Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Sep. 30, 2016 | Oct. 31, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | MCZ | |
Entity Registrant Name | MAD CATZ INTERACTIVE INC | |
Entity Central Index Key | 1,088,162 | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 73,469,571 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Current assets: | ||
Cash | $ 1,176 | $ 2,436 |
Restricted cash | 180 | 680 |
Accounts receivable, net | 6,106 | 9,585 |
Other receivables | 528 | 998 |
Inventories | 17,160 | 23,005 |
Income taxes receivable | 163 | 159 |
Prepaid expenses and other current assets | 1,907 | 2,969 |
Total current assets | 27,220 | 39,832 |
Deferred tax assets | 8,775 | 9,449 |
Other assets | 389 | 531 |
Property and equipment, net | 2,019 | 2,921 |
Intangible assets, net | 1,682 | 2,270 |
Total assets | 40,085 | 55,003 |
Current liabilities: | ||
Bank loans | 10,549 | 16,076 |
Accounts payable | 19,145 | 25,354 |
Accrued liabilities | 7,403 | 8,153 |
Notes payable | 50 | 73 |
Income taxes payable | 4 | 173 |
Total current liabilities | 37,151 | 49,829 |
Notes payable, less current portion | 119 | 145 |
Warrant liabilities | 297 | 300 |
Deferred tax liabilities | 10 | 10 |
Other long-term liabilities | 587 | 699 |
Total liabilities | 38,164 | 50,983 |
Shareholders’ equity: | ||
Common stock, no par value, unlimited shares authorized; 73,469,571 and 73,469,571 shares issued and outstanding at September 30, 2016 and March 31, 2016, respectively | 63,655 | 63,552 |
Accumulated other comprehensive loss | (7,184) | (5,695) |
Accumulated deficit | (54,550) | (53,837) |
Total shareholders’ equity | 1,921 | 4,020 |
Total liabilities and shareholders’ equity | $ 40,085 | $ 55,003 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | 6 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Mar. 31, 2016 | |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | ||
Common stock, shares authorized | Unlimited | Unlimited |
Common stock, shares issued | 73,469,571 | 73,469,571 |
Common stock, shares outstanding | 73,469,571 | 73,469,571 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Net sales | $ 14,867 | $ 38,918 | $ 25,655 | $ 51,892 |
Cost of sales | 14,339 | 29,912 | 25,231 | 40,008 |
Gross profit | 528 | 9,006 | 424 | 11,884 |
Operating expenses: | ||||
Sales and marketing | 1,457 | 4,457 | 2,848 | 7,173 |
General and administrative | 2,079 | 2,638 | 4,547 | 5,532 |
Research and development | 560 | 941 | 1,217 | 1,862 |
Restructuring and severance costs | 22 | (3) | ||
Amortization of intangible assets | 109 | 111 | 222 | 220 |
Net gain on sale of Saitek assets | (8,177) | (8,177) | ||
Net operating expenses | (3,950) | 8,147 | 654 | 14,787 |
Operating income (loss) | 4,478 | 859 | (230) | (2,903) |
Other income (expense): | ||||
Interest expense, net | (277) | (364) | (610) | (621) |
Foreign exchange gain (loss), net | 286 | (154) | 820 | (93) |
Change in fair value of warrant liabilities | 49 | (871) | 3 | (917) |
Other income | 2 | 10 | 23 | 22 |
Total other income (expense) | 60 | (1,379) | 236 | (1,609) |
Income (loss) before income taxes | 4,538 | (520) | 6 | (4,512) |
Income tax expense | (458) | (1,091) | (719) | (1,064) |
Net income (loss) | $ 4,080 | $ (1,611) | $ (713) | $ (5,576) |
Net income (loss) per share: | ||||
Basic | $ 0.06 | $ (0.02) | $ (0.01) | $ (0.08) |
Diluted | $ 0.06 | $ (0.02) | $ (0.01) | $ (0.08) |
Shares used in per share computations: | ||||
Basic | 73,469,571 | 73,469,571 | 73,469,571 | 73,469,571 |
Diluted | 73,469,571 | 73,469,571 | 73,469,571 | 73,469,571 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 4,080 | $ (1,611) | $ (713) | $ (5,576) |
Foreign currency translation adjustments | (500) | (344) | (1,489) | 206 |
Comprehensive income (loss) | $ 3,580 | $ (1,955) | $ (2,202) | $ (5,370) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (713) | $ (5,576) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,169 | 1,038 |
Amortization of deferred financing fees | 120 | 189 |
(Gain) loss on disposal of assets | (23) | 6 |
Net gain on sale of Saitek assets | (8,177) | |
Stock-based compensation | 103 | 262 |
Change in fair value of warrant liabilities | (3) | 917 |
Provision for deferred income taxes | 674 | 678 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 3,176 | (19,790) |
Other receivables | 429 | (431) |
Inventories | 3,889 | (17,625) |
Prepaid expenses and other current assets | 891 | (357) |
Other assets | 15 | 85 |
Accounts payable | (6,455) | 22,280 |
Accrued liabilities | (1,130) | 9,602 |
Deferred rent | (122) | (24) |
Income taxes receivable/payable | (188) | 1,045 |
Net cash used in operating activities | (6,345) | (7,701) |
Cash flows from investing activities: | ||
Purchases of intangible assets | (25) | |
Purchases of property and equipment | (422) | (1,245) |
Net proceeds from sale of Saitek assets | 10,628 | |
Net cash provided by (used in) investing activities | 10,206 | (1,270) |
Cash flows from financing activities: | ||
Borrowings on bank loans | 19,288 | 41,955 |
Repayments on bank loans | (24,815) | (30,248) |
Payment of financing fees | (720) | |
Changes in restricted cash | 500 | |
Borrowings on notes payable | 95 | |
Repayments on notes payable | (56) | (160) |
Payment of expenses related to issuance of common stock | (164) | |
Net cash (used in) provided by financing activities | (5,083) | 10,758 |
Effects of foreign currency exchange rate changes on cash | (38) | 41 |
Net (decrease) increase in cash | (1,260) | 1,828 |
Cash, beginning of period | 2,436 | 5,142 |
Cash, end of period | 1,176 | 6,970 |
Supplemental cash flow information: | ||
Income taxes paid | 240 | 276 |
Interest paid | $ 634 | $ 588 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | (1) Basis of Presentation Nature of Operations Mad Catz Interactive, Inc. (“Mad Catz”) designs, manufactures (primarily through third parties in Asia), markets and distributes innovative interactive entertainment products marketed under its Mad Catz ® ® Basis of Accounting The accompanying unaudited consolidated financial information has been prepared by management, without audit, in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. The consolidated balance sheet at March 31, 2016 was derived from the audited consolidated financial statements at that date; however, it does not include all disclosures required by accounting principles generally accepted in the United States (“U.S. GAAP”). The Company has incurred recurring losses from operations in each of the years in the three-year period ended March 31, 2016, generated negative cash flows from operations in the year ended March 31, 2016 and has negative working capital as of September 30, 2016. The Company expects to generate income from operations and cash flow in fiscal 2017, excluding sales and related expenses of Rock Band 4 products, by reducing its operating expenses as a result of the restructuring plan executed in the fourth quarter of fiscal 2016 and through the sale of certain assets associated with the Company’s flight, space, and farm simulation product line. To meet its capital needs, the Company is also considering multiple alternatives, including, but not limited to, equity sales under its “at-the-market” (“ATM”) equity offering program, additional equity financings, debt financings and other funding transactions. There can be no assurance that the Company will be able to achieve its fiscal 2017 financial plan or complete financing transactions on acceptable terms or otherwise. If the Company is unable to become cash-flow positive or to raise additional capital as and when needed, or upon acceptable terms, such failure would have a significant negative impact on its financial condition. Our primary operating subsidiary, Mad Catz, Inc. (“MCI”), maintains a Loan and Security Agreement (the “Loan Agreement”) with Sterling National Bank (“SNB”) to provide for a $20.0 million revolving line of credit subject to the availability of eligible accounts receivable and inventories, which changes throughout the year. The Loan Agreement expires on June 30, 2018. The Company is required to meet a monthly financial covenant based on a trailing twelve months’ Adjusted earnings before income taxes, depreciation and amortization (“EBITDA”), as defined. Additionally, Mad Catz Europe Ltd. (“MCE”), a wholly-owned subsidiary of the Company, maintains a Master Facilities Agreement (the “Facilities Agreement”) with Faunus Group International, Inc. (“FGI”) to provide for a $10.0 million secured demand credit facility subject to the availability of eligible accounts receivable and inventories, which changes throughout the year. The Facilities Agreement has a three-year term, although FGI may terminate the facility at any time upon at least three months’ notice. The Company depends upon the availability of capital under the Loan Agreement and Facilities Agreement to finance operations. The Company operates in a rapidly evolving and often unpredictable business environment that may change the timing or amount of expected future sales and expenses. If the Company is unable to comply with the Adjusted EBITDA covenants contained in the Loan Agreement, as amended from time to time, SNB could declare the outstanding borrowings under the facility immediately due and payable. If the Company needs to obtain additional funds as a result of the termination of the Loan Agreement or Facilities Agreement or the acceleration of amounts due thereunder, there can be no assurance that alternative financing can be obtained on substantially similar or acceptable terms, or at all. The Company’s failure to promptly obtain alternate financing could limit our ability to implement our business plan and have an immediate, severe and adverse impact on our business, results of operations, financial condition and liquidity. In the event that no alternative financing is available, the Company would be forced to drastically curtail operations, or dispose of assets, or cease operations altogether. In the opinion of management, the unaudited consolidated financial statements for the interim period presented reflect all material adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial position and results of operations as of and for such periods indicated. These unaudited consolidated financial statements and notes hereto should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2016. These consolidated financial statements refer to the Company’s fiscal years ending March 31 as its “fiscal” years. The Company generates a substantial percentage of net sales in the last three months of every calendar year, its fiscal third quarter. Results for the interim periods presented herein are not necessarily indicative of results that may be reported for any other interim period or for the fiscal year ending March 31, 2017. All currency amounts are presented in U.S. dollars. Principles of Consolidation The accompanying unaudited consolidated financial statements include the accounts of Mad Catz and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. References to the “Company,” “we,” “us,” “our” and other similar words refer to Mad Catz Interactive, Inc. and its consolidated subsidiaries, unless the context suggests otherwise. Use of Estimates The unaudited consolidated financial statements have been prepared in conformity with U.S. GAAP. Applying these principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited consolidated financial statements and the reported amounts of sales and expenses during the reporting periods. On an ongoing basis, the Company evaluates its estimates, including those related to asset impairments, reserves for accounts receivable and inventories, contingencies and litigation, valuation and recognition of share-based payments, warrant liabilities and income taxes. As future events and their effects cannot be determined with precision, actual results could differ from these estimates. Sale of Saitek Assets On September 15, 2016, the Company completed the sale of certain assets associated with the Company’s flight, space, and farm simulation product line (the “Saitek assets”) to certain subsidiaries of Logitech International S.A. (collectively, “Logitech”) (see Note 7). The Company has followed the guidance in ASC 205-20, “Presentation of Financial Statements-Discontinued Operations,” as updated by Accounting Standards Update No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity”. The Saitek assets do not represent a component of an entity, and therefore, the sale of the Saitek assets has not been presented as discontinued operations. Recently Issued Accounting Standards In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-15, Statement of Cash Flows, which addresses specific cash flow items with the objective of reducing existing diversity in practice in how certain transactions are classified in the statement of cash flows. This ASU is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The Company does not expect the updated standard to have a material impact on the consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation, which amends several aspects of share-based payment accounting. This guidance requires all excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled, with prospective application required. The guidance also changes the classification of such tax benefits or tax deficiencies on the statement of cash flows from a financing activity to an operating activity, with retrospective or prospective application allowed. Additionally, the guidance requires the classification of employee taxes paid when an employer withholds shares for tax-withholding purposes as a financing activity on the statement of cash flows, with retrospective application required. In February 2016, the FASB issued ASU 2016-02, Leases, which amends the existing accounting standards for lease accounting and requiring lessees to recognize lease assets and lease liabilities for all leases with lease terms of more than 12 months, including those classified as operating leases. Both the asset and liability will initially be measured at the present value of the future minimum lease payments, with the asset being subject to adjustments such as initial direct costs. Consistent with current U.S. Generally Accepted Accounting Principles (“GAAP”), the presentation of expenses and cash flows will depend primarily on the classification of the lease as either a finance or an operating lease. The new standard also requires additional quantitative and qualitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases in order to provide additional information about the nature of an organization’s leasing activities. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory, which requires entities to measure most inventory “at the lower of cost and net realizable value,” thereby simplifying the current guidance under which and entity must measure inventory at the lower of cost or market. The ASU will not apply to inventories that are measured by using either the last-in, first-out method or the retail inventory method. For public business entities, the ASU is effective prospectively for annual periods beginning after December 15, 2016, and interim periods therein. The Company has elected to early adopt, prospectively, this guidance effective April 1, 2016. The adoption of this guidance did not have a material impact on the Company’s consolidated financial condition or results of operations. In April 2015, the FASB issued ASU 2015-03, Interest — Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debit Issuance Costs Associated with Line-of-Credit Arrangements. This ASU clarified the guidance in ASC 2015-03 stating that the SEC staff would not object to a company presenting debt issuance costs related to a line-of-credit arrangement on the balance sheet as a deferred asset, regardless of whether there were any outstanding borrowings at period-end. This update is effective for annual reporting periods beginning after December 15, 2015 and interim periods within those annual periods. The Company adopted these standards on a retrospective basis as of April 1, 2016. The Company will continue to defer and present the debt issuance costs related to its Loan Agreement and Facilities Agreement in Other assets and amortize them ratably over the term of the agreement. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. ASU 2014-15 requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern for a one-year period subsequent to the date of the financial statements. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The guidance is effective for all entities for the first annual period ending after December 15, 2016 and interim periods thereafter, with early adoption permitted. As the requirements of this literature are disclosure only, adoption of this guidance is not expected to impact the Company’s financial condition or results of operations. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. ASU 2014-09 requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. On July 9, 2015, the FASB agreed to defer by one year the effective date of ASU 2014-09 to annual reporting periods beginning after December 15, 2017, with early adoption as of the original effective date permitted. The Company is currently evaluating the impact of adopting ASU 2014-09. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | (2) Fair Value Measurements The carrying values of the Company’s financial instruments, including cash, restricted cash, accounts receivable, other receivables, accounts payable, accrued liabilities and income taxes receivable/payable approximate their fair values due to the short maturity of these instruments. The carrying value of the bank loans and notes payable approximates their fair value as the interest rate and other terms are that which is currently available to the Company. For a description of the fair value hierarchy, see Note 2 to the Company’s 2016 consolidated financial statements contained in the Company’s Annual Report on Form 10-K for its fiscal year ended March 31, 2016. The following tables provide a summary of the recognized assets and liabilities carried at fair value on a recurring basis (in thousands): Basis of Fair Value Measurements Balance as of September 30, 2016 Level 1 Level 2 Level 3 Liabilities: Warrant liabilities (Note 5) $ (297 ) $ — $ — $ (297 ) Basis of Fair Value Measurements Balance as of March 31, 2016 Level 1 Level 2 Level 3 Liabilities: Warrant liabilities (Note 5) $ (300 ) $ — $ — $ (300 ) The following table provides a roll forward of the Company’s level three fair value measurements during the six months ended September 30, 2016, which consist of the Company’s warrant liabilities (in thousands): Warrant liabilities: Balance at March 31, 2016 $ (300 ) Change in fair value of warrant liabilities 3 Balance at September 30, 2016 $ (297 ) |
Inventories
Inventories | 6 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | (3) Inventories Inventories consist of the following (in thousands): September 30, 2016 March 31, 2016 Raw materials $ 807 $ 1,119 Finished goods 12,722 21,886 Inventory sold under extended payment terms 3,631 — $ 17,160 $ 23,005 Although the Company has sold all of the remaining inventory of products designed for the Rock Band 4 video game, a portion of the inventory was sold to a customer under extended payment terms that did not meet the criteria to be recognized as revenue in the current period under GAAP revenue recognition guidance. Therefore, $3.6 million of products designed for the Rock Band 4 video game is included in inventory as of September 30, 2016. |
Restricted Cash
Restricted Cash | 6 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Restricted Cash | 4) Restricted Cash Cash accounts that are restricted as to withdrawal or usage are presented as restricted cash. As of September 30, 2016, the Company had $180,000 of restricted cash held by a bank in deposit accounts. This amount represents payments from customers into restricted bank accounts on September 30, 2016 that were subsequently automatically swept to repay borrowings under our bank loans. |
Securities Purchase Agreements
Securities Purchase Agreements | 6 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Securities Purchase Agreements | (5) Securities Purchase Agreements 2015 Securities Purchase Agreement On March 24, 2015, the Company entered into a Securities Purchase Agreement (the “2015 Securities Purchase Agreement”) with certain accredited investors, pursuant to which the Company sold (a) an aggregate of 8,980,773 shares of its common stock (the “2015 Shares”) and (b) warrants to purchase an aggregate of 4,490,387 shares of common stock of the Company (“2015 Warrants” and, together with the 2015 Shares, the “2015 Securities”). The 2015 Securities were issued at a price equal to $0.41 for aggregate gross proceeds of approximately $3,682,000. The 2015 Warrants became exercisable on September 24, 2015 at a per share exercise price equal to $0.61 and expire on September 24, 2020. The 2015 Warrants are subject to limitation on exercise if the Holder or its affiliates would beneficially own more than 9.99%/4.99% of the total number of the Company’s shares of common stock following such exercise. The 2015 Warrants also provide that in the event of a Company Controlled Fundamental Transaction (as defined in the 2015 Warrants), the Company may, at the election of the 2015 Warrant holder, be required to redeem all or a portion of the 2015 Warrants for cash in an amount equal to the Black-Scholes option pricing model value. As a result of this cash settlement provision, the 2015 Warrants are classified as liabilities and carried at fair value, with changes in fair value included in net income (loss) until such time as the 2015 Warrants are exercised or expire. The fair value of the 2015 Warrants decreased from $300,000 as of March 31, 2016 to $297,000 as of September 30, 2016, which resulted in a $3,000 gain from the change in fair value of warrant liabilities for the six months ended September 30, 2016. The 2015 Warrants are not traded in an active securities market, and as such, the Company estimates the fair value of the of the warrant liability using the Black-Scholes option pricing model using the following assumptions: September 30, 2016 March 31, 2016 Expected term 4.0 years 4.5 years Common stock market price $ 0.22 $ 0.21 Risk-free interest rate 1.01 % 1.13 % Expected volatility 72 % 71 % Expected volatility is based primarily on historical volatility. Historical volatility was computed using daily pricing observations for recent periods that correspond to the expected term of the 2015 Warrants. The Company believes this method produces an estimate that is representative of the Company’s expectations of future volatility over the expected term of the 2015 Warrants. The Company currently has no reason to believe future volatility over the expected remaining life of the 2015 Warrants is likely to differ materially from historical volatility. The expected life is based on the remaining contractual term of the 2015 Warrants. The risk-free interest rate is the interest rate for treasury constant maturity instruments published by the Federal Reserve Board that is closest to the expected term of the 2015 Warrants. Fluctuations in the fair value of the 2015 Warrants are impacted by unobservable inputs, most significantly the Company’s common stock market price. Significant increases (decreases) in this input in isolation would result in a significantly higher (lower) fair value measurement. 2011 Securities Purchase Agreement In April 2011, the Company entered into a Securities Purchase Agreement (the “2011 Securities Purchase Agreement”) with certain accredited investors, pursuant to which the Company sold (a) an aggregate of 6,352,293 shares of its common stock (the “2011 Shares”) and (b) warrants to purchase an aggregate of 2,540,918 shares of common stock of the Company (“2011 Warrants” and, together with the 2011 Shares, the “2011 Securities”). The 2011 Securities were issued at a price equal to $1.92 for aggregate gross proceeds of approximately $12,196,000. The 2011 Warrants became exercisable on October 21, 2011 at a per share exercise price equal to $2.56 and expire on October 21, 2016. The 2011 Warrants contain provisions that adjust the exercise price in the event the Company pays stock dividends, effects stock splits or issues additional shares of common stock at a price per share less than the exercise price of the 2011 Warrants. The Company accounts for the 2011 Warrants with exercise price reset features as liabilities carried at fair value, with changes in fair value included in net income (loss) until such time as the 2011 Warrants are exercised or expire. As a result of the March 2015 offering, described above, and pursuant to the terms of the 2011 Warrants, the exercise price of the 2011 Warrants was adjusted to $2.30 per share. The fair value of the 2011 Warrants remained consistent at $0 as of March 31, 2016 and September 30, 2016, which resulted in no gain or loss from the change in fair value of warrant liabilities for the six months ended September 30, 2016. The 2011 Warrants are not traded in an active securities market, and as such, the Company estimated the fair value of the 2011 Warrants using the Black-Scholes option pricing model using the following assumptions: September 30, 2016 March 31, 2016 Expected term 0.08 years 0.5 years Common stock market price $ 0.22 $ 0.21 Risk-free interest rate 0.20 % 0.39 % Expected volatility 104 % 89 % Expected volatility is based primarily on historical volatility. Historical volatility is computed using daily pricing observations for recent periods that correspond to the expected term of the 2011 Warrants. The Company believes this method produces an estimate that is representative of the Company’s expectations of future volatility over the expected term of these 2011 Warrants. The Company currently has no reason to believe future volatility over the expected remaining life of these 2011 Warrants is likely to differ materially from historical volatility. The expected life is based on the remaining contractual term of the 2011 Warrants. The risk-free interest rate is the interest rate for treasury constant maturity instruments published by the Federal Reserve Board that is closest to the expected term of the 2011 Warrants. Fluctuations in the fair value of the 2011 Warrants are impacted by unobservable inputs, most significantly the assumption with regards to future equity issuances and their impact to the down-round protection feature. Significant increases in this input in isolation would result in a significantly higher fair value measurement. |
Restructuring and Severance Cha
Restructuring and Severance Charges | 6 Months Ended |
Sep. 30, 2016 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Severance Charges | (6) Restructuring and Severance Charges During the fourth quarter of fiscal 2016, management initiated a restructuring plan in order to lower operating costs, increase efficiencies and better align the Company’s workforce with the needs of the business. In connection with the restructuring plan, the Company incurred total restructuring and related charges of approximately $2,990,000 in fiscal 2016, primarily related to severance and benefits afforded to terminated employees and officers. The following table summarizes the restructuring and severance costs for the six months ended September 30, 2016 (in thousands): Employee-Related Other Total Restructuring Liability as of March 31, 2016 $ 1,745 $ 162 $ 1,907 Costs incurred 64 39 103 Amounts paid (1,099 ) (102 ) (1,201 ) Accruals released (94 ) (12 ) (106 ) Foreign exchange 4 1 5 Restructuring Liability as of September 30, 2016 $ 620 $ 88 $ 708 Employee-related costs primarily include severance and other termination benefits and are calculated based on long-standing benefit practices, local statutory requirements and, in certain cases, voluntary termination arrangements. Other costs consist primarily of costs to exit auto leases and other costs directly related to employee terminations in certain European locations. |
Sale of Saitek Assets
Sale of Saitek Assets | 6 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Sale of Saitek Assets | ( 7) Sale of Saitek Assets On September 15, 2016, the Company completed the sale of the Saitek assets to Logitech. Logitech acquired all of the specific trademarks, equipment and tooling, inventory, technical data and records, and other related documents necessary for the designing, manufacturing, marketing and distributing of interactive flight, space, and farm simulation controllers previously marketed and sold by the Company primarily under the “Saitek” brand. Additionally, at their option, eight Mad Catz research and development employees resigned from the Company and accepted employment offers with Logitech. The Company received $11.0 million in cash at closing and $2.0 million was deposited in escrow with Bank of America, National Association, to fund any post-closing adjustments or claims. The Company recognized a net gain of $8.2 million on the sale of the Saitek assets, which is reflected in “Net gain on sale of Saitek assets” in its unaudited consolidated statements of operations for the three and six months ended September 30, 2016. Title to all assets acquired by Logitech transferred upon closing. The net gain recognized does not include the two $1.0 million deposits made into the tooling and general escrow accounts by Logitech. The $1.0 million deposited in the tooling escrow account is eligible to be released on April 30, 2017 pending the completion of specific contractual deliverables, including transfer, setup, and testing of tooling. Any amounts recognized from this escrow account will be decreased by any Logitech claims and external costs incurred to complete the tooling transfers. The Company believes that the fair value of the remaining obligation is less than the $1.0 million in escrow and is deferring the full amount as it is contingent upon completion of the specified deliverables in accordance with the transaction documents. The $1.0 million deposited in the general escrow account is eligible to be released on September 15, 2017. Any amounts from this account may be decreased by claims made by Logitech. The Company is not currently aware of any outstanding claims against the general escrow account. Pursuant to the terms of the purchase agreement for the transaction, the Company and Logitech also entered into several ancillary agreements as part of the transaction, including an Escrow Agreement governing the terms of the $2.0 million in escrow and a Transition Services Agreement governing the delivery of certain services and deliverables by the Company after completion of the transaction. |
Basic and Diluted Net Income (L
Basic and Diluted Net Income (Loss) per Share | 6 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Income (Loss) per Share | (8) Basic and Diluted Net Income (Loss) per Share Basic net income (loss) per share is calculated by dividing the net income (loss) for the period by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share includes the impact of potentially dilutive securities unless inclusion of such securities would be anti-dilutive. Outstanding options to purchase an aggregate of 4,752,069 and 5,179,807 shares of the Company’s common stock for the three and six months ended September 30, 2016, respectively, and 7,939,958 and 7,930,617 shares of the Company’s common stock for the three and six months ended September 30, 2015, respectively, were excluded from the diluted net income (loss) per share calculations because of their anti-dilutive effect during these periods. Outstanding warrants to purchase an aggregate of 7,031,305 shares of the Company’s common stock for each of the three and six months ended September 30, 2016 and 2015, were excluded from the diluted net income (loss) per share calculations because of their anti-dilutive effect during these periods. |
Geographic and Product Line Dat
Geographic and Product Line Data and Concentrations | 6 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Geographic and Product Line Data and Concentrations | (9) Geographic and Product Line Data and Concentrations Revenue is attributed to geographic regions based on the location of the customer. The Company’s net sales are attributed to the following geographic regions (in thousands): Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 Americas $ 9,934 $ 27,027 $ 15,260 $ 32,002 Europe, the Middle East and Africa ("EMEA") 3,678 9,656 7,663 15,298 Asia Pacific ("APAC") 1,255 2,235 2,732 4,592 $ 14,867 $ 38,918 $ 25,655 $ 51,892 The Company’s sales by customer as a percentage of gross sales for all customers that accounted for greater than 10% of gross sales is as follows: Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 Customer 1 24 % 9 % 16 % 7 % Customer 2 12 % 15 % 17 % 16 % Customer 3 12 % — % 7 % — % Customer 4 11 % 23 % 12 % 20 % The Company’s accounts receivable as a percentage of total accounts receivable for all customers that accounted for greater than 10% of accounts receivable is as follows: September 30, 2016 March 31, 2016 Customer 1 23 % 3 % Customer 2 22 % — % Customer 3 12 % 26 % Customer 4 7 % 12 % During the three and six months ended September 30, 2016 and 2015, no other customers accounted for greater than 10% of gross sales. At September 30, 2016 and March 31, 2016, no other customers accounted for greater than 10% of accounts receivable. The Company’s sales by platform as a percentage of gross sales were as follows (a): Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 Consoles 44 % 18 % 44 % 24 % Rock Band 4 30 % 62 % 24 % 46 % Saitek 14 % 9 % 16 % 14 % PC and Mac 10 % 8 % 13 % 11 % Smart devices 2 % 3 % 3 % 5 % 100 % 100 % 100 % 100 % The Company’s sales by product category as a percentage of gross sales were as follows (a): Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 Audio 40 % 17 % 38 % 22 % Rock Band 4 30 % 62 % 24 % 46 % Saitek 14 % 9 % 16 % 13 % Mice and keyboards 9 % 7 % 12 % 10 % Specialty controllers 5 % 2 % 7 % 3 % Controllers 1 % 1 % 2 % 3 % Accessories 1 % 1 % 1 % 2 % Games and other — % 1 % — % 1 % 100 % 100 % 100 % 100 % The Company’s sales by brand as a percentage of gross sales were as follows (a): Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 Tritton 39 % 15 % 36 % 20 % Rock Band 4 30 % 62 % 24 % 46 % Mad Catz 17 % 13 % 24 % 18 % Saitek 14 % 9 % 16 % 13 % All others — % 1 % — % 3 % 100 % 100 % 100 % 100 % (a) Sales of products related to the Rock Band 4 video game and simulation products sold as part of the sale of Saitek assets are listed separately in each of the tables to provide comparable information for our ongoing product lines. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations Mad Catz Interactive, Inc. (“Mad Catz”) designs, manufactures (primarily through third parties in Asia), markets and distributes innovative interactive entertainment products marketed under its Mad Catz ® ® |
Basis of Accounting | Basis of Accounting The accompanying unaudited consolidated financial information has been prepared by management, without audit, in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. The consolidated balance sheet at March 31, 2016 was derived from the audited consolidated financial statements at that date; however, it does not include all disclosures required by accounting principles generally accepted in the United States (“U.S. GAAP”). The Company has incurred recurring losses from operations in each of the years in the three-year period ended March 31, 2016, generated negative cash flows from operations in the year ended March 31, 2016 and has negative working capital as of September 30, 2016. The Company expects to generate income from operations and cash flow in fiscal 2017, excluding sales and related expenses of Rock Band 4 products, by reducing its operating expenses as a result of the restructuring plan executed in the fourth quarter of fiscal 2016 and through the sale of certain assets associated with the Company’s flight, space, and farm simulation product line. To meet its capital needs, the Company is also considering multiple alternatives, including, but not limited to, equity sales under its “at-the-market” (“ATM”) equity offering program, additional equity financings, debt financings and other funding transactions. There can be no assurance that the Company will be able to achieve its fiscal 2017 financial plan or complete financing transactions on acceptable terms or otherwise. If the Company is unable to become cash-flow positive or to raise additional capital as and when needed, or upon acceptable terms, such failure would have a significant negative impact on its financial condition. Our primary operating subsidiary, Mad Catz, Inc. (“MCI”), maintains a Loan and Security Agreement (the “Loan Agreement”) with Sterling National Bank (“SNB”) to provide for a $20.0 million revolving line of credit subject to the availability of eligible accounts receivable and inventories, which changes throughout the year. The Loan Agreement expires on June 30, 2018. The Company is required to meet a monthly financial covenant based on a trailing twelve months’ Adjusted earnings before income taxes, depreciation and amortization (“EBITDA”), as defined. Additionally, Mad Catz Europe Ltd. (“MCE”), a wholly-owned subsidiary of the Company, maintains a Master Facilities Agreement (the “Facilities Agreement”) with Faunus Group International, Inc. (“FGI”) to provide for a $10.0 million secured demand credit facility subject to the availability of eligible accounts receivable and inventories, which changes throughout the year. The Facilities Agreement has a three-year term, although FGI may terminate the facility at any time upon at least three months’ notice. The Company depends upon the availability of capital under the Loan Agreement and Facilities Agreement to finance operations. The Company operates in a rapidly evolving and often unpredictable business environment that may change the timing or amount of expected future sales and expenses. If the Company is unable to comply with the Adjusted EBITDA covenants contained in the Loan Agreement, as amended from time to time, SNB could declare the outstanding borrowings under the facility immediately due and payable. If the Company needs to obtain additional funds as a result of the termination of the Loan Agreement or Facilities Agreement or the acceleration of amounts due thereunder, there can be no assurance that alternative financing can be obtained on substantially similar or acceptable terms, or at all. The Company’s failure to promptly obtain alternate financing could limit our ability to implement our business plan and have an immediate, severe and adverse impact on our business, results of operations, financial condition and liquidity. In the event that no alternative financing is available, the Company would be forced to drastically curtail operations, or dispose of assets, or cease operations altogether. In the opinion of management, the unaudited consolidated financial statements for the interim period presented reflect all material adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial position and results of operations as of and for such periods indicated. These unaudited consolidated financial statements and notes hereto should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2016. These consolidated financial statements refer to the Company’s fiscal years ending March 31 as its “fiscal” years. The Company generates a substantial percentage of net sales in the last three months of every calendar year, its fiscal third quarter. Results for the interim periods presented herein are not necessarily indicative of results that may be reported for any other interim period or for the fiscal year ending March 31, 2017. All currency amounts are presented in U.S. dollars. |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited consolidated financial statements include the accounts of Mad Catz and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. References to the “Company,” “we,” “us,” “our” and other similar words refer to Mad Catz Interactive, Inc. and its consolidated subsidiaries, unless the context suggests otherwise. |
Use of Estimates | Use of Estimates The unaudited consolidated financial statements have been prepared in conformity with U.S. GAAP. Applying these principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited consolidated financial statements and the reported amounts of sales and expenses during the reporting periods. On an ongoing basis, the Company evaluates its estimates, including those related to asset impairments, reserves for accounts receivable and inventories, contingencies and litigation, valuation and recognition of share-based payments, warrant liabilities and income taxes. As future events and their effects cannot be determined with precision, actual results could differ from these estimates. |
Sale of Saitek Assets | Sale of Saitek Assets On September 15, 2016, the Company completed the sale of certain assets associated with the Company’s flight, space, and farm simulation product line (the “Saitek assets”) to certain subsidiaries of Logitech International S.A. (collectively, “Logitech”) (see Note 7). The Company has followed the guidance in ASC 205-20, “Presentation of Financial Statements-Discontinued Operations,” as updated by Accounting Standards Update No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity”. The Saitek assets do not represent a component of an entity, and therefore, the sale of the Saitek assets has not been presented as discontinued operations. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-15, Statement of Cash Flows, which addresses specific cash flow items with the objective of reducing existing diversity in practice in how certain transactions are classified in the statement of cash flows. This ASU is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The Company does not expect the updated standard to have a material impact on the consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation, which amends several aspects of share-based payment accounting. This guidance requires all excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled, with prospective application required. The guidance also changes the classification of such tax benefits or tax deficiencies on the statement of cash flows from a financing activity to an operating activity, with retrospective or prospective application allowed. Additionally, the guidance requires the classification of employee taxes paid when an employer withholds shares for tax-withholding purposes as a financing activity on the statement of cash flows, with retrospective application required. In February 2016, the FASB issued ASU 2016-02, Leases, which amends the existing accounting standards for lease accounting and requiring lessees to recognize lease assets and lease liabilities for all leases with lease terms of more than 12 months, including those classified as operating leases. Both the asset and liability will initially be measured at the present value of the future minimum lease payments, with the asset being subject to adjustments such as initial direct costs. Consistent with current U.S. Generally Accepted Accounting Principles (“GAAP”), the presentation of expenses and cash flows will depend primarily on the classification of the lease as either a finance or an operating lease. The new standard also requires additional quantitative and qualitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases in order to provide additional information about the nature of an organization’s leasing activities. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory, which requires entities to measure most inventory “at the lower of cost and net realizable value,” thereby simplifying the current guidance under which and entity must measure inventory at the lower of cost or market. The ASU will not apply to inventories that are measured by using either the last-in, first-out method or the retail inventory method. For public business entities, the ASU is effective prospectively for annual periods beginning after December 15, 2016, and interim periods therein. The Company has elected to early adopt, prospectively, this guidance effective April 1, 2016. The adoption of this guidance did not have a material impact on the Company’s consolidated financial condition or results of operations. In April 2015, the FASB issued ASU 2015-03, Interest — Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debit Issuance Costs Associated with Line-of-Credit Arrangements. This ASU clarified the guidance in ASC 2015-03 stating that the SEC staff would not object to a company presenting debt issuance costs related to a line-of-credit arrangement on the balance sheet as a deferred asset, regardless of whether there were any outstanding borrowings at period-end. This update is effective for annual reporting periods beginning after December 15, 2015 and interim periods within those annual periods. The Company adopted these standards on a retrospective basis as of April 1, 2016. The Company will continue to defer and present the debt issuance costs related to its Loan Agreement and Facilities Agreement in Other assets and amortize them ratably over the term of the agreement. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. ASU 2014-15 requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern for a one-year period subsequent to the date of the financial statements. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The guidance is effective for all entities for the first annual period ending after December 15, 2016 and interim periods thereafter, with early adoption permitted. As the requirements of this literature are disclosure only, adoption of this guidance is not expected to impact the Company’s financial condition or results of operations. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. ASU 2014-09 requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. On July 9, 2015, the FASB agreed to defer by one year the effective date of ASU 2014-09 to annual reporting periods beginning after December 15, 2017, with early adoption as of the original effective date permitted. The Company is currently evaluating the impact of adopting ASU 2014-09. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Recognized Assets and Liabilities Carried, Recurring at Fair Value | The following tables provide a summary of the recognized assets and liabilities carried at fair value on a recurring basis (in thousands): Basis of Fair Value Measurements Balance as of September 30, 2016 Level 1 Level 2 Level 3 Liabilities: Warrant liabilities (Note 5) $ (297 ) $ — $ — $ (297 ) Basis of Fair Value Measurements Balance as of March 31, 2016 Level 1 Level 2 Level 3 Liabilities: Warrant liabilities (Note 5) $ (300 ) $ — $ — $ (300 ) |
Fair Value Measurements of Warrant Liabilities | The following table provides a roll forward of the Company’s level three fair value measurements during the six months ended September 30, 2016, which consist of the Company’s warrant liabilities (in thousands): Warrant liabilities: Balance at March 31, 2016 $ (300 ) Change in fair value of warrant liabilities 3 Balance at September 30, 2016 $ (297 ) |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consist of the following (in thousands): September 30, 2016 March 31, 2016 Raw materials $ 807 $ 1,119 Finished goods 12,722 21,886 Inventory sold under extended payment terms 3,631 — $ 17,160 $ 23,005 |
Securities Purchase Agreements
Securities Purchase Agreements (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
2015 Securities Purchase Agreement [Member] | |
Estimated Fair Value of Warrants | The 2015 Warrants are not traded in an active securities market, and as such, the Company estimates the fair value of the of the warrant liability using the Black-Scholes option pricing model using the following assumptions: September 30, 2016 March 31, 2016 Expected term 4.0 years 4.5 years Common stock market price $ 0.22 $ 0.21 Risk-free interest rate 1.01 % 1.13 % Expected volatility 72 % 71 % |
2011 Securities Purchase Agreement [Member] | |
Estimated Fair Value of Warrants | The 2011 Warrants are not traded in an active securities market, and as such, the Company estimated the fair value of the 2011 Warrants using the Black-Scholes option pricing model using the following assumptions: September 30, 2016 March 31, 2016 Expected term 0.08 years 0.5 years Common stock market price $ 0.22 $ 0.21 Risk-free interest rate 0.20 % 0.39 % Expected volatility 104 % 89 % |
Restructuring and Severance C20
Restructuring and Severance Charges (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Restructuring And Related Activities [Abstract] | |
Summary of Restructuring and Severance Costs | The following table summarizes the restructuring and severance costs for the six months ended September 30, 2016 (in thousands): Employee-Related Other Total Restructuring Liability as of March 31, 2016 $ 1,745 $ 162 $ 1,907 Costs incurred 64 39 103 Amounts paid (1,099 ) (102 ) (1,201 ) Accruals released (94 ) (12 ) (106 ) Foreign exchange 4 1 5 Restructuring Liability as of September 30, 2016 $ 620 $ 88 $ 708 |
Geographic and Product Line D21
Geographic and Product Line Data and Concentrations (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Sales Attributed to Geographic Regions | The Company’s net sales are attributed to the following geographic regions (in thousands): Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 Americas $ 9,934 $ 27,027 $ 15,260 $ 32,002 Europe, the Middle East and Africa ("EMEA") 3,678 9,656 7,663 15,298 Asia Pacific ("APAC") 1,255 2,235 2,732 4,592 $ 14,867 $ 38,918 $ 25,655 $ 51,892 |
Summary of Sales by Gross Sales, Accounts Receivable, Platform, Product Category and Brand | The Company’s sales by customer as a percentage of gross sales for all customers that accounted for greater than 10% of gross sales is as follows: Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 Customer 1 24 % 9 % 16 % 7 % Customer 2 12 % 15 % 17 % 16 % Customer 3 12 % — % 7 % — % Customer 4 11 % 23 % 12 % 20 % The Company’s accounts receivable as a percentage of total accounts receivable for all customers that accounted for greater than 10% of accounts receivable is as follows: September 30, 2016 March 31, 2016 Customer 1 23 % 3 % Customer 2 22 % — % Customer 3 12 % 26 % Customer 4 7 % 12 % |
Platform [Member] | |
Summary of Sales by Gross Sales, Accounts Receivable, Platform, Product Category and Brand | The Company’s sales by platform as a percentage of gross sales were as follows (a): Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 Consoles 44 % 18 % 44 % 24 % Rock Band 4 30 % 62 % 24 % 46 % Saitek 14 % 9 % 16 % 14 % PC and Mac 10 % 8 % 13 % 11 % Smart devices 2 % 3 % 3 % 5 % 100 % 100 % 100 % 100 % |
Product Category [Member] | |
Summary of Sales by Gross Sales, Accounts Receivable, Platform, Product Category and Brand | The Company’s sales by product category as a percentage of gross sales were as follows (a): Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 Audio 40 % 17 % 38 % 22 % Rock Band 4 30 % 62 % 24 % 46 % Saitek 14 % 9 % 16 % 13 % Mice and keyboards 9 % 7 % 12 % 10 % Specialty controllers 5 % 2 % 7 % 3 % Controllers 1 % 1 % 2 % 3 % Accessories 1 % 1 % 1 % 2 % Games and other — % 1 % — % 1 % 100 % 100 % 100 % 100 % |
Brand [Member] | |
Summary of Sales by Gross Sales, Accounts Receivable, Platform, Product Category and Brand | The Company’s sales by brand as a percentage of gross sales were as follows (a): Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 Tritton 39 % 15 % 36 % 20 % Rock Band 4 30 % 62 % 24 % 46 % Mad Catz 17 % 13 % 24 % 18 % Saitek 14 % 9 % 16 % 13 % All others — % 1 % — % 3 % 100 % 100 % 100 % 100 % (a) Sales of products related to the Rock Band 4 video game and simulation products sold as part of the sale of Saitek assets are listed separately in each of the tables to provide comparable information for our ongoing product lines. |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) | 6 Months Ended |
Sep. 30, 2016USD ($) | |
Basis of Presentation [Line Items] | |
Line of credit facility covenant compliance | The Company is required to meet a monthly financial covenant based on a trailing twelve months’ Adjusted earnings before income taxes, depreciation and amortization (“EBITDA”), as defined. |
Faunus Group International Inc [Member] | |
Basis of Presentation [Line Items] | |
Facilities agreement expiration period | 3 years |
Loan and Security Agreement [Member] | Mad Catz, Inc. [Member] | Sterling National Bank [Member] | |
Basis of Presentation [Line Items] | |
Loan and security expiration date | Jun. 30, 2018 |
Loan and Security Agreement [Member] | Mad Catz, Inc. [Member] | Sterling National Bank [Member] | Revolving Credit Facility [Member] | |
Basis of Presentation [Line Items] | |
Credit facility maximum borrowing capacity | $ 20,000,000 |
Master Facilities Agreement [Member] | Mad Catz Europe Ltd. [Member] | Faunus Group International Inc [Member] | Revolving Credit Facility [Member] | |
Basis of Presentation [Line Items] | |
Secured demand credit facility | $ 10,000,000 |
Fair Value Measurements - Recog
Fair Value Measurements - Recognized Assets and Liabilities Carried, Recurring at Fair Value (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Liabilities: | ||
Warrant liabilities (Note 5) | $ (297) | $ (300) |
Level 3 [Member] | ||
Liabilities: | ||
Warrant liabilities (Note 5) | (297) | (300) |
Level 3 [Member] | Outstanding warrants [Member] | ||
Liabilities: | ||
Warrant liabilities (Note 5) | $ (297) | $ (300) |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Measurements of Warrant Liabilities (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Warrant liabilities: | ||||
Beginning Balance | $ (300) | |||
Change in fair value of warrant liabilities | $ 49 | $ (871) | 3 | $ (917) |
Ending Balance | (297) | (297) | ||
Level 3 [Member] | ||||
Warrant liabilities: | ||||
Beginning Balance | (300) | |||
Change in fair value of warrant liabilities | 3 | |||
Ending Balance | $ (297) | $ (297) |
Inventories - Schedule of Inven
Inventories - Schedule of Inventory (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 807 | $ 1,119 |
Finished goods | 12,722 | 21,886 |
Inventory sold under extended payment terms | 3,631 | |
Inventories | $ 17,160 | $ 23,005 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Inventory [Line Items] | |
Inventory sold | $ 3,631 |
Rock Band Video Game [Member] | |
Inventory [Line Items] | |
Inventory sold | $ 3,600 |
Restricted Cash - Additional In
Restricted Cash - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Restricted Cash And Investments [Abstract] | ||
Restricted cash | $ 180 | $ 680 |
Securities Purchase Agreement28
Securities Purchase Agreements - Additional Information (Detail) - USD ($) | Sep. 24, 2015 | Mar. 24, 2015 | Oct. 21, 2011 | Apr. 30, 2011 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 31, 2016 |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||||||
Sale of common stock | 73,469,571 | 73,469,571 | 73,469,571 | ||||||
Fair value of warrants | $ 297,000 | $ 297,000 | $ 300,000 | ||||||
Change in fair value of warrant liabilities | $ (49,000) | $ 871,000 | $ (3,000) | $ 917,000 | |||||
2015 Securities Purchase Agreement [Member] | |||||||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||||||
Sale of common stock | 8,980,773 | ||||||||
Warrants to purchase shares of common stock | 4,490,387 | ||||||||
Securities issued price per share | $ 0.41 | $ 0.22 | $ 0.22 | $ 0.21 | |||||
Proceeds from issuance of securities | $ 3,682,000 | ||||||||
Warrants exercise price | $ 0.61 | ||||||||
Warrants expiration date | Sep. 24, 2020 | ||||||||
Common stock warrants exercise, description | The 2015 Warrants are subject to limitation on exercise if the Holder or its affiliates would beneficially own more than 9.99%/4.99% of the total number of the Company’s shares of common stock following such exercise. | ||||||||
Fair value of warrants | $ 297,000 | $ 297,000 | $ 300,000 | ||||||
Change in fair value of warrant liabilities | $ (3,000) | ||||||||
2015 Securities Purchase Agreement [Member] | Common Stockholders [Member] | |||||||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||||||
Ownership percentage | 9.99% | ||||||||
2015 Securities Purchase Agreement [Member] | Shareholder Affiliates [Member] | |||||||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||||||
Ownership percentage | 4.99% | ||||||||
2011 Securities Purchase Agreement [Member] | |||||||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||||||
Sale of common stock | 6,352,293 | ||||||||
Warrants to purchase shares of common stock | 2,540,918 | ||||||||
Securities issued price per share | $ 1.92 | $ 0.22 | $ 0.22 | $ 0.21 | |||||
Proceeds from issuance of securities | $ 12,196,000 | ||||||||
Warrants exercise price | $ 2.56 | $ 2.30 | |||||||
Warrants expiration date | Oct. 21, 2016 | ||||||||
Fair value of warrants | $ 0 | $ 0 | $ 0 | ||||||
Change in fair value of warrant liabilities | $ 0 |
Securities Purchase Agreement29
Securities Purchase Agreements - Estimated Fair Value of Warrants (Detail) - $ / shares | 6 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Mar. 31, 2016 | Mar. 24, 2015 | Apr. 30, 2011 | |
2015 Securities Purchase Agreement [Member] | ||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||||
Expected term | 4 years | 4 years 6 months | ||
Common stock market price | $ 0.22 | $ 0.21 | $ 0.41 | |
Risk-free interest rate | 1.01% | 1.13% | ||
Expected volatility | 72.00% | 71.00% | ||
2011 Securities Purchase Agreement [Member] | ||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||||
Expected term | 29 days | 6 months | ||
Common stock market price | $ 0.22 | $ 0.21 | $ 1.92 | |
Risk-free interest rate | 0.20% | 0.39% | ||
Expected volatility | 104.00% | 89.00% |
Restructuring and Severance C30
Restructuring and Severance Charges - Additional Information (Detail) | 12 Months Ended |
Mar. 31, 2016USD ($) | |
Restructuring And Related Activities [Abstract] | |
Total restructuring and related charges incurred | $ 2,990,000 |
Restructuring and Severance C31
Restructuring and Severance Charges - Summary of Restructuring and Severance Costs (Detail) $ in Thousands | 6 Months Ended |
Sep. 30, 2016USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Restructuring Liability as of March 31, 2016 | $ 1,907 |
Costs incurred | 103 |
Amounts paid | (1,201) |
Accruals released | (106) |
Foreign exchange | 5 |
Restructuring Liability as of September 30, 2016 | 708 |
Employee-Related [Member] | |
Restructuring Cost And Reserve [Line Items] | |
Restructuring Liability as of March 31, 2016 | 1,745 |
Costs incurred | 64 |
Amounts paid | (1,099) |
Accruals released | (94) |
Foreign exchange | 4 |
Restructuring Liability as of September 30, 2016 | 620 |
Other [Member] | |
Restructuring Cost And Reserve [Line Items] | |
Restructuring Liability as of March 31, 2016 | 162 |
Costs incurred | 39 |
Amounts paid | (102) |
Accruals released | (12) |
Foreign exchange | 1 |
Restructuring Liability as of September 30, 2016 | $ 88 |
Sale of Saitek Assets - Additio
Sale of Saitek Assets - Additional Information (Detail) $ in Thousands | Sep. 15, 2016USD ($)EmployeeDeposit | Sep. 30, 2016USD ($) | Sep. 30, 2016USD ($) |
Business Acquisition [Line Items] | |||
Cash proceeds from sale of assets | $ 10,628 | ||
Net gain from sale of assets | $ 8,177 | 8,177 | |
Logitech [Member] | |||
Business Acquisition [Line Items] | |||
Number of employees moved upon sale of assets | Employee | 8 | ||
Logitech [Member] | Saitek [Member] | |||
Business Acquisition [Line Items] | |||
Cash proceeds from sale of assets | $ 11,000 | ||
Escrow deposits from sale of assets | $ 2,000 | ||
Net gain from sale of assets | $ 8,200 | $ 8,200 | |
Number of deposits made into tooling and general escrow accounts | Deposit | 2 | ||
Tooling Escrow Account [Member] | Logitech [Member] | Saitek [Member] | |||
Business Acquisition [Line Items] | |||
Escrow deposits from sale of assets | $ 1,000 | ||
Escrow deposits eligible to be released date | Apr. 30, 2017 | ||
Tooling Escrow Account [Member] | Logitech [Member] | Saitek [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Fair value of remaining obligation held in escrow | 1,000 | ||
General Escrow Account [Member] | Logitech [Member] | Saitek [Member] | |||
Business Acquisition [Line Items] | |||
Escrow deposits from sale of assets | $ 1,000 | ||
Escrow deposits eligible to be released date | Sep. 15, 2017 |
Basic and Diluted Net Income 33
Basic and Diluted Net Income (Loss) per Share - Additional Information (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Outstanding options [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from the computation of diluted net income (loss) per share | 4,752,069 | 7,939,958 | 5,179,807 | 7,930,617 |
Outstanding warrants [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from the computation of diluted net income (loss) per share | 7,031,305 | 7,031,305 | 7,031,305 | 7,031,305 |
Geographic and Product Line D34
Geographic and Product Line Data and Concentrations - Sales Attributed to Geographic Regions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 14,867 | $ 38,918 | $ 25,655 | $ 51,892 |
Americas [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 9,934 | 27,027 | 15,260 | 32,002 |
EMEA [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 3,678 | 9,656 | 7,663 | 15,298 |
APAC [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | $ 1,255 | $ 2,235 | $ 2,732 | $ 4,592 |
Geographic and Product Line D35
Geographic and Product Line Data and Concentrations - Summary of Sales by Gross Sales (Detail) - Customer Concentration Risk [Member] - Gross Sales [Member] | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Customer 1 [Member] | ||||
Concentration Risk [Line Items] | ||||
Customer concentration risk, percentage | 24.00% | 9.00% | 16.00% | 7.00% |
Customer 2 [Member] | ||||
Concentration Risk [Line Items] | ||||
Customer concentration risk, percentage | 12.00% | 15.00% | 17.00% | 16.00% |
Customer 3 [Member] | ||||
Concentration Risk [Line Items] | ||||
Customer concentration risk, percentage | 12.00% | 7.00% | ||
Customer 4 [Member] | ||||
Concentration Risk [Line Items] | ||||
Customer concentration risk, percentage | 11.00% | 23.00% | 12.00% | 20.00% |
Geographic and Product Line D36
Geographic and Product Line Data and Concentrations - Summary of Sales by Accounts Receivable (Detail) - Credit Concentration Risk [Member] - Accounts Receivable [Member] | 6 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Mar. 31, 2015 | |
Customer 1 [Member] | ||
Concentration Risk [Line Items] | ||
Customer concentration risk, percentage | 23.00% | 3.00% |
Customer 2 [Member] | ||
Concentration Risk [Line Items] | ||
Customer concentration risk, percentage | 22.00% | |
Customer 3 [Member] | ||
Concentration Risk [Line Items] | ||
Customer concentration risk, percentage | 12.00% | 26.00% |
Customer 4 [Member] | ||
Concentration Risk [Line Items] | ||
Customer concentration risk, percentage | 7.00% | 12.00% |
Geographic and Product Line D37
Geographic and Product Line Data and Concentrations - Summary of Sales by Platform (Detail) - Platform [Member] - Sales [Member] | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Concentration Risk [Line Items] | ||||
Percentage of sales by platform | 100.00% | 100.00% | 100.00% | 100.00% |
Consoles [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by platform | 44.00% | 18.00% | 44.00% | 24.00% |
Rock Band 4 [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by platform | 30.00% | 62.00% | 24.00% | 46.00% |
Saitek [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by platform | 14.00% | 9.00% | 16.00% | 14.00% |
PC and Mac [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by platform | 10.00% | 8.00% | 13.00% | 11.00% |
Smart devices [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by platform | 2.00% | 3.00% | 3.00% | 5.00% |
Geographic and Product Line D38
Geographic and Product Line Data and Concentrations - Summary of Sales by Product Category (Detail) - Product Category [Member] - Sales [Member] | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Concentration Risk [Line Items] | ||||
Percentage of sales by product category | 100.00% | 100.00% | 100.00% | 100.00% |
Audio [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by product category | 40.00% | 17.00% | 38.00% | 22.00% |
Rock Band 4 [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by product category | 30.00% | 62.00% | 24.00% | 46.00% |
Saitek [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by product category | 14.00% | 9.00% | 16.00% | 13.00% |
Mice and Keyboards [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by product category | 9.00% | 7.00% | 12.00% | 10.00% |
Specialty Controllers [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by product category | 5.00% | 2.00% | 7.00% | 3.00% |
Controllers [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by product category | 1.00% | 1.00% | 2.00% | 3.00% |
Accessories [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by product category | 1.00% | 1.00% | 1.00% | 2.00% |
Games and other [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by product category | 1.00% | 1.00% |
Geographic and Product Line D39
Geographic and Product Line Data and Concentrations - Summary of Sales by Brand (Detail) - Brand [Member] - Sales [Member] | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Concentration Risk [Line Items] | ||||
Percentage of sales by brand | 100.00% | 100.00% | 100.00% | 100.00% |
Tritton [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by brand | 39.00% | 15.00% | 36.00% | 20.00% |
Rock Band 4 [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by brand | 30.00% | 62.00% | 24.00% | 46.00% |
Mad Catz [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by brand | 17.00% | 13.00% | 24.00% | 18.00% |
Saitek [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by brand | 14.00% | 9.00% | 16.00% | 13.00% |
All others [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of sales by brand | 1.00% | 3.00% |