Qad (QADA) 10-Q 10 Dec 15 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Oct. 31, 2015	Nov. 30, 2015
Entity Information [Line Items]
Entity Registrant Name	QAD INC
Entity Central Index Key	1,036,188
Current Fiscal Year End Date	--01-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q3
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Oct. 31, 2015
Common Class A [Member]
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		15,566,580
Common Class B [Member]
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		3,203,384

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands	Oct. 31, 2015	Jan. 31, 2015
Current assets:
Cash and equivalents	$ 126,621	$ 120,526
Accounts receivable, net of allowances of $2,661 and $2,524 at October 31, 2015 and January 31, 2015, respectively	41,233	78,887
Deferred tax assets, net	8,597	9,313
Other current assets	13,162	14,799
Total current assets	189,613	223,525
Property and equipment, net	32,646	33,154
Capitalized software costs, net	1,733	2,485
Goodwill	10,706	10,911
Deferred tax assets, net	10,515	9,680
Other assets, net	2,953	3,614
Total assets	248,166	283,369
Current liabilities:
Current portion of long-term debt	417	406
Accounts payable	8,310	12,872
Deferred revenue	69,616	102,721
Other current liabilities	27,194	35,765
Total current liabilities	105,537	151,764
Long-term debt	14,364	14,680
Other liabilities	$ 4,455	$ 5,219
Commitments and contingencies
Stockholders' equity:
Preferred stock, $0.001 par value. Authorized 5,000,000 shares; none issued or outstanding	$ 0	$ 0
Common stock:
Additional paid-in capital	193,836	185,546
Treasury stock, at cost (1,371,554 shares and 1,609,958 shares at October 31, 2015 and January 31, 2015, respectively)	(18,816)	(22,977)
Accumulated deficit	(42,675)	(43,465)
Accumulated other comprehensive loss	(8,556)	(7,418)
Total stockholders' equity	123,810	111,706
Total liabilities and stockholders' equity	248,166	283,369
Common Class A [Member]
Common stock:
Common stock value	17	16
Common Class B [Member]
Common stock:
Common stock value	$ 4	$ 4

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Thousands	Oct. 31, 2015	Jan. 31, 2015
Current assets:
Accounts receivable, net of allowances	$ 2,661	$ 2,524
Stockholders' equity:
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock:
Treasury stock, at cost (in shares)	1,371,554	1,609,958
Common Class A [Member]
Common stock:
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	71,000,000	71,000,000
Common stock, shares issued (in shares)	16,603,729	16,152,405
Common Class B [Member]
Common stock:
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	4,000,000	4,000,000
Common stock, shares issued (in shares)	3,537,366	3,537,298

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2015	Oct. 31, 2014	Oct. 31, 2015	Oct. 31, 2014
Revenue:
License fees	$ 6,350	$ 8,616	$ 21,761	$ 24,231
Subscription fees	9,659	7,710	28,223	20,344
Maintenance and other	33,395	35,029	100,611	107,225
Professional services	18,633	22,649	57,998	63,739
Total revenue	68,037	74,004	208,593	215,539
Costs of revenue:
License fees	827	1,217	2,728	3,270
Subscription fees	5,134	4,134	15,360	12,132
Maintenance and other	7,924	7,921	23,608	24,344
Professional services	17,120	19,799	54,035	57,975
Total cost of revenue	31,005	33,071	95,731	97,721
Gross profit	37,032	40,933	112,862	117,818
Operating expenses:
Sales and marketing	15,531	16,421	49,658	50,319
Research and development	10,193	10,152	31,440	32,249
General and administrative	7,676	8,295	24,719	26,464
Amortization of intangibles from acquisitions	165	176	495	535
Total operating expenses	33,565	35,044	106,312	109,567
Operating income	3,467	5,889	6,550	8,251
Other (income) expense:
Interest income	(80)	(56)	(224)	(169)
Interest expense	171	185	544	598
Other (income) expense, net	61	(164)	(471)	(56)
Total other (income) expense	152	(35)	(151)	373
Income before income taxes	3,315	5,924	6,701	7,878
Income tax expense	729	834	1,935	1,879
Net income	2,586	5,090	4,766	5,999
Diluted net income per share
Net income	2,586	5,090	4,766	5,999
Other comprehensive income, net of tax:
Foreign currency translation adjustment	(466)	873	(1,138)	666
Total comprehensive income	2,120	5,963	3,628	6,665
Common Class A [Member]
Other (income) expense:
Net income	$ 2,208	$ 4,218	$ 4,067	$ 4,971
Basic net income per share
Earnings per share (in dollars per share)	$ 0.14	$ 0.33	$ 0.26	$ 0.39
Diluted net income per share
Earnings per share (in dollars per share)	$ 0.14	$ 0.31	$ 0.25	$ 0.37
Net income	$ 2,208	$ 4,218	$ 4,067	$ 4,971
Common Class B [Member]
Other (income) expense:
Net income	$ 378	$ 872	$ 699	$ 1,028
Basic net income per share
Earnings per share (in dollars per share)	$ 0.12	$ 0.27	$ 0.22	$ 0.32
Diluted net income per share
Earnings per share (in dollars per share)	$ 0.12	$ 0.27	$ 0.21	$ 0.31
Net income	$ 378	$ 872	$ 699	$ 1,028

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands	9 Months Ended
	Oct. 31, 2015	Oct. 31, 2014
Cash flows from operating activities:
Net income	$ 4,766	$ 5,999
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	4,324	4,284
Provision for doubtful accounts and sales adjustments	623	535
Stock compensation expense	5,618	3,794
Change in fair value of derivative instrument	(164)	321
Excess tax benefits from share-based payment arrangements	(930)	0
Other, net	10	42
Changes in assets and liabilities:
Accounts receivable	35,517	23,304
Other assets	1,960	(1,042)
Accounts payable	(4,113)	(1,369)
Deferred revenue	(31,587)	(27,944)
Other liabilities	(6,789)	(2,893)
Net cash provided by operating activities	9,235	5,031
Cash flows from investing activities:
Purchase of property and equipment	(2,641)	(3,337)
Capitalized software costs	(70)	(115)
Net cash used in investing activities	(2,711)	(3,452)
Cash flows from financing activities:
Repayments of debt	(305)	(291)
Tax payments, net of proceeds, related to stock awards	(2,419)	(2,354)
Payment of contingent liability associated with acquisitions	(750)	(471)
Excess tax benefits from share-based payment arrangements	930	0
Proceeds from issuance of common stock, net of issuance of costs	8,365	0
Cash dividends paid	(3,922)	(3,334)
Net cash provided by (used in) financing activities	1,899	(6,450)
Effect of exchange rates on cash and equivalents	(2,328)	298
Net increase (decrease) in cash and equivalents	6,095	(4,573)
Cash and equivalents at beginning of period	120,526	75,984
Cash and equivalents at end of period	$ 126,621	$ 71,411

BASIS OF PRESENTATION AND RECEN

BASIS OF PRESENTATION AND RECENT ACCOUNTING PRONOUNCEMENTS	9 Months Ended
	Oct. 31, 2015
BASIS OF PRESENTATION AND RECENT ACCOUNTING PRONOUNCEMENTS [Abstract]
BASIS OF PRESENTATION AND RECENT ACCOUNTING PRONOUNCEMENTS	1. BASIS OF PRESENTATION AND RECENT ACCOUNTING PRONOUNCEMENTS Basis of Presentation In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements fairly present the financial information contained therein. These statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In management’s opinion, all necessary adjustments, consisting of normal, recurring and non-recurring adjustments, have been included in the accompanying Condensed Consolidated Financial Statements to present fairly the financial position and operating results of QAD Inc. (“QAD” or the “Company”). The Condensed Consolidated Financial Statements do not include all disclosures required by accounting principles generally accepted in the United States of America for annual financial statements and should be read in conjunction with the audited financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended January 31, 2015. The Condensed Consolidated Financial Statements include the results of the Company and its wholly owned subsidiaries. The results of operations for the three and nine months ended October 31, 2015 are not necessarily indicative of the results to be expected for the year ending January 31, 2016. Recent Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers In May 2013, the FASB issued ASU 2013-270, a revision of the 2010 proposed FASB Accounting Standards Update, Leases (Topic 840) In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes

COMPUTATION OF NET INCOME PER S

COMPUTATION OF NET INCOME PER SHARE	9 Months Ended
	Oct. 31, 2015
COMPUTATION OF NET INCOME PER SHARE [Abstract]
COMPUTATION OF NET INCOME PER SHARE	2. COMPUTATION OF NET INCOME PER SHARE The following table sets forth the computation of basic and diluted net income per share: Three Months Ended Nine Months Ended 2015 2014 2015 2014 (in thousands, except per share data) (in thousands, except per share data) Net income $ 2,586 $ 5,090 $ 4,766 $ 5,999 Less: Dividends declared (1,313 ) (1,118 ) (3,922 ) (3,334 ) Undistributed net income $ 1,273 $ 3,972 $ 844 $ 2,665 Net income per share – Class A Common Stock Dividends declared $ 1,121 $ 926 $ 3,346 $ 2,761 Allocation of undistributed net income 1,087 3,292 721 2,210 Net income attributable to Class A common stock $ 2,208 $ 4,218 $ 4,067 $ 4,971 Weighted average shares of Class A common stock outstanding— basic 15,559 12,865 15,431 12,755 Weighted average potential shares of Class A common stock 749 622 777 719 Weighted average shares of Class A common stock and potential common shares outstanding— diluted 16,308 13,487 16,208 13,474 Basic net income per Class A common share $ 0.14 $ 0.33 $ 0.26 $ 0.39 Diluted net income per Class A common share $ 0.14 $ 0.31 $ 0.25 $ 0.37 Net income per share – Class B Common Stock Dividends declared $ 192 $ 192 $ 576 $ 573 Allocation of undistributed net income 186 680 123 455 Net income attributable to Class B common stock $ 378 $ 872 $ 699 $ 1,028 Weighted average shares of Class B common stock outstanding— basic 3,203 3,189 3,200 3,180 Weighted average potential shares of Class B common stock 83 76 83 90 Weighted average shares of Class B common stock and potential common shares outstanding— diluted 3,286 3,265 3,283 3,270 Basic net income per Class B common share $ 0.12 $ 0.27 $ 0.22 $ 0.32 Diluted net income per Class B common share $ 0.12 $ 0.27 $ 0.21 $ 0.31 Potential common shares consist of the shares issuable upon the release of restricted stock units (“RSUs”) and the exercise of stock options and stock appreciation rights (“SARs”). The Company’s unvested RSUs and unexercised SARs are not considered participating securities as they do not have rights to dividends or dividend equivalents prior to release or exercise. The following table sets forth the number of potential common shares not included in the calculation of diluted earnings per share because their effects were anti-dilutive: Three Months Ended Nine Months Ended 2015 2014 2015 2014 (in thousands) (in thousands) Class A 640 330 490 277 Class B 120 67 92 38

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	9 Months Ended
	Oct. 31, 2015
FAIR VALUE MEASUREMENTS [Abstract]
FAIR VALUE MEASUREMENTS	3. FAIR VALUE MEASUREMENTS When determining fair value, the Company uses a three-tier value hierarchy which prioritizes the inputs used in measuring fair value. Whenever possible, the Company uses observable market data. The Company relies on unobservable inputs only when observable market data is not available. Classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. · Level 1 - Money market mutual funds are recorded at fair value based upon quoted market prices. · Level 2 - The asset or liability related to the interest rate swap is recorded at fair value based upon a valuation model that uses relevant observable market inputs at quoted intervals, such as forward yield curves. · Level 3 - The contingent liability associated with the acquisition of CEBOS is recorded at fair value based on significant inputs that are not observable in the market. This measure includes an assessment of the probability of achieving certain milestones and discounting the amount of each potential payment based on expected timing of the payment. Key assumptions include a discount rate of 4.6%, probability of achieving profitability and probability of achieving product development goals. As of January 31, 2015, there was one remaining future payment due April 2015 which consisted of a guaranteed payment of $0.3 million and $0.5 million contingent upon certain milestones. The maximum contingent liability of $0.8 million was paid in March 2015. The following table sets forth the financial assets, measured at fair value, as of October 31, 2015 and January 31, 2015: Fair value measurement at reporting date using Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Money market mutual funds as of October 31, 2015 $ 107,155 Money market mutual funds as of January 31, 2015 $ 98,294 Liability related to the interest rate swap as of October 31, 2015 $ (462 ) Liability related to the interest rate swap as of January 31, 2015 $ (626 ) Contingent liability associated with acquisitions as of October 31, 2015 $ — Contingent liability associated with acquisitions as of January 31, 2015 $ (750 ) Money market mutual funds are classified as part of “Cash and equivalents” in the accompanying Condensed Consolidated Balance Sheets. In addition, the amount of cash and equivalents, including cash deposited with commercial banks, was $19 million and $22 million as of October 31, 2015 and January 31, 2015, respectively. The Company’s line of credit and notes payable both bear a variable market interest rate commensurate with the Company’s credit standing. Therefore, the carrying amounts outstanding under the line of credit and note payable reasonably approximate fair value based on Level 2 inputs. There have been no transfers between fair value measurements levels during the nine months ended October 31, 2015. Derivative Instruments The Company entered into an interest rate swap in May 2012 to mitigate the exposure to the variability of one month LIBOR for its floating rate debt described in Note 6 “Debt” within these Notes to Condensed Consolidated Financial Statements. The fair value of the interest rate swap is reflected as an asset or liability in the Condensed Consolidated Balance Sheets and the change in fair value is reported in “Other (income) expense, net” in the Condensed Consolidated Statements of Income and Comprehensive Income. The fair value of the interest rate swap is estimated as the net present value of projected cash flows based upon forward interest rates at the balance sheet date. The fair values of the derivative instrument at October 31, 2015 and January 31, 2015 were as follows (in thousands): (Liability) derivative Fair Value Balance Sheet Location October 31, 2015 January 31, 2015 Derivative instrument: Interest rate swap Other liabilities $ (462 ) $ (626 ) Total $ (462 ) $ (626 ) The change in fair value of the interest rate swap recognized in the Condensed Consolidated Statement of Operations and Comprehensive Income for the nine months ended October 31, 2015 and 2014 was $164,000 and $(321,000), respectively.

CAPITALIZED SOFTWARE COSTS

CAPITALIZED SOFTWARE COSTS	9 Months Ended
	Oct. 31, 2015
CAPITALIZED SOFTWARE COSTS [Abstract]
CAPITALIZED SOFTWARE COSTS	4. CAPITALIZED SOFTWARE COSTS Capitalized software costs and accumulated amortization at October 31, 2015 and January 31, 2015 were as follows: October 31, 2015 January 31, 2015 (in thousands) Capitalized software costs: Acquired software technology $ 3,458 $ 3,458 Capitalized software development costs (1) 987 1,206 4,445 4,664 Less accumulated amortization (2,712 ) (2,179 ) Capitalized software costs, net $ 1,733 $ 2,485 (1) Capitalized software development costs include the impact of foreign currency translation. Acquired software technology costs relate to technology purchased as a result of the Company’s fiscal 2013 acquisitions of DynaSys and CEBOS. In addition to the acquired software technology, the Company has capitalized costs related to translations and localizations of QAD Enterprise Applications. Amortization of capitalized software costs was $0.8 million and $0.9 million for the nine months ended October 31, 2015 and 2014, respectively. Amortization of capitalized software costs is included in “Cost of license fees” in the accompanying Condensed Consolidated Statements of Income and Comprehensive Income. The following table summarizes the estimated amortization expense relating to the Company’s capitalized software costs as of October 31, 2015: Fiscal Years (in thousands) 2016 remaining $ 260 2017 927 2018 535 2019 11 $ 1,733

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS	9 Months Ended
	Oct. 31, 2015
GOODWILL AND INTANGIBLE ASSETS [Abstract]
GOODWILL AND INTANGIBLE ASSETS	5. GOODWILL AND INTANGIBLE ASSETS Goodwill The changes in the carrying amount of goodwill for the nine months ended October 31, 2015 were as follows: Gross Carrying Amount Accumulated Impairment Goodwill, Net (in thousands) Balance at January 31, 2015 $ 26,519 $ (15,608 ) $ 10,911 Impact of foreign currency translation (205 ) — (205 ) Balance at October 31, 2015 $ 26,314 $ (15,608 ) $ 10,706 The Company performed its annual goodwill impairment review during the fourth quarter of fiscal 2015. The analysis compared the Company’s market capitalization to its net assets as of the test date, November 30, 2014. As the market capitalization significantly exceeded the Company’s net assets, there was no indication of goodwill impairment for fiscal 2015. The Company monitors the indicators for goodwill impairment testing between annual tests. No adverse events occurred during the nine months ended October 31, 2015, that would cause the Company to test goodwill for impairment. Intangible Assets October 31, 2015 January 31, 2015 (in thousands) Amortizable intangible assets Customer relationships (1) $ 2,754 $ 2,793 Trade name 515 515 3,269 3,308 Less: accumulated amortization (2,030 ) (1,558 ) Net amortizable intangible assets $ 1,239 $ 1,750 (1) Customer relationships include the impact of foreign currency translation. The Company’s intangible assets are related to the DynaSys and CEBOS acquisitions completed in fiscal 2013. Intangible assets are included in “Other assets, net” in the accompanying Condensed Consolidated Balance Sheets. As of October 31, 2015, all of the Company’s intangible assets were determined to have finite useful lives, and therefore were subject to amortization. Amortization of intangible assets was $0.5 million for each of the nine months ended October 31, 2015 and 2014, respectively. The following table summarizes the estimated amortization expense relating to the Company’s intangible assets as of October 31, 2015: Fiscal Years (in thousands) 2016 remaining $ 164 2017 657 2018 418 $ 1,239

DEBT

DEBT	9 Months Ended
	Oct. 31, 2015
DEBT [Abstract]
DEBT	6. DEBT October 31, January 31, (in thousands) Note payable $ 14,781 $ 15,086 Less current maturities (417 ) (406 ) Long-term debt $ 14,364 $ 14,680 Note Payable Effective May 30, 2012, QAD Ortega Hill, LLC entered into a variable rate credit agreement (the “2012 Mortgage”) with Rabobank, N.A., to refinance a pre-existing mortgage. The 2012 Mortgage has an original principal balance of $16.1 million and bears interest at the one month LIBOR rate plus 2.25%. One month LIBOR was 0.19% at October 31, 2015. The 2012 Mortgage matures in June 2022 and is secured by the Company’s headquarters located in Santa Barbara, California. In conjunction with the 2012 Mortgage, QAD Ortega Hill, LLC entered into an interest rate swap with Rabobank, N.A. The swap agreement has an initial notional amount of $16.1 million and a schedule matching that of the underlying loan that synthetically fixes the interest rate on the debt at 4.31% for the entire term of the 2012 Mortgage. The terms of the 2012 Mortgage provide for QAD Ortega Hill, LLC to make net monthly payments of $88,100 consisting of principal and interest and one final payment of $11.7 million. The unpaid balance as of October 31, 2015 was $14.8 million. Credit Facility The Company has an unsecured credit agreement with Rabobank, N.A. (the “Facility”). The Facility provides a commitment through July 15, 2017 for a $20 million line of credit for working capital or other business needs. The Company pays a commitment fee of 0.25% per annum of the daily average of the unused portion of the $20 million Facility. Borrowings under the Facility bear interest at a rate equal to one month LIBOR plus 0.75%. At October 31, 2015, the effective borrowing rate would have been 0.94%. The Facility provides that the Company maintain certain financial and operating ratios which include, among other provisions, minimum liquidity on a consolidated basis of $25 million in cash and equivalents at all times, a current ratio (calculated using current liabilities excluding deferred revenue) of not less than 1.3 to 1.0 determined at the end of each fiscal quarter, a leverage ratio of not more than 1.5 to 1.0 determined at the end of each fiscal quarter, and a debt service coverage ratio of not less than 1.5 to 1.0 determined at the end of each fiscal year. The Facility also contains customary covenants that could restrict the Company’s ability to incur additional indebtedness. As of October 31, 2015, there were no borrowings under the Facility and the Company was in compliance with all financial covenants.

ACCUMULATED OTHER COMPREHENSIVE

ACCUMULATED OTHER COMPREHENSIVE LOSS	9 Months Ended
	Oct. 31, 2015
ACCUMULATED OTHER COMPREHENSIVE LOSS [Abstract]
ACCUMULATED OTHER COMPREHENSIVE LOSS	7. ACCUMULATED OTHER COMPREHENSIVE LOSS The components of accumulated other comprehensive loss, net of taxes, were as follows: Foreign Currency Translation Adjustments (in thousands) Balance as of January 31, 2015 $ (7,418 ) Other comprehensive income (1,138 ) Amounts reclassified from accumulated other comprehensive loss — Net current period other comprehensive income (1,138 ) Balance as of October 31, 2015 $ (8,556 ) During the first nine months of fiscal 2016 there were no reclassifications from accumulated other comprehensive loss.

INCOME TAXES

INCOME TAXES	9 Months Ended
	Oct. 31, 2015
INCOME TAXES [Abstract]
INCOME TAXES	8. INCOME TAXES The gross amount of unrecognized tax benefits was $1.7 million at October 31, 2015, including interest and penalties. During the first quarter of fiscal 2015 the Company adopted ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists The Company’s policy is to recognize interest and penalties, if any, related to unrecognized tax benefits as a component of income tax expense. As of October 31, 2015, the Company has accrued approximately $0.2 million of interest and penalty expense relating to unrecognized tax benefits. The Company files U.S. federal, state, and foreign tax returns that are subject to audit by various tax authorities. The Company is currently under audit in: · India for the fiscal years ended March 31, 1998, 1999, 2009, 2010, 2012 and 2013 · Italy for the fiscal years ended 2011, 2012, 2013 and 2014 During the fiscal year 2016, QAD has settled the following audits with immaterial or no adjustments made as a result of the settlements: · India for the fiscal year ended March 31, 2008 · California for the fiscal year ended 2004 · Minnesota for the fiscal years ended 2010, 2011, 2012 and 2013

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	9 Months Ended
	Oct. 31, 2015
STOCKHOLDERS' EQUITY [Abstract]
STOCKHOLDERS' EQUITY	9. STOCKHOLDERS’ EQUITY Issuance of Common Stock On January 22, 2015, the Company closed an offering of 2,000,000 shares of Class A common stock. The net proceeds to the Company from the sale of the stock were $37.0 million after deducting underwriting discounts and commissions and offering expenses. On February 18, 2015 the offering underwriters exercised in full an option to purchase additional shares. As a result, 450,000 shares of Class A common stock were issued generating approximately $8.4 million in additional net proceeds. Dividends The following table sets forth the dividends that were declared by the Company during the first nine months of fiscal 2016: Declaration Date Record Date Payable Dividend Class A Dividend Class B Amount 9/9/2015 9/23/2015 9/30/2015 $ 0.072 $ 0.06 $ 1,313,000 6/9/2015 6/23/2015 6/30/2015 $ 0.072 $ 0.06 $ 1,310,000 4/15/2015 4/29/2015 5/6/2015 $ 0.072 $ 0.06 $ 1,299,000

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	9 Months Ended
	Oct. 31, 2015
STOCK-BASED COMPENSATION [Abstract]
STOCK-BASED COMPENSATION	10. STOCK-BASED COMPENSATION The Company’s equity awards consist of SARs and RSUs. For a description of the Company’s stock-based compensation plans, see Note 5 “Stock-Based Compensation” in Notes to Consolidated Financial Statements included in the Annual Report on Form 10-K for the year ended January 31, 2015. Stock-Based Compensation The following table sets forth reported stock-based compensation expense for the three and nine months ended October 31, 2015 and 2014: Three Months Ended October 31, Nine Months Ended October 31, 2015 2014 2015 2014 (in thousands) (in thousands) Cost of subscription $ 21 $ 13 $ 55 $ 35 Cost of maintenance and other revenue 69 38 202 115 Cost of professional services 189 121 542 364 Sales and marketing 350 203 1,040 587 Research and development 227 132 665 400 General and administrative 1,025 702 3,114 2,293 Total stock-based compensation expense $ 1,881 $ 1,209 $ 5,618 $ 3,794 SAR Information The weighted average assumptions used to value SARs granted in the nine months ended October 31, 2015 and 2014 are shown in the following table: Nine Months Ended October 31, 2015 2014 Expected life in years (1) 5.00 4.98 Risk free interest rate (2) 1.64 % 1.58 % Volatility (3) 41 % 47 % Dividend rate (4) 1.10 % 1.32 % (1) The expected life of SARs granted under the stock-based compensation plans is based on historical vested SAR exercise and post-vest forfeiture patterns and includes an estimate of the expected term for SARs that were fully vested and outstanding. (2) The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of SARs in effect at the time of grant. (3) The Company estimates the volatility of its common stock at the date of grant based on the historical volatility of the Company’s common stock for a period equivalent to the expected life of the SARs, which it believes is representative of the expected volatility over the expected life of the SARs. (4) The Company expects to continue paying quarterly dividends at the same rate as the nine months ending on October 31, 2015. The following table summarizes the activity for outstanding SARs for the nine months ended October 31, 2015: SARs (in thousands) Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Outstanding at January 31, 2015 2,499 $ 12.69 Granted 380 25.34 Exercised (251 ) 10.65 Expired (12 ) 14.24 Forfeited (5 ) 12.05 Outstanding at October 31, 2015 2,611 $ 14.72 5.0 $ 27,067 Vested and expected to vest at October 31, 2015 (1) 2,604 $ 14.73 5.0 $ 26,972 Vested and exercisable at October 31, 2015 1,461 $ 11.55 4.0 $ 19,663 (1) The expected-to-vest SARs are the result of applying the pre-vesting forfeiture rate assumptions to total outstanding SARs. The aggregate intrinsic value in the table above represents the total pretax intrinsic value (the aggregate difference between the closing stock price of the Company’s common stock based on the last trading day as of October 31, 2015, and the exercise price for in-the-money SARs) that would have been received by the holders if all SARs had been exercised on October 31, 2015. The total intrinsic value of SARs exercised in the nine months ended October 31, 2015 was $3.6 million. The number of SARs exercised includes shares withheld on behalf of employees to satisfy minimum statutory tax withholding requirements. During the three months ended October 31, 2015, the Company withheld 7,800 shares for payment of these taxes at a value of $0.2 million. During the nine months ended October 31, 2015, the Company withheld 41,900 shares for payment of these taxes at a value of $1.0 million. At October 31, 2015, there was approximately $6.5 million of total unrecognized compensation cost related to unvested SARs. This cost is expected to be recognized over a weighted-average period of approximately 2.8 years. RSU Information The estimated fair value of RSUs was calculated based on the closing price of the Company’s common stock on the date of grant, reduced by the present value of dividends foregone during the vesting period. The following table summarizes the activity for RSUs for the nine months ended October 31, 2015: RSUs Weighted Average Grant Date Fair Value (in thousands) Restricted stock at January 31, 2015 503 $ 16.27 Granted 324 24.77 Released (1) (192 ) 15.57 Forfeited (16 ) 18.76 Restricted stock at October 31, 2015 619 $ 20.89 (1) The number of RSUs released includes shares withheld on behalf of employees to satisfy the minimum statutory tax withholding requirements. The Company withholds, at the employee’s election, a portion of the released shares as consideration for the Company’s payment of applicable employee income taxes. During the three months ended October 31, 2015, the Company withheld 2,600 shares for payment of these taxes at a value of $65,000. During the nine months ended October 31, 2015, the Company withheld 52,000 shares for payment of these taxes at a value of $1.4 million. Total unrecognized compensation cost related to RSUs was approximately $10.0 million as of October 31, 2015. This cost is expected to be recognized over a weighted-average period of approximately 3.0 years.

DEFERRED REVENUES

DEFERRED REVENUES	9 Months Ended
	Oct. 31, 2015
DEFERRED REVENUES [Abstract]
DEFERRED REVENUES	11. DEFERRED REVENUES Deferred revenues consisted of the following: October 31, 2015 January 31, 2015 (in thousands) Deferred maintenance revenue $ 54,678 $ 86,381 Deferred subscription revenue 12,271 11,563 Deferred services revenue 2,056 2,813 Deferred license revenue 520 1,890 Deferred other revenue 91 74 Deferred revenues, current 69,616 102,721 Deferred revenues, non-current (in Other liabilities) 1,857 2,361 Total deferred revenues $ 71,473 $ 105,082 Deferred maintenance and subscription revenues represent customer payments made in advance for support and subscription contracts. Support and subscription are billed in advance with corresponding revenues being recognized ratably over the support and subscription periods. Support is typically billed annually while subscription is typically billed quarterly. Deferred license revenues result from undelivered products or specified enhancements, customer specific acceptance provisions and software license transactions that cannot be segmented from undelivered consulting or other services. Deferred services revenues represent both prepayments for our professional services where revenues for these services are generally recognized as the Company completes the performance obligations for the prepaid services; and services already provided but deferred due to software revenue recognition rules.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Oct. 31, 2015
COMMITMENTS AND CONTINGENCIES [Abstract]
COMMITMENTS AND CONTINGENCIES	12. COMMITMENTS AND CONTINGENCIES Indemnifications The Company sells software licenses and services to its customers under written agreements. Each agreement contains the relevant terms of the contractual arrangement with the customer and generally includes certain provisions for indemnifying the customer against losses, expenses and liabilities from damages that may be awarded against the customer in the event the Company’s software is found to infringe upon certain intellectual property rights of a third party. The agreements generally limit the scope of and remedies for such indemnification obligations in a variety of industry-standard respects. The Company believes its internal development processes and other policies and practices limit its exposure related to the indemnification provisions of the agreements. For several reasons, including the lack of prior indemnification claims and the lack of a monetary liability limit for certain infringement cases under the agreements, the Company cannot determine the maximum amount of potential future payments, if any, related to such indemnification provisions. Legal Actions The Company is subject to various legal proceedings and claims, either asserted or unasserted, which arise in the ordinary course of business. While the outcome of these claims cannot be predicted with certainty, management does not believe that the outcome of any of these legal matters will have a material adverse effect on the Company’s consolidated results of operations, financial position or liquidity.

BUSINESS SEGMENT INFORMATION

BUSINESS SEGMENT INFORMATION	9 Months Ended
	Oct. 31, 2015
BUSINESS SEGMENT INFORMATION [Abstract]
BUSINESS SEGMENT INFORMATION	13. BUSINESS SEGMENT INFORMATION The Company markets its products and services worldwide, primarily to companies in the manufacturing industry, including automotive, consumer products, food and beverage, high technology, industrial products and life sciences industries. The Company sells and licenses its products through its direct sales force in four geographic regions: North America; Europe, the Middle East and Africa (“EMEA”); Asia Pacific; and Latin America and through distributors where third parties can extend sales reach more effectively or efficiently. The North America region includes the United States and Canada. The EMEA region includes Europe, the Middle East and Africa. The Asia Pacific region includes Asia and Australia. The Latin America region includes South America, Central America and Mexico. The Company’s Chief Operating Decision Maker, the Chief Executive Officer, reviews the consolidated results within one operating segment. License and subscription revenues are assigned to the geographic regions based on both the proportion of users in each region and sales effort. Maintenance revenue is allocated to the region where the end user customer is located. Services revenue is assigned based on the region where the services are performed. Three Months Ended October 31, Nine Months Ended October 31, 2015 2014 2015 2014 (in thousands) (in thousands) Revenue: North America (1) $ 32,417 $ 33,069 $ 96,168 $ 93,115 EMEA 19,376 23,362 62,730 73,244 Asia Pacific 11,813 12,485 35,135 35,688 Latin America 4,431 5,088 14,560 13,492 $ 68,037 $ 74,004 $ 208,593 $ 215,539 (1) Sales into Canada accounted for 2% of North America total revenue in each of the three and nine months ended October 31, 2015 and 2014.

BASIS OF PRESENTATION AND REC19

BASIS OF PRESENTATION AND RECENT ACCOUNTING PRONOUNCEMENTS (Policies)	9 Months Ended
	Oct. 31, 2015
BASIS OF PRESENTATION AND RECENT ACCOUNTING PRONOUNCEMENTS [Abstract]
Basis of Presentation	Basis of Presentation In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements fairly present the financial information contained therein. These statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In management’s opinion, all necessary adjustments, consisting of normal, recurring and non-recurring adjustments, have been included in the accompanying Condensed Consolidated Financial Statements to present fairly the financial position and operating results of QAD Inc. (“QAD” or the “Company”). The Condensed Consolidated Financial Statements do not include all disclosures required by accounting principles generally accepted in the United States of America for annual financial statements and should be read in conjunction with the audited financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended January 31, 2015. The Condensed Consolidated Financial Statements include the results of the Company and its wholly owned subsidiaries. The results of operations for the three and nine months ended October 31, 2015 are not necessarily indicative of the results to be expected for the year ending January 31, 2016.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers In May 2013, the FASB issued ASU 2013-270, a revision of the 2010 proposed FASB Accounting Standards Update, Leases (Topic 840) In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes

COMPUTATION OF NET INCOME PER20

COMPUTATION OF NET INCOME PER SHARE (Tables)	9 Months Ended
	Oct. 31, 2015
COMPUTATION OF NET INCOME PER SHARE [Abstract]
Computation of basic and diluted net income per share	The following table sets forth the computation of basic and diluted net income per share: Three Months Ended Nine Months Ended 2015 2014 2015 2014 (in thousands, except per share data) (in thousands, except per share data) Net income $ 2,586 $ 5,090 $ 4,766 $ 5,999 Less: Dividends declared (1,313 ) (1,118 ) (3,922 ) (3,334 ) Undistributed net income $ 1,273 $ 3,972 $ 844 $ 2,665 Net income per share – Class A Common Stock Dividends declared $ 1,121 $ 926 $ 3,346 $ 2,761 Allocation of undistributed net income 1,087 3,292 721 2,210 Net income attributable to Class A common stock $ 2,208 $ 4,218 $ 4,067 $ 4,971 Weighted average shares of Class A common stock outstanding— basic 15,559 12,865 15,431 12,755 Weighted average potential shares of Class A common stock 749 622 777 719 Weighted average shares of Class A common stock and potential common shares outstanding— diluted 16,308 13,487 16,208 13,474 Basic net income per Class A common share $ 0.14 $ 0.33 $ 0.26 $ 0.39 Diluted net income per Class A common share $ 0.14 $ 0.31 $ 0.25 $ 0.37 Net income per share – Class B Common Stock Dividends declared $ 192 $ 192 $ 576 $ 573 Allocation of undistributed net income 186 680 123 455 Net income attributable to Class B common stock $ 378 $ 872 $ 699 $ 1,028 Weighted average shares of Class B common stock outstanding— basic 3,203 3,189 3,200 3,180 Weighted average potential shares of Class B common stock 83 76 83 90 Weighted average shares of Class B common stock and potential common shares outstanding— diluted 3,286 3,265 3,283 3,270 Basic net income per Class B common share $ 0.12 $ 0.27 $ 0.22 $ 0.32 Diluted net income per Class B common share $ 0.12 $ 0.27 $ 0.21 $ 0.31
Number of potential common shares not included in the calculation of diluted net income per share	The following table sets forth the number of potential common shares not included in the calculation of diluted earnings per share because their effects were anti-dilutive: Three Months Ended Nine Months Ended 2015 2014 2015 2014 (in thousands) (in thousands) Class A 640 330 490 277 Class B 120 67 92 38

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	9 Months Ended
	Oct. 31, 2015
FAIR VALUE MEASUREMENTS [Abstract]
Summary of financial assets and liabilities, measured at fair value	The following table sets forth the financial assets, measured at fair value, as of October 31, 2015 and January 31, 2015: Fair value measurement at reporting date using Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Money market mutual funds as of October 31, 2015 $ 107,155 Money market mutual funds as of January 31, 2015 $ 98,294 Liability related to the interest rate swap as of October 31, 2015 $ (462 ) Liability related to the interest rate swap as of January 31, 2015 $ (626 ) Contingent liability associated with acquisitions as of October 31, 2015 $ — Contingent liability associated with acquisitions as of January 31, 2015 $ (750 )
Fair values of the derivative instrument	The fair values of the derivative instrument at October 31, 2015 and January 31, 2015 were as follows (in thousands): (Liability) derivative Fair Value Balance Sheet Location October 31, 2015 January 31, 2015 Derivative instrument: Interest rate swap Other liabilities $ (462 ) $ (626 ) Total $ (462 ) $ (626 )

CAPITALIZED SOFTWARE COSTS (Tab

CAPITALIZED SOFTWARE COSTS (Tables)	9 Months Ended
	Oct. 31, 2015
CAPITALIZED SOFTWARE COSTS [Abstract]
Schedule of capitalized software costs	Capitalized software costs and accumulated amortization at October 31, 2015 and January 31, 2015 were as follows: October 31, 2015 January 31, 2015 (in thousands) Capitalized software costs: Acquired software technology $ 3,458 $ 3,458 Capitalized software development costs (1) 987 1,206 4,445 4,664 Less accumulated amortization (2,712 ) (2,179 ) Capitalized software costs, net $ 1,733 $ 2,485 (1) Capitalized software development costs include the impact of foreign currency translation.
Estimated amortization expense	The following table summarizes the estimated amortization expense relating to the Company’s capitalized software costs as of October 31, 2015: Fiscal Years (in thousands) 2016 remaining $ 260 2017 927 2018 535 2019 11 $ 1,733

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS (Tables)	9 Months Ended
	Oct. 31, 2015
GOODWILL AND INTANGIBLE ASSETS [Abstract]
Changes in carrying amount of goodwill	The changes in the carrying amount of goodwill for the nine months ended October 31, 2015 were as follows: Gross Carrying Amount Accumulated Impairment Goodwill, Net (in thousands) Balance at January 31, 2015 $ 26,519 $ (15,608 ) $ 10,911 Impact of foreign currency translation (205 ) — (205 ) Balance at October 31, 2015 $ 26,314 $ (15,608 ) $ 10,706
Intangible assets	Intangible Assets October 31, 2015 January 31, 2015 (in thousands) Amortizable intangible assets Customer relationships (1) $ 2,754 $ 2,793 Trade name 515 515 3,269 3,308 Less: accumulated amortization (2,030 ) (1,558 ) Net amortizable intangible assets $ 1,239 $ 1,750 (1) Customer relationships include the impact of foreign currency translation.
Estimated amortization expense	The following table summarizes the estimated amortization expense relating to the Company’s intangible assets as of October 31, 2015: Fiscal Years (in thousands) 2016 remaining $ 164 2017 657 2018 418 $ 1,239

DEBT (Tables)

DEBT (Tables)	9 Months Ended
	Oct. 31, 2015
DEBT [Abstract]
Debt	October 31, January 31, (in thousands) Note payable $ 14,781 $ 15,086 Less current maturities (417 ) (406 ) Long-term debt $ 14,364 $ 14,680

ACCUMULATED OTHER COMPREHENSI25

ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)	9 Months Ended
	Oct. 31, 2015
ACCUMULATED OTHER COMPREHENSIVE LOSS [Abstract]
Components of accumulated other comprehensive loss, net of taxes	The components of accumulated other comprehensive loss, net of taxes, were as follows: Foreign Currency Translation Adjustments (in thousands) Balance as of January 31, 2015 $ (7,418 ) Other comprehensive income (1,138 ) Amounts reclassified from accumulated other comprehensive loss — Net current period other comprehensive income (1,138 ) Balance as of October 31, 2015 $ (8,556 )

STOCKHOLDERS' EQUITY (Tables)

STOCKHOLDERS' EQUITY (Tables)	9 Months Ended
	Oct. 31, 2015
STOCKHOLDERS' EQUITY [Abstract]
Dividends declared	The following table sets forth the dividends that were declared by the Company during the first nine months of fiscal 2016: Declaration Date Record Date Payable Dividend Class A Dividend Class B Amount 9/9/2015 9/23/2015 9/30/2015 $ 0.072 $ 0.06 $ 1,313,000 6/9/2015 6/23/2015 6/30/2015 $ 0.072 $ 0.06 $ 1,310,000 4/15/2015 4/29/2015 5/6/2015 $ 0.072 $ 0.06 $ 1,299,000

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	9 Months Ended
	Oct. 31, 2015
STOCK-BASED COMPENSATION [Abstract]
Allocation of stock-based compensation expense	The following table sets forth reported stock-based compensation expense for the three and nine months ended October 31, 2015 and 2014: Three Months Ended October 31, Nine Months Ended October 31, 2015 2014 2015 2014 (in thousands) (in thousands) Cost of subscription $ 21 $ 13 $ 55 $ 35 Cost of maintenance and other revenue 69 38 202 115 Cost of professional services 189 121 542 364 Sales and marketing 350 203 1,040 587 Research and development 227 132 665 400 General and administrative 1,025 702 3,114 2,293 Total stock-based compensation expense $ 1,881 $ 1,209 $ 5,618 $ 3,794
Weighted average assumptions used to value SARs	The weighted average assumptions used to value SARs granted in the nine months ended October 31, 2015 and 2014 are shown in the following table: Nine Months Ended October 31, 2015 2014 Expected life in years (1) 5.00 4.98 Risk free interest rate (2) 1.64 % 1.58 % Volatility (3) 41 % 47 % Dividend rate (4) 1.10 % 1.32 % (1) The expected life of SARs granted under the stock-based compensation plans is based on historical vested SAR exercise and post-vest forfeiture patterns and includes an estimate of the expected term for SARs that were fully vested and outstanding. (2) The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of SARs in effect at the time of grant. (3) The Company estimates the volatility of its common stock at the date of grant based on the historical volatility of the Company’s common stock for a period equivalent to the expected life of the SARs, which it believes is representative of the expected volatility over the expected life of the SARs. (4) The Company expects to continue paying quarterly dividends at the same rate as the nine months ending on October 31, 2015.
Activity for outstanding SARs	The following table summarizes the activity for outstanding SARs for the nine months ended October 31, 2015: SARs (in thousands) Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Outstanding at January 31, 2015 2,499 $ 12.69 Granted 380 25.34 Exercised (251 ) 10.65 Expired (12 ) 14.24 Forfeited (5 ) 12.05 Outstanding at October 31, 2015 2,611 $ 14.72 5.0 $ 27,067 Vested and expected to vest at October 31, 2015 (1) 2,604 $ 14.73 5.0 $ 26,972 Vested and exercisable at October 31, 2015 1,461 $ 11.55 4.0 $ 19,663 (1) The expected-to-vest SARs are the result of applying the pre-vesting forfeiture rate assumptions to total outstanding SARs.
Summary of activity for RSUs	The following table summarizes the activity for RSUs for the nine months ended October 31, 2015: RSUs Weighted Average Grant Date Fair Value (in thousands) Restricted stock at January 31, 2015 503 $ 16.27 Granted 324 24.77 Released (1) (192 ) 15.57 Forfeited (16 ) 18.76 Restricted stock at October 31, 2015 619 $ 20.89 (1) The number of RSUs released includes shares withheld on behalf of employees to satisfy the minimum statutory tax withholding requirements.

DEFERRED REVENUES (Tables)

DEFERRED REVENUES (Tables)	9 Months Ended
	Oct. 31, 2015
DEFERRED REVENUES [Abstract]
Deferred revenues	Deferred revenues consisted of the following: October 31, 2015 January 31, 2015 (in thousands) Deferred maintenance revenue $ 54,678 $ 86,381 Deferred subscription revenue 12,271 11,563 Deferred services revenue 2,056 2,813 Deferred license revenue 520 1,890 Deferred other revenue 91 74 Deferred revenues, current 69,616 102,721 Deferred revenues, non-current (in Other liabilities) 1,857 2,361 Total deferred revenues $ 71,473 $ 105,082

BUSINESS SEGMENT INFORMATION (T

BUSINESS SEGMENT INFORMATION (Tables)	9 Months Ended
	Oct. 31, 2015
BUSINESS SEGMENT INFORMATION [Abstract]
License and subscription revenues assigned to geographic regions	License and subscription revenues are assigned to the geographic regions based on both the proportion of users in each region and sales effort. Maintenance revenue is allocated to the region where the end user customer is located. Services revenue is assigned based on the region where the services are performed. Three Months Ended October 31, Nine Months Ended October 31, 2015 2014 2015 2014 (in thousands) (in thousands) Revenue: North America (1) $ 32,417 $ 33,069 $ 96,168 $ 93,115 EMEA 19,376 23,362 62,730 73,244 Asia Pacific 11,813 12,485 35,135 35,688 Latin America 4,431 5,088 14,560 13,492 $ 68,037 $ 74,004 $ 208,593 $ 215,539 (1) Sales into Canada accounted for 2% of North America total revenue in each of the three and nine months ended October 31, 2015 and 2014.

COMPUTATION OF NET INCOME PER30

COMPUTATION OF NET INCOME PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2015	Oct. 31, 2014	Oct. 31, 2015	Oct. 31, 2014
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Net income	$ 2,586	$ 5,090	$ 4,766	$ 5,999
Less: Dividends declared	(1,313)	(1,118)	(3,922)	(3,334)
Undistributed net income	1,273	3,972	844	2,665
Net income per share [Abstract]
Dividends declared	1,313	1,118	3,922	3,334
Allocation of undistributed net income	1,273	3,972	844	2,665
Net income attributable to common stock	2,586	5,090	4,766	5,999
Common Class A [Member]
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Net income	2,208	4,218	4,067	4,971
Less: Dividends declared	(1,121)	(926)	(3,346)	(2,761)
Undistributed net income	1,087	3,292	721	2,210
Net income per share [Abstract]
Dividends declared	1,121	926	3,346	2,761
Allocation of undistributed net income	1,087	3,292	721	2,210
Net income attributable to common stock	$ 2,208	$ 4,218	$ 4,067	$ 4,971
Weighted average shares of common stock outstanding-basic (in shares)	15,559	12,865	15,431	12,755
Weighted average potential shares of common stock (in shares)	749	622	777	719
Weighted average shares of common stock and potential common shares outstanding-diluted (in shares)	16,308	13,487	16,208	13,474
Basic net income per common share (in dollars per share)	$ 0.14	$ 0.33	$ 0.26	$ 0.39
Diluted net income per common share (in dollars per share)	$ 0.14	$ 0.31	$ 0.25	$ 0.37
Antidilutive securities excluded from computation of net income per share (in shares)	640	330	490	277
Common Class B [Member]
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Net income	$ 378	$ 872	$ 699	$ 1,028
Less: Dividends declared	(192)	(192)	(576)	(573)
Undistributed net income	186	680	123	455
Net income per share [Abstract]
Dividends declared	192	192	576	573
Allocation of undistributed net income	186	680	123	455
Net income attributable to common stock	$ 378	$ 872	$ 699	$ 1,028
Weighted average shares of common stock outstanding-basic (in shares)	3,203	3,189	3,200	3,180
Weighted average potential shares of common stock (in shares)	83	76	83	90
Weighted average shares of common stock and potential common shares outstanding-diluted (in shares)	3,286	3,265	3,283	3,270
Basic net income per common share (in dollars per share)	$ 0.12	$ 0.27	$ 0.22	$ 0.32
Diluted net income per common share (in dollars per share)	$ 0.12	$ 0.27	$ 0.21	$ 0.31
Antidilutive securities excluded from computation of net income per share (in shares)	120	67	92	38

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) - USD ($)	1 Months Ended	9 Months Ended
	Mar. 31, 2015	Oct. 31, 2015	Oct. 31, 2014	Jan. 31, 2015
Key Assumptions [Abstract]
Discount rate		4.60%
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents deposited with commercial banks		$ 19,000,000		$ 22,000,000
Derivatives, Fair Value [Line Items]
The fair values of derivative instrument		(462,000)		(626,000)
Maximum [Member]
Key Assumptions [Abstract]
Contingent liability paid	$ 800,000
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market mutual funds		107,155,000		98,294,000
Significant Other Observable Inputs (Level 2) [Member] | Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability related to interest rate swap		(462,000)		(626,000)
Significant Unobservable Inputs (Level 3) [Member] | Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent liability associated with acquisitions		0		(750,000)
Interest Rate Swap [Member]
Derivatives, Fair Value [Line Items]
Change in fair value recognized in net income		164,000	$ (321,000)
Interest Rate Swap [Member] | Other Liabilities [Member]
Derivatives, Fair Value [Line Items]
The fair values of derivative instrument		$ (462,000)		(626,000)
Guaranteed Payment [Member]
Key Assumptions [Abstract]
Contingent consideration payable				300,000
Contingent upon Certain Milestones [Member]
Key Assumptions [Abstract]
Contingent consideration payable				$ 500,000

CAPITALIZED SOFTWARE COSTS (Det

CAPITALIZED SOFTWARE COSTS (Details) - USD ($) $ in Thousands		9 Months Ended
		Oct. 31, 2015	Oct. 31, 2014	Jan. 31, 2015
CAPITALIZED SOFTWARE COSTS [Abstract]
Acquired software technology		$ 3,458		$ 3,458
Capitalized software development costs	[1]	987		1,206
Capitalized software, gross		4,445		4,664
Less accumulated amortization		(2,712)		(2,179)
Capitalized software costs, net		1,733		$ 2,485
Capitalized computer software amortization		800	$ 900
Capitalized Software [Member]
Estimated Amortization Expense [Abstract]
2016 remaining		260
2,017		927
2,018		535
2,019		11
Total		$ 1,733
[1]	Capitalized software development costs include the impact of foreign currency translation.

GOODWILL AND INTANGIBLE ASSET33

GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
		Oct. 31, 2015	Oct. 31, 2014	Oct. 31, 2015	Oct. 31, 2014	Jan. 31, 2015
Gross Carrying Amount [Abstract]
Balance, beginning of period				$ 26,519
Impact of foreign currency translation				(205)
Balance, end of period		$ 26,314		26,314
Accumulated Impairment [Abstract]
Balance, beginning of period				(15,608)
Impact of foreign currency translation				0
Balance, end of period		(15,608)		(15,608)
Goodwill, Net [Abstract]
Balance, beginning of period				10,911
Impact of foreign currency translation				(205)
Balance, end of period		10,706		10,706
Amortizable intangible assets, gross		3,269		3,269		$ 3,308
Less: accumulated amortization		(2,030)		(2,030)		(1,558)
Net amortizable intangible assets		1,239		1,239		1,750
Amortization of intangible assets		165	$ 176	495	$ 535
Estimated Amortization Expense [Abstract]
2016 remaining		164		164
2,017		657		657
2,018		418		418
Total		1,239		1,239
Customer Relationships [Member]
Goodwill, Net [Abstract]
Amortizable intangible assets, gross	[1]	2,754		2,754		2,793
Trade Name [Member]
Goodwill, Net [Abstract]
Amortizable intangible assets, gross		$ 515		$ 515		$ 515
[1]	Customer relationships include the impact of foreign currency translation.

DEBT, Note Payable (Details)

DEBT, Note Payable (Details) - USD ($)	May. 30, 2012	Oct. 31, 2015	Jan. 31, 2015
Debt Instrument [Line Items]
Note payable		$ 14,781,000	$ 15,086,000
Less current maturities		(417,000)	(406,000)
Long-term debt		$ 14,364,000	$ 14,680,000
Rabobank N.A [Member] | Unsecured Credit Agreement [Member] | LIBOR [Member]
Notes Payable [Abstract]
One month LIBOR		0.75%
2012 Mortgage [Member] | Rabobank N.A [Member] | Credit Agreement [Member] | Quad Ortega Hill LLC [Member]
Notes Payable [Abstract]
Original principal amount	$ 16,100,000
Principal and interest	88,100
Final principal payment	$ 11,700,000
Unpaid balance		$ 14,800,000
2012 Mortgage [Member] | Rabobank N.A [Member] | Credit Agreement [Member] | Quad Ortega Hill LLC [Member] | LIBOR [Member]
Notes Payable [Abstract]
One month LIBOR	2.25%	0.19%
2012 Mortgage [Member] | Rabobank N.A [Member] | Swap Agreement [Member] | Quad Ortega Hill LLC [Member]
Notes Payable [Abstract]
Initial notional amount of swap agreement	$ 16,100,000
Fixed interest rate	4.31%

DEBT, Credit Facility (Details)

DEBT, Credit Facility (Details) - Rabobank N.A [Member] - USD ($)	May. 30, 2012	Oct. 31, 2015
Unsecured Credit Agreement [Member]
Credit Facility [Abstract]
Maximum borrowing capacity		$ 20,000,000
Unused capacity commitment fee		0.25%
Liquidity on a consolidated basis, Minimum		$ 25,000,000
Current ratio, Minimum		1.3
Leverage ratio, Maximum		1.5
Debt service coverage ratio, Minimum		1.5
Effective borrowing rate		0.94%
Borrowings outstanding		$ 0
Unsecured Credit Agreement [Member] | LIBOR [Member]
Credit Facility [Abstract]
One month LIBOR		0.75%
2012 Mortgage [Member] | Credit Agreement [Member] | Quad Ortega Hill LLC [Member] | LIBOR [Member]
Credit Facility [Abstract]
One month LIBOR	2.25%	0.19%

ACCUMULATED OTHER COMPREHENSI36

ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2015	Oct. 31, 2014	Oct. 31, 2015	Oct. 31, 2014
Accumulated Other Comprehensive Income Loss [Line Items]
Balance as of beginning of period			$ (7,418)
Other comprehensive income	$ (466)	$ 873	(1,138)	$ 666
Balance as of end of period	(8,556)		(8,556)
Foreign Currency Translation Adjustments [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Balance as of beginning of period			(7,418)
Other comprehensive income			(1,138)
Amounts reclassified from accumulated other comprehensive loss			0
Net current period other comprehensive income			(1,138)
Balance as of end of period	$ (8,556)		$ (8,556)

INCOME TAXES (Details)

INCOME TAXES (Details) $ in Millions	9 Months Ended
	Oct. 31, 2015USD ($)
Income Tax Contingency [Line Items]
Unrecognized tax benefits	$ 1.7
Reduction of unrecognized tax benefits	(1.2)
Reduction of deferred tax assets	(1.2)
Unrecognized tax benefits recognized in next twelve months	0.2
Unrecognized tax benefits, income tax penalties and interest accrued	$ 0.2
India [Member]
Income Tax Contingency [Line Items]
Years in which the company is currently under audit	fiscal years ended March 31, 1998, 1999, 2009, 2010, 2012 and 2013
Years for which the company settled audits	fiscal year ended March 31, 2008
Italy [Member]
Income Tax Contingency [Line Items]
Years in which the company is currently under audit	fiscal years ended 2011, 2012, 2013 and 2014
California [Member]
Income Tax Contingency [Line Items]
Years for which the company settled audits	fiscal year ended 2004
Minnesota [Member]
Income Tax Contingency [Line Items]
Years for which the company settled audits	fiscal years ended 2010, 2011, 2012 and 2013

STOCKHOLDERS' EQUITY (Details)

STOCKHOLDERS' EQUITY (Details) - USD ($)	Feb. 18, 2015	Jan. 22, 2015	Oct. 31, 2015	Oct. 31, 2014
Issuance of common stock [Abstract]
Net proceeds from stock issued			$ 8,365,000	$ 0
Dividends Declaration Date One [Member]
Dividends [Abstract]
Declaration date			Sep. 9, 2015
Record date			Sep. 23, 2015
Payable			Sep. 30, 2015
Amount paid in cash			$ 1,313,000
Dividends Declaration Date Two [Member]
Dividends [Abstract]
Declaration date			Jun. 9, 2015
Record date			Jun. 23, 2015
Payable			Jun. 30, 2015
Amount paid in cash			$ 1,310,000
Dividends Declaration Date Three [Member]
Dividends [Abstract]
Declaration date			Apr. 15, 2015
Record date			Apr. 29, 2015
Payable			May 6, 2015
Amount paid in cash			$ 1,299,000
Common Class A [Member]
Issuance of common stock [Abstract]
Stock issued (in shares)	450,000	2,000,000
Net proceeds from stock issued	$ 8,400,000	$ 37,000,000
Common Class A [Member] | Dividends Declaration Date One [Member]
Dividends [Abstract]
Dividend (in dollars per share)			$ 0.072
Common Class A [Member] | Dividends Declaration Date Two [Member]
Dividends [Abstract]
Dividend (in dollars per share)			0.072
Common Class A [Member] | Dividends Declaration Date Three [Member]
Dividends [Abstract]
Dividend (in dollars per share)			0.072
Common Class B [Member] | Dividends Declaration Date One [Member]
Dividends [Abstract]
Dividend (in dollars per share)			0.06
Common Class B [Member] | Dividends Declaration Date Two [Member]
Dividends [Abstract]
Dividend (in dollars per share)			0.06
Common Class B [Member] | Dividends Declaration Date Three [Member]
Dividends [Abstract]
Dividend (in dollars per share)			$ 0.06

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details) - USD ($)		3 Months Ended		9 Months Ended
		Oct. 31, 2015	Oct. 31, 2014	Oct. 31, 2015	Oct. 31, 2014
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense		$ 1,881,000	$ 1,209,000	$ 5,618,000	$ 3,794,000
Weighted Average Assumptions Used to Value SAR [Abstract]
Expected life in years	[1]			5 years	4 years 11 months 23 days
Risk free interest rate	[2]			1.64%	1.58%
Volatility	[3]			41.00%	47.00%
Dividend rate	[4]			1.10%	1.32%
Cost of Subscription [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense		21,000	13,000	$ 55,000	$ 35,000
Cost of Maintenance and Other Revenue [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense		69,000	38,000	202,000	115,000
Cost of Professional Services [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense		189,000	121,000	542,000	364,000
Sales and Marketing [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense		350,000	203,000	1,040,000	587,000
Research and Development [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense		227,000	132,000	665,000	400,000
General and Administrative [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense		$ 1,025,000	$ 702,000	$ 3,114,000	$ 2,293,000
Stock Appreciation Rights (SARs) [Member]
Stock Appreciation Rights (SARs) [Roll Forward]
Outstanding at beginning of period (in shares)				2,499,000
Granted (in shares)				380,000
Exercised (in shares)				(251,000)
Expired (in shares)				(12,000)
Forfeited (in shares)				(5,000)
Outstanding at end of period (in shares)		2,611,000		2,611,000
Vested and expected to vest (in shares)	[5]	2,604,000		2,604,000
Vested and exercisable (in shares)		1,461,000		1,461,000
Weighted Average Exercise Price per Share [Abstract]
Outstanding at beginning of period (in dollars per shares)				$ 12.69
Granted (in dollars per share)				25.34
Exercised (in dollars per shares)				10.65
Expired (in dollars per shares)				14.24
Forfeited (in dollars per shares)				12.05
Outstanding at end of period (in dollars per shares)		$ 14.72		14.72
Vested and expected to vest (in dollars per share)	[5]	14.73		14.73
Vested and exercisable (in dollars per share)		$ 11.55		$ 11.55
Additional Disclosures [Abstract]
Weighted average remaining contractual term, outstanding at end of period				5 years
Weighted average remaining contractual term, vested and expected to vest at end of period	[5]			5 years
Weighted average remaining contractual term, vested and exercisable at end of period				4 years
Aggregate intrinsic value, outstanding at end of period		$ 27,067,000		$ 27,067,000
Aggregate intrinsic value, vested and expected to vest at end of period	[5]	26,972,000		26,972,000
Aggregate intrinsic value, vested and exercisable at end of period		$ 19,663,000		19,663,000
Total intrinsic value of SARs exercised				$ 3,600,000
Number of shares withheld for payment of taxes (in shares)		7,800		41,900
Value of shares withheld for payment of taxes		$ 200,000		$ 1,000,000
Total unrecognized compensation cost		$ 6,500,000		$ 6,500,000
Weighted-average period to recognize total unrecognized compensation cost				2 years 9 months 18 days
Restricted Stock Units (RSUs) [Member]
Additional Disclosures [Abstract]
Number of shares withheld for payment of taxes (in shares)		2,600		52,000
Value of shares withheld for payment of taxes		$ 65,000		$ 1,400,000
Total unrecognized compensation cost		$ 10,000,000		$ 10,000,000
Weighted-average period to recognize total unrecognized compensation cost				3 years
Summary of Activity of RSUs [Roll Forward]
Restricted stock at beginning of period (in shares)				503,000
Granted (in shares)				324,000
Released (in shares)	[6]			(192,000)
Forfeited (in shares)				(16,000)
Restricted stock at end of period (in shares)		619,000		619,000
Weighted Average Grant Date Fair Value [Abstract]
Restricted stock at beginning of period (in dollars per share)				$ 16.27
Granted (in dollars per share)				24.77
Released (in dollars per share)	[6]			15.57
Forfeited (in dollars per share)				18.76
Restricted stock at end of period (in dollars per share)		$ 20.89		$ 20.89
[1]	The expected life of SARs granted under the stock-based compensation plans is based on historical vested SAR exercise and post-vest forfeiture patterns and includes an estimate of the expected term for SARs that were fully vested and outstanding.
[2]	The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of SARs in effect at the time of grant.
[3]	The Company estimates the volatility of its common stock at the date of grant based on the historical volatility of the Company's common stock for a period equivalent to the expected life of the SARs, which it believes is representative of the expected volatility over the expected life of the SARs.
[4]	The Company expects to continue paying quarterly dividends at the same rate as the nine months ending on October 31, 2015.
[5]	The expected-to-vest SARs are the result of applying the pre-vesting forfeiture rate assumptions to total outstanding SARs.
[6]	The number of RSUs released includes shares withheld on behalf of employees to satisfy the minimum statutory tax withholding requirements.

DEFERRED REVENUES (Details)

DEFERRED REVENUES (Details) - USD ($) $ in Thousands	Oct. 31, 2015	Jan. 31, 2015
Deferred Revenue Arrangement [Line Items]
Deferred revenues, current	$ 69,616	$ 102,721
Deferred revenues, non-current (in Other liabilities)	1,857	2,361
Total deferred revenues	71,473	105,082
Deferred Maintenance Revenue [Member]
Deferred Revenue Arrangement [Line Items]
Deferred revenues, current	54,678	86,381
Deferred Subscription Revenue [Member]
Deferred Revenue Arrangement [Line Items]
Deferred revenues, current	12,271	11,563
Deferred Services Revenue [Member]
Deferred Revenue Arrangement [Line Items]
Deferred revenues, current	2,056	2,813
Deferred License Revenue [Member]
Deferred Revenue Arrangement [Line Items]
Deferred revenues, current	520	1,890
Deferred Other Revenue [Member]
Deferred Revenue Arrangement [Line Items]
Deferred revenues, current	$ 91	$ 74

BUSINESS SEGMENT INFORMATION (D

BUSINESS SEGMENT INFORMATION (Details) $ in Thousands		3 Months Ended		9 Months Ended
		Oct. 31, 2015USD ($)	Oct. 31, 2014USD ($)	Oct. 31, 2015USD ($)RegionSegment	Oct. 31, 2014USD ($)
BUSINESS SEGMENT INFORMATION [Abstract]
Number of geographic regions | Region				4
Number of operating segments | Segment				1
Revenues From External Customers And Long Lived Assets [Line Items]
Revenue		$ 68,037	$ 74,004	$ 208,593	$ 215,539
Percentage of sales into Canada of North America total revenue		2.00%	2.00%	2.00%	2.00%
North America [Member] | Reportable Geographical Components [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Revenue	[1]	$ 32,417	$ 33,069	$ 96,168	$ 93,115
EMEA [Member] | Reportable Geographical Components [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Revenue		19,376	23,362	62,730	73,244
Asia Pacific [Member] | Reportable Geographical Components [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Revenue		11,813	12,485	35,135	35,688
Latin America [Member] | Reportable Geographical Components [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Revenue		$ 4,431	$ 5,088	$ 14,560	$ 13,492
[1]	Sales into Canada accounted for 2% of North America total revenue in each of the three and nine months ended October 31, 2015 and 2014.