Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Oct. 31, 2014 | Nov. 30, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Oct-14 | ' |
Document Fiscal Year Focus | '2015 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'TIVO | ' |
Entity Registrant Name | 'TIVO INC | ' |
Entity Central Index Key | '0001088825 | ' |
Current Fiscal Year End Date | '--01-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 102,570,084 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Oct. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $148,208 | $253,713 |
Short-term investments | 707,166 | 748,759 |
Accounts receivable, net of allowance for doubtful accounts of $464 and $429, respectively | 42,339 | 35,151 |
Inventories | 16,878 | 22,316 |
Deferred cost of technology revenues, current | 4,777 | 9,103 |
Deferred tax asset, current | 122,993 | 113,621 |
Prepaid expenses and other, current | 14,698 | 10,922 |
Total current assets | 1,057,059 | 1,193,585 |
LONG-TERM ASSETS | ' | ' |
Property and equipment, net of accumulated depreciation of $50,547 and $52,819, respectively | 11,116 | 10,687 |
Developed technology and intangible assets, net of accumulated amortization of $29,166 and $23,059, respectively | 53,921 | 7,328 |
Deferred cost of technology revenues, long-term | 16,144 | 18,108 |
Deferred tax asset, long-term | 48,189 | 57,492 |
Goodwill | 99,364 | 12,266 |
Prepaid expenses and other, long-term | 7,837 | 2,325 |
Total long-term assets | 236,571 | 108,206 |
Total assets | 1,293,630 | 1,301,791 |
CURRENT LIABILITIES | ' | ' |
Accounts payable | 27,804 | 22,918 |
Accrued liabilities | 46,935 | 50,204 |
Deferred revenue, current | 173,845 | 174,739 |
Total current liabilities | 248,584 | 247,861 |
LONG-TERM LIABILITIES | ' | ' |
Deferred revenue, long-term | 282,484 | 331,534 |
Convertible senior notes | 351,035 | 172,500 |
Other long-term liabilities | 4,994 | 811 |
Total long-term liabilities | 638,513 | 504,845 |
Total liabilities | 887,097 | 752,706 |
COMMITMENTS AND CONTINGENCIES (see Note 6) | ' | ' |
STOCKHOLDERS’ EQUITY | ' | ' |
Preferred stock, par value $0.001: Authorized shares are 10,000,000; Issued and outstanding shares - none | 0 | 0 |
Common stock, par value $0.001: Authorized shares are 275,000,000; Issued shares are 138,010,253 and 134,588,456, respectively, and outstanding shares are 105,410,103 and 120,617,939, respectively | 138 | 134 |
Treasury stock, at cost: 32,600,150 and 13,970,517 shares, respectively | -397,311 | -154,071 |
Additional paid-in capital | 1,190,483 | 1,112,957 |
Accumulated deficit | -386,736 | -410,512 |
Accumulated other comprehensive income (loss) | -41 | 577 |
Total stockholders’ equity | 406,533 | 549,085 |
Total liabilities and stockholders’ equity | $1,293,630 | $1,301,791 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Oct. 31, 2014 | Jan. 31, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accounts receivable, allowance for doubtful accounts | $464 | $429 |
Property and equipment, accumulated depreciation | 50,547 | 52,819 |
Purchased technology, capitalized software, and intangible assets, accumulated amortization | $29,166 | $23,059 |
Preferred Stock, par value | $0.00 | $0.00 |
Preferred Stock, authorized shares | 10,000,000 | 10,000,000 |
Preferred Stock, issued shares | 0 | 0 |
Preferred Stock, outstanding shares | 0 | 0 |
Common Stock, par value | $0.00 | $0.00 |
Common Stock, authorized shares | 275,000,000 | 275,000,000 |
Common Stock, issued shares | 138,010,253 | 134,588,456 |
Common Stock, outstanding shares | 105,410,103 | 120,617,939 |
Treasury Stock, shares | 32,600,150 | 13,970,517 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 |
Revenues | ' | ' | ' | ' |
Service revenues | $36,705 | $33,526 | $109,509 | $102,518 |
Technology revenues | 51,359 | 48,133 | 151,182 | 117,914 |
Hardware revenues | 30,366 | 35,597 | 76,656 | 79,487 |
Net revenues | 118,430 | 117,256 | 337,347 | 299,919 |
Cost of revenues | ' | ' | ' | ' |
Cost of service revenues | 14,970 | 11,233 | 42,570 | 33,446 |
Cost of technology revenues | 6,567 | 5,612 | 16,780 | 21,190 |
Cost of hardware revenues | 28,176 | 33,017 | 70,464 | 73,470 |
Total cost of revenues | 49,713 | 49,862 | 129,814 | 128,106 |
Gross margin | 68,717 | 67,394 | 207,533 | 171,813 |
Research and development | 25,546 | 27,242 | 76,944 | 80,009 |
Sales and marketing | 10,544 | 10,189 | 31,143 | 27,765 |
Sales and marketing, subscription acquisition costs | 2,734 | 2,628 | 5,451 | 6,483 |
General and administrative | 14,292 | 15,839 | 45,406 | 60,850 |
Gain (Loss) Related to Litigation Settlement | 0 | 0 | 0 | -108,102 |
Total operating expenses | 53,116 | 55,898 | 158,944 | 67,005 |
Income from operations | 15,601 | 11,496 | 48,589 | 104,808 |
Interest income | 1,070 | 1,133 | 3,178 | 3,455 |
Interest expense and other expense, net | -3,197 | -2,165 | -7,139 | -6,104 |
Income before income taxes | 13,474 | 10,464 | 44,628 | 102,159 |
Benefit (provision) for income taxes | -7,129 | 2,023 | -20,852 | 168,947 |
Net income | 6,345 | 12,487 | 23,776 | 271,106 |
Net income per common share | ' | ' | ' | ' |
Basic (in dollars per share) | $0.06 | $0.11 | $0.22 | $2.28 |
Diluted (in dollars per share) | $0.06 | $0.10 | $0.21 | $1.98 |
Income for purposes of computing net income per share: | ' | ' | ' | ' |
Basic | 6,345 | 12,487 | 23,776 | 271,106 |
Diluted | $6,345 | $13,739 | $27,530 | $274,863 |
Weighted average common and common equivalent shares: | ' | ' | ' | ' |
Basic (in shares) | 107,497,734 | 116,760,061 | 110,303,789 | 118,913,986 |
Diluted (in shares) | 111,870,407 | 136,736,001 | 130,278,425 | 139,124,386 |
CONDENSED_CONSOLIDATED_COMPREH
CONDENSED CONSOLIDATED COMPREHENSIVE INCOME (LOSS) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | ' | ' | ' | ' |
Net income | $6,345 | $12,487 | $23,776 | $271,106 |
Available-for-sale securities: | ' | ' | ' | ' |
Unrealized gain (loss) on marketable securities, net of tax | -205 | 366 | -618 | 222 |
Total comprehensive income, net of tax | $6,140 | $12,853 | $23,158 | $271,328 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Oct. 31, 2014 | Oct. 31, 2013 |
CASH FLOWS FROM OPERATING ACTIVITIES | ' | ' |
Net income | $23,776 | $271,106 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization of property and equipment and intangibles | 10,270 | 7,778 |
Stock-based compensation expense | 25,577 | 27,453 |
Amortization of discounts and premiums on investments | 8,204 | 5,591 |
Deferred income taxes | -2,131 | -171,764 |
Amortization of debt issuance costs and debt discount | 1,439 | 721 |
Excess tax benefits from employee stock-based compensation | -12,289 | -515 |
Allowance for doubtful accounts | 183 | 199 |
Changes in assets and liabilities: | ' | ' |
Accounts receivable | -4,128 | 1,965 |
Inventories | 5,438 | -4,014 |
Deferred cost of technology revenues | 5,975 | 1,499 |
Prepaid expenses and other | -761 | -3,049 |
Accounts payable | 3,604 | 8,961 |
Accrued liabilities | 2,994 | -2,307 |
Deferred revenue | -50,914 | 354,577 |
Other long-term liabilities | -239 | -121 |
Net cash provided by operating activities | 16,998 | 498,080 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' |
Purchases of short-term investments | -608,052 | -747,404 |
Sales or maturities of short-term investments | 639,635 | 378,095 |
Acquisition of business, net of cash acquired | -128,387 | 0 |
Acquisition of property and equipment | -4,668 | -5,406 |
Net cash used in investing activities | -101,472 | -374,715 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' |
Proceeds from issuance of common stock related to exercise of common stock options | 4,886 | 6,783 |
Proceeds from issuance of common stock related to employee stock purchase plan | 3,649 | 3,791 |
Excess tax benefits from employee stock-based compensation | 12,289 | 515 |
Proceeds from issuance of convertible senior notes, net of issuance costs | 224,537 | 0 |
Proceeds from issuance of common stock warrants | 30,167 | 0 |
Purchase of convertible note hedges | -54,018 | 0 |
Treasury stock - repurchase of stock | -242,541 | -95,299 |
Net cash used in financing activities | -21,031 | -84,210 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | -105,505 | 39,155 |
CASH AND CASH EQUIVALENTS: | ' | ' |
Balance at beginning of period | 253,713 | 157,104 |
Balance at end of period | $148,208 | $196,259 |
NATURE_OF_OPERATIONS
NATURE OF OPERATIONS | 9 Months Ended |
Oct. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
NATURE OF OPERATIONS | ' |
NATURE OF OPERATIONS | |
TiVo Inc. (together with its subsidiaries the Company or TiVo) was incorporated in August 1997 as a Delaware corporation and is located in San Jose, California. The unaudited interim condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The Company conducts its operations through one reportable segment. | |
The Company is subject to a number of risks, including delays in product and service developments; competitive product and service offerings; lack of market acceptance; the dependence on third-parties for manufacturing, marketing, and sales support, as well as third-party rollout schedules, software development issues for third-party products which contain its technology; intellectual property claims by and against the Company; access to television programming including digital cable signals in connection with CableCARD and switched digital Internet Protocol, downloadable conditional access, and other new signal delivery and encryption technologies; dependence on its relationships with third-party service providers for subscription growth; and the Company’s ability to sustain and grow both its TiVo-Owned and MSO subscription bases. The Company anticipates that its retail business will continue to be seasonal and expects to generate a significant portion of its new subscriptions during and immediately after the holiday shopping season. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Oct. 31, 2014 | |
Accounting Policies [Abstract] | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | |
The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the unaudited interim condensed consolidated financial statements do not contain all of the information and footnotes required by generally accepted accounting principles for complete audited annual financial statements. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of October 31, 2014 and January 31, 2014 and the results of operations and the statement of other comprehensive income for the three and nine months ended October 31, 2014 and 2013 and condensed consolidated statements of cash flows for the nine months ended October 31, 2014 and 2013. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements, including the notes thereto, included in the Company’s annual report on Form 10-K for the fiscal year ended January 31, 2014. Operating results for the three and nine months ended October 31, 2014 are not necessarily indicative of results that may be expected for this fiscal year ending January 31, 2015 or any other periods. | |
Business Combinations | |
The Company applies the acquisition method of accounting for business combinations, including its acquisition of Digitalsmiths on February 14, 2014. Under this method of accounting, all assets acquired and liabilities assumed are recorded at their respective fair values at the date of the completion of the transaction. Determining the fair value of assets acquired and liabilities assumed requires management’s judgment and often involves the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, intangibles and other asset lives, among other items. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Market participants are assumed to be buyers and sellers in the principal (most advantageous) market for the asset or liability. Additionally, fair value measurements for an asset assume the highest and best use of that asset by market participants. As a result, the Company may have been required to value the acquired assets at fair value measures that do not reflect its intended use of those assets. Use of different estimates and judgments could yield different results. Any excess of the purchase price over the fair value of the net assets acquired is recognized as goodwill. Although the Company believes the assumptions and estimates it has made are reasonable and appropriate, they are based in part on historical experience and information that may be obtained from the management of the acquired company and are inherently uncertain. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates, or actual results. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company's Condensed Consolidated Statements of Operations. | |
Recent Accounting Pronouncements | |
On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for the Company on February 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting. |
CASH_AND_INVESTMENTS
CASH AND INVESTMENTS | 9 Months Ended | ||||||||||||
Oct. 31, 2014 | |||||||||||||
Investments and Cash [Abstract] | ' | ||||||||||||
CASH AND INVESTMENTS | ' | ||||||||||||
CASH AND INVESTMENTS | |||||||||||||
Cash, cash equivalents, and short-term investments, consisted of the following: | |||||||||||||
As of | |||||||||||||
October 31, 2014 | January 31, 2014 | ||||||||||||
(in thousands) | |||||||||||||
Cash and cash equivalents: | |||||||||||||
Cash | $ | 7,573 | $ | 16,718 | |||||||||
Cash equivalents: | |||||||||||||
Commercial paper | 90,907 | 72,268 | |||||||||||
Certificates of deposit | 2,000 | — | |||||||||||
Money market funds | 47,728 | 164,727 | |||||||||||
Total cash and cash equivalents | $ | 148,208 | $ | 253,713 | |||||||||
Marketable securities: | |||||||||||||
Certificates of deposit | $ | 23,400 | $ | 11,424 | |||||||||
Commercial paper | 109,778 | 176,205 | |||||||||||
Corporate debt securities | 532,379 | 492,765 | |||||||||||
Foreign government securities | 10,855 | — | |||||||||||
U.S. Treasury securities | — | 20,024 | |||||||||||
Variable-rate demand notes | 285 | 350 | |||||||||||
Asset and mortgage-backed securities | 30,469 | 43,111 | |||||||||||
Municipal bonds | — | 4,880 | |||||||||||
Current marketable debt securities | $ | 707,166 | $ | 748,759 | |||||||||
Other investment securities: | |||||||||||||
Other investment securities - cost method | $ | 250 | $ | 250 | |||||||||
Total other investment securities | $ | 250 | $ | 250 | |||||||||
Total cash, cash equivalents, marketable securities, and other investment securities | $ | 855,624 | $ | 1,002,722 | |||||||||
Marketable Securities | |||||||||||||
The Company’s investment securities portfolio consists of various debt instruments, including corporate and government bonds, asset and mortgage-backed securities, government securities, and municipal bonds, all of which are classified as available-for-sale. | |||||||||||||
Other investment securities | |||||||||||||
TiVo has an investment in a private company where the Company’s ownership is less than 20% and TiVo does not have significant influence. The investment is accounted for under the cost method and is periodically assessed for other-than-temporary impairment. Refer to Note 4 "Fair Value" for additional information on the impairment assessment of the investment. | |||||||||||||
Contractual Maturity Date | |||||||||||||
The following table summarizes the estimated fair value of the Company’s debt investments, designated as available-for-sale, classified by the contractual maturity date of the security: | |||||||||||||
As of | |||||||||||||
October 31, 2014 | January 31, 2014 | ||||||||||||
(in thousands) | |||||||||||||
Due within 1 year | $ | 519,391 | $ | 662,299 | |||||||||
Due within 1 year through 5 years | 187,490 | 86,110 | |||||||||||
Due after 10 years | 285 | 350 | |||||||||||
Total | $ | 707,166 | $ | 748,759 | |||||||||
Unrealized Gains (Losses) on Marketable Investment Securities | |||||||||||||
The following tables summarize unrealized gains and losses related to the Company’s investments in marketable securities designated as available-for-sale: | |||||||||||||
As of October 31, 2014 | |||||||||||||
Adjusted | Gross | Gross | Fair | ||||||||||
Cost | Unrealized | Unrealized | Value | ||||||||||
Gains | Losses | ||||||||||||
(in thousands) | |||||||||||||
Certificates of deposit | $ | 23,400 | $ | — | $ | — | $ | 23,400 | |||||
Commercial paper | 109,725 | 53 | — | 109,778 | |||||||||
Corporate debt securities | 532,496 | 127 | (244 | ) | 532,379 | ||||||||
Foreign government securities | 10,860 | 1 | (6 | ) | 10,855 | ||||||||
Variable-rate demand notes | 285 | — | — | 285 | |||||||||
Asset and mortgage-backed securities | 30,467 | 2 | — | 30,469 | |||||||||
Total | $ | 707,233 | $ | 183 | $ | (250 | ) | $ | 707,166 | ||||
As of January 31, 2014 | |||||||||||||
Adjusted | Gross | Gross | Fair | ||||||||||
Cost | Unrealized | Unrealized | Value | ||||||||||
Gains | Losses | ||||||||||||
(in thousands) | |||||||||||||
Certificates of deposit | $ | 11,424 | $ | — | $ | — | $ | 11,424 | |||||
Commercial paper | 176,120 | 85 | — | 176,205 | |||||||||
Corporate debt securities | 492,295 | 532 | (62 | ) | 492,765 | ||||||||
U.S. Treasury securities | 20,023 | 1 | — | 20,024 | |||||||||
Variable-rate demand notes | 350 | — | — | 350 | |||||||||
Asset and mortgage-backed securities | 43,105 | 10 | (4 | ) | 43,111 | ||||||||
Municipal bonds | 4,875 | 5 | — | 4,880 | |||||||||
Total | $ | 748,192 | $ | 633 | $ | (66 | ) | $ | 748,759 | ||||
None of these investments were in a loss position for greater than twelve months as of October 31, 2014 and January 31, 2014. |
FAIR_VALUE
FAIR VALUE | 9 Months Ended | ||||||||||||
Oct. 31, 2014 | |||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||
FAIR VALUE | ' | ||||||||||||
FAIR VALUE | |||||||||||||
Inputs to valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect TiVo's market assumptions. These two types of inputs have created the following fair-value hierarchy: | |||||||||||||
Level 1 - Quoted prices for identical instruments in active markets; | |||||||||||||
Level 2 - Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and | |||||||||||||
Level 3 - Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. | |||||||||||||
This hierarchy requires TiVo to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. TiVo recognizes transfers between levels of the hierarchy based on the fair values of the respective financial instruments at the end of the reporting period in which the transfer occurred. | |||||||||||||
Cash equivalents and available-for-sale marketable securities (including asset- and mortgage-backed securities) are reported at their fair value. Additionally, carrying amounts of certain of the Company’s financial instruments including accounts receivable, accounts payable, and accrued expenses approximate their fair value because of their short maturities. The Company has financial liabilities for which it is obligated to repay the carrying value, unless the holder agrees to a lesser amount. These financial liabilities include TiVo's convertible senior notes which mature in March 2016 (the "4.0% Notes due 2016") and October 2021 (the "2.0% Notes due 2021"). The fair values of TiVo's convertible senior notes are influenced by interest rates, TiVo's stock price and stock price volatility and are determined by Level 2 inputs. The carrying value of the 4.0% Notes due 2016 at October 31, 2014 and January 31, 2014 was $172.5 million (for both periods) and the fair value was $220.3 million and $228.5 million, based on the note's quoted market price as of October 31, 2014 and January 31, 2014, respectively. The carrying value of the 2.0% Notes due 2021 at October 31, 2014 was $178.5 million and the fair value was $224.9 million, based on the note's quoted market price as of October 31, 2014. | |||||||||||||
On a quarterly basis, TiVo measures at fair value certain financial assets and liabilities. The fair value of those financial assets and liabilities was determined using the following levels of inputs as of October 31, 2014 and January 31, 2014: | |||||||||||||
As of October 31, 2014 | |||||||||||||
Total | Quoted Prices | Significant | Significant | ||||||||||
in Active | Other | Unobservable | |||||||||||
Markets for | Observable | Inputs | |||||||||||
Identical Assets | Inputs | (Level 3) | |||||||||||
(Level 1) | (Level 2) | ||||||||||||
(in thousands) | |||||||||||||
Assets: | |||||||||||||
Cash equivalents: | |||||||||||||
Commercial paper | $ | 90,907 | $ | — | $ | 90,907 | $ | — | |||||
Certificates of deposit | 2,000 | — | 2,000 | — | |||||||||
Money market funds | 47,728 | 47,728 | — | — | |||||||||
Short-term investments: | |||||||||||||
Certificates of deposit | 23,400 | — | 23,400 | — | |||||||||
Commercial paper | 109,778 | — | 109,778 | — | |||||||||
Corporate debt securities | 532,379 | — | 532,379 | — | |||||||||
Foreign government securities | 10,855 | — | 10,855 | — | |||||||||
Variable-rate demand notes | 285 | — | 285 | — | |||||||||
Asset- and mortgage-backed securities | 30,469 | — | 30,469 | — | |||||||||
Total | $ | 847,801 | $ | 47,728 | $ | 800,073 | $ | — | |||||
As of January 31, 2014 | |||||||||||||
Total | Quoted Prices | Significant | Significant | ||||||||||
in Active | Other | Unobservable | |||||||||||
Markets for | Observable | Inputs | |||||||||||
Identical Assets | Inputs | (Level 3) | |||||||||||
(Level 1) | (Level 2) | ||||||||||||
(in thousands) | |||||||||||||
Assets: | |||||||||||||
Cash equivalents: | |||||||||||||
Commercial paper | $ | 72,268 | $ | — | $ | 72,268 | $ | — | |||||
Money market funds | 164,727 | 164,727 | — | — | |||||||||
Short-term investments: | |||||||||||||
Certificates of deposit | 11,424 | — | 11,424 | — | |||||||||
Commercial paper | 176,205 | — | 176,205 | — | |||||||||
Corporate debt securities | 492,765 | — | 492,765 | — | |||||||||
U.S. Treasury securities | 20,024 | 20,024 | — | — | |||||||||
Variable-rate demand notes | 350 | — | 350 | — | |||||||||
Asset- and mortgage-backed securities | 43,111 | — | 43,111 | — | |||||||||
Municipal bonds | 4,880 | — | 4,880 | — | |||||||||
Total | $ | 985,754 | $ | 184,751 | $ | 801,003 | $ | — | |||||
Level 1 Measurements | |||||||||||||
TiVo's cash equivalents held in money market funds and investments in U.S. treasury securities are measured at fair value using Level 1 inputs. | |||||||||||||
Level 2 Measurements | |||||||||||||
The Company uses inputs such as broker/dealer quotes, and other similar data, which are obtained from quoted market prices, independent pricing vendors, or other sources, to determine the ultimate fair value of these assets and liabilities. The Company uses such pricing data as the primary input to make its assessments and determinations as to the ultimate valuation of its investment portfolio and has not made, during the periods presented, any material adjustments to such inputs. The Company is ultimately responsible for the financial statements and underlying estimates. | |||||||||||||
Level 3 Measurements | |||||||||||||
As of October 31, 2014, TiVo had no Level 3 instruments. | |||||||||||||
The Company did not have any transfers between Level 1, Level 2, and Level 3 fair value measurements during the periods presented as there were no changes in the composition of Level 1, 2, or 3 securities. | |||||||||||||
TiVo also has a direct investment in a privately-held company accounted for under the cost method, which is periodically assessed for other-than-temporary impairment. If the Company determines that an other-than-temporary impairment has occurred, TiVo will write-down the investment to its fair value. The fair value of a cost method investment is not evaluated if there are no identified events or changes in circumstances that may have a significant adverse effect on the fair value of the investment. However, if such a significant adverse events were identified, the Company would estimate the fair value of its cost method investment considering available information at the time of the event, such as pricing in recent rounds of financing, current cash position, earnings and cash flow forecasts, recent operational performance, and any other readily available data. The carrying amount of the Company's cost method investment was $250,000 as of October 31, 2014 and January 31, 2014. No events or circumstances indicating a potential impairment were identified as of as of October 31, 2014. |
INVENTORY
INVENTORY | 9 Months Ended | ||||||
Oct. 31, 2014 | |||||||
Inventory Disclosure [Abstract] | ' | ||||||
INVENTORY | ' | ||||||
INVENTORY | |||||||
Inventory was as follows: | |||||||
As of | |||||||
October 31, 2014 | January 31, 2014 | ||||||
( in thousands) | |||||||
Raw Materials | $ | 1,180 | $ | 1,858 | |||
Finished Goods | 15,698 | 20,458 | |||||
Total Inventory | $ | 16,878 | $ | 22,316 | |||
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Oct. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
COMMITMENTS AND CONTINGENCIES | ' |
COMMITMENTS AND CONTINGENCIES | |
Product Warranties | |
The Company’s standard manufacturer's warranty period to consumers for TiVo-enabled DVRs is 90 days for parts and labor from the date of consumer purchase, and from 91-365 days for parts only. Within the limited warranty period, consumers are offered a no-charge exchange for TiVo-enabled DVRs returned due to product defect, within 90 days from the date of consumer purchase. Thereafter, consumers may exchange a TiVo-enabled DVR with a product defect for a charge. As of October 31, 2014 and January 31, 2014, the accrued warranty reserve was $563,000 and $621,000, respectively. The Company’s accrued warranty reserve is included in accrued liabilities in the accompanying condensed consolidated balance sheets. | |
The Company also offers its TiVo-Owned customers separately priced optional 2-year and 3-year extended warranties. The Company defers and amortizes cost and revenue associated with the sales of these extended warranties over the warranty period or until a warranty is redeemed. Additionally, the Company offers its MSO customers separately priced optional 3-year extended warranties. The Company recognizes the revenues associated with sale of these extended warranties over the second and third year of the warranty period. As of October 31, 2014, the extended warranty deferred revenue and cost was $2.1 million and $275,000, respectively. As of January 31, 2014, the extended warranty deferred revenue and cost was $2.0 million and $287,000, respectively. | |
Indemnification Arrangements | |
The Company undertakes indemnification obligations in its ordinary course of business. For instance, the Company has undertaken to indemnify its underwriters and certain investors in connection with the issuance and sale of its securities and the Company provides indemnification for its directors and officers in accordance with Delaware law. The Company has also undertaken to indemnify certain customers and business partners for, among other things, the licensing of its products, the sale of its DVRs, and the provision of engineering and consulting services. Pursuant to these agreements, the Company may indemnify the other party for certain losses suffered or incurred by the indemnified party in connection with various types of claims, which may include, without limitation, intellectual property infringement, advertising and consumer disclosure laws, certain tax liabilities, negligence and intentional acts in the performance of services and violations of laws, including certain violations of securities laws with respect to underwriters and investors. The term of these indemnification obligations is generally perpetual. The Company’s obligation to provide indemnification under its agreements with customer and business partners would arise in the event that a third party filed a claim against one of the parties that was covered by the Company’s indemnification obligation. As an example, if a third party sued a customer for intellectual property infringement and the Company agreed to indemnify that customer against such claims, its obligation would be triggered. | |
The Company is unable to estimate with any reasonable accuracy the liability that may be incurred pursuant to its indemnification obligations, if any. Variables affecting any such assessment include but are not limited to: the nature of the claim asserted; the relative merits of the claim; the financial ability of the party suing the indemnified party to engage in protracted litigation; the number of parties seeking indemnification; the nature and amount of damages claimed by the party suing the indemnified party; and the willingness of such party to engage in settlement negotiations. Due to the nature of the Company’s potential indemnity liability, its indemnification obligations could range from immaterial to having a material adverse impact on its financial position and its ability to continue operation in the ordinary course of business. | |
Under certain circumstances, the Company may have recourse through its insurance policies that would enable it to recover from its insurance company some or all amounts paid pursuant to its indemnification obligations. The Company does not have any assets held either as collateral or by third parties that, upon the occurrence of an event requiring it to indemnify a customer, the Company could obtain and liquidate to recover all or a portion of the amounts paid pursuant to its indemnification obligations. | |
Legal Matters | |
From time to time, the Company is involved in numerous lawsuits as well as subject to various legal proceedings, claims, threats of litigation, and investigations in the ordinary course of business, including claims of alleged infringement of third-party patents and other intellectual property rights, commercial, employment and other matters. The Company assesses potential liabilities in connection with each lawsuit and threatened lawsuits and accrues an estimated loss for these loss contingencies if both of the following conditions are met: information available prior to issuance of the financial statements indicates that it is probable that a liability has been incurred at the date of the financial statements and the amount of loss can be reasonably estimated. While certain matters to which the Company is a party specify the damages claimed, such claims may not represent reasonably possible losses. Given the inherent uncertainties of the litigation, the ultimate outcome of these matters cannot be predicted at this time, nor can the amount of possible loss or range of loss, if any, be reasonably estimated. The Company expenses legal costs as they are incurred. | |
As of October 31, 2014, the Company has accrued $1.0 million for an arbitration proceeding related to a contractual dispute. | |
On June 15, 2011, TNS Media Research, LLC (d/b/a Kantar Media Audiences, or Kantar) brought a claim for declaratory judgment against TRA Global Inc. (which was acquired by TiVo in July 2012) in the United States District Court for the Southern District of New York alleging non-infringement of United States Patent No. 7,729,940 entitled “Analyzing Return on Investment of Advertising Campaigns by Matching Multiple Data Sources” (the “940 Patent”) and its affiliate Cavendish Square Holding B.V. brought a claim for breach of contract of a Voting Agreement. On June 6, 2012 TRA filed an amended answer and counterclaims alleging affirmative defenses and counterclaims alleging infringement by Kantar of the 940 Patent as well as United States Patent No. 8,000,993 entitled “Using Consumer Purchase Behavior For Television Targeting” (the “993 Patent”) and United States Patent No. 8,112,301 with the same title at the 993 Patent. TRA also asserted counterclaims for aiding and abetting breach of fiduciary duty, misappropriation of trade secrets, and breach of contract. On October 3, 2013, the court granted summary judgment to Kantar on all patent and trade secret issues but denied summary judgment on TRA’s claims for breach of contract and aiding and abetting breach of fiduciary duties. The Company is currently appealing this grant of summary judgment to Kantar. | |
On November 4, 2014, the District Court granted Kantar’s motion for attorneys fees and expenses directly related to certain arguments advanced by TRA that the Court identified in its order. Kantar is required to submit its request for fees and non-taxable expenses by December 5, 2014. The Company intends to appeal this order and believes it has strong arguments for reversal. However, in the case of adverse outcome, the Company believes the range of a reasonably possible loss is approximately $1.0 million to $3.5 million and in accordance with Accounting Standards Codification 450-20, Loss Contingencies, the Company accrued $1.0 million relating to this matter. |
CONVERTIBLE_SENIOR_NOTES
CONVERTIBLE SENIOR NOTES | 9 Months Ended | ||||||||||||
Oct. 31, 2014 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
Convertible Senior Notes | ' | ||||||||||||
CONVERTIBLE SENIOR NOTES | |||||||||||||
The following table reflects the carrying value of the Company's convertible senior notes: | |||||||||||||
As of | |||||||||||||
October 31, 2014 | January 31, 2014 | ||||||||||||
( in thousands) | |||||||||||||
4.0% Notes due 2016 | $ | 172,500 | $ | 172,500 | |||||||||
2.0% Notes due 2021 | 230,000 | — | |||||||||||
Less: Unamortized debt discount | (51,465 | ) | — | ||||||||||
Net carrying amount of 2.0% Notes due 2021 | 178,535 | — | |||||||||||
Total convertible debt | 351,035 | 172,500 | |||||||||||
Less: Convertible short-term debt | — | — | |||||||||||
Convertible long-term debt | $ | 351,035 | $ | 172,500 | |||||||||
4.0% Convertible Notes Due 2016: In March 2011, the Company issued and sold $172.5 million aggregate principal amount of 4.0% Convertible Senior Notes due March 15, 2016 at par. The 4.0% Notes due 2016 may be converted under certain circumstances described below, based on an initial conversion rate of 89.6359 shares of common stock per $1,000 principal amount of notes (which represents an initial conversion price of approximately $11.16 per share). The net proceeds to the Company from the sale of the 4.0% Notes due 2016 were approximately $166.1 million. The notes do not have cash settlement provisions. | |||||||||||||
The following table presents the amount of interest cost recognized relating to the contractual interest coupon and amortization of issuance costs of the 4.0% Notes due 2016 (in thousands): | |||||||||||||
Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
(In Thousands) | |||||||||||||
Contractual interest coupon | $ | 1,725 | $ | 1,725 | $ | 5,175 | $ | 5,175 | |||||
Amortization of debt issuance costs | 240 | 240 | 721 | 721 | |||||||||
Total interest cost recognized | $ | 1,965 | $ | 1,965 | $ | 5,896 | $ | 5,896 | |||||
Holders of the 4.0% Notes due 2016 may convert the notes at their option on any day through maturity. The notes may not be redeemed by the Company prior to their maturity date. The conversion rate will be adjusted for certain dilutive events and will be increased in the case of corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the indenture governing the notes). The holders of the notes will have the ability to require the Company to repurchase the notes in whole or in part upon the occurrence of an event that constitutes a “Fundamental Change” (as defined in the indenture governing the notes including such events as a "change in control" or "termination of trading"). In such case, the repurchase price would be 100% of the principal amount of the notes plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date. | |||||||||||||
The Company pays cash interest at an annual rate of 4.00%, payable semi-annually on March 15 and September 15 of each year through maturity. Debt issuance costs were approximately $6.4 million and are amortized to interest expense over the term of the 4.0% Notes due 2016. As of October 31, 2014, unamortized deferred issuance cost was $1.3 million. | |||||||||||||
The 4.0% Notes due 2016 are unsecured senior obligations of the Company. | |||||||||||||
2.0% Convertible Notes Due 2021. In September 2014, the Company issued and sold $230.0 million in aggregate principal amount of 2.0% Convertible Senior Notes due October 1, 2021 at par. The 2.0% Notes due 2021 may be converted under certain circumstances described below, based on an initial conversion rate of 56.1073 shares of common stock per $1,000 principal amount of notes (which represents an initial conversion price of approximately $17.82 per share). The net proceeds to the Company from the sale of the 2.0% Notes due 2021 were approximately $223.6 million. The Company can settle the notes in cash, shares of common stock, or any combination thereof. | |||||||||||||
The Company separately accounts for the liability and equity components of the 2.0% Notes due 2021. The principal amount of the liability component of $177.9 million as of the date of issuance was recognized at fair value based on the present value of its cash flows using a discount rate of 6.0%; the Company’s borrowing rate at the date of the issuance for a similar debt instrument without the conversion feature. The residual $52.1 million was allocated to the equity component and accounted for as a discount on the notes. As of October 31, 2014, the carrying value of the equity component was unchanged from the date of issuance. The Company initially reduced stockholders' equity by $19.3 million due to the deferred tax liability related to the equity component of the notes. | |||||||||||||
The following table presents the amount of interest cost recognized relating to the contractual interest coupon, amortization of issuance costs and amortization of the discount on the liability component of the 2.0% Notes due 2021 (in thousands): | |||||||||||||
Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||
2014 | 2014 | ||||||||||||
(In Thousands) | |||||||||||||
Contractual interest coupon | $ | 498 | $ | 498 | |||||||||
Amortization of debt issuance cost | 74 | 74 | |||||||||||
Amortization of debt discount | 645 | 645 | |||||||||||
Total interest cost recognized | $ | 1,217 | $ | 1,217 | |||||||||
The effective interest rate on the liability component of the 2.0% Notes due 2021 was 6.0% for the three and nine months ended October 31, 2014. The remaining unamortized debt discount of $51.5 million as of October 31, 2014 will be amortized over the remaining life of the 2.0% Notes due 2021, which is approximately 6.9 years. | |||||||||||||
Holders of the 2.0% Notes due 2021 may convert the notes at their option on any day prior to the close of business on the business day immediately preceding July 1, 2021 only under the following circumstances: (1) during the five business day period after any 10 consecutive trading day period (the “Measurement Period”) in which the trading price per Note for each day of that Measurement Period was less than 98% of the product of the closing sale price of our common stock and the conversion rate on each such day; (2) during any calendar quarter after the calendar quarter ending December 31, 2014, if the last reported sale price of our common stock for 20 or more trading days in a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter exceeds 130% of the applicable conversion price in effect on each such trading day; or (3) upon the occurrence of specified corporate events. The Notes will be convertible, regardless of the foregoing circumstances, at any time from, and including, July 1, 2021 until the close of business on the second scheduled trading day immediately preceding the applicable maturity date. The notes may not be redeemed by the Company prior to their maturity date. | |||||||||||||
Upon conversion the Company will pay cash and, if applicable, deliver shares of its common stock, based on a “Daily Conversion Value” calculated on a proportionate basis for each “VWAP Trading Day” (each as defined in the Indenture) of the relevant 20 VWAP Trading Day observation period. The Company intends to settle principal amounts owed under the notes through a cash settlement. The initial conversion rate for the Notes will be 56.1073 shares of common stock per $1,000 in principal amount of Notes, equivalent to a conversion price of approximately $17.82 per share of common stock. The conversion rate will be subject to adjustment in certain circumstances. Upon a “fundamental change” at any time (as defined in the Indenture), the Company will in certain circumstances increase the conversion rate for a holder who elects to convert its 2.0% Notes due 2021 in connection with such fundamental change. | |||||||||||||
The Company will pay cash interest at an annual rate of 2.00%, payable semi-annually on April 1 and October 1 of each year beginning April 2015. Debt issuance costs were approximately $6.4 million, of which $1.4 million was allocated to additional paid-in capital and $5.0 million was allocated to deferred issuance costs and is amortized to interest expense over the term of the 2% Notes due 2021. As of October 31, 2014, unamortized deferred issuance cost was $4.9 million. | |||||||||||||
The 4.0% Notes due 2016 and the 2.0% Notes due 2021 are equal in rank. | |||||||||||||
Concurrently with the issuance of the 2.0% Notes due 2021, the Company purchased convertible note hedges and sold warrants. The convertible note hedge and warrant transactions are structured to reduce the potential future economic dilution associated with the conversion of the 2.0% Notes due 2021. The strike price on the warrant transactions related to the 2% Notes is initially $24.00 per share, which is 75% above the closing price of TiVo's common stock on September 16, 2014. Each of these components is discussed separately below: | |||||||||||||
Convertible Note Hedge Transactions. Counterparties entered into convertible note hedge transactions with the Company covering approximately 12.9 million shares of the Company’s common stock, which is the number of shares initially underlying the 2.0% Notes due 2021. The convertible note hedge transactions, which have an initial strike price of $17.82 (corresponding to the initial conversion price of the 2.0% Notes due 2021) may be settled through net share settlement (in which case the Company will receive shares of common stock based on the amount by which the market price of the Company’s common stock, as measured under the convertible note hedge transactions, exceeds the strike price), cash settlement (in which case the Company will receive cash in lieu of the shares deliverable upon net share settlement), or a combination thereof, which settlement method will generally correspond to the settlement method elected with respect to the 2.0% Notes due 2021. The convertible note hedge transactions are only exercisable upon conversions of the 2.0% Notes due 2021 and will expire upon the earlier of the maturity date of the 2.0% Notes due 2021 or the date on which the 2.0% Notes due 2021 cease to be outstanding. Settlement of the convertible note hedge transactions through net share settlement is expected to result in the Company receiving a number of shares equal to the number of shares issuable by the Company upon net share settlement of the 2.0% Notes due 2021. The convertible note hedge transactions cost of $54.0 million has been accounted for as an equity transaction. The Company initially recorded approximately $20.0 million in stockholders’ equity from the deferred tax asset related to the convertible note hedges at inception of the transactions. As of October 31, 2014 the Company had not received any shares under these convertible note hedge transactions. | |||||||||||||
Warrants. The Company received $30.2 million from the same counterparties from the sale of warrants to purchase up to approximately 12.9 million shares of the Company’s common stock at an initial strike price of $24.00 per share. The warrants expire on various dates between January 1, 2022 and March 29, 2022 and are exercisable on their expiration dates. The warrants may be settled through net share settlement (in which case the Company will be required to deliver to the counterparties a number of shares based on the amount by which the market price of the Company’s common stock, as measured under the warrants, exceeds the strike price) or, at the Company’s option, subject to certain conditions, through cash settlement (in which case the Company will owe the counterparties cash in lieu of the shares deliverable upon net share settlement). As of October 31, 2014, the warrants had not been exercised and remained outstanding. The value of the warrants was initially recorded in equity and continues to be classified as equity. |
NET_INCOME_PER_COMMON_SHARE
NET INCOME PER COMMON SHARE | 9 Months Ended | ||||||||||||
Oct. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
NET INCOME PER COMMON SHARE | ' | ||||||||||||
NET INCOME PER COMMON SHARE | |||||||||||||
Basic net income per common share is computed by dividing net income by the weighted average number of common shares outstanding, excluding unvested restricted stock. | |||||||||||||
Diluted net income per common share is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period. Dilutive potential common shares include outstanding stock options, stock awards, and performance stock awards and are calculated using the treasury stock method. Also included in the weighted average effect of dilutive securities for the nine months ended October 31, 2014 and the three and nine months ended October 31, 2013 is the diluted effect of the 4.0% Notes due 2016 which is calculated using the if-converted method. The 4.0% Notes due 2016 have an anti-dilutive effect on the three months ended October 31, 2014 and have been excluded from our calculation of net income per common share for the three months ended October 31, 2014. | |||||||||||||
The following table sets forth the computation of basic and diluted earnings per common share: | |||||||||||||
Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
(income in thousands) | |||||||||||||
Numerator: | |||||||||||||
Net income | $ | 6,345 | $ | 12,487 | $ | 23,776 | $ | 271,106 | |||||
Interest on dilutive notes, net of tax | — | 1,252 | 3,754 | 3,757 | |||||||||
Net income for purpose of computing net income per diluted share | 6,345 | 13,739 | 27,530 | 274,863 | |||||||||
Denominator: | |||||||||||||
Weighted average shares outstanding, excluding unvested restricted stock | 107,497,734 | 116,760,061 | 110,303,789 | 118,913,986 | |||||||||
Weighted average effect of dilutive securities: | |||||||||||||
Stock options, restricted stock, and employee stock purchase plan | 4,372,673 | 4,513,747 | 4,512,443 | 4,748,207 | |||||||||
4.0% Notes due 2016 | — | 15,462,193 | 15,462,193 | 15,462,193 | |||||||||
Denominator for diluted net income per common share | 111,870,407 | 136,736,001 | 130,278,425 | 139,124,386 | |||||||||
Basic net income per common share | $ | 0.06 | $ | 0.11 | $ | 0.22 | $ | 2.28 | |||||
Diluted net income per common share | $ | 0.06 | $ | 0.1 | $ | 0.21 | $ | 1.98 | |||||
The weighted average number of shares outstanding used in the computation of diluted net income per share in the three and nine months ended October 31, 2014 and 2013 do not include the effect of the following potentially outstanding common shares because the effect would have been anti-dilutive: | |||||||||||||
Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
Unvested restricted stock | 71 | 7,391 | 3,426 | 2,491 | |||||||||
Options to purchase common stock | 269,656 | 627,104 | 334,283 | 713,097 | |||||||||
Potential shares to be issued from employee stock purchase plan | — | — | — | — | |||||||||
4.0% Notes due 2016 | 15,462,193 | — | — | — | |||||||||
2.0% Notes due to 2021 | 6,452,340 | — | 2,150,780 | — | |||||||||
Common stock warrants | 6,452,340 | — | 2,150,780 | — | |||||||||
Total | 28,636,600 | 634,495 | 4,639,269 | 715,588 | |||||||||
Effect of conversion on earning per share (“EPS”). The 2.0% Notes due 2021 have no impact on diluted EPS until the average quarterly price of our common stock exceeds the conversion price of $17.82 per share. Prior to conversion, we will include the effect of the additional shares that may be issued if our common stock price exceeds $17.82 per share using the treasury stock method. If the average price of our common stock exceeds $24.00 per share for a quarterly period, we will also include the effect of the additional potential shares that may be issued related to the Warrants using the treasury stock method. Prior to conversion, the convertible note hedges are not considered for purposes of the EPS calculation, as their effect would be anti-dilutive. Upon conversion, the convertible note hedges are expected to offset the dilutive effect of the 2.0% Notes due 2021 when the stock price is above $17.82 per share. |
STOCKBASED_COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended | ||||||||||||
Oct. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||
STOCK-BASED COMPENSATION | ' | ||||||||||||
STOCK-BASED COMPENSATION | |||||||||||||
Total stock-based compensation for the three and nine months ended October 31, 2014 and 2013 is as follows: | |||||||||||||
Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
(In thousands) | |||||||||||||
Cost of service revenues | $ | 495 | $ | 553 | $ | 1,398 | $ | 1,485 | |||||
Cost of technology revenues | 332 | 329 | 933 | 1,284 | |||||||||
Cost of hardware revenues | 61 | 78 | 199 | 235 | |||||||||
Research and development | 2,735 | 3,581 | 8,763 | 10,001 | |||||||||
Sales and marketing | 1,250 | 1,525 | 3,808 | 4,134 | |||||||||
General and administrative | 3,676 | 3,777 | 10,476 | 10,314 | |||||||||
Stock-based compensation before income taxes | $ | 8,549 | $ | 9,843 | $ | 25,577 | $ | 27,453 | |||||
Income tax benefit | (1,931 | ) | (2,568 | ) | (5,621 | ) | (7,034 | ) | |||||
Stock-based compensation, net of tax | $ | 6,618 | $ | 7,275 | $ | 19,956 | $ | 20,419 | |||||
ACQUISITIONS
ACQUISITIONS | 9 Months Ended | ||||
Oct. 31, 2014 | |||||
Business Combinations [Abstract] | ' | ||||
ACQUISITIONS | ' | ||||
ACQUISITIONS | |||||
On February 14, 2014, the Company completed its acquisition of Digitalsmiths, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) dated January 29, 2014 for $133.3 million in cash. Digitalsmiths was a privately-held cloud-based content discovery and recommendation service company headquartered in Durham, North Carolina. The acquisition of Digitalsmiths accelerates TiVo's evolution to a device and user interface cloud-based Software-as-a-Service company. Digitalsmiths' results of operations and the estimated fair value of assets acquired and liabilities assumed were included in the Company's unaudited consolidated financial statements beginning February 14, 2014. A total of $756,000 of acquisition costs were expensed as incurred of which $709,000 were expensed in fiscal year 2014 and the remainder during the nine months ended October 31, 2014. | |||||
The purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed on the basis of their respective estimated fair values on the acquisition date. The Company's allocation of the total purchase price is as follows: | |||||
Digitalsmiths | |||||
Purchase Accounting - Opening Balance Sheet | |||||
(in thousands) | |||||
Assets: | |||||
Cash | $ | 4,882 | |||
Accounts receivable | 3,243 | ||||
Other current assets | 3,201 | ||||
Deferred tax assets, current | 3,831 | ||||
Fixed assets | 143 | ||||
Total Assets | $ | 15,300 | |||
Liabilities: | |||||
Accounts payable | $ | (1,266 | ) | ||
Other current liabilities | (8,572 | ) | |||
Deferred revenue | (970 | ) | |||
Deferred tax liability, long term | (10,009 | ) | |||
Other long-term liabilities | (1,012 | ) | |||
Total Liabilities | $ | (21,829 | ) | ||
Intangibles | 52,700 | ||||
Goodwill | 87,098 | ||||
Total purchase consideration | $ | 133,269 | |||
The following table presents details of the intangible assets acquired through this business combination (in thousands, except years): | |||||
Description | Asset Life in years | Fair Value | |||
Software technology | 6 | $ | 14,100 | ||
Customer relationships | 10 | $ | 37,000 | ||
Trade name | 6 | $ | 1,400 | ||
In process research and development | N/A | $ | 200 | ||
Total identifiable intangible assets | $ | 52,700 | |||
The Company does not believe there is any significant residual value associated with these intangible assets. The Company's management determined the fair values of the intangible assets with the assistance of a valuation firm. The estimation of the fair value of the intangible assets required the use of valuation techniques and entailed consideration of all the relevant factors that might affect the fair value, such as present value factors, estimates of future revenues, and costs. The estimated fair values of the intangibles acquired were determined based on the relief-from-royalty method for software technology and trade name and multi-period excess earnings method for customer relationships with key assumptions including: 1) forecasted revenue and operating results; 2) royalty rates; 3) discount rates ranging from 12% to 14%; and 4) customer attrition rates. The Company expects to amortize the fair value of these intangible assets on a straight-line basis over their respective estimated useful lives. | |||||
Goodwill | |||||
The goodwill amount of $87.1 million represents the excess of the purchase price over the fair value of the identified net tangible and intangible assets. The goodwill recognized in this acquisition was derived from expected benefits from future technology, cost synergies, and knowledgeable and experienced workforce who joined the Company after the acquisition. Goodwill will not be amortized, but will be tested instead for impairment annually or more frequently if certain indicators of impairment are present. Goodwill is not expected to be tax deductible for income tax purposes. |
INCOME_TAX
INCOME TAX | 9 Months Ended |
Oct. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
INCOME TAX | ' |
INCOME TAX | |
The Company recorded income tax expense of $7.1 million and $20.9 million, respectively for the three months and nine months ended October 31, 2014 as compared to an income tax benefit of $2.0 million and $168.9 million, respectively for the same prior year periods. The effective tax rate for the three and nine months ended October 31, 2014 was 53% and 47%, respectively. The effective tax rate for the three and nine months ended October 31, 2013 was (19)% and (165)%, respectively. | |
The provision for income taxes for the three and nine months ended October 31, 2014 differs from the U.S. statutory tax rate of 35% primarily due to the tax impact of non-deductible executive compensation, stock based compensation, and state taxes. The higher effective tax rate for the three and nine months ended October 31, 2014, compared to the same periods in fiscal year 2014, is primarily attributable to the release of Company’s valuation allowance on its deferred tax assets as of October 31, 2013. | |
As of October 31, 2014, the Company believes that its deferred tax assets are more likely than not to be realized, with the exception of California deferred tax assets. The Company continues to maintain a valuation allowance on its California deferred tax assets as it is not more likely than not that these deferred tax assets will be realized. Income tax benefits attributable to the exercise of employee stock options of $6.3 million and $16.2 million during the three and nine months ended October 31, 2014, respectively were recorded directly to “Additional paid-in capital” on the unaudited Condensed Consolidated Balance Sheets. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Oct. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the unaudited interim condensed consolidated financial statements do not contain all of the information and footnotes required by generally accepted accounting principles for complete audited annual financial statements. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of October 31, 2014 and January 31, 2014 and the results of operations and the statement of other comprehensive income for the three and nine months ended October 31, 2014 and 2013 and condensed consolidated statements of cash flows for the nine months ended October 31, 2014 and 2013. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements, including the notes thereto, included in the Company’s annual report on Form 10-K for the fiscal year ended January 31, 2014. Operating results for the three and nine months ended October 31, 2014 are not necessarily indicative of results that may be expected for this fiscal year ending January 31, 2015 or any other periods. | |
Business Combinations Policy [Policy Text Block] | ' |
Business Combinations | |
The Company applies the acquisition method of accounting for business combinations, including its acquisition of Digitalsmiths on February 14, 2014. Under this method of accounting, all assets acquired and liabilities assumed are recorded at their respective fair values at the date of the completion of the transaction. Determining the fair value of assets acquired and liabilities assumed requires management’s judgment and often involves the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, intangibles and other asset lives, among other items. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Market participants are assumed to be buyers and sellers in the principal (most advantageous) market for the asset or liability. Additionally, fair value measurements for an asset assume the highest and best use of that asset by market participants. As a result, the Company may have been required to value the acquired assets at fair value measures that do not reflect its intended use of those assets. Use of different estimates and judgments could yield different results. Any excess of the purchase price over the fair value of the net assets acquired is recognized as goodwill. Although the Company believes the assumptions and estimates it has made are reasonable and appropriate, they are based in part on historical experience and information that may be obtained from the management of the acquired company and are inherently uncertain. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates, or actual results. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company's Condensed Consolidated Statements of Operations. | |
Recent Accounting Pronoucements | ' |
Recent Accounting Pronouncements | |
On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for the Company on February 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting. |
CASH_AND_INVESTMENTS_Policies
CASH AND INVESTMENTS (Policies) | 9 Months Ended |
Oct. 31, 2014 | |
Investments and Cash [Abstract] | ' |
Marketable Securities | ' |
Marketable Securities | |
The Company’s investment securities portfolio consists of various debt instruments, including corporate and government bonds, asset and mortgage-backed securities, government securities, and municipal bonds, all of which are classified as available-for-sale. | |
Cost Method Investments | ' |
Other investment securities | |
TiVo has an investment in a private company where the Company’s ownership is less than 20% and TiVo does not have significant influence. The investment is accounted for under the cost method and is periodically assessed for other-than-temporary impairment. Refer to Note 4 "Fair Value" for additional information on the impairment assessment of the investment. |
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Policies) | 9 Months Ended |
Oct. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Product Warranties | ' |
Product Warranties | |
The Company’s standard manufacturer's warranty period to consumers for TiVo-enabled DVRs is 90 days for parts and labor from the date of consumer purchase, and from 91-365 days for parts only. Within the limited warranty period, consumers are offered a no-charge exchange for TiVo-enabled DVRs returned due to product defect, within 90 days from the date of consumer purchase. Thereafter, consumers may exchange a TiVo-enabled DVR with a product defect for a charge. As of October 31, 2014 and January 31, 2014, the accrued warranty reserve was $563,000 and $621,000, respectively. The Company’s accrued warranty reserve is included in accrued liabilities in the accompanying condensed consolidated balance sheets. | |
The Company also offers its TiVo-Owned customers separately priced optional 2-year and 3-year extended warranties. The Company defers and amortizes cost and revenue associated with the sales of these extended warranties over the warranty period or until a warranty is redeemed. Additionally, the Company offers its MSO customers separately priced optional 3-year extended warranties. The Company recognizes the revenues associated with sale of these extended warranties over the second and third year of the warranty period. As of October 31, 2014, the extended warranty deferred revenue and cost was $2.1 million and $275,000, respectively. As of January 31, 2014, the extended warranty deferred revenue and cost was $2.0 million and $287,000, respectively. | |
Indemnification Arrangements | ' |
Indemnification Arrangements | |
The Company undertakes indemnification obligations in its ordinary course of business. For instance, the Company has undertaken to indemnify its underwriters and certain investors in connection with the issuance and sale of its securities and the Company provides indemnification for its directors and officers in accordance with Delaware law. The Company has also undertaken to indemnify certain customers and business partners for, among other things, the licensing of its products, the sale of its DVRs, and the provision of engineering and consulting services. Pursuant to these agreements, the Company may indemnify the other party for certain losses suffered or incurred by the indemnified party in connection with various types of claims, which may include, without limitation, intellectual property infringement, advertising and consumer disclosure laws, certain tax liabilities, negligence and intentional acts in the performance of services and violations of laws, including certain violations of securities laws with respect to underwriters and investors. The term of these indemnification obligations is generally perpetual. The Company’s obligation to provide indemnification under its agreements with customer and business partners would arise in the event that a third party filed a claim against one of the parties that was covered by the Company’s indemnification obligation. As an example, if a third party sued a customer for intellectual property infringement and the Company agreed to indemnify that customer against such claims, its obligation would be triggered. | |
The Company is unable to estimate with any reasonable accuracy the liability that may be incurred pursuant to its indemnification obligations, if any. Variables affecting any such assessment include but are not limited to: the nature of the claim asserted; the relative merits of the claim; the financial ability of the party suing the indemnified party to engage in protracted litigation; the number of parties seeking indemnification; the nature and amount of damages claimed by the party suing the indemnified party; and the willingness of such party to engage in settlement negotiations. Due to the nature of the Company’s potential indemnity liability, its indemnification obligations could range from immaterial to having a material adverse impact on its financial position and its ability to continue operation in the ordinary course of business. | |
Under certain circumstances, the Company may have recourse through its insurance policies that would enable it to recover from its insurance company some or all amounts paid pursuant to its indemnification obligations. The Company does not have any assets held either as collateral or by third parties that, upon the occurrence of an event requiring it to indemnify a customer, the Company could obtain and liquidate to recover all or a portion of the amounts paid pursuant to its indemnification obligations. | |
Legal Matters | ' |
COMMITMENTS AND CONTINGENCIES | |
Product Warranties | |
The Company’s standard manufacturer's warranty period to consumers for TiVo-enabled DVRs is 90 days for parts and labor from the date of consumer purchase, and from 91-365 days for parts only. Within the limited warranty period, consumers are offered a no-charge exchange for TiVo-enabled DVRs returned due to product defect, within 90 days from the date of consumer purchase. Thereafter, consumers may exchange a TiVo-enabled DVR with a product defect for a charge. As of October 31, 2014 and January 31, 2014, the accrued warranty reserve was $563,000 and $621,000, respectively. The Company’s accrued warranty reserve is included in accrued liabilities in the accompanying condensed consolidated balance sheets. | |
The Company also offers its TiVo-Owned customers separately priced optional 2-year and 3-year extended warranties. The Company defers and amortizes cost and revenue associated with the sales of these extended warranties over the warranty period or until a warranty is redeemed. Additionally, the Company offers its MSO customers separately priced optional 3-year extended warranties. The Company recognizes the revenues associated with sale of these extended warranties over the second and third year of the warranty period. As of October 31, 2014, the extended warranty deferred revenue and cost was $2.1 million and $275,000, respectively. As of January 31, 2014, the extended warranty deferred revenue and cost was $2.0 million and $287,000, respectively. | |
Indemnification Arrangements | |
The Company undertakes indemnification obligations in its ordinary course of business. For instance, the Company has undertaken to indemnify its underwriters and certain investors in connection with the issuance and sale of its securities and the Company provides indemnification for its directors and officers in accordance with Delaware law. The Company has also undertaken to indemnify certain customers and business partners for, among other things, the licensing of its products, the sale of its DVRs, and the provision of engineering and consulting services. Pursuant to these agreements, the Company may indemnify the other party for certain losses suffered or incurred by the indemnified party in connection with various types of claims, which may include, without limitation, intellectual property infringement, advertising and consumer disclosure laws, certain tax liabilities, negligence and intentional acts in the performance of services and violations of laws, including certain violations of securities laws with respect to underwriters and investors. The term of these indemnification obligations is generally perpetual. The Company’s obligation to provide indemnification under its agreements with customer and business partners would arise in the event that a third party filed a claim against one of the parties that was covered by the Company’s indemnification obligation. As an example, if a third party sued a customer for intellectual property infringement and the Company agreed to indemnify that customer against such claims, its obligation would be triggered. | |
The Company is unable to estimate with any reasonable accuracy the liability that may be incurred pursuant to its indemnification obligations, if any. Variables affecting any such assessment include but are not limited to: the nature of the claim asserted; the relative merits of the claim; the financial ability of the party suing the indemnified party to engage in protracted litigation; the number of parties seeking indemnification; the nature and amount of damages claimed by the party suing the indemnified party; and the willingness of such party to engage in settlement negotiations. Due to the nature of the Company’s potential indemnity liability, its indemnification obligations could range from immaterial to having a material adverse impact on its financial position and its ability to continue operation in the ordinary course of business. | |
Under certain circumstances, the Company may have recourse through its insurance policies that would enable it to recover from its insurance company some or all amounts paid pursuant to its indemnification obligations. The Company does not have any assets held either as collateral or by third parties that, upon the occurrence of an event requiring it to indemnify a customer, the Company could obtain and liquidate to recover all or a portion of the amounts paid pursuant to its indemnification obligations. | |
Legal Matters | |
From time to time, the Company is involved in numerous lawsuits as well as subject to various legal proceedings, claims, threats of litigation, and investigations in the ordinary course of business, including claims of alleged infringement of third-party patents and other intellectual property rights, commercial, employment and other matters. The Company assesses potential liabilities in connection with each lawsuit and threatened lawsuits and accrues an estimated loss for these loss contingencies if both of the following conditions are met: information available prior to issuance of the financial statements indicates that it is probable that a liability has been incurred at the date of the financial statements and the amount of loss can be reasonably estimated. While certain matters to which the Company is a party specify the damages claimed, such claims may not represent reasonably possible losses. Given the inherent uncertainties of the litigation, the ultimate outcome of these matters cannot be predicted at this time, nor can the amount of possible loss or range of loss, if any, be reasonably estimated. The Company expenses legal costs as they are incurred. | |
As of October 31, 2014, the Company has accrued $1.0 million for an arbitration proceeding related to a contractual dispute. | |
On June 15, 2011, TNS Media Research, LLC (d/b/a Kantar Media Audiences, or Kantar) brought a claim for declaratory judgment against TRA Global Inc. (which was acquired by TiVo in July 2012) in the United States District Court for the Southern District of New York alleging non-infringement of United States Patent No. 7,729,940 entitled “Analyzing Return on Investment of Advertising Campaigns by Matching Multiple Data Sources” (the “940 Patent”) and its affiliate Cavendish Square Holding B.V. brought a claim for breach of contract of a Voting Agreement. On June 6, 2012 TRA filed an amended answer and counterclaims alleging affirmative defenses and counterclaims alleging infringement by Kantar of the 940 Patent as well as United States Patent No. 8,000,993 entitled “Using Consumer Purchase Behavior For Television Targeting” (the “993 Patent”) and United States Patent No. 8,112,301 with the same title at the 993 Patent. TRA also asserted counterclaims for aiding and abetting breach of fiduciary duty, misappropriation of trade secrets, and breach of contract. On October 3, 2013, the court granted summary judgment to Kantar on all patent and trade secret issues but denied summary judgment on TRA’s claims for breach of contract and aiding and abetting breach of fiduciary duties. The Company is currently appealing this grant of summary judgment to Kantar. | |
On November 4, 2014, the District Court granted Kantar’s motion for attorneys fees and expenses directly related to certain arguments advanced by TRA that the Court identified in its order. Kantar is required to submit its request for fees and non-taxable expenses by December 5, 2014. The Company intends to appeal this order and believes it has strong arguments for reversal. However, in the case of adverse outcome, the Company believes the range of a reasonably possible loss is approximately $1.0 million to $3.5 million and in accordance with Accounting Standards Codification 450-20, Loss Contingencies, the Company accrued $1.0 million relating to this matter. |
CASH_AND_INVESTMENTS_Tables
CASH AND INVESTMENTS (Tables) | 9 Months Ended | ||||||||||||
Oct. 31, 2014 | |||||||||||||
Investments and Cash [Abstract] | ' | ||||||||||||
Cash Cash Equivalents Short term and Long term investments | ' | ||||||||||||
Cash, cash equivalents, and short-term investments, consisted of the following: | |||||||||||||
As of | |||||||||||||
October 31, 2014 | January 31, 2014 | ||||||||||||
(in thousands) | |||||||||||||
Cash and cash equivalents: | |||||||||||||
Cash | $ | 7,573 | $ | 16,718 | |||||||||
Cash equivalents: | |||||||||||||
Commercial paper | 90,907 | 72,268 | |||||||||||
Certificates of deposit | 2,000 | — | |||||||||||
Money market funds | 47,728 | 164,727 | |||||||||||
Total cash and cash equivalents | $ | 148,208 | $ | 253,713 | |||||||||
Marketable securities: | |||||||||||||
Certificates of deposit | $ | 23,400 | $ | 11,424 | |||||||||
Commercial paper | 109,778 | 176,205 | |||||||||||
Corporate debt securities | 532,379 | 492,765 | |||||||||||
Foreign government securities | 10,855 | — | |||||||||||
U.S. Treasury securities | — | 20,024 | |||||||||||
Variable-rate demand notes | 285 | 350 | |||||||||||
Asset and mortgage-backed securities | 30,469 | 43,111 | |||||||||||
Municipal bonds | — | 4,880 | |||||||||||
Current marketable debt securities | $ | 707,166 | $ | 748,759 | |||||||||
Other investment securities: | |||||||||||||
Other investment securities - cost method | $ | 250 | $ | 250 | |||||||||
Total other investment securities | $ | 250 | $ | 250 | |||||||||
Total cash, cash equivalents, marketable securities, and other investment securities | $ | 855,624 | $ | 1,002,722 | |||||||||
Investments Classified by Contractual Maturity Date | ' | ||||||||||||
Contractual Maturity Date | |||||||||||||
The following table summarizes the estimated fair value of the Company’s debt investments, designated as available-for-sale, classified by the contractual maturity date of the security: | |||||||||||||
As of | |||||||||||||
October 31, 2014 | January 31, 2014 | ||||||||||||
(in thousands) | |||||||||||||
Due within 1 year | $ | 519,391 | $ | 662,299 | |||||||||
Due within 1 year through 5 years | 187,490 | 86,110 | |||||||||||
Due after 10 years | 285 | 350 | |||||||||||
Total | $ | 707,166 | $ | 748,759 | |||||||||
Unrealized Gain (Loss) on Investments | ' | ||||||||||||
Unrealized Gains (Losses) on Marketable Investment Securities | |||||||||||||
The following tables summarize unrealized gains and losses related to the Company’s investments in marketable securities designated as available-for-sale: | |||||||||||||
As of October 31, 2014 | |||||||||||||
Adjusted | Gross | Gross | Fair | ||||||||||
Cost | Unrealized | Unrealized | Value | ||||||||||
Gains | Losses | ||||||||||||
(in thousands) | |||||||||||||
Certificates of deposit | $ | 23,400 | $ | — | $ | — | $ | 23,400 | |||||
Commercial paper | 109,725 | 53 | — | 109,778 | |||||||||
Corporate debt securities | 532,496 | 127 | (244 | ) | 532,379 | ||||||||
Foreign government securities | 10,860 | 1 | (6 | ) | 10,855 | ||||||||
Variable-rate demand notes | 285 | — | — | 285 | |||||||||
Asset and mortgage-backed securities | 30,467 | 2 | — | 30,469 | |||||||||
Total | $ | 707,233 | $ | 183 | $ | (250 | ) | $ | 707,166 | ||||
As of January 31, 2014 | |||||||||||||
Adjusted | Gross | Gross | Fair | ||||||||||
Cost | Unrealized | Unrealized | Value | ||||||||||
Gains | Losses | ||||||||||||
(in thousands) | |||||||||||||
Certificates of deposit | $ | 11,424 | $ | — | $ | — | $ | 11,424 | |||||
Commercial paper | 176,120 | 85 | — | 176,205 | |||||||||
Corporate debt securities | 492,295 | 532 | (62 | ) | 492,765 | ||||||||
U.S. Treasury securities | 20,023 | 1 | — | 20,024 | |||||||||
Variable-rate demand notes | 350 | — | — | 350 | |||||||||
Asset and mortgage-backed securities | 43,105 | 10 | (4 | ) | 43,111 | ||||||||
Municipal bonds | 4,875 | 5 | — | 4,880 | |||||||||
Total | $ | 748,192 | $ | 633 | $ | (66 | ) | $ | 748,759 | ||||
FAIR_VALUE_Tables
FAIR VALUE (Tables) | 9 Months Ended | ||||||||||||
Oct. 31, 2014 | |||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||
Fair Value, by Balance Sheet Grouping | ' | ||||||||||||
On a quarterly basis, TiVo measures at fair value certain financial assets and liabilities. The fair value of those financial assets and liabilities was determined using the following levels of inputs as of October 31, 2014 and January 31, 2014: | |||||||||||||
As of October 31, 2014 | |||||||||||||
Total | Quoted Prices | Significant | Significant | ||||||||||
in Active | Other | Unobservable | |||||||||||
Markets for | Observable | Inputs | |||||||||||
Identical Assets | Inputs | (Level 3) | |||||||||||
(Level 1) | (Level 2) | ||||||||||||
(in thousands) | |||||||||||||
Assets: | |||||||||||||
Cash equivalents: | |||||||||||||
Commercial paper | $ | 90,907 | $ | — | $ | 90,907 | $ | — | |||||
Certificates of deposit | 2,000 | — | 2,000 | — | |||||||||
Money market funds | 47,728 | 47,728 | — | — | |||||||||
Short-term investments: | |||||||||||||
Certificates of deposit | 23,400 | — | 23,400 | — | |||||||||
Commercial paper | 109,778 | — | 109,778 | — | |||||||||
Corporate debt securities | 532,379 | — | 532,379 | — | |||||||||
Foreign government securities | 10,855 | — | 10,855 | — | |||||||||
Variable-rate demand notes | 285 | — | 285 | — | |||||||||
Asset- and mortgage-backed securities | 30,469 | — | 30,469 | — | |||||||||
Total | $ | 847,801 | $ | 47,728 | $ | 800,073 | $ | — | |||||
As of January 31, 2014 | |||||||||||||
Total | Quoted Prices | Significant | Significant | ||||||||||
in Active | Other | Unobservable | |||||||||||
Markets for | Observable | Inputs | |||||||||||
Identical Assets | Inputs | (Level 3) | |||||||||||
(Level 1) | (Level 2) | ||||||||||||
(in thousands) | |||||||||||||
Assets: | |||||||||||||
Cash equivalents: | |||||||||||||
Commercial paper | $ | 72,268 | $ | — | $ | 72,268 | $ | — | |||||
Money market funds | 164,727 | 164,727 | — | — | |||||||||
Short-term investments: | |||||||||||||
Certificates of deposit | 11,424 | — | 11,424 | — | |||||||||
Commercial paper | 176,205 | — | 176,205 | — | |||||||||
Corporate debt securities | 492,765 | — | 492,765 | — | |||||||||
U.S. Treasury securities | 20,024 | 20,024 | — | — | |||||||||
Variable-rate demand notes | 350 | — | 350 | — | |||||||||
Asset- and mortgage-backed securities | 43,111 | — | 43,111 | — | |||||||||
Municipal bonds | 4,880 | — | 4,880 | — | |||||||||
Total | $ | 985,754 | $ | 184,751 | $ | 801,003 | $ | — | |||||
INVENTORY_Tables
INVENTORY (Tables) | 9 Months Ended | ||||||
Oct. 31, 2014 | |||||||
Inventory Disclosure [Abstract] | ' | ||||||
Schedule of Inventory, Current | ' | ||||||
Inventory was as follows: | |||||||
As of | |||||||
October 31, 2014 | January 31, 2014 | ||||||
( in thousands) | |||||||
Raw Materials | $ | 1,180 | $ | 1,858 | |||
Finished Goods | 15,698 | 20,458 | |||||
Total Inventory | $ | 16,878 | $ | 22,316 | |||
CONVERTIBLE_SENIOR_NOTES_Table
CONVERTIBLE SENIOR NOTES (Tables) | 9 Months Ended | ||||||||||||
Oct. 31, 2014 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
Carrying Value of Convertible Debt | ' | ||||||||||||
The following table reflects the carrying value of the Company's convertible senior notes: | |||||||||||||
As of | |||||||||||||
October 31, 2014 | January 31, 2014 | ||||||||||||
( in thousands) | |||||||||||||
4.0% Notes due 2016 | $ | 172,500 | $ | 172,500 | |||||||||
2.0% Notes due 2021 | 230,000 | — | |||||||||||
Less: Unamortized debt discount | (51,465 | ) | — | ||||||||||
Net carrying amount of 2.0% Notes due 2021 | 178,535 | — | |||||||||||
Total convertible debt | 351,035 | 172,500 | |||||||||||
Less: Convertible short-term debt | — | — | |||||||||||
Convertible long-term debt | $ | 351,035 | $ | 172,500 | |||||||||
Schedule of Long-term Debt Instruments Issuance Costs | ' | ||||||||||||
The following table presents the amount of interest cost recognized relating to the contractual interest coupon and amortization of issuance costs of the 4.0% Notes due 2016 (in thousands): | |||||||||||||
Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
(In Thousands) | |||||||||||||
Contractual interest coupon | $ | 1,725 | $ | 1,725 | $ | 5,175 | $ | 5,175 | |||||
Amortization of debt issuance costs | 240 | 240 | 721 | 721 | |||||||||
Total interest cost recognized | $ | 1,965 | $ | 1,965 | $ | 5,896 | $ | 5,896 | |||||
The following table presents the amount of interest cost recognized relating to the contractual interest coupon, amortization of issuance costs and amortization of the discount on the liability component of the 2.0% Notes due 2021 (in thousands): | |||||||||||||
Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||
2014 | 2014 | ||||||||||||
(In Thousands) | |||||||||||||
Contractual interest coupon | $ | 498 | $ | 498 | |||||||||
Amortization of debt issuance cost | 74 | 74 | |||||||||||
Amortization of debt discount | 645 | 645 | |||||||||||
Total interest cost recognized | $ | 1,217 | $ | 1,217 | |||||||||
NET_INCOME_PER_COMMON_SHARE_Ta
NET INCOME PER COMMON SHARE (Tables) | 9 Months Ended | ||||||||||||
Oct. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | ||||||||||||
The following table sets forth the computation of basic and diluted earnings per common share: | |||||||||||||
Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
(income in thousands) | |||||||||||||
Numerator: | |||||||||||||
Net income | $ | 6,345 | $ | 12,487 | $ | 23,776 | $ | 271,106 | |||||
Interest on dilutive notes, net of tax | — | 1,252 | 3,754 | 3,757 | |||||||||
Net income for purpose of computing net income per diluted share | 6,345 | 13,739 | 27,530 | 274,863 | |||||||||
Denominator: | |||||||||||||
Weighted average shares outstanding, excluding unvested restricted stock | 107,497,734 | 116,760,061 | 110,303,789 | 118,913,986 | |||||||||
Weighted average effect of dilutive securities: | |||||||||||||
Stock options, restricted stock, and employee stock purchase plan | 4,372,673 | 4,513,747 | 4,512,443 | 4,748,207 | |||||||||
4.0% Notes due 2016 | — | 15,462,193 | 15,462,193 | 15,462,193 | |||||||||
Denominator for diluted net income per common share | 111,870,407 | 136,736,001 | 130,278,425 | 139,124,386 | |||||||||
Basic net income per common share | $ | 0.06 | $ | 0.11 | $ | 0.22 | $ | 2.28 | |||||
Diluted net income per common share | $ | 0.06 | $ | 0.1 | $ | 0.21 | $ | 1.98 | |||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | ||||||||||||
The weighted average number of shares outstanding used in the computation of diluted net income per share in the three and nine months ended October 31, 2014 and 2013 do not include the effect of the following potentially outstanding common shares because the effect would have been anti-dilutive: | |||||||||||||
Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
Unvested restricted stock | 71 | 7,391 | 3,426 | 2,491 | |||||||||
Options to purchase common stock | 269,656 | 627,104 | 334,283 | 713,097 | |||||||||
Potential shares to be issued from employee stock purchase plan | — | — | — | — | |||||||||
4.0% Notes due 2016 | 15,462,193 | — | — | — | |||||||||
2.0% Notes due to 2021 | 6,452,340 | — | 2,150,780 | — | |||||||||
Common stock warrants | 6,452,340 | — | 2,150,780 | — | |||||||||
Total | 28,636,600 | 634,495 | 4,639,269 | 715,588 | |||||||||
Effect of conversion on earning per share (“EPS”). The 2.0% Notes due 2021 have no impact on diluted EPS until the average quarterly price of our common stock exceeds the conversion price of $17.82 per share. Prior to conversion, we will include the effect of the additional shares that may be issued if our common stock price exceeds $17.82 per share using the treasury stock method. If the average price of our common stock exceeds $24.00 per share for a quarterly period, we will also include the effect of the additional potential shares that may be issued related to the Warrants using the treasury stock method. Prior to conversion, the convertible note hedges are not considered for purposes of the EPS calculation, as their effect would be anti-dilutive. Upon conversion, the convertible note hedges are expected to offset the dilutive effect of the 2.0% Notes due 2021 when the stock price is above $17.82 per share. |
STOCKBASED_COMPENSATION_Tables
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended | ||||||||||||
Oct. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||
Schedule of Stock-Based Compensation | ' | ||||||||||||
Total stock-based compensation for the three and nine months ended October 31, 2014 and 2013 is as follows: | |||||||||||||
Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
(In thousands) | |||||||||||||
Cost of service revenues | $ | 495 | $ | 553 | $ | 1,398 | $ | 1,485 | |||||
Cost of technology revenues | 332 | 329 | 933 | 1,284 | |||||||||
Cost of hardware revenues | 61 | 78 | 199 | 235 | |||||||||
Research and development | 2,735 | 3,581 | 8,763 | 10,001 | |||||||||
Sales and marketing | 1,250 | 1,525 | 3,808 | 4,134 | |||||||||
General and administrative | 3,676 | 3,777 | 10,476 | 10,314 | |||||||||
Stock-based compensation before income taxes | $ | 8,549 | $ | 9,843 | $ | 25,577 | $ | 27,453 | |||||
Income tax benefit | (1,931 | ) | (2,568 | ) | (5,621 | ) | (7,034 | ) | |||||
Stock-based compensation, net of tax | $ | 6,618 | $ | 7,275 | $ | 19,956 | $ | 20,419 | |||||
ACQUISITIONS_Tables
ACQUISITIONS (Tables) | 9 Months Ended | ||||
Oct. 31, 2014 | |||||
Business Combinations [Abstract] | ' | ||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | ' | ||||
The Company's allocation of the total purchase price is as follows: | |||||
Digitalsmiths | |||||
Purchase Accounting - Opening Balance Sheet | |||||
(in thousands) | |||||
Assets: | |||||
Cash | $ | 4,882 | |||
Accounts receivable | 3,243 | ||||
Other current assets | 3,201 | ||||
Deferred tax assets, current | 3,831 | ||||
Fixed assets | 143 | ||||
Total Assets | $ | 15,300 | |||
Liabilities: | |||||
Accounts payable | $ | (1,266 | ) | ||
Other current liabilities | (8,572 | ) | |||
Deferred revenue | (970 | ) | |||
Deferred tax liability, long term | (10,009 | ) | |||
Other long-term liabilities | (1,012 | ) | |||
Total Liabilities | $ | (21,829 | ) | ||
Intangibles | 52,700 | ||||
Goodwill | 87,098 | ||||
Total purchase consideration | $ | 133,269 | |||
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | ' | ||||
The following table presents details of the intangible assets acquired through this business combination (in thousands, except years): | |||||
Description | Asset Life in years | Fair Value | |||
Software technology | 6 | $ | 14,100 | ||
Customer relationships | 10 | $ | 37,000 | ||
Trade name | 6 | $ | 1,400 | ||
In process research and development | N/A | $ | 200 | ||
Total identifiable intangible assets | $ | 52,700 | |||
CASH_AND_INVESTMENTS_Details
CASH AND INVESTMENTS (Details) (USD $) | Oct. 31, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jan. 31, 2013 |
In Thousands, unless otherwise specified | ||||
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents | $148,208 | $253,713 | $196,259 | $157,104 |
Other investment securities | 250 | 250 | ' | ' |
Available-for-sale Securities, Debt Maturities, Fair Value, Fiscal Year Maturity [Abstract] | ' | ' | ' | ' |
Due within 1 year | 519,391 | 662,299 | ' | ' |
Due within 1 year through 5 years | 187,490 | 86,110 | ' | ' |
Due after 10 years | 285 | 350 | ' | ' |
Total marketable securities | 707,166 | 748,759 | ' | ' |
Unrealized Gain (Loss) on Investments [Abstract] | ' | ' | ' | ' |
Adjusted Cost | 707,233 | 748,192 | ' | ' |
Gross Unrealized Gains | 183 | 633 | ' | ' |
Gross Unrealized Losses | -250 | -66 | ' | ' |
Fair Value | 707,166 | 748,759 | ' | ' |
Cash [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents | 7,573 | 16,718 | ' | ' |
Commercial paper [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents | 90,907 | 72,268 | ' | ' |
Marketable securities | 109,778 | 176,205 | ' | ' |
Unrealized Gain (Loss) on Investments [Abstract] | ' | ' | ' | ' |
Adjusted Cost | 109,725 | 176,120 | ' | ' |
Gross Unrealized Gains | 53 | 85 | ' | ' |
Gross Unrealized Losses | 0 | 0 | ' | ' |
Fair Value | 109,778 | 176,205 | ' | ' |
Certificates of deposit [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents | 2,000 | 0 | ' | ' |
Marketable securities | 23,400 | 11,424 | ' | ' |
Unrealized Gain (Loss) on Investments [Abstract] | ' | ' | ' | ' |
Adjusted Cost | 23,400 | 11,424 | ' | ' |
Gross Unrealized Gains | 0 | 0 | ' | ' |
Gross Unrealized Losses | 0 | 0 | ' | ' |
Fair Value | 23,400 | 11,424 | ' | ' |
Money market funds [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents | 47,728 | 164,727 | ' | ' |
Corporate debt securities [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Marketable securities | 532,379 | 492,765 | ' | ' |
Unrealized Gain (Loss) on Investments [Abstract] | ' | ' | ' | ' |
Adjusted Cost | 532,496 | 492,295 | ' | ' |
Gross Unrealized Gains | 127 | 532 | ' | ' |
Gross Unrealized Losses | -244 | -62 | ' | ' |
Fair Value | 532,379 | 492,765 | ' | ' |
Cash and cash equivalents [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents | 148,208 | 253,713 | ' | ' |
US Treasury securities [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Marketable securities | 0 | 20,024 | ' | ' |
Unrealized Gain (Loss) on Investments [Abstract] | ' | ' | ' | ' |
Adjusted Cost | ' | 20,023 | ' | ' |
Gross Unrealized Gains | ' | 1 | ' | ' |
Gross Unrealized Losses | ' | 0 | ' | ' |
Fair Value | ' | 20,024 | ' | ' |
Foreign government securities [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents | 10,855 | 0 | ' | ' |
Unrealized Gain (Loss) on Investments [Abstract] | ' | ' | ' | ' |
Adjusted Cost | 10,860 | ' | ' | ' |
Gross Unrealized Gains | 1 | ' | ' | ' |
Gross Unrealized Losses | -6 | ' | ' | ' |
Fair Value | 10,855 | ' | ' | ' |
Variable-rate demand notes [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Marketable securities | 285 | 350 | ' | ' |
Unrealized Gain (Loss) on Investments [Abstract] | ' | ' | ' | ' |
Adjusted Cost | 285 | 350 | ' | ' |
Gross Unrealized Gains | 0 | 0 | ' | ' |
Gross Unrealized Losses | 0 | 0 | ' | ' |
Fair Value | 285 | 350 | ' | ' |
Asset and mortgage-backed securities [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Marketable securities | 30,469 | 43,111 | ' | ' |
Unrealized Gain (Loss) on Investments [Abstract] | ' | ' | ' | ' |
Adjusted Cost | 30,467 | 43,105 | ' | ' |
Gross Unrealized Gains | 2 | 10 | ' | ' |
Gross Unrealized Losses | 0 | -4 | ' | ' |
Fair Value | 30,469 | 43,111 | ' | ' |
Municipal bonds [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Marketable securities | 0 | 4,880 | ' | ' |
Unrealized Gain (Loss) on Investments [Abstract] | ' | ' | ' | ' |
Adjusted Cost | ' | 4,875 | ' | ' |
Gross Unrealized Gains | ' | 5 | ' | ' |
Gross Unrealized Losses | ' | 0 | ' | ' |
Fair Value | ' | 4,880 | ' | ' |
Current marketable debt securities [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Marketable securities | 707,166 | 748,759 | ' | ' |
Other investment securities - cost method [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Other investment securities | 250 | 250 | ' | ' |
Cash, cash equivalents, marketable securities, and other investments [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents Short term and Long term Investments [Line Items] | ' | ' | ' | ' |
Total cash, cash equivalents, marketable securities and other investment securities | $855,624 | $1,002,722 | ' | ' |
FAIR_VALUE_Fair_Value_by_Balan
FAIR VALUE (Fair Value by Balance Sheet Grouping) (Details) (Fair Value, Measurements, Recurring [Member], USD $) | Oct. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Total assets | $847,801 | $985,754 |
Commercial paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 90,907 | 72,268 |
Money market funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 47,728 | 164,727 |
Certificates of deposit [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 2,000 | ' |
Short-term investments | 23,400 | 11,424 |
Commercial paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 109,778 | 176,205 |
Corporate debt securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 532,379 | 492,765 |
US Treasury securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | ' | 20,024 |
Foreign government securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 10,855 | ' |
Variable-rate demand notes [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 285 | 350 |
Asset and mortgage-backed securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 30,469 | 43,111 |
Municipal bonds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | ' | 4,880 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Total assets | 47,728 | 184,751 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Commercial paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money market funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 47,728 | 164,727 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Certificates of deposit [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 0 | ' |
Short-term investments | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Commercial paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Corporate debt securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | US Treasury securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | ' | 20,024 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Foreign government securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 0 | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Variable-rate demand notes [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Asset and mortgage-backed securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Municipal bonds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | ' | 0 |
Significant Other Observable Inputs (Level 2) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Total assets | 800,073 | 801,003 |
Significant Other Observable Inputs (Level 2) [Member] | Commercial paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 90,907 | 72,268 |
Significant Other Observable Inputs (Level 2) [Member] | Money market funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 0 | 0 |
Significant Other Observable Inputs (Level 2) [Member] | Certificates of deposit [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 2,000 | ' |
Short-term investments | 23,400 | 11,424 |
Significant Other Observable Inputs (Level 2) [Member] | Commercial paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 109,778 | 176,205 |
Significant Other Observable Inputs (Level 2) [Member] | Corporate debt securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 532,379 | 492,765 |
Significant Other Observable Inputs (Level 2) [Member] | US Treasury securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | ' | 0 |
Significant Other Observable Inputs (Level 2) [Member] | Foreign government securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 10,855 | ' |
Significant Other Observable Inputs (Level 2) [Member] | Variable-rate demand notes [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 285 | 350 |
Significant Other Observable Inputs (Level 2) [Member] | Asset and mortgage-backed securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 30,469 | 43,111 |
Significant Other Observable Inputs (Level 2) [Member] | Municipal bonds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | ' | 4,880 |
Significant Unobservable Inputs (Level 3) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Total assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | Commercial paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | Money market funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | Certificates of deposit [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 0 | ' |
Short-term investments | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | Commercial paper [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | Corporate debt securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | US Treasury securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | ' | 0 |
Significant Unobservable Inputs (Level 3) [Member] | Foreign government securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 0 | ' |
Significant Unobservable Inputs (Level 3) [Member] | Variable-rate demand notes [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | Asset and mortgage-backed securities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | Municipal bonds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Short-term investments | ' | $0 |
FAIR_VALUE_Narrative_Details
FAIR VALUE (Narrative) (Details) (USD $) | Oct. 31, 2014 | Jan. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Convertible debt carrying value | $351,035,000 | $172,500,000 |
Cost method investment | 250,000 | 250,000 |
4% Notes, Due 2016 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Convertible debt carrying value | 172,500,000 | 172,500,000 |
Convertible debt fair value | 220,300,000 | 228,500,000 |
2% Note, Due 2021 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Convertible debt carrying value | 178,500,000 | ' |
Convertible debt fair value | $224,900,000 | ' |
INVENTORY_Details
INVENTORY (Details) (USD $) | Oct. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Raw Materials | $1,180 | $1,858 |
Finished Goods | 15,698 | 20,458 |
Total Inventory | $16,878 | $22,316 |
COMMITMENTS_AND_CONTINGENCIES_1
COMMITMENTS AND CONTINGENCIES (Details) (USD $) | Oct. 31, 2014 | Jan. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 |
Minimum [Member] | Maximum [Member] | Kantar [Member] | |||
Loss Contingencies [Line Items] | ' | ' | ' | ' | ' |
Product Warranty Accrual | $563,000 | $621,000 | ' | ' | ' |
Extended Product Warranty Term | ' | ' | '2 years | '3 years | ' |
Extended Warranty Deferred Revenue | 2,100,000 | 2,000,000 | ' | ' | ' |
Extended Warranty Deferred Cost of Sales | 275,000 | 287,000 | ' | ' | ' |
Loss Contingency Accrual | 1,000,000 | ' | ' | ' | 1,000,000 |
Loss Contingency, Range of Possible Loss, Minimum | 1,000,000 | ' | ' | ' | ' |
Loss Contingency, Range of Possible Loss, Maximum | $3,500,000 | ' | ' | ' | ' |
CONVERTIBLE_SENIOR_NOTES_Carry
CONVERTIBLE SENIOR NOTES Carrying Value (Details) (USD $) | Oct. 31, 2014 | Jan. 31, 2014 | Oct. 31, 2014 | Jan. 31, 2014 | Mar. 31, 2011 | Oct. 31, 2014 | Sep. 30, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | ||
4% Notes, Due 2016 [Member] | 4% Notes, Due 2016 [Member] | 4% Notes, Due 2016 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | |||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Stated interest rate | ' | ' | 4.00% | ' | 4.00% | 2.00% | 2.00% | ' |
Convertible Senior Notes, Gross | ' | ' | $172,500 | $172,500 | ' | $230,000 | ' | $0 |
Less: Unamortized debt discount | ' | ' | ' | ' | ' | -51,465 | ' | 0 |
Total convertible debt | 351,035 | 172,500 | ' | ' | ' | 178,535 | ' | 0 |
Less: Convertible short-term debt | 0 | 0 | ' | ' | ' | ' | ' | ' |
Convertible long-term debt | $351,035 | $172,500 | ' | ' | ' | ' | ' | ' |
CONVERTIBLE_SENIOR_NOTES_Narra
CONVERTIBLE SENIOR NOTES Narrative (Details) (USD $) | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | ||||||||||
Share data in Millions, except Per Share data, unless otherwise specified | Oct. 31, 2014 | Oct. 31, 2013 | Mar. 31, 2011 | Oct. 31, 2014 | Mar. 31, 2011 | Sep. 30, 2014 | Oct. 31, 2014 | Sep. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Oct. 31, 2014 | Sep. 30, 2014 |
Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Debt Instrument, Redemption, Period One [Member] | Debt Instrument, Redemption, Period Two [Member] | Debt Instrument, Redemption, Period Two [Member] | Debt Instrument, Redemption, Period Two [Member] | Additional Paid-in Capital [Member] | Interest Expense [Member] | Cash Flow Hedging [Member] | Cash Flow Hedging [Member] | Cash Flow Hedging [Member] | |||
4% Notes, Due 2016 [Member] | 4% Notes, Due 2016 [Member] | 4% Notes, Due 2016 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Minimum [Member] | Maximum [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Additional Paid-in Capital [Member] | |||
2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | Convertible Senior Notes [Member] | ||||||||||
2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Face Amount | ' | ' | ' | ' | $172,500,000 | ' | ' | $230,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stated interest rate | ' | ' | ' | 4.00% | 4.00% | ' | 2.00% | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion Ratio | ' | ' | 89.6359 | ' | ' | 56.1073 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion Price (usd per share) | ' | ' | ' | ' | $11.16 | ' | ' | $24 | ' | ' | ' | ' | ' | ' | ' | ' | $17.82 | ' |
Purchase of convertible note hedges | 54,018,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 54,000,000 | ' | ' |
Tax Benefit From Deferred Tax Asset Related To Convertible Bond Hedge | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 |
Proceeds from Warrant Exercises | ' | ' | ' | ' | ' | ' | 30,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance of Debt | ' | ' | 166,100,000 | ' | ' | 223,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of Principal Amount Redeemed | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair Value of Liability Component | ' | ' | ' | ' | ' | ' | 177,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Carrying Amount of Equity Component | ' | ' | ' | ' | ' | ' | 52,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Adjustments to Stockholders' Equity, Equity Component of Convertible Debt | ' | ' | ' | ' | ' | ' | 19,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Threshold Trading Days | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | ' | 20 | ' | ' | ' | ' | ' | ' |
Threshold Consecutive Trading Days | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 days | ' | ' | '30 days | ' | ' | ' | ' | ' |
Threshold Percentage of Stock Price Trigger | ' | ' | ' | ' | ' | ' | ' | ' | ' | 98.00% | 130.00% | ' | ' | ' | ' | ' | ' | ' |
Debt Issuance Cost | ' | ' | 6,400,000 | ' | ' | 6,400,000 | ' | ' | ' | ' | ' | ' | ' | 1,400,000 | 5,000,000 | ' | ' | ' |
Unamortized Debt Issuance Cost | 1,300,000 | ' | ' | ' | ' | ' | 4,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effective Interest Rate | ' | ' | ' | ' | ' | ' | 6.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized Discount | ' | ' | ' | ' | ' | ' | ($51,465,000) | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining Discount Amortization Period | ' | ' | ' | ' | ' | ' | '6 years 10 months 24 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent that Stock Price exceeds the closing share price | ' | ' | ' | ' | ' | ' | ' | 75.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares Underlying Notes | ' | ' | ' | ' | ' | ' | 12.9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
CONVERTIBLE_SENIOR_NOTES_Issua
CONVERTIBLE SENIOR NOTES Issuance Costs (Details) (Convertible Senior Notes [Member], USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 |
2% Note, Due 2021 [Member] | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Contractual interest coupon | $498 | ' | $498 | ' |
Amortization of debt issuance costs | 74 | ' | 74 | ' |
Amortization of debt discount | 645 | ' | 645 | ' |
Total interest cost recognized | 1,217 | ' | 1,217 | ' |
4% Notes, Due 2016 [Member] | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Contractual interest coupon | 1,725 | 1,725 | 5,175 | 5,175 |
Amortization of debt issuance costs | 240 | 240 | 721 | 721 |
Total interest cost recognized | $1,965 | $1,965 | $5,896 | $5,896 |
NET_INCOME_PER_COMMON_SHARE_Sc
NET INCOME PER COMMON SHARE (Schedule of Earnings Per Share) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 |
Numerator: | ' | ' | ' | ' |
Net income | $6,345 | $12,487 | $23,776 | $271,106 |
Interest on dilutive notes, net of tax | 0 | 1,252 | 3,754 | 3,757 |
Net income for purpose of computing net income per diluted share | $6,345 | $13,739 | $27,530 | $274,863 |
Denominator: | ' | ' | ' | ' |
Weighted average shares outstanding, excluding unvested restricted stock | 107,497,734 | 116,760,061 | 110,303,789 | 118,913,986 |
Weighted average effect of dilutive securities: | ' | ' | ' | ' |
Stock options, restricted stock, and employee stock purchase plan | 4,372,673 | 4,513,747 | 4,512,443 | 4,748,207 |
4.0% Notes due 2016 | 0 | 15,462,193 | 15,462,193 | 15,462,193 |
Denominator for diluted net income per common share | 111,870,407 | 136,736,001 | 130,278,425 | 139,124,386 |
Basic loss per common share (in dollars per share) | $0.06 | $0.11 | $0.22 | $2.28 |
Diluted loss per common share (in dollars per share) | $0.06 | $0.10 | $0.21 | $1.98 |
NET_INCOME_PER_COMMON_SHARE_Sc1
NET INCOME PER COMMON SHARE (Schedule of Anti-Dilutive Shares) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||||||||
Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | Mar. 31, 2011 | Sep. 30, 2014 | |
Unvested restricted stock [Member] | Unvested restricted stock [Member] | Unvested restricted stock [Member] | Unvested restricted stock [Member] | Option to purchase common stock [Member] | Option to purchase common stock [Member] | Option to purchase common stock [Member] | Option to purchase common stock [Member] | Potential shares to be issued from ESPP [Member] | Potential shares to be issued from ESPP [Member] | Potential shares to be issued from ESPP [Member] | Potential shares to be issued from ESPP [Member] | Common Stock Warrant [Member] | Common Stock Warrant [Member] | Common Stock Warrant [Member] | Common Stock Warrant [Member] | 4% Notes, Due 2016 [Member] | 4% Notes, Due 2016 [Member] | 4% Notes, Due 2016 [Member] | 4% Notes, Due 2016 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | 2% Note, Due 2021 [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | |||||
Convertible Debt Securities [Member] | Convertible Debt Securities [Member] | Convertible Debt Securities [Member] | Convertible Debt Securities [Member] | Convertible Debt Securities [Member] | Convertible Debt Securities [Member] | Convertible Debt Securities [Member] | Convertible Debt Securities [Member] | 4% Notes, Due 2016 [Member] | 2% Note, Due 2021 [Member] | |||||||||||||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total antidilutive securities | 28,636,600 | 634,495 | 4,639,269 | 715,588 | 71 | 7,391 | 3,426 | 2,491 | 269,656 | 627,104 | 334,283 | 713,097 | 0 | 0 | 0 | 0 | 6,452,340 | 0 | 2,150,780 | 0 | 15,462,193 | 0 | 0 | 0 | 6,452,340 | 0 | 2,150,780 | 0 | ' | ' |
Conversion Price (usd per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $11.16 | $24 |
STOCKBASED_COMPENSATION_Detail
STOCK-BASED COMPENSATION (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock-based compensation before income taxes | $8,549 | $9,843 | $25,577 | $27,453 |
Income tax benefit | -1,931 | -2,568 | -5,621 | -7,034 |
Stock-based compensation, net of tax | 6,618 | 7,275 | 19,956 | 20,419 |
Cost of service revenues [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock-based compensation before income taxes | 495 | 553 | 1,398 | 1,485 |
Cost of technology revenues [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock-based compensation before income taxes | 332 | 329 | 933 | 1,284 |
Cost of hardware revenue [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock-based compensation before income taxes | 61 | 78 | 199 | 235 |
Research and development [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock-based compensation before income taxes | 2,735 | 3,581 | 8,763 | 10,001 |
Sales and marketing [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock-based compensation before income taxes | 1,250 | 1,525 | 3,808 | 4,134 |
General and administrative [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock-based compensation before income taxes | $3,676 | $3,777 | $10,476 | $10,314 |
ACQUISITIONS_Assets_Acquired_a
ACQUISITIONS (Assets Acquired and Liabiltiies Assumed) (Details) (USD $) | Oct. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Liabilities: | ' | ' |
Goodwill | $99,364 | $12,266 |
Digitalsmiths [Member] | ' | ' |
Assets: | ' | ' |
Cash | 4,882 | ' |
Accounts receivable | 3,243 | ' |
Other current assets | 3,201 | ' |
Deferred tax assets, current | 3,831 | ' |
Fixed assets | 143 | ' |
Total Assets | 15,300 | ' |
Liabilities: | ' | ' |
Accounts payable | -1,266 | ' |
Other current liabilities | -8,572 | ' |
Deferred revenue | -970 | ' |
Deferred tax liability, long term | -10,009 | ' |
Other long-term liabilities | -1,012 | ' |
Total Liabilities | 21,829 | ' |
Intangibles | 52,700 | ' |
Goodwill | 87,098 | ' |
Total purchase consideration | $133,269 | ' |
ACQUISITIONS_Acquired_Intangib
ACQUISITIONS (Acquired Intangible Assets) (Details) (Digitalsmiths [Member], USD $) | 0 Months Ended | |
In Thousands, unless otherwise specified | Feb. 14, 2014 | Oct. 31, 2014 |
Intangible Assets Acquired as Part of Business Combination [Table] [Line Items] | ' | ' |
Intangibles | ' | $52,700 |
In process research and development | ' | ' |
Intangible Assets Acquired as Part of Business Combination [Table] [Line Items] | ' | ' |
Indefinite-Lived Intangible Assets | ' | 200 |
Software technology | ' | ' |
Intangible Assets Acquired as Part of Business Combination [Table] [Line Items] | ' | ' |
Finite-Lived Intangibles | ' | 14,100 |
Useful life | '6 years | ' |
Customer relationships | ' | ' |
Intangible Assets Acquired as Part of Business Combination [Table] [Line Items] | ' | ' |
Finite-Lived Intangibles | ' | 37,000 |
Useful life | '10 years | ' |
Trade name | ' | ' |
Intangible Assets Acquired as Part of Business Combination [Table] [Line Items] | ' | ' |
Finite-Lived Intangibles | ' | $1,400 |
Useful life | '6 years | ' |
ACQUISITIONS_ACQUISITIONS_Narr
ACQUISITIONS ACQUISITIONS (Narrative) (Details) (USD $) | Oct. 31, 2014 | Jan. 31, 2014 | Feb. 14, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 |
Digitalsmiths [Member] | Digitalsmiths [Member] | Minimum [Member] | Maximum [Member] | |||
Digitalsmiths [Member] | Digitalsmiths [Member] | |||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Payments to acquire business | ' | ' | $133,300,000 | ' | ' | ' |
Acquisition Costs, Cumulative | ' | ' | ' | 756,000 | ' | ' |
Business Combination, Acquisition Related Costs | ' | ' | ' | 709,000 | ' | ' |
Discount Rate | ' | ' | ' | ' | 12.00% | 14.00% |
Goodwill | $99,364,000 | $12,266,000 | ' | $87,098,000 | ' | ' |
INCOME_TAX_Details
INCOME TAX (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Income tax expense (benefit) | $7,129,000 | ($2,023,000) | $20,852,000 | ($168,947,000) |
Effective income tax rate reconciliation | 53.00% | -19.00% | 47.00% | -165.00% |
Effective income tax rate reconciliation, at federal statutory rate | 35.00% | ' | ' | ' |
Tax Benefit Realized from Exercise of Stock Options | $6,300,000 | ' | $16,200,000 | ' |