Tivo 10-Q 29 Aug 16 2016 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jul. 31, 2016	Aug. 26, 2016
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jul. 31, 2016
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q2
Trading Symbol	TIVO
Entity Registrant Name	TIVO INC
Entity Central Index Key	1,088,825
Current Fiscal Year End Date	--01-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		101,084,459

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jul. 31, 2016	Jan. 31, 2016
CURRENT ASSETS
Cash and cash equivalents	$ 444,625	$ 159,392
Short-term investments	83,669	486,677
Accounts receivable, net of allowance for doubtful accounts of $542 and $521, respectively	48,996	55,654
Inventories	13,801	17,535
Deferred cost of technology revenues, current	6,693	3,910
Prepaid expenses and other, current	9,987	12,717
Total current assets	607,771	735,885
LONG-TERM ASSETS
Property and equipment, net of accumulated depreciation of $57,375 and $56,188, respectively	14,587	12,629
Intangible assets, net of accumulated amortization of $46,985 and $41,471, respectively	52,631	57,627
Deferred cost of technology revenues, long-term	11,878	12,277
Goodwill	109,059	108,735
Deferred tax asset, long-term	145,143	155,719
Prepaid expenses and other, long-term	7,270	6,934
Total long-term assets	340,568	353,921
Total assets	948,339	1,089,806
CURRENT LIABILITIES
Accounts payable	19,358	21,243
Accrued liabilities	38,920	53,305
Deferred revenue, current	169,703	166,361
Convertible senior notes, current	0	132,409
Total current liabilities	227,981	373,318
LONG-TERM LIABILITIES
Deferred revenue, long-term	151,612	179,133
Convertible senior notes, long-term	186,024	182,382
Deferred Tax Liabilities, Net, Noncurrent	2,399	2,588
Other long-term liabilities	7,586	7,466
Total long-term liabilities	347,621	371,569
Total liabilities	575,602	744,887
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 146,299,861 and 143,473,136, respectively, and outstanding shares are 100,236,552 and 98,206,449, respectively	145	142
Treasury stock, at cost: 46,063,309 and 45,266,687 shares, respectively	(552,154)	(545,744)
Additional paid-in capital	1,267,374	1,251,865
Accumulated deficit	(340,443)	(357,983)
Accumulated other comprehensive income (loss)	(2,185)	(3,361)
Total stockholders’ equity	372,737	344,919
Total liabilities and stockholders’ equity	$ 948,339	$ 1,089,806

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Jul. 31, 2016	Jan. 31, 2016
Statement of Financial Position [Abstract]
Accounts receivable, allowance for doubtful accounts	$ 542	$ 521
Property and equipment, accumulated depreciation	57,375	56,188
Purchased technology, capitalized software, and intangible assets, accumulated amortization	$ 46,985	$ 41,471
Preferred Stock, par value	$ 0.001	$ 0.001
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	$ 0.001	$ 0.001
Common Stock, authorized shares	275,000,000	275,000,000
Common Stock, issued shares	146,299,861	143,473,136
Common Stock, outstanding shares	100,236,552	98,206,449
Treasury Stock, shares	46,063,309	45,266,687

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2016	Jul. 31, 2015	Jul. 31, 2016	Jul. 31, 2015
Revenues
Service and software revenues	$ 46,375	$ 43,098	$ 92,521	$ 82,947
Technology revenues	52,706	55,998	106,274	108,569
Hardware revenues	8,579	20,358	16,122	42,672
Net revenues	107,660	119,454	214,917	234,188
Cost of revenues
Cost of service and software revenues	16,180	15,171	32,430	30,610
Cost of technology revenues	7,377	8,710	14,686	14,846
Cost of hardware revenues	10,226	20,185	20,736	42,756
Total cost of revenues	33,783	44,066	67,852	88,212
Gross margin	73,877	75,388	147,065	145,976
Research and development	22,038	26,309	50,022	51,323
Sales and marketing	9,740	11,930	20,243	22,871
Sales and marketing, subscription acquisition costs	898	1,117	2,043	2,808
General and administrative	17,769	15,880	38,320	30,702
Restructuring Costs	18	0	3,746	0
Total operating expenses	50,463	55,236	114,374	107,704
Income from operations	23,414	20,152	32,691	38,272
Interest income	1,222	953	2,479	1,838
Interest expense and other income (expense)	(3,367)	(5,044)	(7,698)	(9,878)
Income before income taxes	21,269	16,061	27,472	30,232
Provision for income taxes	(7,884)	(7,722)	(9,932)	(14,014)
Net income	$ 13,385	$ 8,339	$ 17,540	$ 16,218
Net income per common share
Basic (in dollars per share)	$ 0.14	$ 0.09	$ 0.18	$ 0.18
Diluted (in dollars per share)	$ 0.14	$ 0.09	$ 0.18	$ 0.17
Income for purposes of computing net income per share:
Basic	$ 13,385	$ 8,339	$ 17,540	$ 16,218
Diluted	$ 13,385	$ 9,595	$ 18,020	$ 18,729
Weighted average common and common equivalent shares:
Basic (in shares)	95,603,639	92,382,999	95,071,320	92,139,957
Diluted (in shares)	97,679,600	110,381,018	100,345,879	111,442,972

CONDENSED CONSOLIDATED COMPREHE

CONDENSED CONSOLIDATED COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2016	Jul. 31, 2015	Jul. 31, 2016	Jul. 31, 2015
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]
Net income	$ 13,385	$ 8,339	$ 17,540	$ 16,218
Available-for-sale securities:
Unrealized gain (loss) on marketable securities, net of tax	(6)	(210)	257	(195)
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax	(476)	(1,038)	919	(1,038)
Total comprehensive income, net of tax	$ 12,903	$ 7,091	$ 18,716	$ 14,985

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jul. 31, 2016	Jul. 31, 2015
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 17,540	$ 16,218
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization of property and equipment and intangibles	9,230	8,132
Stock-based compensation expense	10,674	14,206
Amortization of discounts and premiums on investments	1,439	3,171
Change in fair value of contingent purchase consideration	795	256
Deferred income taxes	8,239	12,917
Amortization of debt issuance costs and debt discount	3,733	3,937
Allowance for doubtful accounts	71	80
Changes in assets and liabilities:
Accounts receivable	6,646	(5,017)
Inventories	3,734	2,911
Deferred cost of technology revenues	(2,353)	1,544
Prepaid expenses and other	1,849	1,103
Accounts payable	(2,230)	(6,896)
Accrued liabilities	(15,768)	(12,915)
Deferred revenue	(24,179)	(22,871)
Other long-term liabilities	795	(147)
Net cash provided by operating activities	20,215	16,629
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of short-term investments	(114,455)	(214,027)
Sales or maturities of short-term investments	517,286	234,805
Purchase of long-term investment	0	(2,420)
Payments to Acquire Businesses, Net of Cash Acquired	0	(16,616)
Acquisition of property and equipment and other long-term assets	(5,785)	(4,884)
Acquisition of intangible assets	0	(1,000)
Net cash provided by (used in) investing activities	397,046	(4,142)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock related to exercise of common stock options	6,775	7,482
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options	0	3,823
Maturity of notes payable	(132,500)	0
Treasury stock - repurchase of stock	(6,410)	(28,854)
Net cash used in financing activities	(132,135)	(17,549)
EFFECT OF EXCHANGE RATE CHANGES ON CASH	107	(122)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	285,233	(5,184)
CASH AND CASH EQUIVALENTS:
Balance at beginning of period	159,392	178,217
Balance at end of period	$ 444,625	$ 173,033

NATURE OF OPERATIONS

NATURE OF OPERATIONS	6 Months Ended
	Jul. 31, 2016
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 operating 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; dependence on third-party providers of program guide data, currently Gracenote, Inc. and, in the future, Rovi Corporation; risks in connection with the transition of the TiVo service from Gracenote to Rovi program guide data by the end of the wind-down period in the Company's existing contract with Gracenote which terminated on May 19, 2016; 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 over-the-top (OTT) sources of content; 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 base. Pending Merger with Rovi Corporation On April 28, 2016, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among the Company, Rovi Corporation (“Rovi”), Titan Technologies Corporation, a Delaware corporation and wholly owned subsidiary of Rovi (“Parent”), Nova Acquisition Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Rovi Merger Sub”) and Titan Acquisition Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“TiVo Merger Sub”), providing for the merger of Rovi Merger Sub with and into Rovi (the “Rovi Merger”), with Rovi as the surviving entity in the Rovi Merger and becoming a wholly owned subsidiary of Parent, the merger of TiVo Merger Sub with and into TiVo (the “TiVo Merger,” and, collectively with the Rovi Merger and the other transactions contemplated by the Merger Agreement, the “Transactions”), with TiVo as the surviving entity in the TiVo Merger and becoming a wholly owned subsidiary of Parent, subject to the terms and conditions set forth therein. Under the terms of the Merger Agreement, while the average Rovi stock price (based on the volume-weighted average trading price of the Rovi common stock on the NASDAQ over the 15 day period ending on (and including) the third trading day prior to closing) is between $16.00 and $25.00 , each share of TiVo common stock will be converted into the right to receive $10.70 in combination of cash and common stock in Parent that will own both TiVo and Rovi, with the cash component being no less than $2.75 and no more than $3.90 per share of TiVo common stock. If the average Rovi stock price is less than $16.00, the consideration per each share of TiVo common stock will be valued below $10.70 , and if the average Rovi stock price exceeds $25.00, the TiVo merger consideration will be valued above $10.70. Rovi stockholders will continue to own one share of common stock in Parent for each share of Rovi common stock owned as of the closing. The Transactions are subject to customary closing conditions, including approval by TiVo's and Rovi's stockholders, and are expected to close on September 7, 2016. The description of the Merger Agreement herein does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, which is attached as Exhibit 2.1 to the Current Report on Form 8-K filed by the Company on May 4, 2016. At the closing of the Transactions, each TiVo option and restricted stock unit held by TiVo employees and outside consultants (excluding awards held by members of the TiVo board) will be converted into an option or restricted stock unit award, as applicable, from Parent on the same terms and conditions as were applicable under such TiVo option or restricted stock unit (including with respect to vesting), but appropriately adjusted based on the Transactions consideration and to preserve the value of the award. Each TiVo option and restricted stock unit held by people who are not TiVo employees or outside consultants (including awards held by members of the TiVo board) will be canceled in exchange for a payment of a combination of cash and Rovi stock to each holder thereof that together equal the sum of the cash and stock consideration described in the merger agreement (in the case of an option, less the exercise price applicable thereto, but not below zero), multiplied by the number of shares of TiVo stock to which the award pertained, less any amount required to be withheld. In addition, at the closing of the Transactions, each TiVo time-based restricted stock award held by TiVo employees and outside consultants (excluding awards held by members of the TiVo board) will convert into a time-based restricted stock award from Parent on the same terms and conditions as were applicable under such TiVo restricted stock award (including with respect to vesting), but appropriately adjusted based on the Transactions consideration and to preserve the value of the award. TiVo Restricted Stock Awards held by people who are not TiVo employees or outside consultants (including awards held by members of the TiVo board) will be canceled in exchange for a payment of a combination of cash and Rovi stock to each holder of restricted stock that together equal the sum of the cash and stock consideration described in the merger agreement, multiplied by the number of shares of TiVo stock to which the restricted award pertained, less any amount required to be withheld. Performance-based restricted stock awards will be converted on the same basis as time-based restricted stock awards, with deemed achievement of target-level performance, and shall thereafter be subject to only time-based vesting or lapse restrictions deemed to have commenced as of the grant date of the underlying TiVo award and subject to vesting in three equal annual installments commencing on the first anniversary of such grant date. In connection with the Merger Agreement, Rovi, the Company, and Parent have filed relevant materials with the SEC, including a Registration Statement on Form S-4 filed by Parent that contains a joint proxy statement/prospectus filed on June 6, 2016, and amended on July 8, 2016, July 25, 2016, August 2, 2016, and August 5, 2016. Investors and security holders are urged to read these materials, and any other relevant documents that will be filed with the SEC, because they contain important information about Rovi, TiVo, Parent, and the proposed transactions. The joint proxy statement/prospectus was first mailed to investors of Rovi and the Company on August 5, 2016. The special meetings of the stockholders of the Company and Rovi to approve the proposed business combination transaction between the Company and Rovi and certain related matters have both been scheduled for September 7, 2016. The Transaction has previously received all necessary regulatory approvals. The Company expects that, subject to obtaining the approval of the Company's and Rovi's stockholders and the other customary closing conditions described in the joint proxy statement/prospectus distributed to the Company's stockholders, the Transactions will become effective on September 7, 2016 following approval by stockholders of both companies. TiVo and Rovi may each terminate the Merger Agreement under certain circumstances, and in connection with the termination of the Merger Agreement under specified circumstances, TiVo or Rovi may be required to pay the other party a termination fee of up to $36.6 million. Following completion of the Transactions, the Company’s common stock will be delisted from The NASDAQ Stock Market and deregistered under the Securities Exchange Act of 1934, as amended, and as such, the Company will no longer file periodic reports with the SEC.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jul. 31, 2016
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 July 31, 2016 and January 31, 2016 and the results of operations and the statement of other comprehensive income for the three and six months ended July 31, 2016 and 2015 and condensed consolidated statements of cash flows for the six months ended July 31, 2016 and 2015 . 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, 2016 . Operating results for the three and six months ended July 31, 2016 are not necessarily indicative of results that may be expected for this fiscal year ending January 31, 2017 or any other periods. Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements As of April 30, 2016, the Company has adopted Accounting Standards Update (ASU) No. 2015-03, Interest-Imputation of Interest . This standard requires that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of debt liability, consistent with debt discounts. The adoption of this standard is retrospective in that the Company's condensed consolidated balance sheet as of January 31, 2016 has been adjusted to reflect this standard. The adjustment has resulted in a total decrease of prepaid expenses and other, current and long-term assets and a decrease in the carrying amount of the Company's current and long-term convertible senior notes of approximately $4.1 million as of January 31, 2016. Recently Issued But Not Yet Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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. In July 2015, the FASB approved a one year deferral to the effective date of ASU 2014-09 for all entities so that the new standard will be effective for the Company on February 1, 2018. 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. In July 2015, the FASB issued ASU 2015-11, Inventory-Simplifying the Measurement of Inventory , which, for entities that do not measure inventory using the last-in, first-out (LIFO) or retail inventory method, changes the measurement principle for inventory from the lower of cost or market to lower of cost and net realizable value. The ASU also eliminates the requirement for these entities to consider replacement cost or net realizable value less an approximately normal profit margin when measuring inventory. This ASU is effective for the Company on February 1, 2017. This ASU will be applied prospectively. The Company has not yet determined the effect of the standard on its ongoing financial reporting. In February 2016, the FASB issued ASU 2016-6, Leases , which will require that lessees recognize most leases on-balance sheet. This will increase their reported assets and liabilities. Lessor accounting remains substantially similar to current U.S. GAAP. This ASU is effective for the Company on February 1, 2019. This ASU will be applied prospectively. The Company has not yet determined the effect of the standard on its ongoing financial reporting. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting , which is intended to improve the accounting for share-based payment transactions as part of the FASB’s simplification initiative. The ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The Company has not yet determined the effect of the standard on its ongoing financial reporting. In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments , which significantly changes the way entities recognize impairment of many financial assets by requiring immediate recognition of estimated credit losses expected to occur over their remaining life. This ASU is effective for TiVo on February 1, 2020. This ASU will be applied prospectively. The Company has not yet determined the effect of the standard on its ongoing financial reporting.

CASH AND INVESTMENTS

CASH AND INVESTMENTS	6 Months Ended
	Jul. 31, 2016
Investments and Cash [Abstract]
CASH AND INVESTMENTS	CASH AND INVESTMENTS Cash, cash equivalents, and short-term investments, consisted of the following: As of July 31, 2016 Adjusted Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (in thousands) Cash $ 51,333 $ — $ — $ 51,333 Cash equivalents: Commercial paper $ 39,451 — — $ 39,451 Money market funds $ 353,841 — — $ 353,841 Total cash and cash equivalents $ 444,625 $ — $ — $ 444,625 Marketable securities: Certificates of deposit $ 3,000 $ — $ — $ 3,000 Commercial paper 14,268 — — 14,268 Corporate debt securities 52,353 38 (55 ) 52,336 Variable-rate demand notes 145 — — 145 Municipal bonds 13,920 4 (4 ) 13,920 Current marketable debt securities $ 83,686 $ 42 $ (59 ) $ 83,669 Total cash, cash equivalents, and marketable debt securities 528,311 42 (59 ) 528,294 As of January 31, 2016 Adjusted Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (in thousands) Cash $ 14,362 $ — $ — $ 14,362 Cash equivalents: Commercial paper $ 31,576 $ 4 $ — $ 31,580 Money market funds $ 105,787 $ — $ — $ 105,787 Corporate debt securities $ 7,665 $ 1 $ (3 ) $ 7,663 Total cash and cash equivalents $ 159,390 $ 5 $ (3 ) $ 159,392 Marketable securities: Certificates of deposit $ 7,000 $ — $ — $ 7,000 Commercial paper 47,692 1 (3 ) 47,690 Corporate debt securities 387,927 66 (464 ) 387,529 Foreign government securities 9,458 2 (8 ) 9,452 Variable-rate demand notes 215 — — 215 Asset and mortgage-backed securities 21,002 2 (17 ) 20,987 Municipal bonds 13,797 11 (4 ) 13,804 Total $ 487,091 $ 82 $ (496 ) $ 486,677 Total cash, cash equivalents, and marketable debt securities $ 646,481 $ 87 $ (499 ) $ 646,069 None of these investments were in a loss position for greater than twelve months as of July 31, 2016 and January 31, 2016 . Marketable Securities The Company’s investment securities portfolio consists of various debt instruments, including certificates of deposit, commercial paper, corporate bonds, asset and mortgage-backed securities, foreign government securities, variable-rate demand notes, and municipal bonds, all of which are classified as available-for-sale. Other investment securities TiVo has investments in private companies where the Company’s ownership is less than 20% and TiVo does not have significant influence. The investments are accounted for under the cost method and are periodically assessed for other-than-temporary impairment. The Company's cost basis in such investments was $2.7 million as of July 31, 2016 and January 31, 2016 . Refer to Note 4 "Fair Value" for additional information on the impairment assessment of the investments. 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 July 31, 2016 January 31, 2016 (in thousands) Due within 1 year $ 61,774 $ 361,365 Due within 1 year through 5 years 21,750 125,097 Due after 10 years 145 215 Total $ 83,669 $ 486,677

FAIR VALUE

FAIR VALUE	6 Months Ended
	Jul. 31, 2016
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 matured in March 2016 (the "4.0% Notes due 2016") and which mature in 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 January 31, 2016 was $132.4 million and the fair value was $133.0 million , based on the notes' quoted market price as of January 31, 2016 . The carrying value of the 2.0% Notes due 2021 at July 31, 2016 and January 31, 2016 was $186.0 million and $182.4 million and the fair value was $228.6 million and $195.5 million , based on the notes' quoted market price as of July 31, 2016 and January 31, 2016 , respectively. 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 July 31, 2016 and January 31, 2016 : As of July 31, 2016 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Assets: Cash equivalents: Commercial paper $ 39,451 $ — $ 39,451 $ — Money market funds 353,841 353,841 — — Short-term investments: Certificates of deposit 3,000 — 3,000 — Commercial paper 14,268 — 14,268 — Corporate debt securities 52,336 — 52,336 — Variable-rate demand notes 145 — 145 — Municipal bonds 13,920 — 13,920 — Contingent Liabilities Acquisition purchase consideration $ 10,893 $ — $ — $ 10,893 Total $ 487,854 $ 353,841 $ 123,120 $ 10,893 As of January 31, 2016 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Assets: Cash equivalents: Commercial paper $ 31,580 $ — $ 31,580 $ — Money market funds 105,787 105,787 — — Corporate debt securities 7,663 — 7,663 — Short-term investments: Certificates of deposit 7,000 — 7,000 — Commercial paper 47,690 — 47,690 — Corporate debt securities 387,529 — 387,529 — Foreign government securities 9,452 — 9,452 — Variable-rate demand notes 215 — 215 — Asset- and mortgage-backed securities 20,987 — 20,987 — Municipal bonds 13,804 — 13,804 — Contingent Liabilities Acquisition purchase consideration 10,098 — — 10,098 Total $ 641,805 $ 105,787 $ 525,920 $ 10,098 Level 1 Measurements TiVo's cash equivalents held in money market funds 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. Level 3 Measurements The fair value of contingent purchase consideration arising from the acquisition of Cubiware is determined based on a probability-based approach that includes significant unobservable inputs which include projected revenues and EBITDA, percentage probability of occurrence, and a discount rate to calculate the present value of future cash earn-out payments. A significant change in these inputs could result in a significantly higher or lower fair value measurement. The fair value of contingent purchase consideration is calculated on a quarterly basis. Any change in the fair value is recorded to interest expense and other expense, net of that period. The change in the fair value of the Company’s contingent purchase consideration liability is as follows: Three Months Ended July 31, Six Months Ended July 31, 2016 2015 2016 2015 (in thousands) Beginning Balance $ 10,419 $ — $ 10,098 $ — Add: Fair value of contingent purchase consideration upon acquisition — 9,429 — 9,429 Add: Change in fair value of contingent purchase consideration 474 256 795 256 Ending Balance $ 10,893 $ 9,685 $ 10,893 $ 9,685 Quantitative information about the Company's Level 3 fair value measurement as of July 31, 2016 and January 31, 2016 for contingent purchase consideration is as follows: Unobservable Inputs July 31, 2016 January 31, 2016 Total expected payments (in thousands) $12,711 $12,705 Time-to-payments (weighted average years) 1.17 1.69 Discount rate 15% 15% 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 two direct investments in privately-held companies 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 event were identified, the Company would estimate the fair value of its cost method investments 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 investments was $2.7 million as of July 31, 2016 and January 31, 2016 . No events or circumstances indicating a potential impairment were identified as of July 31, 2016 .

INVENTORY

INVENTORY	6 Months Ended
	Jul. 31, 2016
Inventory Disclosure [Abstract]
INVENTORY	INVENTORY Inventory was as follows: As of July 31, 2016 January 31, 2016 ( in thousands) Raw Materials $ 3,781 $ 1,378 Finished Goods 10,020 16,157 Total Inventory $ 13,801 $ 17,535

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jul. 31, 2016
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 variable charge. The Company also includes a warranty through its Continual Care program to TiVo-Owned customers who use Roamio and BOLT DVRs for as long as they are monthly or annual subscribers to our service. The Company recognizes the cost associated with the Continual Care warranties at the time of the DVR sale. As of July 31, 2016 and January 31, 2016 , the accrued warranty reserve was $250,000 and $401,000 , 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 who purchase a lifetime subscription a 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 the sale of these MSO extended warranties over the second and third year of the warranty period. The extended warranty for MSOs applies through the end of the period of warranty. As of July 31, 2016 , the extended warranty deferred revenue and cost was $1.4 million and $127,000 , respectively. As of January 31, 2016 , the extended warranty deferred revenue and cost was $1.9 million and $180,000 , 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. As of July 31, 2016, the Company has not accrued any pre-judgment liability for any lawsuits filed against the Company, as the Company has neither determined that it is probable that a liability has been incurred at the date of the financial statements nor that the amount of any loss can be reasonably estimated. The Company expenses legal costs as they are incurred. On September 8, 2015, the Company filed a complaint against Samsung Electronics Co., LTD, Samsung Electronics America, Inc., and Samsung Telecommunications America, LLC. (“Samsung”) in the United States District Court for the Eastern District of Texas. The complaint asserts U.S. Patent No. 6,233,389, titled “Multimedia Time Warping System,” U.S. Patent No. 6,792,195, titled “Method And Apparatus Implementing Random Access And Time-Based Functions On A Continuous Stream Of Formatted Digital Data,” U.S. Patent No. 7,558,472, titled “Multimedia Signal Processing System,” and U.S. Patent No. 8,457,476, titled “Multimedia Signal Processing System.” The Complaint claims that Samsung infringes the Company’s patents by making and selling Samsung DVRs and mobile devices, and related software, that fall within the scope of one or more claims of the Company’s patents. The Company's complaint also claims that Samsung’s infringement is willful, and seeks, among other things, an unspecified amount in damages as well as an injunction. On November 17, 2015, Samsung filed an answer denying the Company’s allegations. On February 11, 2016, Samsung amended its answer to assert U.S. Patent No. 5,978,043, titled “TV Graphical User Interface That Provides Customized Lists Of Programming,” U.S. Patent No. 6,181,333, titled “Television Graphical User Interface Having Channel And Program Sorting Capabilities,” U.S. Patent No. 7,231,592, titled “Method And Apparatus For A Home Network Auto-Tree Builder,” and U.S. Patent No. 8,233,090, titled “Method Of Linkage-Viewing TV Broadcasting Program Between Mobile Communication Apparatus And Digital TV, And Mobile Communication Apparatus And Digital TV Thereof” against the Company. In its amended answer, Samsung counterclaims that the Company infringes Samsung’s patents by making and selling TiVo DVRs, and related software, that fall within the scope of one or more claims of Samsung’s patents. Samsung’s complaint claims that the Company’s infringement is willful, and seeks, among other things, damages in an unspecified amount. On February 22, 2016, the Court issued a preliminary scheduling order, setting jury selection for March 6, 2017. On August 2, 2016, Samsung filed a petition for inter partes review of U.S. Patent No. 6,233,389 with the U.S. Patent and Trademark Office. On August 12, 2016, Samsung filed two petitions for inter partes review of U.S. Patent No. 7,558,472, and two petitions for inter partes review of U.S. Patent No. 8,457,476, with the U.S. Patent and Trademark Office. The Company expects to incur material expenses in connection with this matter. On November 24, 2015, Dolby Laboratories Licensing Corporation & Dolby International AB (“Dolby”) formally notified TiVo that TiVo was in material breach of certain provisions in license agreements with Dolby and that TiVo had 30 days to cure the breaches or Dolby would terminate those license agreements. Dolby alleged that TiVo owed Dolby approximately $1.7 million in connection with TiVo’s alleged failure to properly report and pay royalties for sales of certain TiVo hardware and software products, including accrued interest. Dolby further alleged that TiVo owed Dolby approximately $8.7 million in connection with certain third-party hardware products that run TiVo software. TiVo notified Dolby that it does not agree with the results of its audit nor with its assertions that TiVo’s activities in connection with third-party hardware products in any way breach any of TiVo’s license agreements with Dolby. In late December 2015, in the interest of avoiding termination of those license agreements, TiVo tendered the $1.7 million sum, subject to a reservation of rights. The Company expensed $1.1 million as cost of revenues and $0.4 million as interest expense and other income (expense) in the fiscal year ended January 31, 2016. The remaining $0.2 million was expensed in prior periods. On July 25, 2016, TiVo and Dolby executed an agreement to settle the rest of the outstanding dispute for an immaterial amount. On July 14, 2016, alleged stockholders of TiVo filed a putative class action captioned Northern California Pipe Trades Trust Fund, et al. v. Peter Aquino, et al., Case Number 12560, in the Delaware Court of Chancery (the “Delaware Action”). The defendants are the five members of the TiVo board of directors who approved the Merger Agreement. The complaint in the Delaware Action alleges that the defendants breached their fiduciary duties to TiVo’s stockholders by failing to disclose all material facts concerning the Transactions described in the draft joint proxy statement/prospectus filed on June 6, 2016, and as amended on July 8, 2016. The complaint in the Delaware Action seeks orders: declaring that the action is properly maintainable as a class action; declaring that the defendants breached their fiduciary duties; enjoining consummation of the Transactions unless and until full disclosure is made of all material information; awarding plaintiffs their costs and disbursements, including attorneys’, accountants’, and experts’ fees; and awarding such other and further relief as is just and equitable. On July 14, 2016, plaintiffs in the Delaware Action filed a motion for expedited proceedings. On July 25, 2016, the defendants filed an opposition brief with the court. On July 29, 2016, following the filing of the July 25 Amendment to the S-4, the plaintiffs in the Delaware Action voluntarily dismissed their litigation as moot. On August 3 and August 10, 2016, alleged stockholders of TiVo filed putative class actions captioned Rebecca Graham v. TiVo, Inc., et al., Case Number 16-cv-04367-LHK, and Melvyn Klein v. TiVo, Inc., et al., Case Number 16-cv-04503, in the United States District Court for the Northern District of California (together, the "California Federal Actions"). The defendants in the California Federal Actions include TiVo and the five members of the TiVo board of directors who approved the Merger Agreement. The Klein action also names the remaining members of the TiVo board of directors, Rovi Corporation, Titan Technologies Corporation, Nova Acquisition Sub, Inc., and Titan Acquisition Sub, Inc. as defendants. The complaints in the California Federal Actions allege that the defendants violated Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 (the "Exchange Act") and Rule 14a-9 promulgated thereunder by failing to disclose all material facts concerning the Transactions in the draft joint proxy statement/prospectus filed on June 6, 2016, and as amended on July 8, July 25, and August 2, 2016. The complaints in the California Federal Actions seek orders: declaring that the actions are properly maintainable as class actions; declaring that the joint proxy statement/prospectus is materially misleading and contains omissions of material fact in violation of Section 14(a) of the Exchange Act and Rule 14a-9 promulgated thereunder; preliminarily and permanently enjoining defendants from proceeding with, consummating, or closing the Transactions unless and until defendants disclose the alleged material information omitted from the joint proxy statement/prospectus; directing the board of directors to disseminate a proxy statement/prospectus that does not contain any untrue statements of material fact and that states all material facts required in it to make the statements contained therein not misleading; awarding plaintiff and the proposed class rescissory damages, including pre-judgment and post-judgment interest, to the extent the Transactions are consummated; awarding plaintiff the costs and disbursements of this action, including attorneys' and expert fees and expenses; awarding extraordinary, equitable, and/or injunctive relief as permitted by law; and granting such other and further equitable relief as the court may deem just and proper. On August 23, 2016, the plaintiffs, TiVo, and the director defendants in the California Federal Actions filed a stipulation of dismissal. Pursuant to the stipulation, the plaintiffs voluntarily dismissed the California Federal Actions, acknowledging that the disclosures in TiVo's Form 8-K dated August 11, 2016 mooted plaintiffs' claims. The stipulation asks the court to retain jurisdiction for the sole purpose of addressing any application for attorneys' fees and expenses plaintiffs may make in connection with the mooted claims.

CONVERTIBLE SENIOR NOTES

CONVERTIBLE SENIOR NOTES	6 Months Ended
	Jul. 31, 2016
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 July 31, 2016 January 31, 2016 ( in thousands) 4.0% Notes due 2016 $ — $ 132,500 Less: Unamortized debt issuance costs — (91 ) Net carrying amount of 4.0% Notes due 2016 — 132,409 2.0% Notes due 2021 230,000 230,000 Less: Unamortized debt discount (40,347 ) (43,638 ) Less: Unamortized debt issuance costs (3,629 ) (3,980 ) Net carrying amount of 2.0% Notes due 2021 186,024 182,382 Total convertible debt 186,024 314,791 Less: Convertible short-term debt — 132,409 Convertible long-term debt 186,024 $ 182,382 4.0% Convertible Notes Due 2016: In March 2011, the Company issued $172.5 million aggregate principal amount of 4.0% Convertible Senior Notes due March 15, 2016 at par. The 4.0% Notes due 2016 could be converted under certain circumstances 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. In September 2015, the Company repurchased 4.0% Notes due 2016 with a face value of $40.0 million on the open market at the market value of the notes on the date of the repurchase. The Company paid a total of $41.0 million in cash comprised of $40.0 million in principal and $1.0 million in premium and commissions. The Company recognized a loss on the repurchase of $1.1 million in Interest expense and other expense, net. The loss consisted of $1.0 million in premiums and commissions and $101,000 in unamortized issuance costs relating to the $40.0 million repurchased. On March 15, 2016, the Company paid $132.5 million , the remaining principal on its 4.0% Notes due 2016 in cash. No conversion rights were exercised on the notes. The Company paid 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 were amortized to interest expense over the term of the 4.0% Notes due 2016. 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 July 31, Six Months Ended July 31, 2016 2015 2016 2015 (In Thousands) Contractual interest coupon $ — $ 1,725 $ 663 $ 3,450 Amortization of debt issuance costs — 240 91 481 Total interest cost recognized $ — $ 1,965 $ 754 $ 3,931 2.0% Convertible Notes Due 2021. In September 2014, the Company issued $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), subject to adjustment pursuant to the indenture governing the 2.0% Convertible Senior Notes due 2021 (the “2.0% Convertible Senior Notes Indenture”). 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 July 31, 2016 , 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 July 31, Six Months Ended July 31, 2016 2015 2016 2015 (In Thousands) Contractual interest coupon $ 1,150 $ 1,150 $ 2,300 $ 2,300 Amortization of debt issuance cost 176 176 351 351 Amortization of debt discount 1,661 1,566 3,291 3,106 Total interest cost recognized $ 2,987 $ 2,892 $ 5,942 $ 5,757 The effective interest rate on the liability component of the 2.0% Notes due 2021 was 6.0% . The remaining unamortized debt discount of $40.3 million as of July 31, 2016 will be amortized over the remaining life of the 2.0% Notes due 2021, which is approximately 5.2 years . Holders of the 2.0% Notes due 2021 may convert the 2.0% Notes due 2021 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 $1,000 principal amount of 2.0% Notes due 2021 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 2.0% Notes due 2021 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 2.0% Notes due 2021 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 2.0% Convertible Senior Notes Indenture) of the relevant 20 VWAP Trading Day observation period. The Company intends to settle any amounts due upon conversion up to the principal amount owed of the 2.0% Notes due 2021 in cash. The initial conversion rate for the 2.0% Notes due 2021 is 56.1073 shares of common stock per $1,000 in principal amount of 2.0% Notes due 2021, equivalent to a conversion price of approximately $17.82 per share of common stock. The conversion rate is subject to customary anti-dilution adjustments. Holders may require the Company to repurchase, for cash, all or part of their 2.0% Notes due 2021 upon a “Fundamental Change” (as defined in the 2.0% Convertible Senior Notes Indenture) at a price equal to 100% of the principal amount of the 2.0% Notes due 2021 being repurchased plus any accrued and unpaid interest up to, but excluding, the “Fundamental Change Repurchase Date” (as defined in the 2.0% Convertible Senior Notes Indenture). In addition, upon a “Make-Whole Fundamental Change” (as defined in the 2.0% Convertible Senior Notes Indenture) prior to the maturity date of the Notes, the Company will, in some cases, increase the conversion rate for a holder that elects to convert its 2.0% Notes due 2021 in connection with such Make-Whole Fundamental Change. On May 3, 2016, the Company gave notice to the holders of the 2.0% Notes due 2021 that the TiVo Merger would constitute a Fundamental Change and a Make-Whole Fundamental Change. On August 17, 2016, the Company gave notice to the holders of the 2.0% Notes due 2021 that the anticipated "Effective Date" (as defined in the 2.0% Convertible Senior Notes Indenture) of the TiVo Merger is September 7, 2016 and that the TiVo Merger will require a supplemental indenture pursuant to Section 10.12 of the 2.0% Convertible Senior Notes Indenture. The 2.0% Notes due 2021 bear cash interest at an annual rate of 2.00%, payable semi-annually in arrears 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 2.0% Notes due 2021. As of July 31, 2016 , unamortized deferred issuance cost was $3.6 million . 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 of the warrant transactions related to the 2.0% Notes due 2021 is initially $24.00 per share, which is 75% above the closing price of TiVo's common stock on September 16, 2014. 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, in the aggregate, 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 of the convertible note hedge transactions), 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. It is expected that settlement of the convertible note hedge transactions through net share settlement in connection with a conversion of 2.0% Notes due 2021 would result in the Company receiving a number of shares approximately equal to the number of shares issuable by the Company upon net share settlement of the 2.0% Notes due 2021 in connection with any such conversion. 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 July 31, 2016 the Company had not received any shares under these convertible note hedge transactions. The convertible note hedge transactions are subject to termination in connection with conversions of the 2.0% Notes due 2021 occurring in connection with a “Make-Whole Fundamental Change” under the indenture governing the 2.0% Notes due 2021 or as a result of a repurchase of the 2.0% Convertible Notes due 2021 (including as a result of a “Fundamental Change” under the 2.0% Notes due 2021). In connection with any such conversion or termination, the Company may receive amounts from the counterparties to the convertible note hedge transactions. Additionally, the Company may seek to unwind the convertible note hedge transactions concurrently with or prior to the consummation of the TiVo Merger. Warrants. Concurrently with the purchase of the convertible note hedge transactions, the Company received $30.2 million from the sale to the counterparties to the convertible note hedge transactions 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 of the warrants) 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 July 31, 2016 , 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. The warrants allow for certain adjustments to the terms thereof by the counterparties to the warrants in connection with the announcement of certain merger transactions and provide for termination of the warrants upon the consummation of certain merger transactions. The Company may owe amounts to the counterparties to the warrant transactions in connection with any such termination. Additionally, the Company may seek to unwind the warrant transactions concurrently with or prior to the consummation of the TiVo Merger.

NET INCOME PER COMMON SHARE

NET INCOME PER COMMON SHARE	6 Months Ended
	Jul. 31, 2016
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 six months ended July 31, 2016 and the three and six months ended July 31, 2015 is the dilutive effect of the 4.0% Notes due 2016 which is calculated using the if-converted method. The 4.0% Notes due 2016 were paid in March 2016 and no portion of the notes was outstanding during the three months ended July 31, 2016. The following table sets forth the computation of basic and diluted earnings per common share: Three Months Ended July 31, Six Months Ended July 31, 2016 2015 2016 2015 (income in thousands) Numerator: Net income $ 13,385 $ 8,339 $ 17,540 $ 16,218 Interest on dilutive notes, net of tax — 1,256 480 2,511 Net income for purpose of computing net income per diluted share 13,385 9,595 18,020 18,729 Denominator: Weighted average shares outstanding, excluding unvested restricted stock 95,603,639 92,382,999 95,071,320 92,139,957 Weighted average effect of dilutive securities: Stock options, restricted stock, and employee stock purchase plan 2,075,961 2,535,826 2,305,370 3,840,822 4.0% Notes due 2016 — 15,462,193 2,969,189 15,462,193 Denominator for diluted net income per common share 97,679,600 110,381,018 100,345,879 111,442,972 Basic net income per common share $ 0.14 $ 0.09 $ 0.18 $ 0.18 Diluted net income per common share $ 0.14 $ 0.09 $ 0.18 $ 0.17 The weighted average number of shares outstanding used in the computation of diluted net income per share in the six months ended July 31, 2016 and 2015 do not include the effect of the following potentially outstanding common stock because the effect would have been anti-dilutive: Three Months Ended July 31, Six Months Ended July 31, 2016 2015 2016 2015 Unvested restricted stock 126,460 205,915 71,672 2,749 Options to purchase common stock 397,634 405,005 547,644 404,084 2.0% Notes due to 2021 12,904,679 12,904,679 12,904,679 12,904,679 Common stock warrants 12,904,679 12,904,679 12,904,679 12,904,679 Total 26,333,452 26,420,278 26,428,674 26,216,191 Effect of conversion on net income per share. The 2.0% Notes due 2021 have no impact on diluted net income per share 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 calculation of net income (loss) per share, 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.

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	6 Months Ended
	Jul. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
STOCK-BASED COMPENSATION	STOCK-BASED COMPENSATION Total stock-based compensation for the three and six months ended July 31, 2016 and 2015 is as follows: Three Months Ended July 31, Six Months Ended July 31, 2016 2015 2016 2015 (In thousands) Cost of service and software revenues $ 421 $ 418 $ 929 $ 915 Cost of technology revenues 328 471 646 727 Cost of hardware revenues 36 29 69 69 Research and development 1,650 1,786 3,292 3,804 Sales and marketing 819 1,174 1,789 2,278 General and administrative 1,775 3,203 3,841 6,413 Transition and restructuring — — 108 — Stock-based compensation before income taxes $ 5,029 $ 7,081 $ 10,674 $ 14,206 Income tax benefit (1,443 ) (1,263 ) (2,958 ) (2,722 ) Stock-based compensation, net of tax $ 3,586 $ 5,818 $ 7,716 $ 11,484

TRANSITION AND RESTRUCTURING (N

TRANSITION AND RESTRUCTURING (Notes)	6 Months Ended
	Jul. 31, 2016
Restructuring and Related Activities [Abstract]
Restructuring and Related Activities Disclosure [Text Block]	TRANSITION AND RESTRUCTURING In February 2016, the Company announced the termination of approximately 58 full-time employees and additional contractors as part of a plan to better align the Company's resources and strategic goals. Restructuring expenses during the three and six months ended July 31, 2016 totaled $18,000 and $3.7 million and were principally comprised of severance pay expenses and related cash expenditures. The Company also recorded non-cash expenses of $0 and $108,000 before tax related to stock-based compensation expense for modification of restricted stock awards during the three and six months ended July 31, 2016. Additionally, as previously disclosed in the Company's Form 10-K for the fiscal year ended January 31, 2016, in November 31, 2016, it entered into a Transition Agreement with its former chief executive officer, Thomas Rogers, effective as of January 30, 2016, pursuant to which Mr. Rogers will receive the compensation and benefits under his employment agreement. The total transition and restructuring charge during the twelve months ended January 31, 2016 was $12.8 million which was comprised of a cash sum equal to $5.4 million , stock-based compensation of $6.4 million from full acceleration of the vesting of all unvested equity-related awards held by Mr. Rogers, and legal and other expenses of $1.0 million . As of July 31, 2016, total transition and restructuring liabilities of $774,000 relating to the above transactions— $609,000 of which are payable to Tom Rogers—are included in the accrued liabilities line item in the Company's Condensed Consolidated Balance Sheets. The remaining liabilities will be paid at various dates through December 31, 2016.

INCOME TAX

INCOME TAX	6 Months Ended
	Jul. 31, 2016
Income Tax Disclosure [Abstract]
INCOME TAX	INCOME TAX The Company recorded income tax expense of $7.9 million and $9.9 million , respectively for the three and six months ended July 31, 2016 as compared to income tax expense of $7.7 million and $14.0 million , respectively for the same prior year periods. The effective tax rate for the three and six months ended July 31, 2016 was 37% and 36% , respectively. The effective tax rate for the three and six months ended July 31, 2015 was 48% and 46% , respectively. The provision for income taxes for the three six months ended July 31, 2016 differs from the U.S. statutory tax rate of 35% primarily due to tax impact of non-deductible compensation and state taxes reduced by the benefit from research and development credits and the tax impact of earnings from foreign operations. The provision for income taxes for the three and six months ended July 31, 2015 differs from the U.S. statutory tax rate of 35% primarily due to tax impact of non-deductible compensation, stock based compensation, state taxes, and foreign taxes. As of July 31, 2016 , 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.

RELATED PARTIES (Notes)

RELATED PARTIES (Notes)	6 Months Ended
	Jul. 31, 2016
Related Party Transaction [Line Items]
Related Party Transactions Disclosure [Text Block]	RELATED PARTY TRANSACTIONS TRget Media, LLC: In February 2016, the Company entered into a sub-lease agreement with TRget Media, LLC, a company wholly owned by Tom Rogers, the Company's current chairman of its board of directors and former chief executive officer. The term of the sub-lease is from February 1, 2016 through October 31, 2018. Total payments to be received by the Company over the term of the lease are $339,000 . During the three and six months ended July 31, 2016, the Company was paid $24,000 and $73,000 pursuant to the sub-lease agreement.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jul. 31, 2016
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS On August 17, 2016, the Company and ECI Four Gold Street LLC entered into a new commercial lease agreement for the Company’s corporate headquarters in San Jose, California. The Company’s prior corporate headquarters lease was set to expire on January 31, 2017. The new lease commences on September 1, 2016 and extends through January 31, 2027 and provides for the lease by the Company of approximately 127,124 square feet of space. Total base rent payable over the extended lease period is $34.0 million . The Company has two options to extend the term of the lease for an additional consecutive five year period under each option with respect to the entire premises.

SUMMARY OF SIGNIFICANT ACCOUN20

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jul. 31, 2016
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 July 31, 2016 and January 31, 2016 and the results of operations and the statement of other comprehensive income for the three and six months ended July 31, 2016 and 2015 and condensed consolidated statements of cash flows for the six months ended July 31, 2016 and 2015 . 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, 2016 . Operating results for the three and six months ended July 31, 2016 are not necessarily indicative of results that may be expected for this fiscal year ending January 31, 2017 or any other periods.
Foreign Currency Translation	.
Recent Accounting Pronoucements	Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements As of April 30, 2016, the Company has adopted Accounting Standards Update (ASU) No. 2015-03, Interest-Imputation of Interest . This standard requires that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of debt liability, consistent with debt discounts. The adoption of this standard is retrospective in that the Company's condensed consolidated balance sheet as of January 31, 2016 has been adjusted to reflect this standard. The adjustment has resulted in a total decrease of prepaid expenses and other, current and long-term assets and a decrease in the carrying amount of the Company's current and long-term convertible senior notes of approximately $4.1 million as of January 31, 2016. Recently Issued But Not Yet Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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. In July 2015, the FASB approved a one year deferral to the effective date of ASU 2014-09 for all entities so that the new standard will be effective for the Company on February 1, 2018. 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. In July 2015, the FASB issued ASU 2015-11, Inventory-Simplifying the Measurement of Inventory , which, for entities that do not measure inventory using the last-in, first-out (LIFO) or retail inventory method, changes the measurement principle for inventory from the lower of cost or market to lower of cost and net realizable value. The ASU also eliminates the requirement for these entities to consider replacement cost or net realizable value less an approximately normal profit margin when measuring inventory. This ASU is effective for the Company on February 1, 2017. This ASU will be applied prospectively. The Company has not yet determined the effect of the standard on its ongoing financial reporting. In February 2016, the FASB issued ASU 2016-6, Leases , which will require that lessees recognize most leases on-balance sheet. This will increase their reported assets and liabilities. Lessor accounting remains substantially similar to current U.S. GAAP. This ASU is effective for the Company on February 1, 2019. This ASU will be applied prospectively. The Company has not yet determined the effect of the standard on its ongoing financial reporting. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting , which is intended to improve the accounting for share-based payment transactions as part of the FASB’s simplification initiative. The ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The Company has not yet determined the effect of the standard on its ongoing financial reporting. In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments , which significantly changes the way entities recognize impairment of many financial assets by requiring immediate recognition of estimated credit losses expected to occur over their remaining life. This ASU is effective for TiVo on February 1, 2020. This ASU will be applied prospectively. The Company has not yet determined the effect of the standard on its ongoing financial reporting.
Marketable Securities	Marketable Securities The Company’s investment securities portfolio consists of various debt instruments, including certificates of deposit, commercial paper, corporate bonds, asset and mortgage-backed securities, foreign government securities, variable-rate demand notes, and municipal bonds, all of which are classified as available-for-sale.
Cost Method Investments	Other investment securities TiVo has investments in private companies where the Company’s ownership is less than 20% and TiVo does not have significant influence. The investments are accounted for under the cost method and are periodically assessed for other-than-temporary impairment. The Company's cost basis in such investments was $2.7 million as of July 31, 2016 and January 31, 2016 . Refer to Note 4 "Fair Value" for additional information on the impairment assessment of the investments.
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 variable charge. The Company also includes a warranty through its Continual Care program to TiVo-Owned customers who use Roamio and BOLT DVRs for as long as they are monthly or annual subscribers to our service. The Company recognizes the cost associated with the Continual Care warranties at the time of the DVR sale. As of July 31, 2016 and January 31, 2016 , the accrued warranty reserve was $250,000 and $401,000 , 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 who purchase a lifetime subscription a 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 the sale of these MSO extended warranties over the second and third year of the warranty period. The extended warranty for MSOs applies through the end of the period of warranty. As of July 31, 2016 , the extended warranty deferred revenue and cost was $1.4 million and $127,000 , respectively. As of January 31, 2016 , the extended warranty deferred revenue and cost was $1.9 million and $180,000 , 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	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.

CASH AND INVESTMENTS (Tables)

CASH AND INVESTMENTS (Tables)	6 Months Ended
	Jul. 31, 2016
Investments and Cash [Abstract]
Unrealized Gain (Loss) on Investments	Cash, cash equivalents, and short-term investments, consisted of the following: As of July 31, 2016 Adjusted Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (in thousands) Cash $ 51,333 $ — $ — $ 51,333 Cash equivalents: Commercial paper $ 39,451 — — $ 39,451 Money market funds $ 353,841 — — $ 353,841 Total cash and cash equivalents $ 444,625 $ — $ — $ 444,625 Marketable securities: Certificates of deposit $ 3,000 $ — $ — $ 3,000 Commercial paper 14,268 — — 14,268 Corporate debt securities 52,353 38 (55 ) 52,336 Variable-rate demand notes 145 — — 145 Municipal bonds 13,920 4 (4 ) 13,920 Current marketable debt securities $ 83,686 $ 42 $ (59 ) $ 83,669 Total cash, cash equivalents, and marketable debt securities 528,311 42 (59 ) 528,294 As of January 31, 2016 Adjusted Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (in thousands) Cash $ 14,362 $ — $ — $ 14,362 Cash equivalents: Commercial paper $ 31,576 $ 4 $ — $ 31,580 Money market funds $ 105,787 $ — $ — $ 105,787 Corporate debt securities $ 7,665 $ 1 $ (3 ) $ 7,663 Total cash and cash equivalents $ 159,390 $ 5 $ (3 ) $ 159,392 Marketable securities: Certificates of deposit $ 7,000 $ — $ — $ 7,000 Commercial paper 47,692 1 (3 ) 47,690 Corporate debt securities 387,927 66 (464 ) 387,529 Foreign government securities 9,458 2 (8 ) 9,452 Variable-rate demand notes 215 — — 215 Asset and mortgage-backed securities 21,002 2 (17 ) 20,987 Municipal bonds 13,797 11 (4 ) 13,804 Total $ 487,091 $ 82 $ (496 ) $ 486,677 Total cash, cash equivalents, and marketable debt securities $ 646,481 $ 87 $ (499 ) $ 646,069
Investments Classified by 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 July 31, 2016 January 31, 2016 (in thousands) Due within 1 year $ 61,774 $ 361,365 Due within 1 year through 5 years 21,750 125,097 Due after 10 years 145 215 Total $ 83,669 $ 486,677

FAIR VALUE (Tables)

FAIR VALUE (Tables)	6 Months Ended
	Jul. 31, 2016
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 July 31, 2016 and January 31, 2016 : As of July 31, 2016 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Assets: Cash equivalents: Commercial paper $ 39,451 $ — $ 39,451 $ — Money market funds 353,841 353,841 — — Short-term investments: Certificates of deposit 3,000 — 3,000 — Commercial paper 14,268 — 14,268 — Corporate debt securities 52,336 — 52,336 — Variable-rate demand notes 145 — 145 — Municipal bonds 13,920 — 13,920 — Contingent Liabilities Acquisition purchase consideration $ 10,893 $ — $ — $ 10,893 Total $ 487,854 $ 353,841 $ 123,120 $ 10,893 As of January 31, 2016 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Assets: Cash equivalents: Commercial paper $ 31,580 $ — $ 31,580 $ — Money market funds 105,787 105,787 — — Corporate debt securities 7,663 — 7,663 — Short-term investments: Certificates of deposit 7,000 — 7,000 — Commercial paper 47,690 — 47,690 — Corporate debt securities 387,529 — 387,529 — Foreign government securities 9,452 — 9,452 — Variable-rate demand notes 215 — 215 — Asset- and mortgage-backed securities 20,987 — 20,987 — Municipal bonds 13,804 — 13,804 — Contingent Liabilities Acquisition purchase consideration 10,098 — — 10,098 Total $ 641,805 $ 105,787 $ 525,920 $ 10,098
Fair Value, Contingent Purchase Consideration	The change in the fair value of the Company’s contingent purchase consideration liability is as follows: Three Months Ended July 31, Six Months Ended July 31, 2016 2015 2016 2015 (in thousands) Beginning Balance $ 10,419 $ — $ 10,098 $ — Add: Fair value of contingent purchase consideration upon acquisition — 9,429 — 9,429 Add: Change in fair value of contingent purchase consideration 474 256 795 256 Ending Balance $ 10,893 $ 9,685 $ 10,893 $ 9,685
Fair Value Inputs, Liabilities, Quantitative Information [Table Text Block]	Quantitative information about the Company's Level 3 fair value measurement as of July 31, 2016 and January 31, 2016 for contingent purchase consideration is as follows: Unobservable Inputs July 31, 2016 January 31, 2016 Total expected payments (in thousands) $12,711 $12,705 Time-to-payments (weighted average years) 1.17 1.69 Discount rate 15% 15%

INVENTORY (Tables)

INVENTORY (Tables)	6 Months Ended
	Jul. 31, 2016
Inventory Disclosure [Abstract]
Schedule of Inventory, Current	Inventory was as follows: As of July 31, 2016 January 31, 2016 ( in thousands) Raw Materials $ 3,781 $ 1,378 Finished Goods 10,020 16,157 Total Inventory $ 13,801 $ 17,535

CONVERTIBLE SENIOR NOTES (Table

CONVERTIBLE SENIOR NOTES (Tables)	6 Months Ended
	Jul. 31, 2016
Debt Disclosure [Abstract]
Carrying Value of Convertible Debt	The following table reflects the carrying value of the Company's convertible senior notes: As of July 31, 2016 January 31, 2016 ( in thousands) 4.0% Notes due 2016 $ — $ 132,500 Less: Unamortized debt issuance costs — (91 ) Net carrying amount of 4.0% Notes due 2016 — 132,409 2.0% Notes due 2021 230,000 230,000 Less: Unamortized debt discount (40,347 ) (43,638 ) Less: Unamortized debt issuance costs (3,629 ) (3,980 ) Net carrying amount of 2.0% Notes due 2021 186,024 182,382 Total convertible debt 186,024 314,791 Less: Convertible short-term debt — 132,409 Convertible long-term debt 186,024 $ 182,382
Schedule of Long-term Debt Instruments Issuance Costs	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 July 31, Six Months Ended July 31, 2016 2015 2016 2015 (In Thousands) Contractual interest coupon $ 1,150 $ 1,150 $ 2,300 $ 2,300 Amortization of debt issuance cost 176 176 351 351 Amortization of debt discount 1,661 1,566 3,291 3,106 Total interest cost recognized $ 2,987 $ 2,892 $ 5,942 $ 5,757 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 July 31, Six Months Ended July 31, 2016 2015 2016 2015 (In Thousands) Contractual interest coupon $ — $ 1,725 $ 663 $ 3,450 Amortization of debt issuance costs — 240 91 481 Total interest cost recognized $ — $ 1,965 $ 754 $ 3,931

NET INCOME PER COMMON SHARE (Ta

NET INCOME PER COMMON SHARE (Tables)	6 Months Ended
	Jul. 31, 2016
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 July 31, Six Months Ended July 31, 2016 2015 2016 2015 (income in thousands) Numerator: Net income $ 13,385 $ 8,339 $ 17,540 $ 16,218 Interest on dilutive notes, net of tax — 1,256 480 2,511 Net income for purpose of computing net income per diluted share 13,385 9,595 18,020 18,729 Denominator: Weighted average shares outstanding, excluding unvested restricted stock 95,603,639 92,382,999 95,071,320 92,139,957 Weighted average effect of dilutive securities: Stock options, restricted stock, and employee stock purchase plan 2,075,961 2,535,826 2,305,370 3,840,822 4.0% Notes due 2016 — 15,462,193 2,969,189 15,462,193 Denominator for diluted net income per common share 97,679,600 110,381,018 100,345,879 111,442,972 Basic net income per common share $ 0.14 $ 0.09 $ 0.18 $ 0.18 Diluted net income per common share $ 0.14 $ 0.09 $ 0.18 $ 0.17
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 six months ended July 31, 2016 and 2015 do not include the effect of the following potentially outstanding common stock because the effect would have been anti-dilutive: Three Months Ended July 31, Six Months Ended July 31, 2016 2015 2016 2015 Unvested restricted stock 126,460 205,915 71,672 2,749 Options to purchase common stock 397,634 405,005 547,644 404,084 2.0% Notes due to 2021 12,904,679 12,904,679 12,904,679 12,904,679 Common stock warrants 12,904,679 12,904,679 12,904,679 12,904,679 Total 26,333,452 26,420,278 26,428,674 26,216,191 Effect of conversion on net income per share. The 2.0% Notes due 2021 have no impact on diluted net income per share 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 calculation of net income (loss) per share, 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.

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	6 Months Ended
	Jul. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of Stock-Based Compensation	Total stock-based compensation for the three and six months ended July 31, 2016 and 2015 is as follows: Three Months Ended July 31, Six Months Ended July 31, 2016 2015 2016 2015 (In thousands) Cost of service and software revenues $ 421 $ 418 $ 929 $ 915 Cost of technology revenues 328 471 646 727 Cost of hardware revenues 36 29 69 69 Research and development 1,650 1,786 3,292 3,804 Sales and marketing 819 1,174 1,789 2,278 General and administrative 1,775 3,203 3,841 6,413 Transition and restructuring — — 108 — Stock-based compensation before income taxes $ 5,029 $ 7,081 $ 10,674 $ 14,206 Income tax benefit (1,443 ) (1,263 ) (2,958 ) (2,722 ) Stock-based compensation, net of tax $ 3,586 $ 5,818 $ 7,716 $ 11,484

NATURE OF OPERATIONS Pending Me

NATURE OF OPERATIONS Pending Merger with Rovi Corporation (Details) - Rovi Corporation [Member]	Apr. 28, 2016$ / shares
Business Acquisition, Contingent Consideration [Line Items]
Business Acquisition, Contingent Consideration, Number of Shares	$ 10.70
Minimum [Member]
Business Acquisition, Contingent Consideration [Line Items]
Exchange Ratio Collar	16
Business Acquisition, Contingent Consideration, Cash	2.75
Maximum [Member]
Business Acquisition, Contingent Consideration [Line Items]
Exchange Ratio Collar	25
Business Acquisition, Contingent Consideration, Cash	$ 3.90

CASH AND INVESTMENTS (Details)

CASH AND INVESTMENTS (Details) - USD ($) $ in Thousands	Jul. 31, 2016	Jan. 31, 2016	Jul. 31, 2015	Jan. 31, 2015
Unrealized Gain (Loss) on Investments [Abstract]
Cash and Cash Equivalents, Adjusted Cost	$ 444,625	$ 159,390
Cash and Cash Equivalents: Accumulated Gross Unrealized Gain, before tax	0	5
Cash and Cash Equivalents, Gross Unrealized Losses	0	(3)
Cash and Cash Equivalents, Fair Value	444,625	159,392	$ 173,033	$ 178,217
Marketable securities, Adjusted Cost	83,686	487,091
Marketable securities, Gross Unrealized Gains	42	82
Marketable securities, Gross Unrealized Losses	(59)	(496)
Marketable securities, Fair Value	83,669	486,677
Total cash, cash equivalents, and marketable debt securities, Adjusted Cost	528,311	646,481
Cash and Cash Equivalents and Available-for-sale Securities, Accumulated Gross Unrealized Gain, Before Tax	42	87
Total cash, cash equivalents, and marketable debt securities, Gross Unrealized Losses	(59)	(499)
Total cash, cash equivalents, and marketable debt securities, Fair Value	528,294	646,069
Cost basis in investments	2,700	2,700
Available-for-sale Securities, Debt Maturities, Fair Value, Fiscal Year Maturity [Abstract]
Due within 1 year	61,774	361,365
Due within 1 year through 5 years	21,750	125,097
Due after 10 years	145	215
Total marketable securities	83,669	486,677
Cash [Member]
Unrealized Gain (Loss) on Investments [Abstract]
Cash and Cash Equivalents, Adjusted Cost	51,333	14,362
Cash and Cash Equivalents: Accumulated Gross Unrealized Gain, before tax	0	0
Cash and Cash Equivalents, Gross Unrealized Losses	0	0
Cash and Cash Equivalents, Fair Value	51,333	14,362
Commercial paper [Member]
Unrealized Gain (Loss) on Investments [Abstract]
Cash and Cash Equivalents, Adjusted Cost	39,451	31,576
Cash and Cash Equivalents: Accumulated Gross Unrealized Gain, before tax	0	4
Cash and Cash Equivalents, Gross Unrealized Losses	0	0
Cash and Cash Equivalents, Fair Value	39,451	31,580
Marketable securities, Adjusted Cost	14,268	47,692
Marketable securities, Gross Unrealized Gains	0	1
Marketable securities, Gross Unrealized Losses	0	(3)
Marketable securities, Fair Value	14,268	47,690
Certificates of deposit [Member]
Unrealized Gain (Loss) on Investments [Abstract]
Marketable securities, Adjusted Cost	3,000	7,000
Marketable securities, Gross Unrealized Gains	0	0
Marketable securities, Gross Unrealized Losses	0	0
Marketable securities, Fair Value	3,000	7,000
Money market funds [Member]
Unrealized Gain (Loss) on Investments [Abstract]
Cash and Cash Equivalents, Adjusted Cost	353,841	105,787
Cash and Cash Equivalents: Accumulated Gross Unrealized Gain, before tax	0	0
Cash and Cash Equivalents, Gross Unrealized Losses	0	0
Cash and Cash Equivalents, Fair Value	353,841	105,787
Corporate debt securities [Member]
Unrealized Gain (Loss) on Investments [Abstract]
Cash and Cash Equivalents, Adjusted Cost		7,665
Cash and Cash Equivalents: Accumulated Gross Unrealized Gain, before tax		1
Cash and Cash Equivalents, Gross Unrealized Losses		(3)
Cash and Cash Equivalents, Fair Value		7,663
Marketable securities, Adjusted Cost	52,353	387,927
Marketable securities, Gross Unrealized Gains	38	66
Marketable securities, Gross Unrealized Losses	(55)	(464)
Marketable securities, Fair Value	52,336	387,529
Foreign government securities [Member]
Unrealized Gain (Loss) on Investments [Abstract]
Marketable securities, Adjusted Cost		9,458
Marketable securities, Gross Unrealized Gains		2
Marketable securities, Gross Unrealized Losses		(8)
Marketable securities, Fair Value		9,452
Variable-rate demand notes [Member]
Unrealized Gain (Loss) on Investments [Abstract]
Marketable securities, Adjusted Cost	145	215
Marketable securities, Gross Unrealized Gains	0	0
Marketable securities, Gross Unrealized Losses	0	0
Marketable securities, Fair Value	145	215
Asset and mortgage-backed securities [Member]
Unrealized Gain (Loss) on Investments [Abstract]
Marketable securities, Adjusted Cost		21,002
Marketable securities, Gross Unrealized Gains		2
Marketable securities, Gross Unrealized Losses		(17)
Marketable securities, Fair Value		20,987
Municipal bonds [Member]
Unrealized Gain (Loss) on Investments [Abstract]
Marketable securities, Adjusted Cost	13,920	13,797
Marketable securities, Gross Unrealized Gains	4	11
Marketable securities, Gross Unrealized Losses	(4)	(4)
Marketable securities, Fair Value	$ 13,920	$ 13,804

FAIR VALUE (Fair Value by Balan

FAIR VALUE (Fair Value by Balance Sheet Grouping) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands	Jul. 31, 2016	Jan. 31, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	$ 487,854	$ 641,805
Commercial paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	39,451	31,580
Money market funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	353,841	105,787
Certificates of deposit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	3,000	7,000
Commercial paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	14,268	47,690
Corporate debt securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents		7,663
Short-term investments	52,336	387,529
Foreign government securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments		9,452
Variable-rate demand notes [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	145	215
Asset and mortgage-backed securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments		20,987
Municipal bonds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	13,920	13,804
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	353,841	105,787
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	353,841	105,787
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]
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]
Cash equivalents		0
Short-term investments	0	0
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
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	0
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	123,120	525,920
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	39,451	31,580
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]
Short-term investments	3,000	7,000
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	14,268	47,690
Significant Other Observable Inputs (Level 2) [Member] | Corporate debt securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents		7,663
Short-term investments	52,336	387,529
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		9,452
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	145	215
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		20,987
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	13,920	13,804
Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	10,893	10,098
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]
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]
Cash equivalents		0
Short-term investments	0	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
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	0
Contingent Purchase Consideration [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	10,893	10,098
Contingent Purchase Consideration [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	0	0
Contingent Purchase Consideration [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	0	0
Contingent Purchase Consideration [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	$ 10,893	$ 10,098

FAIR VALUE (Narrative) (Details

FAIR VALUE (Narrative) (Details) - USD ($) $ in Thousands	Jul. 31, 2016	Jan. 31, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible debt carrying value	$ 186,024	$ 182,382
Cost basis in investments	2,700	2,700
4% Notes, Due 2016 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible debt carrying value		132,400
Convertible debt fair value		133,000
2% Note, Due 2021 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible debt carrying value	186,000	182,400
Convertible debt fair value	$ 228,600	$ 195,500

FAIR VALUE FAIR VALUE (Change i

FAIR VALUE FAIR VALUE (Change in Fair Value of Contingent Purchase Consideration) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2016	Jul. 31, 2015	Jul. 31, 2016	Jul. 31, 2015
Business Acquisition [Line Items]
Business Combination, Contingent Consideration Arrangements, Acquired Fair Value, Liability	$ 0	$ 9,429	$ 0	$ 9,429
Add: Change in fair value of contingent purchase consideration	474	256	795	256
Fair value of contingent purchase consideration, ending balance	10,893	9,685	10,893	9,685
Cubiware Corporation [Member]
Business Acquisition [Line Items]
Fair value of contingent purchase consideration, beginning balance	$ 10,419	$ 0	$ 10,098	$ 0

FAIR VALUE INPUTS TO VALUATION

FAIR VALUE INPUTS TO VALUATION OF CONTINGENT PURCHASE CONSIDERATION (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jul. 31, 2016	Jan. 31, 2016
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair Value Inputs, Expected Payments	$ 12,711	$ 12,705
Fair Value Inputs, Time to Payments, Weighted Average	1 year 2 months 1 day	1 year 8 months 8 days
Fair Value Inputs, Discount Rate	15.00%	15.00%

INVENTORY (Details)

INVENTORY (Details) - USD ($) $ in Thousands	Jul. 31, 2016	Jan. 31, 2016
Inventory Disclosure [Abstract]
Raw Materials	$ 3,781	$ 1,378
Finished Goods	10,020	16,157
Total Inventory	$ 13,801	$ 17,535

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details) - USD ($)	Nov. 24, 2015	Jul. 31, 2016	Jan. 31, 2016	Jan. 31, 2015
Loss Contingencies [Line Items]
Product Warranty Accrual		$ 250,000	$ 401,000
Extended Warranty Deferred Revenue		1,400,000	1,900,000
Extended Warranty Deferred Cost of Sales		$ 127,000	180,000
Minimum [Member]
Loss Contingencies [Line Items]
Extended Product Warranty Term		2 years
Loss Contingency, Estimate of Possible Loss		$ 0
Maximum [Member]
Loss Contingencies [Line Items]
Extended Product Warranty Term		3 years
Loss Contingency, Estimate of Possible Loss		$ 9,000,000
Breach of Contract with Dolby [Member]
Loss Contingencies [Line Items]
Loss Contingency, Failure to Pay Royalties, Alleged Amount	$ 1,700,000
Loss Contingency, Amount Owed from Third Party Products, Alleged Amount	$ 8,700,000
Litigation Settlement, Expense			1,100,000	$ 200,000
Litigation Settlement Interest			$ 400,000

CONVERTIBLE SENIOR NOTES Carryi

CONVERTIBLE SENIOR NOTES Carrying Value (Details) - USD ($) $ in Thousands	Jul. 31, 2016	Jan. 31, 2016	Sep. 30, 2014	Mar. 31, 2011
Debt Instrument [Line Items]
Total convertible debt	$ 186,024	$ 314,791
Less: Convertible short-term debt	0	132,409
Convertible long-term debt	$ 186,024	182,382
Convertible Senior Notes [Member] | 4% Notes, Due 2016 [Member]
Debt Instrument [Line Items]
Stated interest rate	4.00%			4.00%
Convertible Senior Notes, Gross	$ 0	132,500
Unamortized Debt Issuance Expense	0	(91)
Total convertible debt	$ 0	132,409
Convertible Senior Notes [Member] | 2% Note, Due 2021 [Member]
Debt Instrument [Line Items]
Stated interest rate	2.00%		2.00%
Convertible Senior Notes, Gross	$ 230,000	230,000
Less: Unamortized debt discount	(40,347)	(43,638)
Unamortized Debt Issuance Expense	(3,629)	(3,980)
Total convertible debt	$ 186,024	$ 182,382

CONVERTIBLE SENIOR NOTES Narrat

CONVERTIBLE SENIOR NOTES Narrative (Details) $ / shares in Units, shares in Millions	Sep. 30, 2014USD ($)$ / shares	Mar. 31, 2011USD ($)$ / shares	Sep. 30, 2015USD ($)	Jul. 31, 2016USD ($)day$ / sharesshares	Jul. 31, 2015USD ($)	Mar. 15, 2016USD ($)	Jan. 31, 2016USD ($)
Debt Instrument [Line Items]
Repurchase of notes				$ (132,500,000)	$ 0
Convertible Senior Notes [Member] | 4% Notes, Due 2016 [Member]
Debt Instrument [Line Items]
Face Amount		$ 172,500,000
Stated interest rate		4.00%		4.00%
Conversion Ratio		89.6359
Conversion Price (usd per share) | $ / shares		$ 11.16
Proceeds from Issuance of Debt		$ 166,100,000
Repurchased face amount of notes			$ 40,000,000			$ 132,500,000
Repayment of long-term debt			41,000,000
Loss on repurchase of notes			1,100,000
Loss on repurchase of notes - premiums and commissions			1,000,000
Loss on repurchase of notes - write off of unamortized issuance costs			$ 101,000
Debt Issuance Costs and Expenses		$ 6,400,000
Unamortized Debt Issuance Cost				$ 0			$ 91,000
Convertible Senior Notes [Member] | 2% Note, Due 2021 [Member]
Debt Instrument [Line Items]
Face Amount	$ 230,000,000
Stated interest rate	2.00%			2.00%
Conversion Ratio	56.1073
Proceeds from Issuance of Debt	$ 223,600,000
Proceeds from Warrant Exercises	30,200,000
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
Debt Issuance Costs and Expenses	$ 6,400,000
Unamortized Debt Issuance Cost				$ 3,629,000			3,980,000
Effective Interest Rate	6.00%
Unamortized Discount				$ (40,347,000)			$ (43,638,000)
Remaining Discount Amortization Period				5 years 2 months
Percent that Stock Price exceeds the closing share price	75.00%
Shares Underlying Notes | shares				12.9
Convertible Debt [Member] | Convertible Senior Notes Maturing October 2021 [Member]
Debt Instrument [Line Items]
Deferred Finance Costs, Net	$ 5,000,000
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares	$ 24
Debt Instrument, Redemption, Period One [Member] | 2% Note, Due 2021 [Member]
Debt Instrument [Line Items]
Threshold Trading Days | day				5
Threshold Consecutive Trading Days				10 days
Threshold Percentage of Stock Price Trigger				98.00%
Debt Instrument, Redemption, Period Two [Member] | 2% Note, Due 2021 [Member]
Debt Instrument [Line Items]
Threshold Trading Days | day				20
Threshold Consecutive Trading Days				30 days
Threshold Percentage of Stock Price Trigger				130.00%
Additional Paid-in Capital [Member] | Convertible Senior Notes [Member] | 2% Note, Due 2021 [Member]
Debt Instrument [Line Items]
Debt Issuance Costs and Expenses	$ 1,400,000
Cash Flow Hedging [Member] | Convertible Senior Notes [Member] | 2% Note, Due 2021 [Member]
Debt Instrument [Line Items]
Conversion Price (usd per share) | $ / shares				$ 17.82
Purchase of convertible note hedges	54,000,000
Cash Flow Hedging [Member] | Additional Paid-in Capital [Member] | Convertible Senior Notes [Member] | 2% Note, Due 2021 [Member]
Debt Instrument [Line Items]
Tax Benefit From Deferred Tax Asset Related To Convertible Bond Hedge	$ 20,000,000

CONVERTIBLE SENIOR NOTES Issuan

CONVERTIBLE SENIOR NOTES Issuance Costs (Details) - Convertible Senior Notes [Member] - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2016	Jul. 31, 2015	Jul. 31, 2016	Jul. 31, 2015
2% Note, Due 2021 [Member]
Debt Instrument [Line Items]
Contractual interest coupon	$ 1,150	$ 1,150	$ 2,300	$ 2,300
Amortization of debt issuance costs	176	176	351	351
Amortization of debt discount	1,661	1,566	3,291	3,106
Total interest cost recognized	2,987	2,892	5,942	5,757
4% Notes, Due 2016 [Member]
Debt Instrument [Line Items]
Contractual interest coupon	0	1,725	663	3,450
Amortization of debt issuance costs	0	240	91	481
Total interest cost recognized	$ 0	$ 1,965	$ 754	$ 3,931

NET INCOME PER COMMON SHARE (Sc

NET INCOME PER COMMON SHARE (Schedule of Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2016	Jul. 31, 2015	Jul. 31, 2016	Jul. 31, 2015
Numerator:
Net income	$ 13,385	$ 8,339	$ 17,540	$ 16,218
Interest on dilutive notes, net of tax	0	1,256	480	2,511
Net income for purpose of computing net income per diluted share	$ 13,385	$ 9,595	$ 18,020	$ 18,729
Denominator:
Weighted average shares outstanding, excluding unvested restricted stock	95,603,639	92,382,999	95,071,320	92,139,957
Weighted average effect of dilutive securities:
Stock options, restricted stock, and employee stock purchase plan	2,075,961	2,535,826	2,305,370	3,840,822
4.0% Notes due 2016	0	15,462,193	2,969,189	15,462,193
Denominator for diluted net income per common share	97,679,600	110,381,018	100,345,879	111,442,972
Basic loss per common share (in dollars per share)	$ 0.14	$ 0.09	$ 0.18	$ 0.18
Diluted loss per common share (in dollars per share)	$ 0.14	$ 0.09	$ 0.18	$ 0.17

NET INCOME PER COMMON SHARE (39

NET INCOME PER COMMON SHARE (Schedule of Anti-Dilutive Shares) (Details) - shares	3 Months Ended		6 Months Ended
	Jul. 31, 2016	Jul. 31, 2015	Jul. 31, 2016	Jul. 31, 2015
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total antidilutive securities	26,333,452	26,420,278	26,428,674	26,216,191
Unvested restricted stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total antidilutive securities	126,460	205,915	71,672	2,749
Option to purchase common stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total antidilutive securities	397,634	405,005	547,644	404,084
Common Stock Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total antidilutive securities	12,904,679	12,904,679	12,904,679	12,904,679
2% Note, Due 2021 [Member] | Convertible Debt Securities [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total antidilutive securities	12,904,679	12,904,679	12,904,679	12,904,679

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2016	Jul. 31, 2015	Jul. 31, 2016	Jul. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation before income taxes	$ 5,029	$ 7,081	$ 10,674	$ 14,206
Income tax benefit	(1,443)	(1,263)	(2,958)	(2,722)
Stock-based compensation, net of tax	3,586	5,818	7,716	11,484
Cost of service revenues [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation before income taxes	421	418	929	915
Cost of technology revenues [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation before income taxes	328	471	646	727
Cost of hardware revenue [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation before income taxes	36	29	69	69
Research and development [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation before income taxes	1,650	1,786	3,292	3,804
Sales and marketing [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation before income taxes	819	1,174	1,789	2,278
General and administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation before income taxes	1,775	$ 3,203	3,841	6,413
Other Restructuring [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation before income taxes	$ 0		$ 108	$ 0

TRANSITION AND RESTRUCTURING (D

TRANSITION AND RESTRUCTURING (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jul. 31, 2016	Jul. 31, 2015	Jul. 31, 2016	Jul. 31, 2015	Jan. 31, 2016
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve, Current	$ 774,000		$ 774,000
Restructuring Costs	18,000	$ 0	3,746,000	$ 0
Reduction in Force [Member]
Restructuring Cost and Reserve [Line Items]
Severance Costs	0		108,000
Restructuring Costs	18,000		3,746,000
Resignation of Chief Executive Officer [Member]
Restructuring Cost and Reserve [Line Items]
Severance Costs					$ 6,400,000
Payments for Restructuring					5,400,000
Other Restructuring Costs					1,000,000
Restructuring Reserve, Current	$ 609,000		$ 609,000
Restructuring Costs					$ 12,800,000

ACQUISITIONS (Preliminary Alloc

ACQUISITIONS (Preliminary Allocation of Total Purchase Consideration) (Details) - USD ($) $ in Thousands	Jul. 31, 2016	Jan. 31, 2016
Liabilities:
Goodwill	$ 109,059	$ 108,735

INCOME TAX (Details)

INCOME TAX (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2016	Jul. 31, 2015	Jul. 31, 2016	Jul. 31, 2015
Income Tax Disclosure [Abstract]
Income tax expense	$ 7,884	$ 7,722	$ 9,932	$ 14,014
Effective income tax rate	(37.00%)	(48.00%)	(36.00%)	(46.00%)
Effective income tax rate reconciliation, at federal statutory rate			35.00%

RELATED PARTIES (Details)

RELATED PARTIES (Details) - USD ($)	3 Months Ended	6 Months Ended
	Jul. 31, 2016	Jul. 31, 2016	Feb. 01, 2016
Related Party Transaction [Line Items]
Total scheduled lease receipts			$ 339,000
Related Party Lease Receipts	$ 24,000	$ 73,000

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - Subsequent Event [Member]	Aug. 17, 2016USD ($)ft²
Subsequent Event [Line Items]
Future Lease Payments Under Extensions | $	$ 33,993,000
Lease Extension Square Footage | ft²	127,124