 2014. Immediately following the acquisition, Mr. Midland owned 30% of Secure Keyboards and 9% of Secure Networks. Secure Networks was dissolved in 2012 and Mr. Midland owned 24.5% of Secure Keyboards upon his resignation from the Company effective July 31, 2014. On April 8, 2009, Secure Keyboards, Secure Networks and Hirsch amended and restated the 1994 Settlement Agreement to replace the royalty-based payment arrangement under the 1994 Settlement Agreement with a new, definitive installment payment schedule with contractual payments to be made in future periods through 2020 (the “2009 Settlement Agreement”). The Company was not an original party to the 2009 Settlement Agreement as the acquisition of Hirsch occurred subsequent to the 2009 Settlement Agreement being entered into. The Company has, however, provided Secure Keyboards and Secure Networks with a limited guarantee of Hirsch’s payment obligations under the 2009 Settlement Agreement (the “Guarantee”). The 2009 Settlement Agreement and the Guarantee became effective upon the acquisition of Hirsch on April 30, 2009. The Company’s annual payment to Secure Keyboards and Secure Networks in any given year under the 2009 Settlement Agreement is subject to an increase based on the percentage increase in the Consumer Price Index during the previous calendar year. The final payment to Secure Networks was made on January 30, 2012. The Company’s payment obligations under the 2009 Settlement Agreement to Secure Keyboards will continue through the calendar year ending December 31, 2020, with the final payment due on January 30, 2021, unless the Company elects at any time on or after January 1, 2012 to earlier satisfy its obligations by making a lump-sum payment to Secure Keyboards. The Company does not intend to make a lump-sum payment and therefore a portion of the payment obligation amount is classified as a long-term liability in its condensed consolidated balance sheets. The Company included $0.1 million and $0.3 million of interest expense during the three and six months ended June 30, 2015, respectively and $0.2 million and $0.3 million of interest expense during the three and six months ended June 30, 2014 in its condensed consolidated statements of operations for interest accreted on the long-term payment obligation. The ongoing payment obligation in connection with the Hirsch acquisition as of June 30, 2015 is as follows (in thousands): 2015 (remaining six months) $ 572 2016 1,180 2017 1,227 2018 1,276 2019 1,327 Thereafter 2,072 Present value discount factor (1,777 ) Total $ 5,877 |
Financial Liabilities
Financial Liabilities | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Financial Liabilities | 8. Financial Liabilities Financial liabilities consist of (in thousands): June 30, December 31, 2015 2014 Secured term loan $ 10,000 $ 10,000 Bank revolving loan facility 8,300 4,300 Less: Unamortized discount (283 ) (362 ) Long-term financial liabilities $ 18,017 $ 13,938 Bank Term Loan and Revolving Loan Facility On March 31, 2014, the Company entered into a credit agreement (the “Credit Agreement”) with Opus. The Credit Agreement provided for a term loan in aggregate principal amount of $10.0 million (“Term Loan”) which was drawn down on March 31, 2014, and an additional $10.0 million revolving loan facility (“Revolving Loan Facility”), of which $4.0 million was drawn down on March 31, 2014 and an additional $2.0 million was drawn down during the three months ended June 30, 2014. On August 8, 2014, the Company repaid $1.7 million on the Revolving Loan Facility. In connection with the closing of the Credit Agreement, the Company repaid all outstanding amounts under its Loan and Security Agreement, dated as of October 30, 2012, as amended from time to time (the “Secured Debt Facility”) with Hercules. During the three months ended March 31, 2014, the Company recorded $1.6 million in additional interest expense in its condensed consolidated statement of operations related to the repayment of the Secured Debt Facility. The total amount of $1.6 million in interest expense included $0.9 million related to a write-off of deferred costs, $0.6 million related to a write-off of discounts on the secured note and $0.1 million related to prepayment fees as stipulated in the Loan Agreement and the forfeiture of a facility charge paid at the inception of the loan. The proceeds of the Term Loan and the initial proceeds under the Revolving Loan Facility, after payment of fees and expenses and all outstanding amounts under the Secured Debt Facility, were approximately $7.8 million. The obligations of the Company under the Credit Agreement are secured by substantially all assets of the Company. Certain of the Company’s material domestic subsidiaries have guaranteed the credit facilities and have granted Opus security interests in substantially all of their respective assets. The Company may voluntarily prepay the Term Loan and outstanding amounts under the Revolving Loan Facility, without prepayment charges, and is required to make prepayments of the Term Loan in certain circumstances or condemnation events using the proceeds of asset sales or insurance. On November 10, 2014, the Company entered into an amendment to its Credit Agreement which changed a number of the original terms of the Credit Agreement including interest charged, the monthly installment payment schedule, the maximum amount available under the revolving loan facility and the maturity date as well as certain other terms and conditions. Details of the amendment to the Credit Agreement are discussed below. In connection with the Company’s entry into the Credit Agreement with Opus, the Company paid $170,000 in customary lender fees and expenses, including facility fees. As discussed in Note 4, Stockholders’ Equity On November 10, 2014, the Company entered into an amendment to its Credit Agreement dated March 31, 2014, with Opus (the “Amended Credit Agreement”). Under the Amended Credit Agreement, the Revolving Loan Facility was increased from $10.0 million to $30.0 million and the revolving loan maturity date was extended to November 10, 2017. In addition, the Company will no longer be required to make scheduled monthly installment payments of principal under the Term Loan. Rather, the entire principal balance of the Term Loan will be due on March 31, 2017. Under the terms of the Amended Credit Agreement, both the principal amount of the Term Loan and the principal amount outstanding under the Revolving Loan Facility bear interest at a floating rate equal to: (a) if the Company holds more than $30.0 million in cash with Opus, the greater of (i) the prime rate plus 1.50% and (ii) 4.75%; (b) if the Company holds $30.0 million or less but more than $20.0 million in cash with Opus, the greater of (i) the prime rate plus 2.25% and (ii) 5.50%; or (c) if the Company holds $20.0 million or less in cash with Opus, the greater of (i) the prime rate plus 2.75% and (ii) 6.00%. Interest on both facilities continues to be payable monthly. Additionally, the Amended Credit Agreement (i) modifies certain loan covenants applicable to the Company’s stock repurchase plan (see above), (ii) removes from the loan collateral shares of the Company’s capital stock repurchased by the Company and (iii) extends the current tangible net worth covenant by one year. The Company paid .333% of the revolving loan facility as a lender fee in the aggregate amount of $100,000 upon the closing of the Amended Credit Agreement. In addition, the Company paid $75,000 in third party fees related to the debt modification. Under the relevant debt restructuring accounting guidance found in ASC 470, the amendment to the Credit Agreement on November 10, 2014 has been treated as a debt modification. The Opus and third party fees have been allocated to the Revolving Loan Facility as a deferred charge and to the discount on the Term Loan pursuant to ASC 470-50-40 and are being amortized as interest expense over the remaining term of the Amended Credit Agreement. The Company may voluntarily prepay the Term Loan and outstanding amounts under the Revolving Loan Facility, without prepayment charges, and is required to make prepayments of the Term Loan in certain circumstances using the proceeds of asset sales or insurance or condemnation events. During the quarter ended June 30, 2015, an additional $4.0 million was drawn down on the Revolving Credit Facility. The Amended Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants, including, limits or restrictions on the Company’s ability to incur liens, incur indebtedness, make certain restricted payments, merge or consolidate and dispose of assets. The Amended Credit Agreement also provides for customary financial covenants, including a minimum tangible net worth covenant, a maximum senior leverage ratio and a minimum asset coverage ratio. As of June 30, 2015, the Company was in compliance with all financial covenants. In addition, it contains customary events of default that entitle Opus to cause any or all of the Company’s indebtedness under the Amended Credit Agreement to become immediately due and payable. Events of default (some of which are subject to applicable grace or cure periods), include, among other things, non-payment defaults, covenant defaults, cross-defaults to other material indebtedness, bankruptcy and insolvency defaults and material judgment defaults. Upon the occurrence and during the continuance of an event of default, Opus may terminate its lending commitments and/or declare all or any part of the unpaid principal of all loans, all interest accrued and unpaid thereon and all other amounts payable under the Amended Credit Agreement to be immediately due and payable. The Company has considered the components of the material adverse change clause of the Amended Credit Agreement and determined the likelihood of default under the existing terms is remote. Accordingly, all amounts outstanding under the Amended Credit Agreement are classified as long-term in the accompanying condensed consolidated balance sheets. The following table summarizes the timing of repayment obligations for the Company’s financial liabilities until the maturity date under the current terms of the Credit Agreement as of June 30, 2015 (in thousands): 2015 2016 2017 Total Bank term loan and revolving loan facility $ — $ — $ 18,300 $ 18,300 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. Income Taxes The Company conducts business globally and, as a result, files federal, state and foreign tax returns. The Company strives to resolve open matters with each tax authority at the examination level and could reach agreement with a tax authority at any time. While the Company has accrued for amounts it believes are the probable outcomes, the final outcome with a tax authority may result in a tax liability that is more or less than that reflected in the condensed consolidated financial statements. Furthermore, the Company may later decide to challenge any assessments, if made, and may exercise its right to appeal. The Company has no present intention of remitting undistributed retained earnings of any of its foreign subsidiaries. Accordingly, the Company has not established a deferred tax liability with respect to undistributed earnings of its foreign subsidiaries. The Company applies the provisions of, and accounted for uncertain tax positions in accordance with ASC 740. ASC 740 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. It prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company generally is no longer subject to tax examinations for years prior to 2010. However, if loss carryforwards of tax years prior to 2010 are utilized in the U.S., these tax years may become subject to investigation by the tax authorities. While timing of the resolution and/or finalization of tax audits is uncertain, the Company does not believe that its unrecognized tax benefits would materially change in the next 12 months. |
Segment Reporting and Geographi
Segment Reporting and Geographic Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting and Geographic Information | 10. Segment Reporting and Geographic Information ASC 280, Segment Reporting The Company reorganized its operations into four reportable business segments in the first quarter of 2014 principally by product families: Premises, Identity, Credentials and All Other. As a result of the change, product families and services were organized within the four segments. The CODM reviews financial information and business performance for each operating segment. The Company evaluates the performance of its operating segments at the revenue and gross profit levels. The CODM does not review operating expenses or asset information by operating segment for purposes of assessing performance or allocating resources. Net revenue and gross profit information by segment for the three and six months ended June 30, 2015 and June 30, 2014 is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Premises: Net revenue $ 4,564 $ 4,620 $ 9,236 $ 8,087 Gross profit 2,900 2,839 5,599 4,983 Gross profit margin 64 % 61 % 61 % 62 % Identity: Net revenue 3,267 3,768 5,861 8,788 Gross profit 1,459 1,847 2,462 4,084 Gross profit margin 45 % 49 % 42 % 46 % Credentials: Net revenue 7,379 13,171 14,536 20,332 Gross profit 2,060 3,796 4,102 5,402 Gross profit margin 28 % 29 % 28 % 27 % All Other: Net revenue 377 742 888 1,948 Gross profit 227 448 567 1,063 Gross profit margin 60 % 60 % 64 % 55 % Total: Net revenue 15,587 22,301 30,521 39,155 Gross profit 6,646 8,930 12,730 15,532 Gross profit margin 43 % 40 % 42 % 40 % Operating expenses: Research and development 2,340 1,731 4,332 3,233 Selling and marketing 5,467 5,731 10,462 10,766 General and administrative 5,536 2,867 8,601 5,910 Impairment of goodwill 988 — 988 — Restructuring and severance 21 612 193 1,049 Total operating expenses: 14,352 10,941 24,576 20,958 Loss from operations (7,706 ) (2,011 ) (11,846 ) (5,426 ) Non-operating income (expense): Interest expense, net (465 ) (506 ) (889 ) (2,590 ) Foreign currency gain (loss), net 51 (159 ) (176 ) (252 ) Loss from continuing operations before income taxes and noncontrolling interest $ (8,120 ) $ (2,676 ) $ (12,911 ) $ (8,268 ) Geographic net revenue is based on customer’s ship-to location. Information regarding net revenue by geographic region for the three and six months ended June 30, 2015 and June 30, 2014 is as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Americas $ 9,992 $ 14,966 $ 19,950 $ 23,278 Europe and the Middle East 2,250 4,094 5,092 8,792 Asia-Pacific 3,345 3,241 5,479 7,085 Total $ 15,587 $ 22,301 $ 30,521 $ 39,155 Revenues Americas 65 % 67 % 65 % 60 % Europe and the Middle East 14 % 18 % 17 % 22 % Asia-Pacific 21 % 15 % 18 % 18 % Total 100 % 100 % 100 % 100 % Long-lived assets by geographic location as of June 30, 2015 and December 31, 2014 are as follows (in thousands): June 30, December 31, 2015 2014 Property and equipment, net: Americas United States $ 2,226 $ 2,134 Total Americas 2,226 2,134 Europe and the Middle East Germany 474 1,252 Total Europe and the Middle East 474 1,252 Asia-Pacific Singapore 2,217 1,867 Other 37 58 Total Asia-Pacific 2,254 1,925 Total property and equipment, net $ 4,954 $ 5,311 |
Restructuring and Severance
Restructuring and Severance | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Severance | 11. Restructuring and Severance During the first six months of 2014, certain employees related to non-core functions were terminated as part of management’s efforts to simplify business operations. As a result, the Company recorded $1.0 million in restructuring and severance costs in its consolidated statements of operations for the six months ended June 30, 2014, primarily related to severance paid or accrued for employees related to non-core functions. During the six months ended June 30, 2015, additional severance costs were incurred for certain employees terminated as part of management’s continuing efforts to simplify business operations. As a result, the Company recorded $0.2 million in restructuring and severance costs and other closure related costs in its condensed consolidated statements of operations for the six months ended June 30, 2015. In addition, the Company recorded an additional $0.1 million in severance costs during the six months ended June 30, 2015 in general and administrative related to executive position eliminations in conjunction with recent corporate restructuring and cost reduction activities. All unpaid restructuring and severance accruals are included in other accrued expenses and liabilities within current liabilities in the condensed consolidated balance sheet at June 30, 2015 and December 31, 2014. Restructuring and severance activities during the six months ended June 30, 2015 and June 30, 2014 were as follows (in thousands): Six Months Ended June 30, 2015 2014 Balance at beginning of period $ 1,377 $ 1,149 Restructuring expense incurred for the period 193 1,049 Other cost reduction activities for the period 81 — Payments and non-cash item adjustment during the period (1,391 ) (1,131 ) Balance at end of period $ 260 $ 1,067 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies The Company leases its facilities, certain equipment, and automobiles under non-cancelable operating lease agreements. Those lease agreements existing as of June 30, 2015 expire at various dates during the next five years. The Company recognized rent expense of $0.4 million and $0.8 million for the three and six months ended June 30, 2015, respectively, and $0.4 million and $0.8 million for the three and six months ended June 30, 2014, respectively, in its condensed consolidated statements of operations. Purchases for inventories are highly dependent upon forecasts of customer demand. Due to the uncertainty in demand from its customers, the Company may have to change, reschedule, or cancel purchases or purchase orders from its suppliers. These changes may lead to vendor cancellation charges on these purchases or contractual commitments. The following table summarizes the Company’s principal contractual commitments as of June 30, 2015 (in thousands): Operating Lease Purchase Commitments Other Contractual Commitments Total 2015 (remaining six months) $ 797 $ 8,439 $ 446 $ 9,682 2016 1,448 597 4 2,049 2017 989 — 1 990 2018 193 — — 193 2019 22 — — 22 Thereafter — — — — $ 3,449 $ 9,036 $ 451 $ 12,936 The Company provides warranties on certain product sales for periods ranging from 12 to 24 months, and allowances for estimated warranty costs are recorded during the period of sale. The determination of such allowances requires the Company to make estimates of product return rates and expected costs to repair or to replace the products under warranty. The Company currently establishes warranty reserves based on historical warranty costs for each product line combined with liability estimates based on the prior 12 months’ sales activities. If actual return rates and/or repair and replacement costs differ significantly from the Company’s estimates, adjustments to recognize additional cost of sales may be required in future periods. Historically the warranty accrual and the expense amounts have been immaterial. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 13. Related Party Transactions As discussed in Note 3, Fair Value Measurements As outlined in the SPA, certain of the Selling Shareholders included the Company’s former CEO and former CFO. The Earn-out Consideration was settled on May 11, 2015 through the issuance of 326,276 shares of the Company’s common stock. The Earn-out Consideration was distributed to the Selling Shareholders in proportion to their former shareholdings, which included 294,750 shares distributed to the Company’s former CEO and 921 shares distributed to the Company’s former CFO. Company common shares issued will have a lock-up period of 12 months from date of issue. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14. Subsequent Events In April 2015, the Company was served with a complaint (the “Complaint”) from a former employee alleging, among other things, certain expense reimbursement issues with respect to certain executive officers and certain other employees of the Company. The Board of Directors of the Company formed a special committee (the “Committee”) to investigate the allegations contained in the Complaint and related matters with the assistance of independent counsel. As a result of the ongoing investigation, the Company did not file its quarterly reports on Form 10-Q for the quarters ended March 31, 2015, June 30, 2015 and September 30, 2015. On May 21, 2015, the Company received notification from NASDAQ that it no longer met the requirements for continued listing under NASDAQ’s listing rules because of the failure to file its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2015. The Company subsequently submitted a plan of compliance to NASDAQ, and was given until November 16, 2015 to regain compliance with the continued listing requirements. The plan of compliance included an undertaking to file our Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, which had also become delinquent. The Company subsequently was unable to timely file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2015. On November 17, 2015, the Company received a notice from NASDAQ informing the Company that as a result of its failure to regain compliance with the continued listing requirements by November 16, 2015, and because the September 30, 2015 Form 10-Q was also delinquent, the Company’s common stock was subject to delisting. The Company requested and was granted a hearing before the NASDAQ Listing Qualifications Panel (“the Panel”) to appeal the delisting determination. On January 26, 2016, the Company was notified that the Panel had granted its request to remain listed on The NASDAQ Capital Market, subject to certain conditions. The Panel determined the Company’s common stock would remain listed subject to the Company becoming current with its periodic filings with the SEC by March 30, 2016, and the Company holding its annual meeting of stockholders on or before May 12, 2016. If the Company does not maintain compliance with the remainder of The NASDAQ Capital Market’s continued listing requirements on an ongoing basis and timely comply with the conditions of the Panel’s decision, the Company’s common stock may be immediately delisted from The NASDAQ Capital Market. On September 9, 2015, after reviewing the findings of the Committee, the Board of Directors appointed Steven Humphreys as the Chief Executive Officer of the Company, replacing Jason Hart, and appointed James Ousley Chairman of the Board. Mr. Hart continued to serve as President and as a director of the Company until February 2, 2016, when Mr. Hart ceased serving as an officer and director of the Company in connection with a restructuring plan announced by the Company on February 2, 2016. On December 4, 2015, the Company entered into an amendment (the “Credit Amendment”) to its credit agreement dated March 31, 2014, as amended (the “Credit Agreement”) with Opus Bank, a California commercial bank (the “Lender”). The Credit Amendment amended and restated Section 7.11(a) Financial Covenants to read as follows: “Tangible Net Worth. Permit the sum of the Consolidated Tangible Net Worth plus plus In addition, the Lender waived any Default or Event of Default arising under the Credit Agreement due to the failure of the Company to comply with the requirements of Section 7.11(a) of the Credit Agreement ( Tangible Net Worth On December 7, 2015, the Company and certain of its present and former officers and directors were named as defendants in a putative class action lawsuit filed in the United States District Court for the Northern District of California, entitled Ruggiero v. Identiv, Inc. Between December 2015 and February 2016, a number of other shareholder lawsuits were filed. On December 16, 2015, the Company and certain of its present and former officers and directors were named as defendants in a putative class action lawsuit filed in the United States District Court for the Northern District of California, entitled Rok v. Identiv, Inc., et al. Oswald v. Humphreys, et al. Chopra v. Hart, et al. Wollnik v. Wenzel, et al. On January 27, 2016, the Company commenced the implementation of a worldwide restructuring plan designed to refocus the Company’s resources on its core business segments, including physical access and transponders, and to consolidate its operations in several worldwide locations. The restructuring plan includes a reduction of approximately 25% of the Company’s non-manufacturing employee base, reallocates overhead roles into direct business activities and eliminates certain management and executive roles. In connection with the restructuring, the Company estimates that it will incur aggregate cash charges of approximately $1.6 million to $2.0 million, consisting of approximately $1.5 million to $1.75 million related to severance payments to employees and approximately $100,000 to $250,000 in lease termination fees. The majority of the charges are expected to be paid out during the first quarter of 2016. |
Organization and Summary of S22
Organization and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Concentration of Credit Risk | Concentration of Credit Risk — One customer represented 13% of net revenue for the three months ended June 30, 2015. One customer represented 17% of net revenue for the six months ended June 30, 2015. One customer represented 31% and 24% of net revenue for the three and six months ended June 30, 2014. One customer represented approximately 25% of the Company’s accounts receivable balance, and at December 31, 2014, two customers each accounted for approximately 12% of the Company’s accounts receivable balance. |
Discontinued Operations | Discontinued Operations — Financial information related to certain divested businesses of the Company is reported as discontinued operations for all periods presented as discussed in Note 2, . Reclassifications of prior period amounts related to discontinued operations have been made to conform to the current period presentation. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-05, “Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement” (ASU 2015-05”), which clarifies the circumstances under which a cloud computing customer would account for the arrangement as a license of internal-use software. ASU 2015-05 is effective for interim and annual reporting periods beginning after December 15, 2015. The Company does not expect the adoption of ASU 2015-05 will have a material impact on its condensed consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”), which changes the presentation of debt issuance costs on the balance sheet by requiring entities to present such costs as a direct deduction from the related debt liability rather than as an asset. ASU 2015-03 is effective for interim and annual reporting periods beginning after December 15, 2015. The Company does not expect the adoption of ASU 2015-03 will have a material impact on its condensed consolidated financial statements. In January 2015, the FASB issued ASU 2015-01, “Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items” (“ASU 2015-01”). Under ASU 2015-01, an entity will no longer be allowed to separately disclose extraordinary items, net of tax, in the income statement after income from continuing operations if an event or transaction is unusual in nature and occurs infrequently. ASU 2015-01 is effective for interim and annual reporting periods beginning after December 15, 2015 with early adoption permitted. Upon adoption, the Company may elect prospective or retrospective application. The Company does not expect the adoption of ASU 2015-01 will have a material impact on its condensed consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties About an Entity's Ability to Continue as a Going Concern” . In May 2014, the FASB issued ASU No. 2014-09 “ Revenue from Contracts with Customers In August 2015, the FASB issued ASU 2015-14, “Revenue From Contracts With Customers (Topic 606)” (“ASU 2015-14”), which defers the effective date of ASU 2014-09 by one year to annual periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Early adoption is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The new guidance is effective for the Company beginning January 1, 2018 and will provide the Company additional time to evaluate the method and impact that ASU 2014-09 will have on its condensed consolidated financial statements |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Discontinued Operations Income, Assets and Liabilities | The key components of income from discontinued operations consist of the following (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Net revenue $ — $ 441 $ — $ 1,276 Discontinued operations: Income from discontinued operations, net of income taxes of nil $ — $ 60 $ — $ 95 Adjustments to amounts reported previously for gain on sale of discontinued operations, net of income taxes of nil — (3 ) — (54 ) Gain on sale of discontinued operations, net of income taxes of nil — — — 503 Income from discontinued operations, net of income taxes $ — $ 57 $ — $ 544 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Summary of Outstanding Warrants Issued By Company | Below is the summary of outstanding warrants issued by the Company as of June 30, 2015: Warrant Type Number of Shares Issuable Upon Exercise Weighted Average Exercise Price Issue Date Expiration Date Consultant Warrant 85,000 $ 10.70 August 13, 2014 August 13, 2019 Opus Warrant 100,000 9.90 March 31, 2014 March 31, 2019 2013 Private Placement Warrants 186,878 10.00 August 14, 2013 August 14, 2017 2010 Private Placement Warrants 369,169 26.50 November 14, 2010 November 14, 2015 Total 741,047 |
Summary of Activity under Stock-Based Compensation Plans | A summary of activity for the Company’s stock option plans for the six months ended June 30, 2015 follows: Number Outstanding Average Exercise Price per Share Weighted Average Remaining Contractual Term (Years) Average Intrinsic Value Balance at December 31, 2014 897,115 $ 12.09 $ 3,425,558 Granted — — Cancelled or Expired (70,075 ) 18.14 Exercised (5,180 ) 8.01 Balance at June 30, 2015 821,860 $ 11.60 7.12 $ 59,279 Vested or expected to vest at June 30, 2015 763,031 $ 11.80 6.98 $ 53,864 Exercisable at June 30, 2015 402,168 $ 14.04 5.62 $ 22,627 |
Summary Information about Options Outstanding | The following table summarizes information about options outstanding as of June 30, 2015: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price $5.20 - $8.40 164,042 8.01 $ 6.40 86,282 $ 6.75 $8.41 - $8.80 249,385 8.62 8.80 79,232 8.80 $8.81 - $10.99 168,476 8.88 10.85 12,644 9.90 $11.00 - $24.00 175,150 4.21 14.52 159,298 14.59 $24.01 - $43.40 64,807 2.11 29.61 64,712 29.61 $5.20 - $43.40 821,860 7.12 $ 11.60 402,168 $ 14.04 |
Summary of Restricted Stock Unit Activity | The following is a summary of restricted stock and restricted stock unit (“RSU”) activity for the six months ended June 30, 2015: Number Outstanding Weighted Weighted Average Remaining Contractual Term (Years) Average Intrinsic Value Balance at December 31, 2014 542,342 $ 13.74 $ 7,533,132 Granted 285,247 12.34 Vested and settled (52,421 ) 14.53 Forfeited (25,000 ) 10.54 Balance at June 30, 2015 750,168 $ 13.26 1.52 $ 4,418,492 Outstanding - Vested but not released 31,860 Outstanding - Unvested 718,308 Balance at June 30, 2015 750,168 |
Stock-Based Compensation Expense | The following table illustrates all employee stock-based compensation expense related to stock options and RSUs included in the condensed consolidated statements of operations for the three and six months ended June 30, 2015 and 2014 (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Cost of revenue $ 35 $ 6 $ 64 $ 11 Research and development 70 18 139 36 Selling and marketing 309 (7 ) 548 44 General and administrative 788 240 1,657 366 Total $ 1,202 $ 257 $ 2,408 $ 457 |
Summary of Common Stock Reserved For Future Issuance | Common stock reserved for future issuance as of June 30, 2015 was as follows: Exercise of outstanding stock options and vesting of RSU's 1,572,028 ESPP 293,888 Shares of common stock available for grants under the 2011 Plan 152,050 Noncontrolling interest in Bluehill AD 10,355 Warrants to purchase common stock 741,047 Total 2,769,368 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Statement Of Financial Position [Abstract] | |
Inventories | The Company’s inventories are stated at the lower of cost or market. Inventories consist of (in thousands): June 30, December 31, 2015 2014 Raw materials $ 6,001 $ 3,272 Work-in-progress 575 571 Finished goods 5,899 5,411 Total $ 12,475 $ 9,254 |
Property and Equipment, Net | Property and equipment, net consists of (in thousands): June 30, December 31, 2015 2014 Building and leasehold improvements $ 1,255 $ 1,298 Furniture, fixtures and office equipment 3,750 4,236 Plant and machinery 7,176 6,732 Purchased software 2,731 2,520 Total 14,912 14,786 Accumulated depreciation (9,958 ) (9,475 ) Property and equipment, net $ 4,954 $ 5,311 |
Other Accrued Expenses and Liabilities | Other accrued expenses and liabilities consist of (in thousands): June 30, December 31, 2015 2014 Accrued restructuring $ 260 $ 1,377 Accrued professional fees 2,502 679 Income taxes payable 338 275 Other accrued expenses 1,900 2,140 Total $ 5,000 $ 4,471 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill by Segment and Changes in Carrying Amount of Goodwill | The following table presents goodwill by operating segment as of June 30, 2015 and December 31, 2014 and changes in the carrying amount of goodwill (in thousands): Premises Credentials Identity All Other Total Balance at December 31, 2014 $ 7,783 $ — $ 1,070 $ — $ 8,853 Goodwill impairment during the period — — (988 ) — (988 ) Currency translation adjustment — — (82 ) — (82 ) Balance at June 30, 2015 $ 7,783 $ — $ — $ — $ 7,783 |
Summary of Gross Carrying Amount and Accumulated Amortization for Intangible Assets Resulting from Acquisitions | The following table summarizes the gross carrying amount and accumulated amortization for intangible assets resulting from acquisitions (in thousands): Existing Customer Trade Technology Relationship Name Total Amortization period (in years) 11.75 4.0 – 11.75 1.0 Gross carrying amount at December 31, 2014 $ 4,600 $ 10,701 $ 570 $ 15,871 Accumulated amortization (1,914 ) (4,657 ) (570 ) (7,141 ) Intangible Assets, net at December 31, 2014 $ 2,686 $ 6,044 $ — $ 8,730 Gross carrying amount at June 30, 2015 $ 4,600 $ 10,701 $ 570 $ 15,871 Accumulated amortization (2,138 ) (5,160 ) (570 ) (7,868 ) Intangible Assets, net at June 30, 2015 $ 2,462 $ 5,541 $ — $ 8,003 |
Amortization Expense Included in Consolidated Statements of Operations | The following table illustrates the amortization expense included in the condensed consolidated statements of operations for the three and six months ended June 30, 2015 and 2014, respectively (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Cost of revenue $ 112 $ 111 $ 224 $ 223 Selling and marketing 251 252 503 503 Total $ 363 $ 363 $ 727 $ 726 |
Estimated Future Amortization Expense of Purchased Intangible Assets with Definite Lives | The estimated annual future amortization expense for purchased intangible assets with definite lives over the next five years is as follows (in thousands): 2015 (remaining six months) $ 727 2016 1,455 2017 1,455 2018 1,455 2019 1,455 Thereafter 1,456 Total $ 8,003 |
Long-Term Payment Obligation (T
Long-Term Payment Obligation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Payment Obligations To Former Related Party Liability | The ongoing payment obligation in connection with the Hirsch acquisition as of June 30, 2015 is as follows (in thousands): 2015 (remaining six months) $ 572 2016 1,180 2017 1,227 2018 1,276 2019 1,327 Thereafter 2,072 Present value discount factor (1,777 ) Total $ 5,877 |
Financial Liabilities (Tables)
Financial Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Financial Liabilities | Financial liabilities consist of (in thousands): June 30, December 31, 2015 2014 Secured term loan $ 10,000 $ 10,000 Bank revolving loan facility 8,300 4,300 Less: Unamortized discount (283 ) (362 ) Long-term financial liabilities $ 18,017 $ 13,938 |
Company's Financial Obligations | The following table summarizes the timing of repayment obligations for the Company’s financial liabilities until the maturity date under the current terms of the Credit Agreement as of June 30, 2015 (in thousands): 2015 2016 2017 Total Bank term loan and revolving loan facility $ — $ — $ 18,300 $ 18,300 |
Segment Reporting and Geograp29
Segment Reporting and Geographic Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Information Regarding Net Revenue and Gross Profit by Segment | Net revenue and gross profit information by segment for the three and six months ended June 30, 2015 and June 30, 2014 is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Premises: Net revenue $ 4,564 $ 4,620 $ 9,236 $ 8,087 Gross profit 2,900 2,839 5,599 4,983 Gross profit margin 64 % 61 % 61 % 62 % Identity: Net revenue 3,267 3,768 5,861 8,788 Gross profit 1,459 1,847 2,462 4,084 Gross profit margin 45 % 49 % 42 % 46 % Credentials: Net revenue 7,379 13,171 14,536 20,332 Gross profit 2,060 3,796 4,102 5,402 Gross profit margin 28 % 29 % 28 % 27 % All Other: Net revenue 377 742 888 1,948 Gross profit 227 448 567 1,063 Gross profit margin 60 % 60 % 64 % 55 % Total: Net revenue 15,587 22,301 30,521 39,155 Gross profit 6,646 8,930 12,730 15,532 Gross profit margin 43 % 40 % 42 % 40 % Operating expenses: Research and development 2,340 1,731 4,332 3,233 Selling and marketing 5,467 5,731 10,462 10,766 General and administrative 5,536 2,867 8,601 5,910 Impairment of goodwill 988 — 988 — Restructuring and severance 21 612 193 1,049 Total operating expenses: 14,352 10,941 24,576 20,958 Loss from operations (7,706 ) (2,011 ) (11,846 ) (5,426 ) Non-operating income (expense): Interest expense, net (465 ) (506 ) (889 ) (2,590 ) Foreign currency gain (loss), net 51 (159 ) (176 ) (252 ) Loss from continuing operations before income taxes and noncontrolling interest $ (8,120 ) $ (2,676 ) $ (12,911 ) $ (8,268 ) |
Information Regarding Net Revenue by Geographic Region | Geographic net revenue is based on customer’s ship-to location. Information regarding net revenue by geographic region for the three and six months ended June 30, 2015 and June 30, 2014 is as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Americas $ 9,992 $ 14,966 $ 19,950 $ 23,278 Europe and the Middle East 2,250 4,094 5,092 8,792 Asia-Pacific 3,345 3,241 5,479 7,085 Total $ 15,587 $ 22,301 $ 30,521 $ 39,155 Revenues Americas 65 % 67 % 65 % 60 % Europe and the Middle East 14 % 18 % 17 % 22 % Asia-Pacific 21 % 15 % 18 % 18 % Total 100 % 100 % 100 % 100 % |
Long-Lived Assets by Geographic Location | Long-lived assets by geographic location as of June 30, 2015 and December 31, 2014 are as follows (in thousands): June 30, December 31, 2015 2014 Property and equipment, net: Americas United States $ 2,226 $ 2,134 Total Americas 2,226 2,134 Europe and the Middle East Germany 474 1,252 Total Europe and the Middle East 474 1,252 Asia-Pacific Singapore 2,217 1,867 Other 37 58 Total Asia-Pacific 2,254 1,925 Total property and equipment, net $ 4,954 $ 5,311 |
Restructuring and Severance (Ta
Restructuring and Severance (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Severance | All unpaid restructuring and severance accruals are included in other accrued expenses and liabilities within current liabilities in the condensed consolidated balance sheet at June 30, 2015 and December 31, 2014. Restructuring and severance activities during the six months ended June 30, 2015 and June 30, 2014 were as follows (in thousands): Six Months Ended June 30, 2015 2014 Balance at beginning of period $ 1,377 $ 1,149 Restructuring expense incurred for the period 193 1,049 Other cost reduction activities for the period 81 — Payments and non-cash item adjustment during the period (1,391 ) (1,131 ) Balance at end of period $ 260 $ 1,067 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Principal Contractual Obligations | The following table summarizes the Company’s principal contractual commitments as of June 30, 2015 (in thousands): Operating Lease Purchase Commitments Other Contractual Commitments Total 2015 (remaining six months) $ 797 $ 8,439 $ 446 $ 9,682 2016 1,448 597 4 2,049 2017 989 — 1 990 2018 193 — — 193 2019 22 — — 22 Thereafter — — — — $ 3,449 $ 9,036 $ 451 $ 12,936 |
Organization and Summary of S32
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) - Customer | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Concentration Risk [Line Items] | |||||
Number of major customer represented stated percentage of total revenue | 1 | 1 | 1 | 1 | |
Number of customers who accounted for accounts receivable balance | 1 | 2 | |||
Concentration Risk, Customer | One customer represented 31% and 24% of net revenue for the three and six months ended June 30, 2014 | ||||
Net revenue | Customer Concentration Risk | |||||
Concentration Risk [Line Items] | |||||
Percentage concentration risk | 31.00% | 24.00% | |||
Net revenue | Customer Concentration Risk | Customer 1 | |||||
Concentration Risk [Line Items] | |||||
Percentage concentration risk | 13.00% | ||||
Net revenue | Customer Concentration Risk | Customer 2 | |||||
Concentration Risk [Line Items] | |||||
Percentage concentration risk | 17.00% | ||||
Accounts Receivable | Credit Concentration Risk | |||||
Concentration Risk [Line Items] | |||||
Percentage concentration risk | 25.00% | ||||
Accounts Receivable | Credit Concentration Risk | Customer 1 | |||||
Concentration Risk [Line Items] | |||||
Percentage concentration risk | 12.00% | ||||
Accounts Receivable | Credit Concentration Risk | Customer 2 | |||||
Concentration Risk [Line Items] | |||||
Percentage concentration risk | 12.00% |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Percentage of ownership agreed to sell | 80.10% | |||||
Proceed from divesture of business | $ 1,286,000 | |||||
Gain on sale of discontinued operations | 449,000 | |||||
Gain on sale of discontinued operations, income taxes | $ 0 | $ 0 | $ 0 | $ 0 | 0 | |
Cash consideration on sale of non-core assets | $ 100,000 | |||||
Multicard US | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Proceed from divesture of business | $ 1,200,000 | |||||
Gain on sale of discontinued operations | $ 500,000 |
Components of Income from Disco
Components of Income from Discontinued Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2014 | Jun. 30, 2014 | |
Discontinued Operations And Disposal Groups [Abstract] | ||
Net revenue | $ 441 | $ 1,276 |
Discontinued operations: | ||
Income from discontinued operations, net of income taxes of nil | 60 | 95 |
Adjustments to amounts reported previously for gain on sale of discontinued operations, net of income taxes of nil | (3) | (54) |
Gain on sale of discontinued operations, net of income taxes of nil | 503 | |
Income from discontinued operations, net of income taxes | $ 57 | $ 544 |
Components of Income from Dis35
Components of Income from Discontinued Operations (Parenthetical) (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Discontinued Operations And Disposal Groups [Abstract] | |||||
Income (loss) from discontinued operations, income taxes | $ 0 | $ 0 | $ 0 | $ 0 | |
Adjustments to amounts reported previously for gain on sale of discontinued operations, income taxes | 0 | 0 | 0 | 0 | |
Gain on sale of discontinued operations, income taxes | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Asset measured and recognized at fair value on recurring basis | $ 0 | $ 0 | $ 0 |
Earn-out liability | 3,510,000 | ||
Impairment of goodwill | 988,000 | 988,000 | 0 |
Identity | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Impairment of goodwill | 1,000,000 | ||
SPA | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Earn-out consideration | 3,510,000 | ||
Earn-out liability | 3,510,000 | $ 3,510,000 | |
Common shares issuance lock-up period | 12 months | ||
Maximum | SPA | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Earn-out consideration related to the acquisition | 5,000,000 | ||
Fair Value, Measurements, Recurring | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalent at recurring basis | 0 | $ 0 | 0 |
Fair Value Measurements, Non-recurring | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Fair value liabilities measured and recognized | 0 | 0 | 0 |
Fair Value Measurements, Non-recurring | Fair Value, Level 3 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Privately-held investments measured at fair value | $ 300,000 | $ 300,000 | $ 300,000 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) | May. 22, 2014 | Aug. 14, 2013$ / sharesshares | Jun. 06, 2011shares | Nov. 30, 2010$ / sharesshares | Jun. 30, 2015USD ($)$ / sharesshares | Jun. 30, 2014USD ($)shares | Jun. 30, 2015USD ($)$ / sharesshares | Jun. 30, 2014USD ($)shares | Dec. 31, 2014USD ($) | Mar. 31, 2014$ / shares | Jun. 30, 2010shares |
Stockholders Equity [Line Items] | |||||||||||
Reserve stock split, conversion ratio | 0.1 | ||||||||||
Number of additional common stock to be purchased by the warrant | 409,763 | ||||||||||
Warrant exercise price | $ / shares | $ 10 | $ 26.50 | |||||||||
Warrant expiration date | Nov. 14, 2015 | ||||||||||
Issuance of common stock in connection with common stock offerings (in shares) | 834,847 | ||||||||||
Shares issued, price per share | $ / shares | $ 8.50 | ||||||||||
Common stock reserved for future issuance | 2,769,368 | 2,769,368 | |||||||||
Stock-based compensation expense | $ | $ 2,571,000 | $ 457,000 | |||||||||
Unrecognized compensation expense | $ | $ 1,800,000 | $ 1,800,000 | |||||||||
Unrecognized stock-based compensation expense, weighted average period of recognition | 2 years 7 months 21 days | ||||||||||
Shares excluded from calculation of diluted loss per share | 2,323,430 | 3,433,324 | 2,323,430 | 3,433,324 | |||||||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | $ | $ 1,100,000 | $ 1,100,000 | $ 1,700,000 | ||||||||
Foreign currency translation reclassified into net loss upon acquisition of noncontrolling interest | $ | 444,000 | ||||||||||
Restricted Stock Units (RSUs) | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Unrecognized compensation expense | $ | $ 6,500,000 | $ 6,500,000 | |||||||||
Unrecognized stock-based compensation expense, weighted average period of recognition | 2 years 10 months 28 days | ||||||||||
Employee Stock Purchase Plan | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Common stock reserved for future issuance | 293,888 | 293,888 | |||||||||
Temporary suspension effective date | Jan. 1, 2014 | ||||||||||
Stock-based compensation expense | $ | $ 0 | $ 0 | $ 0 | $ 0 | |||||||
2010 Plan | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Common stock reserved for future issuance | 300,000 | ||||||||||
Stock Incentive Plan 2011 | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Common stock reserved for future issuance | 400,000 | 152,050 | 152,050 | ||||||||
Number of shares available for grant | 859,956 | ||||||||||
Stock Incentive Plan 2011 | Restricted Stock Units (RSUs) | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Aggregate restricted stock units outstanding and unvested | 718,308 | 718,308 | |||||||||
Stock Option Plan 2007 and 2010 | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Shares of common stock available for delivery | 459,956 | ||||||||||
Private Placement Investors | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Number of additional common stock to be purchased by the warrant | 834,847 | ||||||||||
Opus Bank | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Warrant exercise price | $ / shares | $ 9.90 | ||||||||||
Consultant Warrant | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Number of additional common stock to be purchased by the warrant | 85,000 | ||||||||||
Warrant exercise price | $ / shares | $ 10.70 | $ 10.70 | |||||||||
Warrant expiration date | Aug. 13, 2019 | ||||||||||
Warrants vested | 0 | 0 | |||||||||
Warrants exercised | 0 | 0 | |||||||||
Opus Warrant | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Warrant exercise price | $ / shares | $ 9.90 | $ 9.90 | |||||||||
Opus Warrant | Opus Bank | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Number of additional common stock to be purchased by the warrant | 100,000 | ||||||||||
Warrant exercise price | $ / shares | $ 9.90 | $ 9.90 | |||||||||
Warrant expiration date | Mar. 31, 2019 | ||||||||||
Warrants exercised | 0 | 0 |
Summary of Outstanding Warrants
Summary of Outstanding Warrants Issued (Detail) - $ / shares | 6 Months Ended | ||
Jun. 30, 2015 | Aug. 14, 2013 | Nov. 30, 2010 | |
Class Of Warrant Or Right [Line Items] | |||
Number of Shares Issuable Upon Exercise | 741,047 | ||
Weighted Average Exercise Price | $ 10 | $ 26.50 | |
Consultant Warrant | |||
Class Of Warrant Or Right [Line Items] | |||
Number of Shares Issuable Upon Exercise | 85,000 | ||
Weighted Average Exercise Price | $ 10.70 | ||
Issue Date | Aug. 13, 2014 | ||
Expiration Date | Aug. 13, 2019 | ||
Opus Warrant | |||
Class Of Warrant Or Right [Line Items] | |||
Number of Shares Issuable Upon Exercise | 100,000 | ||
Weighted Average Exercise Price | $ 9.90 | ||
Issue Date | Mar. 31, 2014 | ||
Expiration Date | Mar. 31, 2019 | ||
2013 Private Placement Warrants | |||
Class Of Warrant Or Right [Line Items] | |||
Number of Shares Issuable Upon Exercise | 186,878 | ||
Weighted Average Exercise Price | $ 10 | ||
Issue Date | Aug. 14, 2013 | ||
Expiration Date | Aug. 14, 2017 | ||
2010 Private Placement Warrants | |||
Class Of Warrant Or Right [Line Items] | |||
Number of Shares Issuable Upon Exercise | 369,169 | ||
Weighted Average Exercise Price | $ 26.50 | ||
Issue Date | Nov. 14, 2010 | ||
Expiration Date | Nov. 14, 2015 |
Summary of Activity under Stock
Summary of Activity under Stock-Based Compensation Plans (Detail) | 6 Months Ended |
Jun. 30, 2015USD ($)$ / sharesshares | |
Stock Options Number Outstanding | |
Beginning Balance | shares | 897,115 |
Cancelled or Expired | shares | (70,075) |
Exercised | shares | (5,180) |
Ending Balance | shares | 821,860 |
Vested or expected to vest at June 30, 2015 | shares | 763,031 |
Exercisable at June 30, 2015 | shares | 402,168 |
Stock Options Average Exercise Price per share | |
Beginning Balance | $ / shares | $ 12.09 |
Cancelled or Expired | $ / shares | 18.14 |
Exercised | $ / shares | 8.01 |
Ending Balance | $ / shares | 11.60 |
Vested or expected to vest at June 30, 2015 | $ / shares | 11.80 |
Exercisable at June 30, 2015 | $ / shares | $ 14.04 |
Stock Options Remaining Contractual Life (in years) | |
Remaining Contractual Life | 7 years 1 month 13 days |
Vested or expected to vest at June 30, 2015 | 6 years 11 months 23 days |
Exercisable at June 30, 2015 | 5 years 7 months 13 days |
Stock Options Aggregate Intrinsic Value | |
Beginning Balance | $ | $ 3,425,558 |
Ending Balance | $ | 59,279 |
Vested or expected to vest at June 30, 2015 | $ | 53,864 |
Exercisable at June 30, 2015 | $ | $ 22,627 |
Summary Information about Optio
Summary Information about Options Outstanding (Detail) | 6 Months Ended |
Jun. 30, 2015$ / sharesshares | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower limit | $ 5.20 |
Range of Exercise Prices, upper limit | $ 43.40 |
Options Number Outstanding | shares | 821,860 |
Options Outstanding Weighted Average Remaining Contractual Life (Years) | 7 years 1 month 13 days |
Options Outstanding Weighted Average Exercise Price | $ 11.60 |
Options Number Exercisable | shares | 402,168 |
Options Exercisable Weighted Average Exercise Price | $ 14.04 |
Range 1 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower limit | 5.20 |
Range of Exercise Prices, upper limit | $ 8.40 |
Options Number Outstanding | shares | 164,042 |
Options Outstanding Weighted Average Remaining Contractual Life (Years) | 8 years 4 days |
Options Outstanding Weighted Average Exercise Price | $ 6.40 |
Options Number Exercisable | shares | 86,282 |
Options Exercisable Weighted Average Exercise Price | $ 6.75 |
Range 2 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower limit | 8.41 |
Range of Exercise Prices, upper limit | $ 8.80 |
Options Number Outstanding | shares | 249,385 |
Options Outstanding Weighted Average Remaining Contractual Life (Years) | 8 years 7 months 13 days |
Options Outstanding Weighted Average Exercise Price | $ 8.80 |
Options Number Exercisable | shares | 79,232 |
Options Exercisable Weighted Average Exercise Price | $ 8.80 |
Range 3 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower limit | 8.81 |
Range of Exercise Prices, upper limit | $ 10.99 |
Options Number Outstanding | shares | 168,476 |
Options Outstanding Weighted Average Remaining Contractual Life (Years) | 8 years 10 months 17 days |
Options Outstanding Weighted Average Exercise Price | $ 10.85 |
Options Number Exercisable | shares | 12,644 |
Options Exercisable Weighted Average Exercise Price | $ 9.90 |
Range 4 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower limit | 11 |
Range of Exercise Prices, upper limit | $ 24 |
Options Number Outstanding | shares | 175,150 |
Options Outstanding Weighted Average Remaining Contractual Life (Years) | 4 years 2 months 16 days |
Options Outstanding Weighted Average Exercise Price | $ 14.52 |
Options Number Exercisable | shares | 159,298 |
Options Exercisable Weighted Average Exercise Price | $ 14.59 |
Range 5 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | |
Range of Exercise Prices, lower limit | 24.01 |
Range of Exercise Prices, upper limit | $ 43.40 |
Options Number Outstanding | shares | 64,807 |
Options Outstanding Weighted Average Remaining Contractual Life (Years) | 2 years 1 month 10 days |
Options Outstanding Weighted Average Exercise Price | $ 29.61 |
Options Number Exercisable | shares | 64,712 |
Options Exercisable Weighted Average Exercise Price | $ 29.61 |
Summary of Restricted Stock and
Summary of Restricted Stock and RSU Activity (Detail) - Restricted Stock And Restricted Stock Units - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning Balance | 542,342 | |
Granted | 285,247 | |
Vested and settled | (52,421) | |
Forfeited | (25,000) | |
Ending Balance | 750,168 | |
Outstanding - Vested but not released | 31,860 | |
Outstanding - Unvested | 718,308 | |
Beginning Balance | $ 13.74 | |
Granted | 12.34 | |
Vested and settled | 14.53 | |
Forfeited | 10.54 | |
Ending Balance | $ 13.26 | |
Weighted Average Remaining Contractual Term | 1 year 6 months 7 days | |
Average Intrinsic Value | $ 4,418,492 | $ 7,533,132 |
Stock-Based Compensation Expens
Stock-Based Compensation Expense Related To ESPP, Stock Options And RSUs (Detail) - Stock Options And Restricted Stock Units - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-Based Compensation Expense (Benefit) | $ 1,202 | $ 257 | $ 2,408 | $ 457 |
Cost of revenue | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-Based Compensation Expense (Benefit) | 35 | 6 | 64 | 11 |
Research and Development Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-Based Compensation Expense (Benefit) | 70 | 18 | 139 | 36 |
Selling and Marketing Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-Based Compensation Expense (Benefit) | 309 | (7) | 548 | 44 |
General and Administrative Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-Based Compensation Expense (Benefit) | $ 788 | $ 240 | $ 1,657 | $ 366 |
Summary of Common Stock Reserve
Summary of Common Stock Reserved for Future Issuance (Detail) - shares | Jun. 30, 2015 | Jun. 06, 2011 |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Common stock reserved for future issuance | 2,769,368 | |
Warrant | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Common stock reserved for future issuance | 741,047 | |
Stock Options And Restricted Stock Units | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Common stock reserved for future issuance | 1,572,028 | |
Bluehill AD | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Common stock reserved for future issuance | 10,355 | |
Employee Stock | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Common stock reserved for future issuance | 293,888 | |
Stock Incentive Plan 2011 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Common stock reserved for future issuance | 152,050 | 400,000 |
Inventories (Detail)
Inventories (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 6,001 | $ 3,272 |
Work-in-progress | 575 | 571 |
Finished goods | 5,899 | 5,411 |
Total | $ 12,475 | $ 9,254 |
Property and Equipment, Net (De
Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 14,912 | $ 14,786 |
Accumulated depreciation | (9,958) | (9,475) |
Property and equipment, net | 4,954 | 5,311 |
Building and Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 1,255 | 1,298 |
Furniture, Fixtures and Office Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 3,750 | 4,236 |
Plant and Machinery | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 7,176 | 6,732 |
Purchased Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 2,731 | $ 2,520 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation expense | $ 0.4 | $ 0.4 | $ 0.7 | $ 0.8 |
Other Accrued Expenses and Liab
Other Accrued Expenses and Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Accrued Liabilities And Other Liabilities Current [Abstract] | ||
Accrued restructuring | $ 260 | $ 1,377 |
Accrued professional fees | 2,502 | 679 |
Income taxes payable | 338 | 275 |
Other accrued expenses | 1,900 | 2,140 |
Total | $ 5,000 | $ 4,471 |
Goodwill by Segment and Changes
Goodwill by Segment and Changes in Carrying Amount of Goodwill (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Goodwill [Line Items] | |
Beginning Balance | $ 8,853 |
Goodwill impairment during the period | (988) |
Currency translation adjustment | (82) |
Ending Balance | 7,783 |
Premises | |
Goodwill [Line Items] | |
Beginning Balance | 7,783 |
Ending Balance | 7,783 |
Identity | |
Goodwill [Line Items] | |
Beginning Balance | 1,070 |
Goodwill impairment during the period | (988) |
Currency translation adjustment | $ (82) |
Goodwill and Intangible Asset49
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | |
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Impairment of goodwill | $ 988,000 | $ 988,000 | $ 0 |
Identity | |||
Goodwill And Intangible Assets Disclosure [Line Items] | |||
Impairment of goodwill | $ 1,000,000 |
Summary of Gross Carrying Amoun
Summary of Gross Carrying Amount and Accumulated Amortization for Intangible Assets Resulting from Acquisitions (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 15,871 | $ 15,871 |
Accumulated amortization | (7,868) | (7,141) |
Intangible Assets, net | $ 8,003 | 8,730 |
Existing Technology | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Amortization period (in years) | 11 years 9 months | |
Gross carrying amount | $ 4,600 | 4,600 |
Accumulated amortization | (2,138) | (1,914) |
Intangible Assets, net | 2,462 | 2,686 |
Customer Relationship | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 10,701 | 10,701 |
Accumulated amortization | (5,160) | (4,657) |
Intangible Assets, net | $ 5,541 | 6,044 |
Customer Relationship | Minimum | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Amortization period (in years) | 4 years | |
Customer Relationship | Maximum | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Amortization period (in years) | 11 years 9 months | |
Trade Name | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Amortization period (in years) | 1 year | |
Gross carrying amount | $ 570 | 570 |
Accumulated amortization | $ (570) | $ (570) |
Amortization Expense Included i
Amortization Expense Included in Condensed Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Finite Lived Intangible Assets [Line Items] | ||||
Amortization expense | $ 363 | $ 363 | $ 727 | $ 726 |
Cost of revenue | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Amortization expense | 112 | 111 | 224 | 223 |
Selling and Marketing Expense | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Amortization expense | $ 251 | $ 252 | $ 503 | $ 503 |
Estimated Future Amortization E
Estimated Future Amortization Expense of Purchased Intangible Assets with Definite Lives (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
2015 (remaining six months) | $ 727 | |
2,016 | 1,455 | |
2,017 | 1,455 | |
2,018 | 1,455 | |
2,019 | 1,455 | |
Thereafter | 1,456 | |
Intangible Assets, net | $ 8,003 | $ 8,730 |
Long-Term Payment Obligation -
Long-Term Payment Obligation - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2012 | |
Related Party Transaction [Line Items] | |||||
Interest accreted on long-term payment obligation | $ 0.1 | $ 0.2 | $ 0.3 | $ 0.3 | |
Secure Keyboards Ltd | |||||
Related Party Transaction [Line Items] | |||||
Percentage of ownership by a related party following acquisition | 24.50% | 30.00% | |||
Secure Networks Ltd | |||||
Related Party Transaction [Line Items] | |||||
Percentage of ownership by a related party following acquisition | 9.00% | ||||
Settlement Agreement | Maximum | |||||
Related Party Transaction [Line Items] | |||||
Installment payment, contractual payment year | 2,020 |
Payment Obligation in Connectio
Payment Obligation in Connection with Hirsch Acquisition (Detail) - Hirsch Electronics $ in Thousands | Jun. 30, 2015USD ($) |
Related Party Transaction [Line Items] | |
2015 (remaining six months) | $ 572 |
2,016 | 1,180 |
2,017 | 1,227 |
2,018 | 1,276 |
2,019 | 1,327 |
Thereafter | 2,072 |
Present value discount factor | (1,777) |
Total | $ 5,877 |
Financial Liabilities (Detail)
Financial Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Less: Unamortized discount | $ (283) | $ (362) |
Long-term financial liabilities | 18,017 | 13,938 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Debt, gross | 10,000 | 10,000 |
Bank Revolving Loan Facility | ||
Debt Instrument [Line Items] | ||
Debt, gross | $ 8,300 | $ 4,300 |
Financial Liabilities - Additio
Financial Liabilities - Additional Information (Detail) - USD ($) | Nov. 10, 2014 | Aug. 08, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Aug. 14, 2013 | Nov. 30, 2010 |
Debt Instrument [Line Items] | ||||||||
Borrowing capacity under credit facility | $ 10,000,000 | $ 10,000,000 | ||||||
Additional interest expense | 1,600,000 | |||||||
Write off of deferred cost | 900,000 | |||||||
Write off of discounts on loan | 600,000 | |||||||
Prepayment fees on advances, net | 100,000 | |||||||
Net proceeds from term loan and credit agreement | 7,800,000 | |||||||
Warrant exercise price | $ 10 | $ 26.50 | ||||||
Revolving credit agreement amendment date | Nov. 10, 2014 | |||||||
Revolving credit agreement date | Mar. 31, 2014 | |||||||
Credit facility and term loan maturity date | Mar. 31, 2017 | |||||||
Percentage of lender fee on revolving loan facility | 0.333% | |||||||
Fee payable to lender | $ 100,000 | |||||||
Additional loan fee payable to lender | 75,000 | |||||||
Amended Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Amount borrowed under term loan | $ 18,300,000 | |||||||
Borrowing capacity under credit facility | $ 30,000,000 | |||||||
Credit facility and term loan maturity date | Nov. 10, 2017 | |||||||
Credit agreement, payment terms | monthly | |||||||
Revolving credit facility interest rate term | Under the terms of the Amended Credit Agreement, both the principal amount of the Term Loan and the principal amount outstanding under the Revolving Loan Facility bear interest at a floating rate equal to: (a) if the Company holds more than $30.0 million in cash with Opus, the greater of (i) the prime rate plus 1.50% and (ii) 4.75%; (b) if the Company holds $30.0 million or less but more than $20.0 million in cash with Opus, the greater of (i) the prime rate plus 2.25% and (ii) 5.50%; or (c) if the Company holds $20.0 million or less in cash with Opus, the greater of (i) the prime rate plus 2.75% and (ii) 6.00%. Interest on both facilities continues to be payable monthly. | |||||||
Scenario One | Amended Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 4.75% | |||||||
Scenario One | Amended Credit Agreement | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash held with opus | $ 30,000,000 | |||||||
Scenario Two | Amended Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 5.50% | |||||||
Scenario Two | Amended Credit Agreement | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash held with opus | $ 20,000,000 | |||||||
Scenario Two | Amended Credit Agreement | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash held with opus | $ 30,000,000 | |||||||
Scenario Three | Amended Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 6.00% | |||||||
Scenario Three | Amended Credit Agreement | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash held with opus | $ 20,000,000 | |||||||
Prime Rate | Scenario One | Amended Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage points added to base rate | 1.50% | |||||||
Prime Rate | Scenario Two | Amended Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage points added to base rate | 2.25% | |||||||
Prime Rate | Scenario Three | Amended Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage points added to base rate | 2.75% | |||||||
Bank Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Write off of discounts on loan | 500,000 | |||||||
Opus Bank | ||||||||
Debt Instrument [Line Items] | ||||||||
Amount borrowed under term loan | 10,000,000 | 10,000,000 | ||||||
Borrowing capacity under credit facility | 10,000,000 | 10,000,000 | ||||||
Amount drawn under credit facility | 4,000,000 | $ 4,000,000 | $ 4,000,000 | $ 2,000,000 | ||||
Debt issuance cost | $ 170,000 | |||||||
Warrants issued to purchase common stock | 100,000 | |||||||
Warrant exercise price | $ 9.90 | $ 9.90 | ||||||
Private placement warrant estimated volatility | 92.09% | |||||||
Private placement warrant dividend yield | 0.00% | |||||||
Private placement warrant expected life (in years) | 5 years | |||||||
Private placement warrant risk free interest rate | 1.73% | |||||||
Private placement warrant fair value | $ 800,000 | $ 800,000 | ||||||
Revolving credit agreement date | Mar. 31, 2014 | |||||||
Bank Revolving Loan Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Repaid on revolving credit facility | $ 1,700,000 | |||||||
Deferred charges | 400,000 | $ 400,000 | ||||||
Bank Revolving Loan Facility | Opus Bank | Bank Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Payments of debt issuance costs | $ 900,000 |
Company's Financial Obligations
Company's Financial Obligations (Detail) - Amended Credit Agreement $ in Thousands | Jun. 30, 2015USD ($) |
Debt Instrument [Line Items] | |
2,017 | $ 18,300 |
Total | $ 18,300 |
Segment Reporting and Geograp58
Segment Reporting and Geographic Information - Additional Information (Detail) - Segment | 3 Months Ended | 12 Months Ended |
Mar. 31, 2014 | Dec. 31, 2014 | |
Segment Reporting [Abstract] | ||
Number of reportable business segments | 4 | 4 |
Information Regarding Net Reven
Information Regarding Net Revenue and Gross Profit by Segment (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||
Net revenue | $ 15,587,000 | $ 22,301,000 | $ 30,521,000 | $ 39,155,000 | |
Gross profit | $ 6,646,000 | $ 8,930,000 | $ 12,730,000 | $ 15,532,000 | |
Gross profit margin | 43.00% | 40.00% | 42.00% | 40.00% | |
Operating expenses: | |||||
Research and development | $ 2,340,000 | $ 1,731,000 | $ 4,332,000 | $ 3,233,000 | |
Selling and marketing | 5,467,000 | 5,731,000 | 10,462,000 | 10,766,000 | |
General and administrative | 5,536,000 | 2,867,000 | 8,601,000 | 5,910,000 | |
Impairment of goodwill | 988,000 | 988,000 | $ 0 | ||
Restructuring and severance | 21,000 | 612,000 | 193,000 | 1,049,000 | |
Total operating expenses | 14,352,000 | 10,941,000 | 24,576,000 | 20,958,000 | |
Loss from operations | (7,706,000) | (2,011,000) | (11,846,000) | (5,426,000) | |
Non-operating income (expense): | |||||
Interest expense, net | (465,000) | (506,000) | (889,000) | (2,590,000) | |
Foreign currency gain (loss), net | 51,000 | (159,000) | (176,000) | (252,000) | |
Loss from continuing operations before income taxes and noncontrolling interest | (8,120,000) | (2,676,000) | (12,911,000) | (8,268,000) | |
Premises | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | 4,564,000 | 4,620,000 | 9,236,000 | 8,087,000 | |
Gross profit | $ 2,900,000 | $ 2,839,000 | $ 5,599,000 | $ 4,983,000 | |
Gross profit margin | 64.00% | 61.00% | 61.00% | 62.00% | |
Identity | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | $ 3,267,000 | $ 3,768,000 | $ 5,861,000 | $ 8,788,000 | |
Gross profit | $ 1,459,000 | $ 1,847,000 | $ 2,462,000 | $ 4,084,000 | |
Gross profit margin | 45.00% | 49.00% | 42.00% | 46.00% | |
Operating expenses: | |||||
Impairment of goodwill | $ 1,000,000 | ||||
Credentials | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | 7,379,000 | $ 13,171,000 | $ 14,536,000 | $ 20,332,000 | |
Gross profit | $ 2,060,000 | $ 3,796,000 | $ 4,102,000 | $ 5,402,000 | |
Gross profit margin | 28.00% | 29.00% | 28.00% | 27.00% | |
All Other | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | $ 377,000 | $ 742,000 | $ 888,000 | $ 1,948,000 | |
Gross profit | $ 227,000 | $ 448,000 | $ 567,000 | $ 1,063,000 | |
Gross profit margin | 60.00% | 60.00% | 64.00% | 55.00% |
Information Regarding Net Rev60
Information Regarding Net Revenue by Geographic Region (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 15,587 | $ 22,301 | $ 30,521 | $ 39,155 |
Percentage of net revenue | 100.00% | 100.00% | 100.00% | 100.00% |
Americas | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 9,992 | $ 14,966 | $ 19,950 | $ 23,278 |
Percentage of net revenue | 65.00% | 67.00% | 65.00% | 60.00% |
Europe And Middle East | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 2,250 | $ 4,094 | $ 5,092 | $ 8,792 |
Percentage of net revenue | 14.00% | 18.00% | 17.00% | 22.00% |
Asia-Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 3,345 | $ 3,241 | $ 5,479 | $ 7,085 |
Percentage of net revenue | 21.00% | 15.00% | 18.00% | 18.00% |
Long-Lived Assets by Geographic
Long-Lived Assets by Geographic Location (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 4,954 | $ 5,311 |
Americas - United States | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 2,226 | 2,134 |
Americas | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 2,226 | 2,134 |
Europe and the Middle East - Germany | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 474 | 1,252 |
Europe And Middle East | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 474 | 1,252 |
Asia-Pacific, Singapore | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 2,217 | 1,867 |
Asia-Pacific, Other | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 37 | 58 |
Asia-Pacific | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 2,254 | $ 1,925 |
Restructuring and Severance - A
Restructuring and Severance - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring and severance | $ 21 | $ 612 | $ 193 | $ 1,049 |
General and Administrative Expense | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Severance costs | $ 100 |
Restructuring and Severance (De
Restructuring and Severance (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Restructuring And Related Activities [Abstract] | ||||
Restructuring and Severance Beginning Balance | $ 1,377 | $ 1,149 | ||
Restructuring expense incurred for the period | $ 21 | $ 612 | 193 | 1,049 |
Other cost reduction activities for the period | 81 | |||
Payments and non-cash item adjustment | (1,391) | (1,131) | ||
Restructuring and Severance Ending Balance | $ 260 | $ 1,067 | $ 260 | $ 1,067 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Commitment And Contingencies [Line Items] | ||||
Operating leases expiration period | 5 years | |||
Rent expense | $ 0.4 | $ 0.4 | $ 0.8 | $ 0.8 |
Minimum | ||||
Commitment And Contingencies [Line Items] | ||||
Term of warranties on certain product sales | 12 months | |||
Maximum | ||||
Commitment And Contingencies [Line Items] | ||||
Term of warranties on certain product sales | 24 months |
Summary of Principal Contractua
Summary of Principal Contractual Obligations (Detail) $ in Thousands | Jun. 30, 2015USD ($) |
Operating Lease | |
2015 (remaining six months) | $ 797 |
2,016 | 1,448 |
2,017 | 989 |
2,018 | 193 |
2,019 | 22 |
Contractual Obligation, Total | 3,449 |
Purchase Commitments | |
2015 (remaining six months) | 8,439 |
2,016 | 597 |
Contractual Obligation, Total | 9,036 |
Other Contractual Commitments | |
2015 (remaining six months) | 446 |
2,016 | 4 |
2,017 | 1 |
Contractual Obligation, Total | 451 |
Total Commitments | |
2015 (remaining six months) | 9,682 |
2,016 | 2,049 |
2,017 | 990 |
2,018 | 193 |
2,019 | 22 |
Thereafter | 0 |
Contractual Obligation, Total | $ 12,936 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - SPA - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | ||
Earn-out consideration | $ 3,510 | |
Common shares issuance lock-up period | 12 months | |
Common stock shares issued on settlement of Earn-out consideration | 326,276 | |
CEO | ||
Related Party Transaction [Line Items] | ||
Common stock shares issued on settlement of Earn-out consideration | 294,750 | |
CFO | ||
Related Party Transaction [Line Items] | ||
Common stock shares issued on settlement of Earn-out consideration | 921 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Jan. 27, 2016 | Dec. 04, 2015 | Nov. 10, 2014 | Jun. 30, 2015 |
Subsequent Event [Line Items] | ||||
Credit agreement, amendment date | Nov. 10, 2014 | |||
Credit agreement date | Mar. 31, 2014 | |||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Reduction in number of non-manufacturing employee base | 25.00% | |||
Subsequent Event | Maximum | ||||
Subsequent Event [Line Items] | ||||
Estimated aggregate cash charges on restructuring | $ 2,000,000 | |||
Severance costs | 1,750,000 | |||
Lease termination fees | 250,000 | |||
Subsequent Event | Minimum | ||||
Subsequent Event [Line Items] | ||||
Estimated aggregate cash charges on restructuring | 1,600,000 | |||
Severance costs | 1,500,000 | |||
Lease termination fees | $ 100,000 | |||
Opus Bank | ||||
Subsequent Event [Line Items] | ||||
Credit agreement date | Mar. 31, 2014 | |||
Credit agreement, financial covenant description | Tangible Net Worth. Permit the sum of the Consolidated Tangible Net Worth plus the amount shown on the Borrower’s current balance sheet for the 1994 Settlement Agreement to be less than the sum of $8,000,000 plus, an amount equal to 50% of the amount of any Cash proceeds from any equity or Subordinated Debt issued by the Borrower after December 1, 2015 as of the end of any fiscal quarter of the Borrower measured quarterly beginning at the end of the fiscal quarter ending December 31, 2015. | |||
Opus Bank | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Credit agreement, amendment date | Dec. 4, 2015 | |||
Percentage of cash proceeds from equity or subordinated debt | 50.00% | |||
Opus Bank | Subsequent Event | Maximum | ||||
Subsequent Event [Line Items] | ||||
Consolidated tangible net worth amount | $ 8,000,000 |