Document_And_Entity_Informatio
Document And Entity Information | 12 Months Ended |
Dec. 31, 2013 | |
Document Information [Line Items] | ' |
Entity Registrant Name | 'VIRYANET LTD |
Entity Central Index Key | '0001119744 |
Current Fiscal Year End Date | '--12-31 |
Entity Filer Category | 'Non-accelerated Filer |
Trading Symbol | 'VRYAF |
Entity Common Stock, Shares Outstanding | 0 |
Document Type | '20-F |
Amendment Flag | 'false |
Document Period End Date | 31-Dec-13 |
Document Fiscal Period Focus | 'FY |
Document Fiscal Year Focus | '2013 |
Entity Well-known Seasoned Issuer | 'No |
Entity Voluntary Filers | 'No |
Entity Current Reporting Status | 'Yes |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS: | ' | ' |
Cash and cash equivalents | $921 | $335 |
Restricted cash | 183 | 164 |
Trade receivables | 1,031 | 430 |
Unbilled receivables | 414 | 252 |
Other accounts receivable and prepaid expenses (Note 4) | 304 | 216 |
Total current assets | 2,853 | 1,397 |
NON - CURRENT ASSETS: | ' | ' |
Severance pay fund (Note 10) | 1,232 | 1,044 |
Long-term receivable (Note 3) | 63 | 125 |
Other | 23 | 38 |
Total non - current assets | 1,318 | 1,207 |
PROPERTY AND EQUIPMENT, net | 48 | 70 |
GOODWILL (Note 6) | 6,516 | 6,516 |
Total assets | 10,735 | 9,190 |
CURRENT LIABILITIES: | ' | ' |
Short-term bank credit (Note 6) | 171 | 160 |
Current maturities of long-term bank loans (Note 8) | 199 | 646 |
Trade payables | 525 | 360 |
Deferred revenues | 3,310 | 2,809 |
Other accounts payable and accrued expenses (Note 7) | 1,384 | 1,388 |
Current maturities of long-term convertible debt (Note 9) | 0 | 352 |
Total current liabilities | 5,589 | 5,715 |
LONG-TERM LIABILITIES: | ' | ' |
Long-term bank loan, net of current maturities (Note 8) | 453 | 497 |
Long-term convertible debt (Note 9) | 0 | 0 |
Long-term deferred revenues | 131 | 232 |
Long-term deferred rent payable | 54 | 70 |
Accrued severance pay (Note 10) | 1,567 | 1,374 |
Total long-term liabilities | 2,205 | 2,173 |
COMMITMENTS AND CONTINGENT LIABILITIES (Note 11) | ' | ' |
SHAREHOLDERS’ EQUITY (Note 12): | ' | ' |
Ordinary Shares of NIS 5.0 par value - Authorized: 6,600,000 shares at December 31, 2012 and 2013; Issued and outstanding: 3,572,813 and 3,779,130 shares at December 31, 2012 and 2013, respectively | 4,729 | 4,448 |
Preferred A Shares of NIS 5.0 par value - Authorized: 400,000 shares at December 31, 2012 and 2013; Issued and outstanding: 326,797 shares at December 31, 2012 and 2013. Aggregate liquidation preference of $ 2,500 at December 31, 2012 and 2013 | 369 | 369 |
Additional paid-in capital | 116,172 | 116,297 |
Accumulated deficit | -118,329 | -119,812 |
Total shareholders’ equity | 2,941 | 1,302 |
Total liabilities and shareholders’ equity | $10,735 | $9,190 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | USD ($) | ILS | USD ($) | ILS |
Ordinary Shares, par value (in ILS per share) | ' | 5 | ' | 5 |
Ordinary Shares, shares Authorized | 6,600,000 | 6,600,000 | 6,600,000 | 6,600,000 |
Ordinary Shares, shares Issued | 3,779,130 | 3,779,130 | 3,572,813 | 3,572,813 |
Ordinary Shares, shares outstanding | 3,779,130 | 3,779,130 | 3,572,813 | 3,572,813 |
Preferred Stock, par value (in ILS per share) | ' | 5 | ' | 5 |
Preferred Stock, shares Authorized | 400,000 | 400,000 | 400,000 | 400,000 |
Preferred Stock, shares Issued | 326,797 | 326,797 | 326,797 | 326,797 |
Preferred Stock, shares outstanding | 326,797 | 326,797 | 326,797 | 326,797 |
Preferred Stock, Liquidation Preference Value (in dollars) | $2,500 | ' | $2,500 | ' |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
REVENUES (Note 14): | ' | ' | ' |
Software licenses | $1,679 | $1,154 | $1,549 |
Maintenance and services | 9,935 | 9,559 | 8,122 |
Total revenues | 11,614 | 10,713 | 9,671 |
COST OF REVENUES: | ' | ' | ' |
Software licenses | 79 | 122 | 56 |
Maintenance and services | 3,879 | 4,101 | 3,513 |
Total cost of revenues | 3,958 | 4,223 | 3,569 |
GROSS PROFIT | 7,656 | 6,490 | 6,102 |
OPERATING EXPENSES: | ' | ' | ' |
Research and development | 1,586 | 1,100 | 1,614 |
Selling and marketing | 2,747 | 2,650 | 2,847 |
General and administrative | 1,729 | 1,606 | 1,708 |
Total operating expenses | 6,062 | 5,356 | 6,169 |
OPERATING INCOME (LOSS) | 1,594 | 1,134 | -67 |
OTHER INCOME (EXPENSE) | ' | ' | ' |
Financial expenses, net | -289 | -196 | -129 |
Gain on Forgiveness of debt | 210 | 0 | 0 |
TOTAL OTHER EXPENSE, NET | -79 | -196 | -129 |
INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 1,515 | 938 | -196 |
TAXES ON INCOME (Note 13) | 32 | 27 | 9 |
INCOME (LOSS) FROM CONTINUING OPERATIONS | 1,483 | 911 | -205 |
DISCONTINUED OPERATIONS: | ' | ' | ' |
Loss from discontinued operation net of income tax of $0 | 0 | 0 | -136 |
Gain on disposal of discontinued operations net of income taxes of $0 | 0 | 0 | 122 |
NET LOSS FROM DISCONTINUED OPERATIONS | 0 | 0 | -14 |
NET INCOME (LOSS) | $1,483 | $911 | ($219) |
BASIC NET EARNINGS (LOSS) PER SHARE | ' | ' | ' |
Continuing operations (in dollars per share) | $0.36 | $0.23 | ($0.06) |
Discontinued operations (in dollars per share) | $0 | $0 | $0 |
Net income (loss) (in dollars per share) | $0.36 | $0.23 | ($0.06) |
DILUTED NET EARNINGS (LOSS) PER SHARE | ' | ' | ' |
Continuing operations (in dollars per share) | $0.33 | $0.21 | ($0.06) |
Discontinued operations (in dollars per share) | $0 | $0 | $0 |
Net income (loss) (in dollars per share) | $0.33 | $0.21 | ($0.06) |
Weighted average number of shares used in computing basic net earnings (loss) per share (In shares) | 4,064,298 | 3,896,018 | 3,671,547 |
Weighted average number of shares used in computing diluted net earnings (loss) per share (In shares) | 4,460,435 | 4,279,961 | 3,671,547 |
CONSOLIDATED_STATEMENTS_OF_OPE1
CONSOLIDATED STATEMENTS OF OPERATIONS [Parenthetical] (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Loss from discontinued operation, income tax | $0 | $0 | $0 |
Gain on disposal of discontinued operations, income taxes | $0 | $0 | $0 |
STATEMENTS_OF_CHANGES_IN_SHARE
STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (USD $) | Total | Common Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings [Member] | Comprehensive Income [Member] | |
In Thousands, except Share data, unless otherwise specified | ||||||||
Balance at Dec. 31, 2010 | $357 | $3,981 | $369 | $116,456 | $55 | ($120,504) | ' | |
Balance (in shares) at Dec. 31, 2010 | ' | 3,235,083 | 326,797 | ' | ' | ' | ' | |
Stock based compensation | 102 | 0 | 0 | 102 | 0 | 0 | ' | |
Release of restricted shares to employees and directors, net | 0 | 172 | 0 | -172 | 0 | 0 | ' | |
Release of restricted shares to employees and directors, net (in shares) | ' | 123,860 | 0 | ' | ' | ' | ' | |
Issuance of shares, in connection with interest expenses | 36 | 61 | ' | -25 | ' | ' | ' | |
Issuance of shares, in connection with interest expenses (in shares) | ' | 43,005 | ' | ' | ' | ' | ' | |
Issuance of shares to an investor | 49 | 72 | ' | -23 | ' | ' | ' | |
Issuance of shares to an investor (in shares) | ' | 50,000 | ' | ' | ' | ' | ' | |
Comprehensive income: | ' | ' | ' | ' | ' | ' | ' | |
Foreign currency translation adjustments | -55 | 0 | 0 | 0 | -55 | 0 | -55 | |
Net income | -219 | 0 | 0 | 0 | 0 | -219 | -219 | |
Total comprehensive income | ' | ' | ' | ' | ' | ' | -274 | |
Balance at Dec. 31, 2011 | 270 | 4,286 | 369 | 116,338 | 0 | [1] | -120,723 | ' |
Balance (in shares) at Dec. 31, 2011 | ' | 3,451,948 | 326,797 | ' | ' | ' | ' | |
Stock based compensation | 20 | 0 | 0 | 20 | ' | 0 | ' | |
Release of restricted shares to employees and directors, net | 0 | 30 | 0 | -30 | ' | 0 | ' | |
Release of restricted shares to employees and directors, net (in shares) | ' | 22,985 | 0 | ' | ' | ' | ' | |
Issuance of shares, in connection with interest expenses | 10 | 21 | ' | -11 | ' | ' | ' | |
Issuance of shares, in connection with interest expenses (in shares) | ' | 15,380 | ' | ' | ' | ' | ' | |
Issuance of shares to an investor | 75 | 101 | ' | -26 | ' | ' | ' | |
Issuance of shares to an investor (in shares) | ' | 75,000 | ' | ' | ' | ' | ' | |
Issuance of shares in connection with compensation to consultants | 6 | 10 | ' | -4 | ' | ' | ' | |
Issuance of shares in connection with compensation to consultants (in shares) | ' | 7,500 | ' | ' | ' | ' | ' | |
Compensation related to warrant granted to convertible note holder | 10 | 0 | 0 | 10 | ' | 0 | ' | |
Comprehensive income: | ' | ' | ' | ' | ' | ' | ' | |
Net income | 911 | 0 | 0 | 0 | ' | 911 | 911 | |
Total comprehensive income | ' | ' | ' | ' | ' | ' | 911 | |
Balance at Dec. 31, 2012 | 1,302 | 4,448 | 369 | 116,297 | ' | -119,812 | ' | |
Balance (in shares) at Dec. 31, 2012 | ' | 3,572,813 | 326,797 | ' | ' | ' | ' | |
Stock based compensation | 95 | 0 | 0 | 95 | ' | 0 | ' | |
Release of restricted shares to employees and directors, net | 0 | 238 | 0 | -238 | ' | 0 | ' | |
Release of restricted shares to employees and directors, net (in shares) | ' | 176,317 | 0 | ' | ' | ' | ' | |
Issuance of shares in connection with compensation to consultants | 51 | 42 | ' | 9 | ' | ' | ' | |
Issuance of shares in connection with compensation to consultants (in shares) | ' | 30,000 | ' | ' | ' | ' | ' | |
Compensation related to warrant granted to convertible note holder | 10 | 0 | 0 | 10 | ' | 0 | ' | |
Comprehensive income: | ' | ' | ' | ' | ' | ' | ' | |
Net income | 1,483 | 0 | 0 | 0 | ' | 1,483 | 1,483 | |
Total comprehensive income | ' | ' | ' | ' | ' | ' | 1,483 | |
Balance at Dec. 31, 2013 | $2,941 | $4,728 | $369 | $116,173 | ' | ($118,329) | ' | |
Balance (in shares) at Dec. 31, 2013 | ' | 3,779,130 | 326,797 | ' | ' | ' | ' | |
[1] | All accumulated other comprehensive income (loss) derived from foreign currency translation adjustments. |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' | ' |
Net income (loss) | $1,483 | $911 | ($219) |
Income and expense items not involving cash flows: | ' | ' | ' |
Depreciation and amortization | 46 | 52 | 91 |
Amortization of convertible notes premium and warrant | 3 | -5 | -15 |
Accrued severance pay, net | 5 | -104 | -31 |
Stock based compensation related to directors and employees | 95 | 20 | 102 |
Stock based compensation related to shares to consultants | 51 | 6 | 0 |
Interest expenses paid in shares | 0 | 9 | 36 |
Gain from disposal of subsidiaries | 0 | 0 | -122 |
Gain from forgiveness of debt | -210 | 0 | 0 |
Changes in operating assets and liabilities: | ' | ' | ' |
Increase in other assets | 15 | -13 | -5 |
Decrease (increase) in trade receivables, net and unbilled receivables | -763 | 196 | 84 |
Decrease (increase) in other accounts receivable and prepaid expenses | -88 | -29 | 86 |
Increase (decrease) in trade payables | 165 | -357 | 356 |
Increase (decrease) in long-term and short-term deferred revenues, net | 400 | 454 | -913 |
Increase (decrease) in other accounts payable and accrued expenses | -4 | -615 | 603 |
Increase (decrease) in long-term deferred rent payables | -16 | -12 | 82 |
Net cash provided by operating activities | 1,182 | 513 | 135 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' | ' |
Purchase of property and equipment | -24 | -29 | -83 |
Long-term receivable | 62 | 142 | -192 |
Net cash provided (used in) by investing activities | 38 | 113 | -275 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' | ' |
Short-term bank credit | 11 | 45 | 186 |
Restricted cash | -19 | -24 | -140 |
Repayment of long-term loan | -635 | -485 | -500 |
Proceeds from issuance of share capital | 0 | 75 | 50 |
Proceeds from long-term loan | 144 | 129 | 550 |
Repayment of long-term convertible debt | -135 | -135 | 0 |
Net cash provided by (used in) financing activities | -634 | -395 | 146 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | 0 | 0 | 1 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 586 | 231 | 7 |
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF YEAR | 335 | 104 | 97 |
CASH AND CASH EQUIVALENTS AT THE END OF YEAR | 921 | 335 | 104 |
Supplemental disclosure of cash flow activities: | ' | ' | ' |
Cash paid during the year for Interest | 169 | 155 | 136 |
Cash paid during the year for Income tax | 14 | 18 | 28 |
Supplemental disclosure of non-cash investing and financing activities: | ' | ' | ' |
Refinancing of short-term bank debt on a long-term basis | 0 | 0 | 360 |
Conversion to shares of accrued interest expenses, waivers and deferred charges related to the convertible debt and note | $0 | $9 | $36 |
GENERAL
GENERAL | 12 Months Ended | ||
Dec. 31, 2013 | |||
Accounting Policies [Abstract] | ' | ||
Business Description and Basis of Presentation [Text Block] | ' | ||
NOTE 1:- GENERAL | |||
a) | ViryaNet Ltd., an Israeli company (the “Company”), was established in 1988. The Company is a leading provider of software solutions that optimize and allow for the continuous improvement of service processes for mobile workforces. Using an integrated approach, the Company helps its customers attain the maximum benefits from ViryaNet G4, its mobile workforce management solution. This integrated approach consists of a Performance Management practice and an innovative product, ensuring that the Company’s customers can implement change, enable differentiation, and provide for continuous improvement. The Company has partnerships with leading platform and system integration companies that enable it to serve customers around the world. | ||
b) | The Company has three wholly-owned subsidiaries in the United States— ViryaNet Inc. and its two subsidiaries (iMedeon Inc., which is not active, and Utility Partners Inc. (collectively, “ViryaNet U.S.”)). During the year ended December 31, 2011, ViryaNet Inc. sold ViryaNet PTY Ltd., its subsidiary in Australia (“ViryaNet Australia”), and filed an application with the U.K. Companies House to strike off its wholly inactive subsidiary in the U.K., ViryaNet Europe Ltd, (“ViryaNet Europe”), which became effective in April 2012 (see Note 3). | ||
c) | The Company’s sales are generated in North America, Europe, Asia-Pacific and South America. As for major customers, see Note 14. | ||
d) | The Company devotes substantial efforts towards activities such as research and development, and marketing and selling its products. In the course of such activities, the Company and its subsidiaries have generated variable levels of revenues and operating results over the past several years and have not achieved positive working capital. There is no assurance that profitable operations or positive cash flows from operations can be maintained on a continuing basis. | ||
SIGNIFICANT_ACCOUNTING_POLICIE
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | ' | ||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block] | ' | ||||||||||
NOTE 2:- SIGNIFICANT ACCOUNTING POLICIES | |||||||||||
Basis of presentation: | |||||||||||
The consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated. The consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”). In the opinion of management, these financial statements include all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of the results for the periods presented. | |||||||||||
Use of estimates: | |||||||||||
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are used for, but not limited to, collectability of accounts receivable, stock-based compensation, income tax accruals and the value of deferred tax assets. Estimates are also used to determine the remaining economic lives and carrying value of fixed assets and goodwill. Actual results could differ from those estimates. | |||||||||||
Functional currency: | |||||||||||
Most of the revenues of the Company are generated in U.S. dollars (“dollar” or “dollars”). In addition, a majority of the costs of the Company and its subsidiaries are incurred in dollars. The majority of financing and investment activities are effected in dollars. Management believes that the dollar is the primary currency in the economic environment in which the Company and its subsidiaries operate; therefore, the dollar is the functional and reporting currency. Transactions and balances originally denominated in dollars are presented at their original amounts. Balances in non-dollar currencies are translated into dollars using historical and current exchange rates for non-monetary and monetary balances, respectively. For non-dollar transactions and other items (stated below) reflected in the statements of income (loss), the following exchange rates are used: (i) for transactions – exchange rates at transaction dates or average rates; and (ii) for other items (derived from non-monetary balance sheet items such as depreciation and amortization, etc.) – historical exchange rates. Currency transaction gains or losses are recorded in financial income or expenses, as appropriate. | |||||||||||
Prior to the year ended December 31, 2012, for those former subsidiaries of the Company whose functional currency has been determined to be their local currency, assets and liabilities were translated at year-end exchange rates and statement of operations items were translated at average exchange rates prevailing during the year. Such translation adjustments were recorded as a separate component of accumulated other comprehensive income (loss) in shareholders’ equity. | |||||||||||
Cash equivalents: | |||||||||||
Cash equivalents are short-term, highly liquid investments that are readily convertible to cash, with original maturities of three months or less. | |||||||||||
Restricted cash: | |||||||||||
Restricted cash is a cash deposit that is restricted by the bank to secure repayment of bank loans (see Notes 8A(3)b and 8A(4)b). | |||||||||||
Property and equipment: | |||||||||||
Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets at the following annual rates: | |||||||||||
% | |||||||||||
Computers, peripheral equipment and software | 33 | ||||||||||
Office furniture and equipment | 25-Jun | ||||||||||
Leasehold improvements | Depreciated evenly over the shorter of the term of the lease or the life of the asset | ||||||||||
Long-Lived Assets: | |||||||||||
The Company reviews long-lived assets, such as property and equipment, for impairment whenever events indicate that the carrying amounts might not be recoverable. Recoverability of property and equipment and other intangible assets is measured by comparing the projected undiscounted net cash flows associated with those assets to the assets’ carrying values. If an asset is considered impaired, it is written down to fair value, which is determined based on the asset’s projected discounted cash flows or appraised value, depending on the nature of the asset. During 2013, 2012 and 2011, no impairment losses were recorded. | |||||||||||
Goodwill: | |||||||||||
Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in each business combination. | |||||||||||
The Company tests its goodwill for impairment annually on the last day of its fourth fiscal quarter, or more frequently if certain events or certain changes in circumstances indicate that it may be impaired. In assessing the recoverability of goodwill, the Company must make a series of assumptions about the estimated future cash flows and other factors to determine the fair value of the related intangible assets. There are inherent uncertainties related to these factors and to management’s exercise of judgment in applying these factors. | |||||||||||
In September 2011, the Financial Accounting Standards Board (“FASB”) issued guidance on testing goodwill for impairment. The guidance provides an entity the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The Company did not elect to adopt this accounting guidance for its goodwill impairment test for fiscal years 2013, 2012 and 2011, and continued to use the two-step process detailed below. | |||||||||||
According to the relevant FASB accounting standard, when the qualitative assessment is not elected, goodwill impairment testing is a two-step process. The first step is a comparison of the fair values of the Company’s reporting units to their respective carrying amounts. A reporting unit is an operating segment, or a business unit one level below that operating segment, for which discrete financial information is prepared and regularly reviewed by segment management. The Company has determined that the consolidated Company represents a single reporting unit. The Company’s management believes that a step-one test performed by using enterprise book value (equity value plus debt, less cash and cash equivalents) as the “carrying amount” for purposes of the test provides a better indication as to whether a potential impairment of goodwill exists and whether a step-two test should be performed, than the use of equity carrying value as the “carrying amount”. | |||||||||||
Because the consolidated Company (including its subsidiaries) represents a single reporting unit, in performing step one of the impairment test, the consolidated Company’s estimated fair value is compared to the consolidated Company’s enterprise book value as a whole. If the reporting unit’s (i.e., the consolidated Company’s) estimated fair value is equal to or greater than its enterprise book value, no impairment of goodwill exists and the test is complete at the first step. However, if the consolidated Company’s enterprise book value is greater than its estimated fair value, the second step must be completed to measure the amount of impairment of goodwill, if any. The second step of the goodwill impairment test compares the implied fair value of a reporting unit’s goodwill with its carrying amount to measure the amount of impairment loss, if any. If the implied fair value of goodwill is less than the carrying value of goodwill, then impairment exists and an impairment loss is recorded for the amount of the difference. | |||||||||||
The estimated implied fair value of goodwill is determined by using an income approach. The income approach estimates fair value based on the reporting unit’s (i.e., the consolidated Company’s) estimated future cash flows, discounted by an estimated weighted-average cost of capital that reflects current market conditions, which reflect the overall level of inherent risk of that reporting unit. The income approach also requires the Company to make a series of assumptions concerning matters such as discount rates, revenue projections, profit margin projections and terminal value multiples. | |||||||||||
The Company estimated its discount rates based on a blended rate of return, considering both debt and equity for comparable publicly-traded companies engaged in internet software services or application software. These comparable publicly traded companies operate in the same or a similar industry as the Company and have operating characteristics that are similar to the Company’s. The Company estimated its revenue projections and profit margin projections based on internal forecasts about future performance. | |||||||||||
The estimated implied fair value obtained by using the income approach is compared to fair value obtained under a market approach for reasonableness. The market approach estimates fair value by applying sales, earnings and cash flow multiples to a reporting unit’s operating performance. The multiples are derived from comparable publicly-traded companies with similar operating and investment characteristics as the relevant reporting unit (in this case, the consolidated Company). The market approach requires the Company to make a series of assumptions relating to, among other things, the selection of comparable companies, comparable transactions and transaction premiums. | |||||||||||
The estimated fair value of the consolidated Company as a reporting unit as of December 31, 2013 and 2012 was substantially in excess of its enterprise book value. Therefore, no impairment of goodwill was recorded during either 2013 or 2012. | |||||||||||
Income taxes: | |||||||||||
The Company accounts for income taxes in accordance with the provisions of Accounting Standards Codification (“ASC”) 740 (“Income Taxes”) using the liability method of accounting, whereby deferred tax assets and liability account balances are determined based on the differences between financial reporting and the tax basis for assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company and its subsidiaries provide a valuation allowance, if necessary, to reduce deferred tax assets to the amounts that are more-likely-than-not to be realized. | |||||||||||
Deferred tax liabilities and assets are classified as current or non-current based on the classification of the related asset or liability for financial reporting or, if not related to an asset or liability for financial reporting, according to the expected reversal dates of the specific temporary differences. | |||||||||||
For uncertain tax positions, the Company follows a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining whether the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate resolution. The Company’s policy is to include interest and penalties related to unrecognized tax benefits within income tax expense. | |||||||||||
As of December 31, 2013 and December 31, 2012, the Company recognized approximately $11 and $30, respectively, for unrecognized tax benefits, interest and penalties, which are included in other accounts payable and accrued expenses in the Company’s consolidated balance sheets. | |||||||||||
Revenue recognition: | |||||||||||
The Company generates revenues from licensing the right to use its software products directly to end-users. The Company also enters into license arrangements with indirect channels such as resellers and systems integrators whereby revenues are recognized upon sale to the end user by the reseller or the system integrator. | |||||||||||
The Company also generates revenues from rendering professional services, including consulting, customization, implementation, training and post-contract maintenance and support. | |||||||||||
Revenues from software license agreements are recognized in accordance with ASC 985-605-15 (“Software Revenue Recognition”). | |||||||||||
ASC 985-605-15 generally requires revenue earned via software arrangements involving multiple elements to be allocated to each element based on the relative fair value of the respective elements. ASC 985-605-15 requires that revenue be recognized under the “residual method” when vendor specific objective evidence (“VSOE”) of fair value exists for all undelivered elements and VSOE does not exist for all of the delivered elements. Under the residual method, any discount in the arrangement is allocated to the delivered elements. The VSOE of fair value of an undelivered element is determined based on the price charged for the undelivered element when sold separately. For post-contract customer support, the Company determines the VSOE based on the renewal price charged. For other services, such as consulting, implementation and training, the Company determines the VSOE based on the fixed daily rate charged in stand-alone service transactions. If VSOE of fair value does not exist for all elements to support the allocation of the total fee among all delivered and undelivered elements of the arrangement, revenue is deferred until such evidence exists for the undelivered elements, or until all elements are delivered, whichever is earlier. | |||||||||||
Revenue from license fees is recognized when persuasive evidence of an agreement exists, the software product covered by written agreement or a purchase order signed by the customer has been delivered, the license fee is fixed or determinable, collectability is probable and VSOE of the fair value of undelivered elements exists. | |||||||||||
Post-contract maintenance and support arrangements provide technical support and the right to unspecified updates on an if-and-when available basis. Maintenance and support revenue is deferred and recognized on a straight-line basis over the term of the agreement, which is, in most cases, one year. Revenue from rendering services such as consulting, implementation and training are recognized as work is performed. | |||||||||||
Multiple element arrangements that include services are evaluated to determine whether those services are essential to the functionality of other elements of the arrangement. Services that are considered essential consist primarily of significant production, customization or modification. If such services are provided as part of the arrangement, revenues under the arrangement are recognized using contract accounting based on a percentage of completion method, by comparing actual labor days incurred to total labor days estimated to be incurred over the duration of the contract, in accordance with ASC 605-35-05 (“Construction-Type and Production-Type Contracts”). | |||||||||||
The Company classifies revenue as either software license revenue or services revenue. The Company allocates revenue based on the VSOE established for elements in each revenue arrangement and applies the residual method in arrangements in which VSOE was established for all undelivered elements. If the Company is unable to establish the VSOE for all undelivered elements, the Company first allocates revenue to any undelivered elements for which the VSOE has been established and then allocates revenue to the undelivered element for which the VSOE has not been established, based on management's best estimate of the fair value of those undelivered elements, and then applies the residual method to determine the license fee. Management's best estimate of fair value of undelivered elements for which the VSOE has not been established is based upon the VSOE of similar offerings and other objective criteria. | |||||||||||
Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are first determined, in the amount of the estimated loss on the entire contract. As of December 31, 2013, 2012 and 2011, no such losses were identified by the Company. | |||||||||||
Deferred revenues include unearned fees received under maintenance and support contracts, and other amounts received from customers but not recognized as revenues in the current period. | |||||||||||
The Company does not grant a right-of-return to its customers. The Company generally provides a warranty period of three months at no extra charge. As of December 31, 2013 and 2012, the Company’s provision for warranty cost was immaterial. | |||||||||||
Advertising Costs: | |||||||||||
The Company records advertising expenses as incurred, which amounted to approximately $70, $70, and $74 in the years ended December 31, 2013, 2012, and 2011, respectively, and which have been included as part of selling and marketing expenses. | |||||||||||
Research and development costs: | |||||||||||
Research and development expenses include salaries, employee benefits and other costs associated with product development, and are charged to income as incurred. Participations and grants received by the Company or its subsidiaries in respect of research and development activities are recognized as a reduction of research and development expenses as the related costs are incurred, or as the related milestone is met. Upfront fees received by the Company or its subsidiaries in connection with cooperation agreements are deferred and recognized over the period of the applicable agreements as a reduction of research and development expenses. | |||||||||||
Capitalization of internally developed computer software costs begins upon the establishment of technological feasibility based on a working model. Due to the relatively short time period between the date on which the products achieve technological feasibility and the date on which they generally become available to customers, costs subject to capitalization have been immaterial for the Company and its subsidiaries and have been expensed as incurred. | |||||||||||
Concentrations of credit risk: | |||||||||||
Financial instruments that potentially subject the Company and its subsidiaries to concentrations of credit risk consist principally of cash and cash equivalents, trade receivables and a long-term receivable. | |||||||||||
The majority of the Company’s cash and cash equivalents are invested in dollar instruments with major banks in the United States and Israel. Such cash and cash equivalents may be in excess of insured limits or may not be insured at all in some jurisdictions. The amounts on deposit at December 31, 2013 and 2012 exceed the $250 federally insured limit by $667 and $93, respectively. Management believes that the financial institutions that hold the Company’s cash and cash equivalents are financially sound, and, accordingly, minimal credit risk exists with respect to these assets. | |||||||||||
The Company’s trade receivables are derived from sales to customers from a variety of industries and located primarily in North America, Europe, South America and Asia Pacific. While the Company does not require collateral from its customers, it does perform continuing credit evaluations of its customers’ financial condition. | |||||||||||
As of December 31, 2013 three customers accounted for 65% of trade receivable and as of December 31, 2012 four customers accounted for 52% of trade receivable. The Company is not aware of any financial difficulties being experienced by its major customers. | |||||||||||
The Company and its subsidiaries had no off-balance-sheet concentration of credit risk, such as foreign exchange contracts, option contracts or other foreign hedging arrangements, as of December 31, 2013 and 2012. | |||||||||||
Allowance for doubtful accounts: | |||||||||||
The allowance for doubtful accounts is determined on the basis of analysis of specific debts for which collection is doubtful. In determining the allowance for doubtful accounts, the Company considers, among other things, its past experience with such customers, the economic environment, the industry in which such customers operate and financial information available concerning such customers. In management’s opinion, the allowance for doubtful accounts adequately covers anticipated losses with respect to the Company’s accounts receivable. No allowance for doubtful accounts was required for the years ended December 31, 2013 and 2012. | |||||||||||
Long term convertible debt: | |||||||||||
The Company presented the outstanding principal amount of its long term convertible debt as a long-term liability in accordance with ASC Topic 470-20 (“Debt with Conversion and Other Options”). The debt was classified as a long-term liability until the date of conversion, on which it was to be reclassified as equity or as a short-term liability if the next contractual redemption date was less than twelve months from the balance sheet date. Accrued interest on the convertible debt was included in other accounts payable and accrued expenses. Since the contractual redemption date was August 3, 2013, which was less than twelve months from the previous year’s balance sheet date, the convertible debt was reclassified as a short-term liability as of December 31, 2012. | |||||||||||
On July 18, 2012 the Company and the lender under the convertible debt, LibertyView Special Opportunities Fund, L.P. (“LibertyView”) agreed to modify the convertible debt agreement such that the Company would pay $270 of the original debt of $480 that was due in August 2013, in twelve equal monthly installments starting in July 2012. Under the terms of the agreement, the modified amount of $270 would not bear interest and LibertyView could convert the balance of the original debt into the Company’s ordinary shares, par value NIS 5.0 per share (“Ordinary Shares”) at any time at the original conversion price, prior to the last payment in June 2013. Once the Company was to pay all installments, the remaining outstanding balance of the original debt of $480, less any amount converted by LibertyView to Ordinary Shares prior to June 2013, was to be automatically forgiven and was to cease to be outstanding, and the entirety of the original debt was to be considered indefeasibly paid for all intents and purposes. | |||||||||||
As part of the modified agreement the Company granted the lender under the convertible debt a warrant to purchase 60,000 Ordinary Shares of the Company at an exercise price of $0.80 per share,(the “Warrant”) which the lender is permitted to exercise in whole or in part no later than July 2015 (see Note 12- Warrants). | |||||||||||
As provided in ASC 405-20-40, a liability is removed from the statement of financial position only if the creditor is paid and the debtor is relieved of the obligation, or the debtor is released legally either by the creditor or judicially from being the primary obligor. Therefore, any gain or loss resulting from the arrangement will be determined when and if any amount is forgiven. | |||||||||||
Because the Company met all of the payment conditions and LibertyView did not convert any portion of the balance of the original debt to Ordinary Shares prior to payment of the last installment, which occurred in June 2013, the remaining outstanding principal balance of $210 was forgiven and was recorded as gain from forgiveness of debt in the Company’s statement of operations for the year ended December 31, 2013. | |||||||||||
Furthermore, in June 2013 the Company repurchased the Warrant from LibertyView for an amount of $6, which was recorded in financial expenses. | |||||||||||
For further details, see Note 9 below. | |||||||||||
Convertible note: | |||||||||||
The Company presents the outstanding principal amount of a convertible note that it issued in 2007 (see Note 12(a)) in shareholders’ equity in accordance with ASC Topic 815 (“Derivatives and Hedging”) and ASC Topic 480 (“Distinguishing Liabilities from Equity”). The convertible note is classified as an equity component since it has no repayment date, does not bear any interest, and may only be converted into Ordinary Shares. The convertible note was classified as paid-in capital in shareholders’ equity until the date of actual conversion (which subsequently occurred, as described in Note 17(a) below). | |||||||||||
Earnings (loss) per share: | |||||||||||
Basic and diluted net income per share are presented in conformity with ASC 260 (“Earnings per Share”) for all years presented. Basic net earnings or loss per share is computed by dividing income or loss from continuing operations and from discontinued operations by the weighted average number of Ordinary Shares outstanding during the applicable period. Diluted net earnings or loss per share is computed by dividing net income or loss by the weighted average number of Ordinary Shares and potentially dilutive securities, as calculated using the treasury stock method, outstanding during the period. Potentially dilutive securities include shares issuable upon conversion of the convertible note. The Company’s outstanding Preferred A Shares are considered Ordinary Shares for this purpose, since they may be converted into Ordinary Shares at any time on a one-for-one basis. | |||||||||||
Outstanding stock options, unvested restricted shares, warrants and shares issuable upon conversion of the long-term convertible debt have been excluded from the calculation of basic and diluted net earnings or loss per share to the extent that such securities are anti-dilutive. The total weighted-average number of shares excluded from the calculation of diluted net earnings or loss per share was 578, 31,871, and 464,256 for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||
The following table summarizes information related to the computation of basic and diluted net earnings (loss) per share for the years indicated (U.S. dollars in thousands, except share and per share data). | |||||||||||
Year ended December 31 | |||||||||||
2013 | 2012 | 2011 | |||||||||
Income (loss) from continuing operations attributable to ordinary shares | 1,483 | 911 | -205 | ||||||||
Loss from discontinued operations attributable to ordinary shares | — | — | -14 | ||||||||
Net income (loss) attributable to ordinary shares | 1,483 | 911 | -219 | ||||||||
Weighted average number of shares outstanding used in basic earnings (loss) per share calculation | 4,064,298 | 3,896,018 | 3,671,547 | ||||||||
Potential shares issuable upon conversion of convertible note | 363,636 | 363,636 | — | ||||||||
Additional shares underlying unvested stock | 32,501 | 20,307 | — | ||||||||
Weighted average number of ordinary shares outstanding used in diluted earnings (loss) per share calculation | 4,460,435 | 4,279,961 | 3,671,547 | ||||||||
BASIC NET EARNINGS (LOSS) PER SHARE (US$) | |||||||||||
Continuing operations | 0.36 | 0.23 | -0.06 | ||||||||
Discontinued operations | — | — | 0 | ||||||||
Net income (loss) | 0.36 | 0.23 | -0.06 | ||||||||
DILUTED NET EARNINGS (LOSS) PER SHARE (US$) | |||||||||||
Continuing operations | 0.33 | 0.21 | -0.06 | ||||||||
Discontinued operations | — | — | 0 | ||||||||
Net income (loss) | 0.33 | 0.21 | -0.06 | ||||||||
Accounting for stock-based compensation: | |||||||||||
The Company accounts for stock-based compensation in accordance with ASC Topic 718 (“Compensation – Stock Compensation”) (“ASC 718”), which establishes accounting for stock-based grants that are awarded to employees as compensation for their services. ASC 718 requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company’s consolidated statements of operations. | |||||||||||
The Company recognizes compensation expense for the value of its awards granted based on the straight-line method over the requisite service period of each of the awards, net of estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Estimated forfeitures are based on actual historical pre-vesting forfeitures. | |||||||||||
The Company accounts for equity instruments issued to third party service providers (non-employees) in accordance with fair value based on an option-pricing model, pursuant to the guidance in ASC Topic 505-50 (“Equity-Based Payments to Non-Employees”). | |||||||||||
The following table summarizes the various categories of expense recognized for share-based compensation as a result of the application of ASC 718: | |||||||||||
2013 | 2012 | 2011 | |||||||||
Cost of revenues | $ | — | $ | 1 | $ | — | |||||
Research and development cost | 2 | 1 | — | ||||||||
Selling and marketing expenses | 15 | 8 | 5 | ||||||||
General and administrative expenses | 19 | 68 | 97 | ||||||||
Total stock-based compensation expense | $ | 36 | $ | 78 | $ | 102 | |||||
All restricted shares granted to employees in 2013 and 2011 were granted for no consideration; therefore their fair value was equal to the share price at the date of grant. No restricted shares were granted in 2012. The weighted average grant date fair value of shares granted during the years 2013 and 2011 was $1.35 and $1.10, respectively. | |||||||||||
The unrecognized stock-based compensation cost calculated under the fair value method for shares incentives expected to vest (unvested shares net of expected forfeitures) as of December 31, 2013 was approximately $321 and is expected to be recognized over a weighted-average period of 3 years. | |||||||||||
Sale of receivables: | |||||||||||
From time to time, the Company sells certain of its accounts receivable to third parties, within the normal course of business, where such sales constitute a true sale, as determined in ASC Topic 860 (“Transfers and Servicing”). Under that accounting codification, a true sale occurs when control and risk of those trade receivables are fully transferred such that (a) the Company (i) transfers the proprietary rights in the receivable from the Company to the third party, (ii) legally isolates the receivable from the Company’s other assets and presumptively puts the receivable beyond the lawful reach of the Company and its creditors even in bankruptcy or other receivership, (iii) confers on the third party the right to pledge or exchange the receivable and (iv) eliminates the Company’s effective control over the receivable in the sense that the Company is not entitled and shall not be obligated to repurchase the receivable other than in case of a failure by the Company to fulfill its legal obligation, (b) the relevant receivable is derecognized and (c) cash is recorded. Where receivables are sold and the transfer of the right to future receipt of cash is related to underlying sales transactions for which the revenue has not been recognized but is ultimately expected to be recognized, the receivable is not derecognized and a liability is recorded as deferred revenue until the liability is discharged through the recognition of the revenue. | |||||||||||
The balance of sold receivables amounted to approximately $141 and $350 as of December 31, 2013 and 2012, respectively. Sales of accounts receivable, related to transactions for which revenue has been recognized, amounted to $141 and $232 as of December 31, 2013 and 2012, respectively, and sales of accounts receivable, related to an annual renewal of support and maintenance transactions for which the revenue has been recorded as deferred revenue and is ultimately expected to be recognized as revenue, amounted to $0 and $118 as of December 31, 2013 and 2012, respectively. | |||||||||||
The Company pays factoring fees associated with the sale of receivables based on the dollar value of the receivables sold and the time of payment. Such fees, which are considered to be primarily related to the Company’s financing activities, are included in financial expenses, net in the Company’s consolidated statements of operations. | |||||||||||
Fair value of financial instruments: | |||||||||||
The following methods and assumptions were used by the Company and its subsidiaries in estimating fair value disclosures for financial instruments: | |||||||||||
The carrying amount reported in the balance sheet for cash and cash equivalents, restricted cash, trade receivables, unbilled receivables, other accounts receivable, short-term bank credit, current portion of debt, trade payables and other accounts payable approximates their fair value due to the short-term maturity of such instruments. The carrying amount reported in the balance sheet for the Company’s long-term receivable approximates its fair value, considering the interest rates charged and the security received in connection with the receivable. | |||||||||||
The carrying amount of the Company’s borrowings under its long- term debt approximates fair value because the interest rates on the instruments (i) fluctuate due to the variable rates of interest accruing on such debt and (ii) represent borrowing rates that are also available in the market on similar terms. | |||||||||||
Comprehensive income: | |||||||||||
The Company accounts for comprehensive income in accordance with ASC 220, “Comprehensive Income.” This accounting codification establishes standards for the reporting and display of comprehensive income and its components in a full set of general purpose financial statements. Comprehensive income generally represents all changes in stockholders’ equity during the period except those resulting from investments by, or distributions to, shareholders. The Company determined that there is only a single component of other comprehensive income for the year ended December 31, 2011, which relates to foreign currency translation adjustments. No components of other comprehensive income were included for the years ended December 31, 2013 and 2012. | |||||||||||
In May 2011, the FASB issued guidance that changed the requirement for presenting “Comprehensive Income” in the consolidated financial statements. The update requires an entity to present the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The update is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011 and should be applied retrospectively. The Company adopted this new guidance on January 1, 2012. However, since there was only one component of other comprehensive income for the year ended December 31, 2011 and none for the years ended December 31, 2013 and 2012, no additional statement was necessary. | |||||||||||
Reclassification: | |||||||||||
Certain prior period amounts have been reclassified to conform to the current period presentation. | |||||||||||
Impact of recently issued accounting standards: | |||||||||||
In February 2013, the FASB issued Accounting Standards Update (ASU) No. 2013-02, Comprehensive Income: Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, which requires companies to disclose significant amounts that have been reclassified out of accumulated other comprehensive income. Amounts that are required to be reclassified in their entirety to net income must be disclosed either on the face of the income statement or in the notes to the financial statements. Amounts that are not required to be reclassified in their entirety to net income in the same reporting period must be disclosed by a cross reference to other disclosures that provide additional information regarding such amounts. ASU No. 2013-02 is effective for fiscal years and interim periods beginning after December 15, 2012. The adoption of ASU No. 2013-02 has not had a material impact on the Company’s financial position or results of operations. | |||||||||||
In July 2013, the FASB issued ASU No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists, which provides explicit guidance on the financial statement presentation of an unrecognized tax benefit. ASU No. 2013-11 requires unrecognized tax benefits to be presented as a reduction to a deferred tax asset, except that, if a net operating loss carryforward, a similar tax loss or a tax credit carryforward is not available at the reporting date to settle any additional income taxes that would result from the disallowance of a tax position, then the unrecognized tax benefit should be presented as a liability. ASU No. 2013-11 has become effective for fiscal years and interim periods beginning after December 15, 2013. The adoption of ASU No. 2013-11 has not had a material impact on the Company’s financial position or results of operations. | |||||||||||
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"), which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The standard requires entities to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new guidance also includes a cohesive set of disclosure requirements intended to provide users of financial statements with comprehensive information about the nature, amount, timing, and uncertainty of revenue and cash flows arising from a company’s contracts with customers. ASU 2014-09 will be effective beginning the first quarter of the Company's fiscal year 2017 and early application is not permitted. The standard allows for either “full retrospective” adoption, meaning the standard is applied to all of the periods presented, or “modified retrospective” adoption, meaning the standard is applied only to the most current period presented in the financial statements. The Company is currently evaluating the effect ASU 2014-09 will have on the Company’s Consolidated Financial Statements and disclosures. | |||||||||||
DISCONTINUED_OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | ' | |||||||||
NOTE 3:- DISCONTINUED OPERATIONS | ||||||||||
During fiscal year 2011, the Company decided to explore strategic alternatives to its direct sales activities in Australia in order to focus on indirect channels in the Asia-Pacific region, a decision which culminated in the sale of ViryaNet Australia. ViryaNet Australia’s revenues and assets accounted for, and constituted (respectively) less than 10% of the Company’s consolidated revenues and assets during each of the three years in the period ended December 31, 2011. On December 31, 2011, the Company completed the sale of 100% of the common stock of ViryaNet Australia to the Hosking Family Trust, owned by the former general manager of ViryaNet Australia, Mark Hosking (the “Buyer”), for consideration of $340. The consideration is to be paid as follows; $100 was due and paid on January 2, 2012 and the balance of $240 is paid over a period of four years in equal quarterly installment starting March 31, 2012, and bears interest at a fixed annual rate of 3.5%, paid quarterly. The balance of the Buyer’s payment obligation is secured through a personal guarantee provided by the Buyer. The Buyer’s payments during fiscal year 2014 in an aggregate amount of $76 are classified as current maturities within prepaid and other receivables in current assets, and the payments to be made beyond December 31, 2014, in an aggregate amount of $63, are classified as a long-term receivable on the Company’s consolidated balance sheets. | ||||||||||
During fiscal year 2011, the Company decided to strike off its wholly owned subsidiary in the U.K., ViryaNet Europe, due to inactivity, by filing an application with the U.K. Companies House in December 2011, which became effective in April 2012. | ||||||||||
Information related to ViryaNet Australia and ViryaNet Europe (the “Former Subsidiaries”) has been reflected in the accompanying consolidated financial statements as follows: | ||||||||||
· | Balance sheets – As a result of the disposal of both Former Subsidiaries, there are no remaining assets and liabilities related to those Former Subsidiaries in the Company’s consolidated balance sheets as of December 31, 2012 and 2013. | |||||||||
· | Statements of operations – The Former Subsidiaries’ loss from operations for the year ended December 31, 2011 has been classified as discontinued operations. Loss from discontinued operations for the year ended December 31, 2011 also includes additional gain and loss on disposal of the Former Subsidiaries, as further described below. The statement of operations for the years ended December 31, 2013 and 2012 does not include any amount related to discontinued operations. | |||||||||
· | Statements of cash flows – The Former Subsidiaries’ cash flows prior to their disposal for the year ended December 31, 2011 have been included in, and not reported separately from, the Company’s cash flows. The consolidated statements of cash flows for the year ended December 31, 2011 also include the effects of the disposal of the Former Subsidiaries. | |||||||||
Sale and disposal of consolidated subsidiaries in which the Company has no continuing involvement are classified as discontinued operations. The gains or losses on these transactions are classified within discontinued operations in the Company’s consolidated statements of operations. The Company has also reclassified its historical results of operations to remove the operations of these entities from its revenues and expenses, collapsing the net income or loss from these operations into a single line within discontinued operations. | ||||||||||
The impact of the transactions and/or processes whereby the above-described operations were discontinued during the year ended December 31, 2011 is summarized as follows: | ||||||||||
Subsidiary | Location | Proceeds | Gain (Loss) | |||||||
ViryaNet Australia | Australia | $ | 340 | $ | 250 | |||||
ViryaNet Europe | United Kingdom | — | -128 | |||||||
The table below summarizes certain financial information with respect to the Company’s discontinued operations for the year ended December 31, 2011: | ||||||||||
Revenues | $ | 790 | ||||||||
Loss from discontinued operations (No income tax | -136 | |||||||||
expense or benefit) | ||||||||||
Gain on disposal of discontinued operations (No income | 122 | |||||||||
tax expense or benefit) | ||||||||||
Total loss from disposal of discontinued operations | $ | -14 | ||||||||
OTHER_ACCOUNTS_RECEIVABLE_AND_
OTHER ACCOUNTS RECEIVABLE AND PREPAID EXPENSES | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Receivables [Abstract] | ' | |||||||
Other Accounts Receivable And Prepaid Expenses Disclosure [Text Block] | ' | |||||||
NOTE 4:- OTHER ACCOUNTS RECEIVABLE AND PREPAID EXPENSES | ||||||||
Other accounts receivable and prepaid expenses consisted of the following: | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Prepaid expenses | $ | 215 | $ | 136 | ||||
Current maturities of long-term receivable (see Note 3) | 76 | 73 | ||||||
Government authorities | 13 | 7 | ||||||
304 | $ | 216 | ||||||
PROPERTY_AND_EQUIPMENT_NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment Disclosure [Text Block] | ' | |||||||
NOTE 5:- PROPERTY AND EQUIPMENT, NET | ||||||||
Property and equipment consisted of the following as of the year-end dates listed below: | ||||||||
As of December 31, | ||||||||
2013 | 2012 | |||||||
Cost: | ||||||||
Computers, peripheral equipment and software | $ | 1,429 | $ | 1,407 | ||||
Office furniture and equipment | 199 | 197 | ||||||
Leasehold improvements | 91 | 91 | ||||||
1,719 | 1,695 | |||||||
Accumulated depreciation | 1,671 | 1,625 | ||||||
Depreciated cost | $ | 48 | $ | 70 | ||||
Depreciation expense for the years ended December 31, 2013, 2012 and 2011 was approximately $46, $52 and $45, respectively. | ||||||||
SHORTTERM_BANK_CREDIT
SHORT-TERM BANK CREDIT | 12 Months Ended |
Dec. 31, 2013 | |
Short Term Bank Credit Disclosure [Abstract] | ' |
Short Term Bank Credit Disclosure [Text Block] | ' |
NOTE 6:- SHORT-TERM BANK CREDIT | |
The Company’s short-term bank credit as of December 31, 2013 and 2012 was denominated in New Israeli Shekels, or NIS, and its weighted average interest rates were 6.2% and 7%, respectively. | |
The Company has credit facilities with Bank Hapoalim (the “Bank”) and Bank Leumi that enable it to borrow funds under a revolving line of credit. The line of credit denominated in NIS currency accrues interest on the daily outstanding balance at the prime rate plus 3.3% per annum. | |
On December 18, 2011 the Bank agreed to convert a short term credit in an amount of $360 and a long-term loan in an amount of $100 to a long-term loan in an amount of $460, payable in 11 monthly payments starting February 6, 2013 (see Note 8). | |
The Company’s former bank covenants, as part of its overall bank financing arrangement, required that on a quarterly basis (i) the Company’s shareholders’ equity shall be at least the higher of (a) 13% of its total assets, or (b) $ 1,500, and (ii) the Company’s cash balance shall not be less than $500. | |
On July 10, 2011 the Company received from the Bank a waiver of the bank covenants for the remaining quarters of 2011 and for the first quarter of 2012. In connection with the waiver the Company paid fees of $15 to the Bank. | |
On March 12, 2012 the Company received from the Bank a waiver of its bank covenants for the remaining quarters of 2012 and for the first quarter of 2013. In connection with the waiver the Company paid fees of $8 to the Bank. | |
On January 20, 2013 the Bank agreed to perpetually cancel the bank covenants and starting from the first quarter of 2013, the bank covenants are no longer in effect. In connection with the cancellation, the Company paid fees of $5 to the Bank. | |
The Company’s debt to the Bank is secured in favor of the Bank by a floating charge on all of the Company’s assets and by a personal guarantee of Samuel HaCohen, the Company’s Chairman of the Board of Directors. | |
OTHER_ACCOUNTS_PAYABLE_AND_ACC
OTHER ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Payables and Accruals [Abstract] | ' | |||||||
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | ' | |||||||
NOTE 7:- OTHER ACCOUNTS PAYABLE AND ACCRUED EXPENSES | ||||||||
Other accounts payable and accrued expenses consisted of the following: | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Employees and payroll accruals | $ | 1,029 | $ | 946 | ||||
Accrued expenses | 355 | 442 | ||||||
$ | 1,384 | $ | 1,388 | |||||
LONGTERM_BANK_LOAN
LONG-TERM BANK LOAN | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Long Term Bank Loan Disclosure [Abstract] | ' | |||||||||||
Long Term Bank Loan Disclosure [Text Block] | ' | |||||||||||
NOTE 8:- LONG-TERM BANK LOAN | ||||||||||||
a. | Long-term loans classified by currency of repayment were as follows as of the year-end listed in the below table: | |||||||||||
Interest | December 31, | |||||||||||
Bank | Currency | Rate | 2013 | 2012 | ||||||||
Bank Hapoalim (1) | U.S. $ | LIBOR*+ 3.25% | $ | — | $ | 37 | ||||||
Bank Hapoalim (2) | U.S. $ | LIBOR**+ 5.70% | — | 460 | ||||||||
Bank Otsar Ha-Hayal (3a) | NIS | PRIME+3.50% | 144 | 180 | ||||||||
Bank Otsar Ha-Hayal (3b) | NIS | PRIME+3.50% | 273 | 336 | ||||||||
Bank Otsar Ha-Hayal (4a) | NIS | PRIME+3.50% | 114 | 130 | ||||||||
Bank Otsar Ha-Hayal (4b) | NIS | PRIME+3.50% | 121 | — | ||||||||
Less - current maturities | -199 | -646 | ||||||||||
$ | 453 | $ | 497 | |||||||||
* | 3 Months LIBOR | |||||||||||
** | 1 Month LIBOR | |||||||||||
-1 | Payable monthly through January 1, 2013. | |||||||||||
-2 | On December 18, 2011, the Bank agreed to convert an outstanding short term credit in an amount of $360 and a long-term loan balance in an amount of $100 to a long-term loan in a total amount of $460, payable in 11 monthly payments starting February 6, 2013. The interest is payable monthly starting January 6, 2012. There was no gain or loss from the conversion. The conversion was accounted for as a modification of debt under ASC 470-50-40-14. | |||||||||||
-3 | a. On June 28, 2011 the Company received an approval from the State Guaranteed Medium Business Assistance Fund (the “Fund”) for a loan in an amount of NIS 2,100,000, guaranteed by the Israeli government. The disbursement of the loan to the Company was contingent upon its securing an equity investment of at least NIS 500,000. The required equity investment may be effected in one of two manners: (i) a restricted shareholders’ loan payable after five years, or (ii) an equity investment in which the investors receive Company shares. The Company elected the equity investment route. | |||||||||||
On July 7, 2011, following the receipt by the Company of NIS 170,000, or $50, via an equity investment by Jerusalem Technology Investments pursuant to a share purchase agreement dated June 30, 2011 (see Note 12(c)), thereby meeting, in part, the condition for disbursement of the loan, the Company received part of the total amount approved to it under the loan— NIS 750,000— from the Fund’s participating bank, Bank Otsar Ha-Hayal (“Bank Otsar”). The Loan bears annual interest at the Israeli prime rate, plus 3.5% (equal to 8.57% as of the time of the initial loan disbursement), and the principal and interest are payable in 49 equal monthly payments of NIS 18,080 each (which includes interest), beginning on August 6, 2012. Interest is payable on a monthly basis beginning on August 6, 2011. | ||||||||||||
b. The balance of the loan provided by Bank Otsar, or NIS 1,350,000, was disbursed to the Company on September 6, 2011. The loan bears annual interest at the Israeli prime rate, plus 3.5% (equal to 8.57% as of the time of the initial loan disbursement), and the principal and interest are payable in 49 equal monthly payments of NIS 32,545 each (which includes the interest), beginning on September 8, 2012. Interest is payable on a monthly basis beginning on October 7, 2011. | ||||||||||||
Since the Company did not receive the balance of NIS 330,000 in equity investments as of the date of the disbursement of the loan balance (September 6, 2011), as required under the loan terms set by the Fund, Bank Otsar Ha-Hayal instead restricted the Company’s access to an amount of $140 in cash from the loan proceeds, as a means to secure the repayment of the loan. This $140 amount is classified as restricted cash in the Company’s current assets. | ||||||||||||
c. Repayment of the loan provided by Bank Otsar is guaranteed by the Israeli government, as well as by a personal guarantee of Samuel HaCohen, the Company’s Chairman of the Board of Directors. | ||||||||||||
-4 | a. On October 17, 2012 the Company received approval from the Fund for an additional loan in an amount of NIS 1,000,000, guaranteed by the Israeli government, and on October 24, 2012 the Company received NIS 500,000 of the approved amount. The repayment of the loan is secured by a restriction on the Company’s access to an amount of NIS 90,000 of the loan proceeds, and by a personal guarantee of Samuel HaCohen, the Company’s Chairman of the Board of Directors (see note 16) and by the Israeli government. | |||||||||||
The loan from Bank Otsar bears annual interest at the Israeli prime rate, plus 3.5% (equal to 7.25% as of the time of loan disbursement), and the principal and interest are payable in 60 equal monthly payments of NIS 9,960 each (which includes interest as well), beginning on November 29, 2012. | ||||||||||||
b. On January 13, 2013 the Company received a loan of NIS 500,000 from Bank Otsar Ha-Hayal, which was the second installment of the additional loan of NIS 1,000,000 approved by the State Guaranteed Medium Business Assistance Fund. The repayment of the loan is secured by a restriction on the Company’s access to an additional amount of NIS 145,000 from the loan proceeds, by a personal guarantee of Samuel HaCohen, the Company’s Chairman of the Board of Directors and by the Israeli government’s guarantee. | ||||||||||||
The loan bears annual interest at the Israeli prime rate, plus 3.5% (equal to 6.75% as of the time of loan disbursement), and the principal and interest are payable in 60 equal monthly payments of NIS 9,842 each (which includes the interest as well), beginning on February 14, 2013. | ||||||||||||
b. | The Company’s loans (net of current maturities) mature in the following years after the respective balance sheet dates listed below: | |||||||||||
December 31, | ||||||||||||
2013 | 2012 | |||||||||||
2013 | — | 646 | ||||||||||
2014 | 199 | 160 | ||||||||||
2015 | 216 | 174 | ||||||||||
2016 | 174 | 138 | ||||||||||
2017 | 60 | 25 | ||||||||||
2018 | 3 | — | ||||||||||
Total | $ | 652 | $ | 1,143 | ||||||||
c. | For details concerning charges, bank covenants and security interests related to the Company’s loans, see Notes 6 and 11(c). | |||||||||||
LONG_TERM_CONVERTIBLE_DEBT
LONG TERM CONVERTIBLE DEBT | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Long Term Convertible Debt Disclosure [Abstract] | ' | |||||||||||
Long Term Convertible Debt Disclosure [Text Block] | ' | |||||||||||
NOTE 9:- LONG TERM CONVERTIBLE DEBT | ||||||||||||
Long – term convertible debt issued by the Company was as follows as of the dates listed below: | ||||||||||||
Interest | December 31, | |||||||||||
rate | 2013 | 2012 | ||||||||||
Convertible debt: | ||||||||||||
Par | 7.5 | % | $ | — | $ | 345 | ||||||
Deemed premium, net * | — | 7 | ||||||||||
Reclassification to current liabilities | — | 352 | ||||||||||
$ | — | $ | — | |||||||||
* | Amortization of the deemed premium added to income was $15 for 2012 and $7 for 2013. | |||||||||||
The convertible debt owed to LibertyView carried interest at a rate of 7.5%, payable quarterly, was due on August 3, 2013 and was convertible into the Company’s Ordinary Shares at the discretion of LibertyView at any time during the term of the loan at a price of $11.025 per Ordinary Share. | ||||||||||||
On July 18, 2012 the Company and LibertyView agreed to modify the convertible debt agreement such that the Company would pay $270 of the original debt of $480 that was due in August 2013, in twelve equal monthly installments starting in July 2012, The Company paid all installments and since LibertyView did not convert the balance of the original debt or any portion of it to Ordinary Shares prior to payment of the last installment, then upon the payment of the final installment in June 2013, an amount of $210, which was the remaining outstanding balance of the original debt of $480, was forgiven and ceased to be outstanding, and the entirety of original debt was considered indefeasibly paid for all intents and purposes. | ||||||||||||
The Company repaid $ 135 per year under this arrangement during each of 2013 and 2012. | ||||||||||||
SEVERANCE_PAY
SEVERANCE PAY | 12 Months Ended |
Dec. 31, 2013 | |
Severance Pay [Abstract] | ' |
Severance Pay Disclosure [Text Block] | ' |
NOTE 10:- SEVERANCE PAY: | |
For further details, see Note 2 “Significant Accounting Policies – Long Term Convertible Debt The Company’s liability for severance pay to its Israeli employees is calculated pursuant to Israel’s Severance Pay Law based on the most recent salary of the employees multiplied by the number of years of employment as of the balance sheet date. | |
Employees are entitled to one month’s salary for each year of employment or a portion thereof. The Company’s liability for all of its employees in Israel is fully provided for by monthly deposits with insurance policies and by the Company’s severance pay accrual. The value of these policies is recorded as an asset on the Company’s balance sheet. | |
The deposited funds for the Company’s Israeli employees include profits accumulated up to the balance sheet date. The deposited funds may be withdrawn only upon the fulfillment of the obligation pursuant to Israel’s Severance Pay Law or labor agreements. The value of the deposited funds is based on the cash surrender value of these policies, and includes immaterial profits. | |
Severance expenses for the years ended December 31, 2013, 2012 and 2011 amounted to approximately $120, $70 and $92 respectively. | |
COMMITMENTS_AND_CONTINGENT_LIA
COMMITMENTS AND CONTINGENT LIABILITIES | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies Disclosure [Text Block] | ' | ||||
NOTE 11:- COMMITMENTS AND CONTINGENT LIABILITIES | |||||
a. | Royalty commitments: | ||||
The Company participated in the past in programs sponsored by the Israeli Government for the support of research and development activities, through the Office of the Chief Scientist of Israel’s Ministry of Economy (formerly the Ministry of Industry, Trade and Labor) (the “OCS”). The Company had obtained aggregate grants from the OCS of $372, which were received during fiscal years 2002 and 2003. | |||||
Under the Company’s research and development agreement with the OCS, and pursuant to applicable laws, the Company is required to pay royalties at the rate of between 3% to 5% on revenues derived from products developed with royalty-bearing grants provided by the OCS, in an amount of up to 100% of the grants received from the OCS. The obligation to pay these royalties is contingent on actual sales of the products. In the absence of such sales, no payment is required. | |||||
Royalties are subject to interest on the U.S. dollar-linked value of the total grants received at the annual rate of LIBOR applicable to U.S. dollar deposits. | |||||
Through December 31, 2013, the Company had paid or accrued royalties to the OCS in an amount of $42. As of December 31, 2013, the total contingent liability to the OCS amounted to $404. | |||||
b. | Lease commitments: | ||||
The Company’s facilities, its subsidiaries’ facilities and its motor vehicles are leased under various operating lease agreements, which expire on various dates, the latest of which is in 2016. | |||||
Future minimum rental payments for facilities under non-cancelable operating leases are as follows: | |||||
Operating | |||||
Lease | |||||
Year ending December 31, | Obligations | ||||
2014 | 351 | ||||
2015 | 326 | ||||
2016 | 213 | ||||
Total | $ | 890 | |||
The Company extended the current office lease agreement for its offices in Jerusalem, Israel, which expired in November 2012, through October 2015, with an option to extend it for another three years. The Company leases 6,025 square feet of office space, which is utilized primarily for administrative, research and development, service and technical support purposes, with an average annual rent of approximately $145 payable starting in November 2012. | |||||
ViryaNet, Inc., the Company’s US subsidiary located in Massachusetts, signed a new office lease agreement in February 2011 and relocated its facilities in June 2011 to a new location in Westborough, Massachusetts. ViryaNet Inc. leases 10,372 square feet of office space, which is utilized primarily for administrative, marketing, sales, service and technical support purposes, with an average annual rent of approximately $197, payable starting in January 2012. The non-cancellable lease agreement for these premises expires on December 31, 2016 and contains a rent escalation clause. The long-term deferred rent payable that appears on the Company’s balance sheet as of December 31, 2013 includes accrued fees for these facilities that are paid over the lease period. | |||||
Lease expenses in respect of facilities were approximately $342, $316 and $343 for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||
Lease expenses in respect of motor vehicles for the years ended December 31, 2013, 2012 and 2011 were approximately $132, $136 and $150, respectively. In addition, as of December 31, 2013, future minimum rental payments for motor vehicles leased for the years 2014, 2015 and 2016 were $92, $25 and $12 respectively. | |||||
c. | Charges and guarantees: | ||||
1 | There is a floating charge on all of the Company’s assets in favor of the Bank. | ||||
2 | The Company has obtained a bank guarantee in an amount of $79, in order to secure an office lease agreement. | ||||
SHAREHOLDERS_EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | ||||||||||||||||
Stockholders' Equity Note Disclosure [Text Block] | ' | ||||||||||||||||
NOTE 12:- SHAREHOLDERS’ EQUITY | |||||||||||||||||
The Company’s Ordinary Shares are quoted and traded on the OTCQB (a marketplace for OTC reporting issuers who are current in their reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). | |||||||||||||||||
The Company’s Preferred A Shares are not publicly traded. | |||||||||||||||||
a. General: | |||||||||||||||||
(i). | The Ordinary Shares and the Preferred A Shares confer upon holders thereof the right to receive notice of, participate in and vote at general shareholder meetings of the Company, the right to receive dividends, if declared, and the right to receive any remaining assets of the Company upon liquidation, if any, after full payment is made to any creditors. | ||||||||||||||||
The Preferred A Shares have all rights and privileges that are possessed by the Company’s Ordinary Shares, including, without limitation, voting rights on an as-converted basis, and have an aggregate liquidation preference of $ 2,500 over the Ordinary Shares in any distributions to the Company’s shareholders. The Preferred A Shares may be converted into Ordinary Shares at any time on a one-for-one basis. | |||||||||||||||||
(ii). | On December 19, 2007, the Company issued to a group of financial investors 363,636 Ordinary Shares at a price of $1.65 per share for total consideration of $600. The transaction also included the issuance by the Company of a non-interest bearing convertible note of $600 principal amount that is convertible into 363,636 Ordinary Shares at a conversion price of $1.65 per Ordinary Share and warrants to purchase an aggregate of up to 600,000 Ordinary Shares at an exercise price of $2.00 per Ordinary Share, which expired on December 19, 2010. The convertible note does not have any maturity date, does not bear any interest, is not subject to repayment in any event, including liquidation, can only be converted into Ordinary Shares at any time at the holder’s discretion and is classified as paid-in capital in shareholders’ equity until the date of actual conversion (see Notes 2 and 17). | ||||||||||||||||
As of December 31, 2013 and 2012, the total amount of the convertible note of $600 was classified as equity in accordance with ASC 815, “Accounting for Derivative Instruments and Hedging Activities” and ASC 480, “Accounting for Certain Financial Instruments with Characteristics of Both Liabilities and Equity”. | |||||||||||||||||
(iii). | On June 30, 2011, the Company entered into a share purchase agreement (the “SPA”) with Jerusalem Technology Investments Ltd, (the “Investor”), a company with which two of the Company’s directors—Samuel HaCohen and Vladimir Morgenstern— and one of the Company’s major shareholders (Jerusalem High-tech Founders, Ltd.) are affiliated. Pursuant to the SPA, the Investor committed to invest in the Company an amount of $250 within 31 days from the date of the agreement, as consideration for the issuance to the Investor of 250,000 of the Company’s Ordinary Shares at a price of $1.00 per Ordinary Share. 50,000 of those Ordinary Shares were issued on June 30, 2011, upon a payment of $50 by the Investor. In February 2012, the Investor invested an additional $75, a portion of its total commitment, as consideration for the issuance to the Investor of an additional 75,000 of the Company’s Ordinary Shares. This equity financing constituted an extraordinary transaction in which two of the Company’s directors possessed a personal interest and was therefore approved by the Company’s audit committee and Board of Directors in accordance with the requirements of the Israeli Companies Law. | ||||||||||||||||
On December 17, 2012 the Company and the Investor reached an agreement under which the parties terminated the SPA by mutual consent such that no further investment will be made under the SPA by the Investor, and each of the Company and the Investor released each other from any claims related to the SPA. In lieu of the additional amount of $125 that was not invested, Samuel HaCohen, the Company’s chairman and an affiliate of the Investor, signed a personal guarantee in favor of two banks, Bank Otsar Ha-Hayal and Bank Leumi, in order to enable the Company to secure loans from these banks (see Note 8). No further consideration was provided to the Investor and/or Samuel HaCohen in connection with the personal guarantee. This agreement constituted an extraordinary transaction with a director who possessed a personal interest and was therefore approved by the Company’s audit committee and Board of Directors in accordance with the requirements of the Israeli Companies Law. | |||||||||||||||||
(iv). | During 2012 the Company issued 15,380 Ordinary Shares to investors in payment of interest expenses. | ||||||||||||||||
(v). | During 2012 the Company issued 7,500 Ordinary Shares to a service provider as consideration for consulting services. | ||||||||||||||||
(vi). | During 2013 the Company issued 30,000 Ordinary Shares to a service provider as consideration for consulting services. | ||||||||||||||||
b. Stock – based compensation: | |||||||||||||||||
(i). | The Company’s previous stock options plans, the 1996, 1997, 1998 and 1999 Stock Option Plans (the “Prior Plans”), expired prior to December 31, 2009. | ||||||||||||||||
In November 2005, the Company adopted a new Israeli share option and restricted share plan and a new international share option and restricted share plan (the “2005 Share Option Plans”), which superseded and replaced the Prior Plans and provide the Company with the ability to grant restricted shares in addition to options under various tax regimes. | |||||||||||||||||
Under the 2005 Share Option Plans, options, restricted shares and other share-based awards may be granted to employees, directors, office holders, service providers, consultants and any other person or entity whose services shall be determined by the Company’s Board of Directors to be valuable to the Company and/or its affiliated companies. The exercise price of the options granted under the 2005 Share Option Plans is to be determined by the directors at the time of grant. The options granted expire no later than ten years from the date of grant. The 2005 Share Option Plans expire in 2015. Any options or restricted shares that are canceled or forfeited before expiration become available for future grants. The schedule and terms of vesting of options and restricted shares are determined by the Company’s Board of Directors. | |||||||||||||||||
Any options that remained available for grant under any of the Company’s Prior Plans are available for subsequent grant under the 2005 Share Option Plans. In addition, if any outstanding award under the Company’s Prior Plans should for any reason expire, be canceled or be forfeited without having been exercised in full, the shares subject to the unexercised, canceled or terminated portion of such award shall become available for subsequent grant under the 2005 Share Option Plans. | |||||||||||||||||
In February 2010, at the Company’s 2010 annual shareholders meeting, the Company’s shareholders approved authorizing the Company’s audit committee and board of directors to grant, on an annual basis, up to 20,000 restricted shares to each director of the Company. The actual terms of the grants, including the vesting schedule and related terms, shall be as determined by the Company’s Board of Directors as long as the annual grant per each director does not exceed such 20,000 restricted shares. | |||||||||||||||||
As of December 31, 2013, an aggregate of 213,784 Ordinary Shares of the Company were available for future grant under the 2005 Share Option Plans. | |||||||||||||||||
(ii). | During the year ended December 31, 2011, the Company granted to its directors an aggregate of 75,000 restricted share units, which were released from restriction during 2011. The Company has accounted for this award in accordance with ASC 718-10. The total grant date fair value of $83, reflecting the quoted market price of the Company’s Ordinary Shares as of the date of grant over the purchase price of $0, was recorded as compensation expense ratably over the release period of the restricted shares units. | ||||||||||||||||
(iii). | No restricted share units or options were granted during the year ended December 31, 2012. | ||||||||||||||||
(iv). | During the year ended December 31, 2013, the Company granted to its employees and directors an aggregate of 310,000 restricted share units. Of the restricted share units that were granted, 153,332 shares were released in 2013 and 156,668 shares are released ratably on an annual basis over one to three-year release period, starting from the date of grant. Release of the restrictions from the restricted share units is subject to acceleration upon the occurrence of certain events such as a merger or acquisition. The Company has accounted for this award in accordance with ASC 718-10. The total grant date fair value of $418, reflecting the quoted market price of the Company’s Ordinary Shares as of the date of grant over the purchase price of $0, is recorded as compensation expense ratably over the release period of the restricted share units. | ||||||||||||||||
(v). | No options were exercised during the years ended December 31, 2013, 2012 or 2011. No compensation expense related to options was recognized during the years ended December 31, 2013, 2012 or 2011. | ||||||||||||||||
(vi). | A summary of the status of the Company’s restricted share units as of December 31, 2013, 2012 and 2011, and changes during the years then ended is presented below: | ||||||||||||||||
Year ended December 31, 2011 | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
Restricted | average grant- | ||||||||||||||||
Restricted shareunits | Share Units | date fair value | |||||||||||||||
Restricted at January 1, 2011 | 146,580 | $ | 0.72 | ||||||||||||||
Granted | 75,000 | $ | 1.1 | ||||||||||||||
Vested | -123,861 | $ | 0.95 | ||||||||||||||
Forfeited | -48,414 | $ | 0.72 | ||||||||||||||
Restricted at December 31, 2011 | 49,305 | $ | 0.72 | ||||||||||||||
Year ended December 31, 2012 | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
Restricted | average grant- | ||||||||||||||||
Restricted shares units | Share Units | date fair value | |||||||||||||||
Restricted at January 1, 2012 | 49,305 | $ | 0.72 | ||||||||||||||
Granted | — | $ | — | ||||||||||||||
Vested | -22,986 | $ | 0.72 | ||||||||||||||
Forfeited | -3,333 | $ | 0.7 | ||||||||||||||
Restricted at December 31, 2012 | 22,986 | $ | 0.72 | ||||||||||||||
Year ended December 31, 2013 | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
Restricted | average grant- | ||||||||||||||||
Restricted shares units | Share Units | date fair value | |||||||||||||||
Restricted at January 1, 2013 | 22,986 | $ | 0.72 | ||||||||||||||
Granted | 310,000 | $ | 1.35 | ||||||||||||||
Vested | -176,317 | $ | 0.53 | ||||||||||||||
Forfeited | — | — | |||||||||||||||
Restricted at December 31, 2013 | 156,669 | $ | 2.18 | ||||||||||||||
(vii). | Options and shares issued to consultants: | ||||||||||||||||
As of December 31, 2013, there were no outstanding options or restricted share units that had been issued to consultants. | |||||||||||||||||
c. Warrants: | |||||||||||||||||
The Company’s outstanding warrants that had been issued to investors and consultants were as follows as of December 31, 2013 and 2012: | |||||||||||||||||
Warrants to | Exercise | ||||||||||||||||
Purchase | price per | Outstanding as of | Outstanding as of | ||||||||||||||
Ordinary Shares | share | Exercisable through | December 31, 2013 | December 31, 2012 | |||||||||||||
Issued April 1998 | 578 | $ | 1.25 | No expiration date | 578 | 578 | |||||||||||
Issued July 2012 (1) | 60,000 | 0.8 | 12-Jul-15 | — | 60,000 | ||||||||||||
-1 | In connection with a July 2012 agreement with LibertyView, which made a convertible loan to the Company (see Note 9) the Company granted LibertyView warrants to purchase 60,000 Ordinary Shares of the Company at an exercise price of $0.80 per share, which were to be exercisable in whole or in part no later than July 12, 2015. | ||||||||||||||||
This transaction was accounted for according to ASC 470-20. The fair value of these warrants was determined using the Black-Scholes pricing model, assuming a risk free interest rate of 2.15%, a volatility factor of 71%, dividend yield of 0% and expected term of three years. The fair value of these warrants of $21 was amortized during the term of the convertible note, which expired in August 2013. | |||||||||||||||||
In June 2013 the Company repurchased the warrants for an amount of $6, which was recorded as financial expense, and as a result the warrants are no longer outstanding. | |||||||||||||||||
d. Dividends: | |||||||||||||||||
In the event that cash dividends are declared in the future, such dividends will be paid in NIS or in foreign currency, subject to any statutory limitations. Dividends paid to shareholders in non-Israeli currency may be converted into dollars on the basis of the exchange rate prevailing at the time of payment. The Company does not intend to pay cash dividends in the foreseeable future. | |||||||||||||||||
TAXES_ON_INCOME
TAXES ON INCOME | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||
Income Tax Disclosure [Text Block] | ' | ||||||||||
NOTE 13:- TAXES ON INCOME | |||||||||||
The Company and its subsidiaries file federal and state income tax returns in the U.S. and Israel. ViryaNet Ltd. may be subject to examination by the Israel tax authorities for fiscal years 2010 through 2013. ViryaNet Inc.’s (the U.S. subsidiary) tax returns through 2009 were audited by the U.S. Internal Revenue Service (the “IRS”) which resulted in no incremental tax liability. ViryaNet Inc. may be subject to examination by the IRS for fiscal years 2010 through 2013. ViryaNet Australia and ViryaNet Europe were disposed of during 2011 (see Note 3). | |||||||||||
The Company believes that it has adequately provided for any reasonably foreseeable outcome related to tax audits and settlement. The final tax outcome of the Company’s tax audits could be different from what is reflected in the Company’s income tax provisions and accruals. Such differences could have a material effect on the Company’s income tax provision and net income in the periods in which such determination is made. | |||||||||||
Changes in Israeli tax rates: | |||||||||||
Israeli companies were generally subject to corporate tax at the rate of 25% on their taxable income for the 2013 and 2012 tax years, and 24% for the 2011 tax year. The corporate tax rate was increased to 26.5% for 2014 and thereafter. Beginning as of 2010, Israeli companies are subject to regular corporate tax rate on their capital gains. | |||||||||||
The changes in tax rates did not have an effect on the Company’s tax position due to significant accumulated losses for income tax purposes, for which a full valuation has been provided. | |||||||||||
Tax benefits under the Law for the Encouragement of Capital Investments, 1959: | |||||||||||
The Company’s production facilities were granted “Approved Enterprise” status under the Law for Encouragement of Capital Investments, 1959 (the “Investment Law”), for three separate investment programs, which were approved in February 1989, March 1995 and April 1998. | |||||||||||
Generally, “Approved Enterprise” tax benefits are limited to 12 years from commencement of production or 14 years from the date of approval, whichever expires earlier. | |||||||||||
Pursuant to the Investment Law, the Company elected for its investment program the “alternative benefits” track and waived government grants in return for a tax exemption. The Company’s offices and its research and development center are located in Jerusalem, in a region defined as a “Priority A Development Region.” Therefore, income derived from this program was to be tax-exempt for a period of ten years commencing with the year in which the program first earns taxable income, subject to certain conditions. | |||||||||||
As the Company currently has no taxable income, the benefits from this program have not yet been utilized. | |||||||||||
The Company’s entitlement to the above benefits was conditioned upon the Company’s fulfilling the conditions stipulated by the Investment Law, regulations published thereunder and the letters of approval for the Company’s specific investments in “Approved Enterprises.” In the event of failure to comply with these conditions, the benefits may be canceled and the Company may be required to refund the amount of the benefits (if any), in whole or in part, including interest and adjustments in accordance with changes to the Israeli Consumer Price Index (the “CPI”). | |||||||||||
If the retained tax-exempt income were distributed, it would be taxed at the corporate tax rate applicable to such profits as if the Company had not chosen the alternative tax benefits (rate of 10% - 25% based on the percentage of foreign ownership in the Company’s shares) on the gross amount distributed. In addition, these dividends would be subject to a 15% withholding tax. The Company’s Board of Directors has determined that such tax-exempt income will not be distributed as dividends. | |||||||||||
The Investment Law also grants entitlement to accelerated depreciation claim on buildings and equipment used by an “Approved Enterprise” during the first five tax years in which it uses the assets. | |||||||||||
Income from sources other than the “Approved Enterprise” during the benefit period is subject to tax at the regular Israeli corporate tax rate, as described above. | |||||||||||
On April 1, 2005, an amendment to the Investment Law came into effect (the “2005 Amendment”), which significantly changed the provisions of the Investment Law. The 2005 Amendment limits the scope of enterprises which may be approved by the Israeli Investment Center of the Ministry of Economy (formerly the Ministry of Industry and Commerce) (the “Investment Center”) by setting criteria for the approval of a facility as a Privileged Enterprise, such as provisions generally requiring that at least 25% of the Privileged Enterprise’s income be derived from export. Additionally, the 2005 Amendment enacted major changes in the manner in which tax benefits are awarded under the Investment Law so that companies that choose the “alternative benefits” track no longer require Investment Center approval in order to qualify for tax benefits. However, the 2005 Amendment provides that terms and benefits included in any letter of approval already granted will remain subject to the provisions of the Investment Law as they were on the date of such approval. | |||||||||||
In 2011, new legislation amending to the Investment Law was adopted (the “2011 Amendment”). Under the 2011 Amendment, a uniform corporate tax rate will apply to all qualifying income of certain Industrial Companies (requirement of a minimum export of 25% of the company's total turnover), as opposed to the current law's incentives, which are limited to income from Approved Enterprises during their benefits period. Under the 2011 Amendment, the uniform tax rate will be 10% in areas in Israel designated as Development Zone A and 15% elsewhere in Israel during 2011-2012, in 2013 7% and 12.5%, respectively and from 2014, 9% and 16%, respectively. The profits of these Industrial Companies will be freely distributable as dividends, subject to a 15% (20% from 2014) withholding tax (or lower, under an applicable tax treaty). | |||||||||||
The “Approved Enterprise” status granted to two of the Company’s investment programs— in February 1989 and March 1995, respectively— expired prior to 2012, and the tax benefits period for the Company’s April 1998 Approved Enterprise program expired in April 2012. | |||||||||||
As the Company did not have any taxable income prior to the expiration of this program, the benefits from this program have not been utilized. | |||||||||||
Therefore, as of December 31, 2013, the Company is not entitled to any future benefits under any of these investment programs or any other investment programs. | |||||||||||
Tax benefits under Israel’s Law for the Encouragement of Industry (Taxation), 1969: | |||||||||||
The Company currently qualifies as an “industrial company” under the above law and, as such, is entitled to certain tax benefits, mainly accelerated depreciation of machinery and equipment, and the right to claim public issuance expenses and amortization of patents and other intangible property rights as a deduction over eight years for tax purposes. | |||||||||||
Non-Israeli subsidiaries: | |||||||||||
Non-Israeli subsidiaries are taxed according to the tax laws in their respective domiciles of residence. If earnings are distributed in Israel in the form of dividends or otherwise, the Company may be subject to additional Israeli income tax (subject to an adjustment for foreign tax credits) and foreign withholding taxes. The Company’s management has determined that it will not distribute any amounts of its undistributed income as a dividend. The Company intends to reinvest the amount of such income. Accordingly, no deferred income taxes have been provided. | |||||||||||
Net operating losses carryforward: | |||||||||||
ViryaNet Ltd. has accumulated losses for income tax purposes in an amount of approximately $36,857 as of December 31, 2013, which may be carried forward and offset against taxable income and capital gain in the future for an indefinite period. | |||||||||||
As of December 31, 2013, the Company’s U.S. subsidiary had a U.S. federal net operating loss carryforward for income tax purposes in an amount of approximately $61,818, which can be carried forward and offset against taxable income for 20 years, expiring between 2018 and 2032. | |||||||||||
ViryaNet Europe and ViryaNet Australia were disposed of in 2011 and there are therefore no accumulated losses carried forward related to these subsidiaries (see Note 3). | |||||||||||
Utilization of U.S. net operating losses may be subject to substantial annual limitations due to the “change in ownership” provisions of the Internal Revenue Code of 1986 and similar state provisions. The annual limitation may result in the expiration of net operating losses before utilization. | |||||||||||
Deferred income taxes: | |||||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Under ASC 740 (“Income Taxes”), deferred tax assets, net are to be recognized for the anticipated tax benefits associated with net operating loss carry-forwards and deductible temporary differences, unless it is more-likely-than-not that some or all of the deferred tax assets will not be realized. The adjustment is made by a valuation allowance. Significant components of the Company’s deferred tax assets (and the Company’s valuation allowance with respect thereto) as of December 31, 2013 and 2012 are as follows: | |||||||||||
December 31, | |||||||||||
2013 | 2012 | ||||||||||
Deferred tax assets: | |||||||||||
U.S. net operating loss carryforward | $ | 23,058 | $ | 23,067 | |||||||
Israeli net operating loss carryforward | 9,214 | 8,692 | |||||||||
Other reserve and allowances | 498 | 479 | |||||||||
Total deferred tax assets | 32,770 | 32,238 | |||||||||
Valuation allowance | -32,770 | -32,238 | |||||||||
Net deferred tax assets | $ | — | $ | — | |||||||
As of December 31, 2013, the Company and its subsidiaries have provided a full valuation allowance in respect of deferred tax assets resulting from tax loss carryforward and other temporary differences, due to the history of the Company’s operating losses since its founding through 2008 and in 2011, which raises uncertainty concerning the Company’s ability to realize these deferred tax assets in the future. Management believes that it is more likely than not that the deferred tax assets relating to the loss carryforward will not be realized in the foreseeable future and has therefore established a valuation allowance for the full amount of the tax benefits. | |||||||||||
Deferred tax asset and valuation allowance in the U.S. did not change significantly from 2012 to 2013. In addition, deferred tax assets and corresponding valuation allowance in Israel decreased by $542 in 2013, due principally to changes in exchange rates between the Israeli Shekel and the US Dollar. | |||||||||||
Uncertain tax positions: | |||||||||||
As of December 31, 2013 and 2012, the Company maintained one uncertain tax position accrual, in an amount of $11 and $30, respectively. | |||||||||||
The Company believes that it has adequately provided for any reasonably foreseeable outcomes related to tax audits and settlement. The final tax outcome of its tax audits could be different from that which is reflected in the Company’s income tax provisions and accruals. Such differences could have a material effect on the Company’s income tax provision and net income in the period in which such determination is made. | |||||||||||
Net income (loss) for the years ended December 31, 2013, 2012 and 2011 is calculated after considering the impact of taxes as follows: | |||||||||||
Year ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Income (loss) from continuing operations before taxes | |||||||||||
Domestic | $ | 373 | $ | 195 | $ | -424 | |||||
Foreign | 1,142 | 743 | 228 | ||||||||
Total | $ | 1,515 | $ | 938 | $ | -196 | |||||
Taxes on income | |||||||||||
Domestic | $ | — | $ | — | $ | — | |||||
Foreign | 32 | 27 | 9 | ||||||||
Total | $ | 32 | $ | 27 | $ | 9 | |||||
Income (loss) from continuing operations after taxes | |||||||||||
Domestic | $ | 373 | $ | 195 | $ | -424 | |||||
Foreign | 1,110 | 716 | 219 | ||||||||
Total | $ | 1,483 | $ | 911 | $ | 205 | |||||
Income (loss) from discontinued operations | |||||||||||
Domestic | $ | — | $ | — | $ | — | |||||
Foreign | — | — | -14 | ||||||||
Total | $ | — | $ | — | $ | — | |||||
Net income (loss) | |||||||||||
Domestic | $ | 373 | $ | 195 | $ | -424 | |||||
Foreign | 1,110 | 716 | 205 | ||||||||
Total | $ | 1,483 | $ | 911 | $ | -219 | |||||
Reconciliation of theoretical tax expense (benefit) attributable to continuing operations to actual tax expense (benefit): | |||||||||||
In 2013, 2012 and 2011, the main reconciling items of the statutory tax rate applicable to the Company (25% in 2012 and 2013, 24% in 2011) and the effective tax rate for the Company (2.1% in 2013, 2.9% in 2012 and (4.6%) in 2011) are tax loss carryforwards and other deferred tax assets, for which a full valuation allowance was provided. | |||||||||||
SEGMENTS_CUSTOMERS_AND_GEOGRAP
SEGMENTS, CUSTOMERS AND GEOGRAPHIC INFORMATION | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||
Segment Reporting Disclosure [Text Block] | ' | |||||||||||||||||||
NOTE 14:- SEGMENTS, CUSTOMERS AND GEOGRAPHIC INFORMATION | ||||||||||||||||||||
a. | Summary information about geographical areas: | |||||||||||||||||||
The Company adopted ASC 280 (Segment Reporting). The Company’s chief operating decision maker has been identified as the Chief Executive Officer, who reviews consolidated results when making decisions about allocating resources and assessing performance of the Company. The Company has only one operating segment. The Company’s total revenues are attributable to geographic areas based on the location of the Company’s end customers. | ||||||||||||||||||||
The following table presents total revenues for the years ended December 31, 2013, 2012 and 2011 and long-lived assets as of December 31, 2013, 2012 and 2011 according to geographic region: | ||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||
Total | Long- | Total | Long- | Total | Long- | |||||||||||||||
revenues | lived | revenues | lived | revenues | lived | |||||||||||||||
assets | assets | assets | ||||||||||||||||||
North America | $ | 9,656 | $ | 32 | $ | 9,023 | $ | 37 | $ | 8,694 | $ | 34 | ||||||||
Europe | 972 | 16 | 969 | 33 | 714 | 59 | ||||||||||||||
Asia Pacific | 619 | — | 291 | — | 263 | — | ||||||||||||||
South America | 367 | — | 430 | — | — | — | ||||||||||||||
$ | 11,614 | $ | 48 | $ | 10,713 | $ | 70 | $ | 9,671 | $ | 93 | |||||||||
b. | Revenues attributable to major customers: | |||||||||||||||||||
There was one customer accounted for approximately 12% of the Company’s total revenues in 2013 and one other customer accounted for approximately 11% of the Company’s total revenues in 2012. There were no customers who accounted for 10% or more of the Company’s revenues in 2011. | ||||||||||||||||||||
FINANCIAL_EXPENSES_NET
FINANCIAL EXPENSES, NET | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Financial Expenses Disclosure [Abstract] | ' | ||||||||||
Financial Expenses Disclosure [Text Block] | ' | ||||||||||
NOTE 15:- FINANCIAL EXPENSES, NET | |||||||||||
The Company’s financial expenses, net during the years ended December 31, 2013, 2012 and 2011 were derived and comprised as presented below: | |||||||||||
Year ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Income: | |||||||||||
Foreign currency translation adjustments | — | — | 109 | ||||||||
Other income | — | — | 15 | ||||||||
Total income | — | — | 124 | ||||||||
Expenses: | |||||||||||
Interest and bank charges | 144 | 154 | 253 | ||||||||
Foreign currency translation adjustments | 145 | 42 | — | ||||||||
Total expenses | 289 | 196 | 253 | ||||||||
Financial expenses, net | $ | 289 | $ | 196 | $ | 129 | |||||
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended | ||
Dec. 31, 2013 | |||
Related Party Transactions [Abstract] | ' | ||
Related Party Transactions Disclosure [Text Block] | ' | ||
NOTE 16:- RELATED PARTY TRANSACTIONS | |||
a) | In June 1999, the Company’s Board of Directors approved the issuance of 3,478 Series C-2 Preferred shares to the Company’s Chairman for a purchase price of $100, which the Chairman paid based on a loan provided to him by the Company. The loan was approved by the Company’s shareholders in June 2000 and bears annual interest at the rate of 6.5%. Repayment of the loan is due when the Chairman sells or otherwise disposes of the shares that were purchased with the proceeds of the loan. In addition, the Company, at its sole discretion, may call for immediate repayment of the loan and the interest thereon in the event that (i) the Chairman becomes bankrupt or files a motion for bankruptcy, or (ii) the Chairman ceases to remain in the employment of the Company for any reason. | ||
b) | On June 30, 2011, the Company entered into a share purchase agreement with Jerusalem Technology Investments Ltd (the “Investor”), a company with which two of the Company’s directors—Samuel HaCohen and Vladimir Morgenstern— and one of the Company’s major shareholders (Jerusalem High-tech Founders, Ltd.) are affiliated. Pursuant to the agreement, the Investor committed to invest in the Company an amount of $250 within 31 days from the date of the agreement, as consideration for the issuance to the Investor of 250,000 of the Company’s Ordinary Shares at a price of $1.00 per Ordinary Share. 50,000 of those Ordinary Shares were issued on June 30, 2011, upon a payment of $50 by the Investor. In February 2012, the Investor invested an additional $75 portion of its total commitment under the agreement. This equity financing constituted an extraordinary transaction in which two of the Company’s directors possessed a personal interest | ||
and was therefore approved by the Company’s audit committee and Board of Directors in accordance with the requirements of the Companies Law. | |||
On December 17, 2012 the Company and the Investor reached an agreement according to which the parties terminated the share purchase agreement by mutual consent such that no further investment will be made under the share purchase agreement by the Investor, and both the Company and the Investor released each other from any claims related to the share purchase agreement. In lieu of the additional amount of $125 that was not invested by the Investor, Samuel HaCohen, the Company’s chairman and an affiliate of the Investor, signed a personal guarantee in favor of two banks, Bank Otsar Ha-Hayal and Bank Leumi, in order to enable the Company to secure loans from those banks (see Note 8). No further consideration was provided to the Investor and/or Samuel HaCohen in connection with the personal guarantee. This agreement constituted an extraordinary transaction with a deemed affiliate of the Company who possessed a personal interest and was therefore approved by the Company’s audit committee and Board of Directors in accordance with the requirements of the Israeli Companies Law. | |||
c) | On December 31, 2011, the Company completed the sale of 100% of the common stock of ViryaNet Australia, to Hosking Family Trust, owned by the former general manager of ViryaNet Australia, Mark Hosking (“Buyer”), for consideration of $340. The consideration is to be paid as follows: $100 was due on January 2, 2012 and the balance of $240 is to be paid over a period of four years in equal quarterly installments starting March 31, 2012, and bears interest at a fixed annual rate of 3.5%, paid quarterly. The repayment of the balance is secured through a personal guarantee provided by the Buyer (see also Note 3). This transaction constituted an extraordinary transaction with the Buyer, who may have been deemed an affiliate of the Company at the time and who possessed a personal interest, and was therefore approved by the Company’s audit committee and Board of Directors in accordance with the requirements of the Companies Law. | ||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended | ||
Dec. 31, 2013 | |||
Subsequent Events [Abstract] | ' | ||
Subsequent Events [Text Block] | ' | ||
NOTE 17:- SUBSEQUENT EVENTS | |||
a) | On March 17, 2014 the convertible note of $600 principal amount which is convertible into 363,636 Ordinary Shares at a conversion price of $1.65 per Ordinary Share at the holder’s discretion (see Note 12b), was converted into 363,636 Ordinary Shares, in accordance with the terms of the convertible note agreement. | ||
b) | On June 10, 2014, the Company entered into an Agreement and Plan of Merger, or the merger agreement, with Verisae, Inc., a Minnesota corporation, and its wholly-owned subsidiary, under which the Company agreed to be acquired by Verisae, Inc., or Verisae. | ||
The merger agreement calls for Verisae to acquire all of the issued and outstanding shares of the Company for aggregate cash consideration of $18,825, to the Company’s shareholders, subject to a net cash adjustment to be made as of the closing of the transaction. The Company currently anticipates that the consideration per Ordinary share payable at closing shall be in the range of $3.15-$3.40 per share. Closing is expected within approximately 75 days of the signing date of the merger agreement, subject to regulatory approvals in Israel and approval by the Company’s shareholders. | |||
As a result of the acquisition, the Company will become a strategic business unit of Verisae, a global provider of the Connected Facility – an integrated software platform that combines maintenance, machine to machine monitoring, energy, and sustainability software solutions into one. | |||
For a description of this transaction see the proxy statement for the extraordinary general meeting of shareholders at which the transaction will be subject to approval by the Company’s shareholders, which is attached to the Company’s Report of Foreign Private Issuer on Form 6-K that was furnished to the SEC on July 1 2014 and which is incorporated by reference herein. | |||
SIGNIFICANT_ACCOUNTING_POLICIE1
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | ' | ||||||||||
Basis of Accounting, Policy [Policy Text Block] | ' | ||||||||||
Basis of presentation: | |||||||||||
The consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated. The consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”). In the opinion of management, these financial statements include all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of the results for the periods presented. | |||||||||||
Use of Estimates, Policy [Policy Text Block] | ' | ||||||||||
Use of estimates: | |||||||||||
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are used for, but not limited to, collectability of accounts receivable, stock-based compensation, income tax accruals and the value of deferred tax assets. Estimates are also used to determine the remaining economic lives and carrying value of fixed assets and goodwill. Actual results could differ from those estimates. | |||||||||||
Foreign Currency Transactions and Translations Policy [Policy Text Block] | ' | ||||||||||
Functional currency: | |||||||||||
Most of the revenues of the Company are generated in U.S. dollars (“dollar” or “dollars”). In addition, a majority of the costs of the Company and its subsidiaries are incurred in dollars. The majority of financing and investment activities are effected in dollars. Management believes that the dollar is the primary currency in the economic environment in which the Company and its subsidiaries operate; therefore, the dollar is the functional and reporting currency. Transactions and balances originally denominated in dollars are presented at their original amounts. Balances in non-dollar currencies are translated into dollars using historical and current exchange rates for non-monetary and monetary balances, respectively. For non-dollar transactions and other items (stated below) reflected in the statements of income (loss), the following exchange rates are used: (i) for transactions – exchange rates at transaction dates or average rates; and (ii) for other items (derived from non-monetary balance sheet items such as depreciation and amortization, etc.) – historical exchange rates. Currency transaction gains or losses are recorded in financial income or expenses, as appropriate. | |||||||||||
Prior to the year ended December 31, 2012, for those former subsidiaries of the Company whose functional currency has been determined to be their local currency, assets and liabilities were translated at year-end exchange rates and statement of operations items were translated at average exchange rates prevailing during the year. Such translation adjustments were recorded as a separate component of accumulated other comprehensive income (loss) in shareholders’ equity. | |||||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | ' | ||||||||||
Cash equivalents: | |||||||||||
Cash equivalents are short-term, highly liquid investments that are readily convertible to cash, with original maturities of three months or less. | |||||||||||
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | ' | ||||||||||
Restricted cash: | |||||||||||
Restricted cash is a cash deposit that is restricted by the bank to secure repayment of bank loans (see Notes 8A(3)b and 8A(4)b). | |||||||||||
Property, Plant and Equipment, Policy [Policy Text Block] | ' | ||||||||||
Property and equipment: | |||||||||||
Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets at the following annual rates: | |||||||||||
% | |||||||||||
Computers, peripheral equipment and software | 33 | ||||||||||
Office furniture and equipment | 25-Jun | ||||||||||
Leasehold improvements | Depreciated evenly over the shorter of the term of the lease or the life of the asset | ||||||||||
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | ' | ||||||||||
Long-Lived Assets: | |||||||||||
The Company reviews long-lived assets, such as property and equipment, for impairment whenever events indicate that the carrying amounts might not be recoverable. Recoverability of property and equipment and other intangible assets is measured by comparing the projected undiscounted net cash flows associated with those assets to the assets’ carrying values. If an asset is considered impaired, it is written down to fair value, which is determined based on the asset’s projected discounted cash flows or appraised value, depending on the nature of the asset. During 2013, 2012 and 2011, no impairment losses were recorded. | |||||||||||
Goodwill and Intangible Assets, Policy [Policy Text Block] | ' | ||||||||||
Goodwill: | |||||||||||
Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in each business combination. | |||||||||||
The Company tests its goodwill for impairment annually on the last day of its fourth fiscal quarter, or more frequently if certain events or certain changes in circumstances indicate that it may be impaired. In assessing the recoverability of goodwill, the Company must make a series of assumptions about the estimated future cash flows and other factors to determine the fair value of the related intangible assets. There are inherent uncertainties related to these factors and to management’s exercise of judgment in applying these factors. | |||||||||||
In September 2011, the Financial Accounting Standards Board (“FASB”) issued guidance on testing goodwill for impairment. The guidance provides an entity the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The Company did not elect to adopt this accounting guidance for its goodwill impairment test for fiscal years 2013, 2012 and 2011, and continued to use the two-step process detailed below. | |||||||||||
According to the relevant FASB accounting standard, when the qualitative assessment is not elected, goodwill impairment testing is a two-step process. The first step is a comparison of the fair values of the Company’s reporting units to their respective carrying amounts. A reporting unit is an operating segment, or a business unit one level below that operating segment, for which discrete financial information is prepared and regularly reviewed by segment management. The Company has determined that the consolidated Company represents a single reporting unit. The Company’s management believes that a step-one test performed by using enterprise book value (equity value plus debt, less cash and cash equivalents) as the “carrying amount” for purposes of the test provides a better indication as to whether a potential impairment of goodwill exists and whether a step-two test should be performed, than the use of equity carrying value as the “carrying amount”. | |||||||||||
Because the consolidated Company (including its subsidiaries) represents a single reporting unit, in performing step one of the impairment test, the consolidated Company’s estimated fair value is compared to the consolidated Company’s enterprise book value as a whole. If the reporting unit’s (i.e., the consolidated Company’s) estimated fair value is equal to or greater than its enterprise book value, no impairment of goodwill exists and the test is complete at the first step. However, if the consolidated Company’s enterprise book value is greater than its estimated fair value, the second step must be completed to measure the amount of impairment of goodwill, if any. The second step of the goodwill impairment test compares the implied fair value of a reporting unit’s goodwill with its carrying amount to measure the amount of impairment loss, if any. If the implied fair value of goodwill is less than the carrying value of goodwill, then impairment exists and an impairment loss is recorded for the amount of the difference. | |||||||||||
The estimated implied fair value of goodwill is determined by using an income approach. The income approach estimates fair value based on the reporting unit’s (i.e., the consolidated Company’s) estimated future cash flows, discounted by an estimated weighted-average cost of capital that reflects current market conditions, which reflect the overall level of inherent risk of that reporting unit. The income approach also requires the Company to make a series of assumptions concerning matters such as discount rates, revenue projections, profit margin projections and terminal value multiples. | |||||||||||
The Company estimated its discount rates based on a blended rate of return, considering both debt and equity for comparable publicly-traded companies engaged in internet software services or application software. These comparable publicly traded companies operate in the same or a similar industry as the Company and have operating characteristics that are similar to the Company’s. The Company estimated its revenue projections and profit margin projections based on internal forecasts about future performance. | |||||||||||
The estimated implied fair value obtained by using the income approach is compared to fair value obtained under a market approach for reasonableness. The market approach estimates fair value by applying sales, earnings and cash flow multiples to a reporting unit’s operating performance. The multiples are derived from comparable publicly-traded companies with similar operating and investment characteristics as the relevant reporting unit (in this case, the consolidated Company). The market approach requires the Company to make a series of assumptions relating to, among other things, the selection of comparable companies, comparable transactions and transaction premiums. | |||||||||||
The estimated fair value of the consolidated Company as a reporting unit as of December 31, 2013 and 2012 was substantially in excess of its enterprise book value. Therefore, no impairment of goodwill was recorded during either 2013 or 2012. | |||||||||||
Income Tax, Policy [Policy Text Block] | ' | ||||||||||
Income taxes: | |||||||||||
The Company accounts for income taxes in accordance with the provisions of Accounting Standards Codification (“ASC”) 740 (“Income Taxes”) using the liability method of accounting, whereby deferred tax assets and liability account balances are determined based on the differences between financial reporting and the tax basis for assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company and its subsidiaries provide a valuation allowance, if necessary, to reduce deferred tax assets to the amounts that are more-likely-than-not to be realized. | |||||||||||
Deferred tax liabilities and assets are classified as current or non-current based on the classification of the related asset or liability for financial reporting or, if not related to an asset or liability for financial reporting, according to the expected reversal dates of the specific temporary differences. | |||||||||||
For uncertain tax positions, the Company follows a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining whether the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate resolution. The Company’s policy is to include interest and penalties related to unrecognized tax benefits within income tax expense. | |||||||||||
As of December 31, 2013 and December 31, 2012, the Company recognized approximately $11 and $30, respectively, for unrecognized tax benefits, interest and penalties, which are included in other accounts payable and accrued expenses in the Company’s consolidated balance sheets. | |||||||||||
Revenue Recognition, Policy [Policy Text Block] | ' | ||||||||||
Revenue recognition: | |||||||||||
The Company generates revenues from licensing the right to use its software products directly to end-users. The Company also enters into license arrangements with indirect channels such as resellers and systems integrators whereby revenues are recognized upon sale to the end user by the reseller or the system integrator. | |||||||||||
The Company also generates revenues from rendering professional services, including consulting, customization, implementation, training and post-contract maintenance and support. | |||||||||||
Revenues from software license agreements are recognized in accordance with ASC 985-605-15 (“Software Revenue Recognition”). | |||||||||||
ASC 985-605-15 generally requires revenue earned via software arrangements involving multiple elements to be allocated to each element based on the relative fair value of the respective elements. ASC 985-605-15 requires that revenue be recognized under the “residual method” when vendor specific objective evidence (“VSOE”) of fair value exists for all undelivered elements and VSOE does not exist for all of the delivered elements. Under the residual method, any discount in the arrangement is allocated to the delivered elements. The VSOE of fair value of an undelivered element is determined based on the price charged for the undelivered element when sold separately. For post-contract customer support, the Company determines the VSOE based on the renewal price charged. For other services, such as consulting, implementation and training, the Company determines the VSOE based on the fixed daily rate charged in stand-alone service transactions. If VSOE of fair value does not exist for all elements to support the allocation of the total fee among all delivered and undelivered elements of the arrangement, revenue is deferred until such evidence exists for the undelivered elements, or until all elements are delivered, whichever is earlier. | |||||||||||
Revenue from license fees is recognized when persuasive evidence of an agreement exists, the software product covered by written agreement or a purchase order signed by the customer has been delivered, the license fee is fixed or determinable, collectability is probable and VSOE of the fair value of undelivered elements exists. | |||||||||||
Post-contract maintenance and support arrangements provide technical support and the right to unspecified updates on an if-and-when available basis. Maintenance and support revenue is deferred and recognized on a straight-line basis over the term of the agreement, which is, in most cases, one year. Revenue from rendering services such as consulting, implementation and training are recognized as work is performed. | |||||||||||
Multiple element arrangements that include services are evaluated to determine whether those services are essential to the functionality of other elements of the arrangement. Services that are considered essential consist primarily of significant production, customization or modification. If such services are provided as part of the arrangement, revenues under the arrangement are recognized using contract accounting based on a percentage of completion method, by comparing actual labor days incurred to total labor days estimated to be incurred over the duration of the contract, in accordance with ASC 605-35-05 (“Construction-Type and Production-Type Contracts”). | |||||||||||
The Company classifies revenue as either software license revenue or services revenue. The Company allocates revenue based on the VSOE established for elements in each revenue arrangement and applies the residual method in arrangements in which VSOE was established for all undelivered elements. If the Company is unable to establish the VSOE for all undelivered elements, the Company first allocates revenue to any undelivered elements for which the VSOE has been established and then allocates revenue to the undelivered element for which the VSOE has not been established, based on management's best estimate of the fair value of those undelivered elements, and then applies the residual method to determine the license fee. Management's best estimate of fair value of undelivered elements for which the VSOE has not been established is based upon the VSOE of similar offerings and other objective criteria. | |||||||||||
Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are first determined, in the amount of the estimated loss on the entire contract. As of December 31, 2013, 2012 and 2011, no such losses were identified by the Company. | |||||||||||
Deferred revenues include unearned fees received under maintenance and support contracts, and other amounts received from customers but not recognized as revenues in the current period. | |||||||||||
The Company does not grant a right-of-return to its customers. The Company generally provides a warranty period of three months at no extra charge. As of December 31, 2013 and 2012, the Company’s provision for warranty cost was immaterial. | |||||||||||
Advertising Costs, Policy [Policy Text Block] | ' | ||||||||||
Advertising Costs: | |||||||||||
The Company records advertising expenses as incurred, which amounted to approximately $70, $70, and $74 in the years ended December 31, 2013, 2012, and 2011, respectively, and which have been included as part of selling and marketing expenses. | |||||||||||
Research and Development Expense, Policy [Policy Text Block] | ' | ||||||||||
Research and development costs: | |||||||||||
Research and development expenses include salaries, employee benefits and other costs associated with product development, and are charged to income as incurred. Participations and grants received by the Company or its subsidiaries in respect of research and development activities are recognized as a reduction of research and development expenses as the related costs are incurred, or as the related milestone is met. Upfront fees received by the Company or its subsidiaries in connection with cooperation agreements are deferred and recognized over the period of the applicable agreements as a reduction of research and development expenses. | |||||||||||
Capitalization of internally developed computer software costs begins upon the establishment of technological feasibility based on a working model. Due to the relatively short time period between the date on which the products achieve technological feasibility and the date on which they generally become available to customers, costs subject to capitalization have been immaterial for the Company and its subsidiaries and have been expensed as incurred. | |||||||||||
Concentration Risk, Credit Risk, Policy [Policy Text Block] | ' | ||||||||||
Concentrations of credit risk: | |||||||||||
Financial instruments that potentially subject the Company and its subsidiaries to concentrations of credit risk consist principally of cash and cash equivalents, trade receivables and a long-term receivable. | |||||||||||
The majority of the Company’s cash and cash equivalents are invested in dollar instruments with major banks in the United States and Israel. Such cash and cash equivalents may be in excess of insured limits or may not be insured at all in some jurisdictions. The amounts on deposit at December 31, 2013 and 2012 exceed the $250 federally insured limit by $667 and $93, respectively. Management believes that the financial institutions that hold the Company’s cash and cash equivalents are financially sound, and, accordingly, minimal credit risk exists with respect to these assets. | |||||||||||
The Company’s trade receivables are derived from sales to customers from a variety of industries and located primarily in North America, Europe, South America and Asia Pacific. While the Company does not require collateral from its customers, it does perform continuing credit evaluations of its customers’ financial condition. | |||||||||||
As of December 31, 2013 three customers accounted for 65% of trade receivable and as of December 31, 2012 four customers accounted for 52% of trade receivable. The Company is not aware of any financial difficulties being experienced by its major customers. | |||||||||||
The Company and its subsidiaries had no off-balance-sheet concentration of credit risk, such as foreign exchange contracts, option contracts or other foreign hedging arrangements, as of December 31, 2013 and 2012. | |||||||||||
Trade and Other Accounts Receivable, Policy [Policy Text Block] | ' | ||||||||||
Allowance for doubtful accounts: | |||||||||||
The allowance for doubtful accounts is determined on the basis of analysis of specific debts for which collection is doubtful. In determining the allowance for doubtful accounts, the Company considers, among other things, its past experience with such customers, the economic environment, the industry in which such customers operate and financial information available concerning such customers. In management’s opinion, the allowance for doubtful accounts adequately covers anticipated losses with respect to the Company’s accounts receivable. No allowance for doubtful accounts was required for the years ended December 31, 2013 and 2012. | |||||||||||
Debt, Policy [Policy Text Block] | ' | ||||||||||
Long term convertible debt: | |||||||||||
The Company presented the outstanding principal amount of its long term convertible debt as a long-term liability in accordance with ASC Topic 470-20 (“Debt with Conversion and Other Options”). The debt was classified as a long-term liability until the date of conversion, on which it was to be reclassified as equity or as a short-term liability if the next contractual redemption date was less than twelve months from the balance sheet date. Accrued interest on the convertible debt was included in other accounts payable and accrued expenses. Since the contractual redemption date was August 3, 2013, which was less than twelve months from the previous year’s balance sheet date, the convertible debt was reclassified as a short-term liability as of December 31, 2012. | |||||||||||
On July 18, 2012 the Company and the lender under the convertible debt, LibertyView Special Opportunities Fund, L.P. (“LibertyView”) agreed to modify the convertible debt agreement such that the Company would pay $270 of the original debt of $480 that was due in August 2013, in twelve equal monthly installments starting in July 2012. Under the terms of the agreement, the modified amount of $270 would not bear interest and LibertyView could convert the balance of the original debt into the Company’s ordinary shares, par value NIS 5.0 per share (“Ordinary Shares”) at any time at the original conversion price, prior to the last payment in June 2013. Once the Company was to pay all installments, the remaining outstanding balance of the original debt of $480, less any amount converted by LibertyView to Ordinary Shares prior to June 2013, was to be automatically forgiven and was to cease to be outstanding, and the entirety of the original debt was to be considered indefeasibly paid for all intents and purposes. | |||||||||||
As part of the modified agreement the Company granted the lender under the convertible debt a warrant to purchase 60,000 Ordinary Shares of the Company at an exercise price of $0.80 per share,(the “Warrant”) which the lender is permitted to exercise in whole or in part no later than July 2015 (see Note 12- Warrants). | |||||||||||
As provided in ASC 405-20-40, a liability is removed from the statement of financial position only if the creditor is paid and the debtor is relieved of the obligation, or the debtor is released legally either by the creditor or judicially from being the primary obligor. Therefore, any gain or loss resulting from the arrangement will be determined when and if any amount is forgiven. | |||||||||||
Because the Company met all of the payment conditions and LibertyView did not convert any portion of the balance of the original debt to Ordinary Shares prior to payment of the last installment, which occurred in June 2013, the remaining outstanding principal balance of $210 was forgiven and was recorded as gain from forgiveness of debt in the Company’s statement of operations for the year ended December 31, 2013. | |||||||||||
Furthermore, in June 2013 the Company repurchased the Warrant from LibertyView for an amount of $6, which was recorded in financial expenses. | |||||||||||
For further details, see Note 9 below. | |||||||||||
Convertible Note [Policy Text Block] | ' | ||||||||||
Convertible note: | |||||||||||
The Company presents the outstanding principal amount of a convertible note that it issued in 2007 (see Note 12(a)) in shareholders’ equity in accordance with ASC Topic 815 (“Derivatives and Hedging”) and ASC Topic 480 (“Distinguishing Liabilities from Equity”). The convertible note is classified as an equity component since it has no repayment date, does not bear any interest, and may only be converted into Ordinary Shares. The convertible note was classified as paid-in capital in shareholders’ equity until the date of actual conversion (which subsequently occurred, as described in Note 17(a) below). | |||||||||||
Earnings Per Share, Policy [Policy Text Block] | ' | ||||||||||
Earnings (loss) per share: | |||||||||||
Basic and diluted net income per share are presented in conformity with ASC 260 (“Earnings per Share”) for all years presented. Basic net earnings or loss per share is computed by dividing income or loss from continuing operations and from discontinued operations by the weighted average number of Ordinary Shares outstanding during the applicable period. Diluted net earnings or loss per share is computed by dividing net income or loss by the weighted average number of Ordinary Shares and potentially dilutive securities, as calculated using the treasury stock method, outstanding during the period. Potentially dilutive securities include shares issuable upon conversion of the convertible note. The Company’s outstanding Preferred A Shares are considered Ordinary Shares for this purpose, since they may be converted into Ordinary Shares at any time on a one-for-one basis. | |||||||||||
Outstanding stock options, unvested restricted shares, warrants and shares issuable upon conversion of the long-term convertible debt have been excluded from the calculation of basic and diluted net earnings or loss per share to the extent that such securities are anti-dilutive. The total weighted-average number of shares excluded from the calculation of diluted net earnings or loss per share was 578, 31,871, and 464,256 for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||
The following table summarizes information related to the computation of basic and diluted net earnings (loss) per share for the years indicated (U.S. dollars in thousands, except share and per share data). | |||||||||||
Year ended December 31 | |||||||||||
2013 | 2012 | 2011 | |||||||||
Income (loss) from continuing operations attributable to ordinary shares | 1,483 | 911 | -205 | ||||||||
Loss from discontinued operations attributable to ordinary shares | — | — | -14 | ||||||||
Net income (loss) attributable to ordinary shares | 1,483 | 911 | -219 | ||||||||
Weighted average number of shares outstanding used in basic earnings (loss) per share calculation | 4,064,298 | 3,896,018 | 3,671,547 | ||||||||
Potential shares issuable upon conversion of convertible note | 363,636 | 363,636 | — | ||||||||
Additional shares underlying unvested stock | 32,501 | 20,307 | — | ||||||||
Weighted average number of ordinary shares outstanding used in diluted earnings (loss) per share calculation | 4,460,435 | 4,279,961 | 3,671,547 | ||||||||
BASIC NET EARNINGS (LOSS) PER SHARE (US$) | |||||||||||
Continuing operations | 0.36 | 0.23 | -0.06 | ||||||||
Discontinued operations | — | — | 0 | ||||||||
Net income (loss) | 0.36 | 0.23 | -0.06 | ||||||||
DILUTED NET EARNINGS (LOSS) PER SHARE (US$) | |||||||||||
Continuing operations | 0.33 | 0.21 | -0.06 | ||||||||
Discontinued operations | — | — | 0 | ||||||||
Net income (loss) | 0.33 | 0.21 | -0.06 | ||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | ' | ||||||||||
Accounting for stock-based compensation: | |||||||||||
The Company accounts for stock-based compensation in accordance with ASC Topic 718 (“Compensation – Stock Compensation”) (“ASC 718”), which establishes accounting for stock-based grants that are awarded to employees as compensation for their services. ASC 718 requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company’s consolidated statements of operations. | |||||||||||
The Company recognizes compensation expense for the value of its awards granted based on the straight-line method over the requisite service period of each of the awards, net of estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Estimated forfeitures are based on actual historical pre-vesting forfeitures. | |||||||||||
The Company accounts for equity instruments issued to third party service providers (non-employees) in accordance with fair value based on an option-pricing model, pursuant to the guidance in ASC Topic 505-50 (“Equity-Based Payments to Non-Employees”). | |||||||||||
The following table summarizes the various categories of expense recognized for share-based compensation as a result of the application of ASC 718: | |||||||||||
2013 | 2012 | 2011 | |||||||||
Cost of revenues | $ | — | $ | 1 | $ | — | |||||
Research and development cost | 2 | 1 | — | ||||||||
Selling and marketing expenses | 15 | 8 | 5 | ||||||||
General and administrative expenses | 19 | 68 | 97 | ||||||||
Total stock-based compensation expense | $ | 36 | $ | 78 | $ | 102 | |||||
All restricted shares granted to employees in 2013 and 2011 were granted for no consideration; therefore their fair value was equal to the share price at the date of grant. No restricted shares were granted in 2012. The weighted average grant date fair value of shares granted during the years 2013 and 2011 was $1.35 and $1.10, respectively. | |||||||||||
The unrecognized stock-based compensation cost calculated under the fair value method for shares incentives expected to vest (unvested shares net of expected forfeitures) as of December 31, 2013 was approximately $321 and is expected to be recognized over a weighted-average period of 3 years. | |||||||||||
Sale Of Receivables [Policy Text Block] | ' | ||||||||||
Sale of receivables: | |||||||||||
From time to time, the Company sells certain of its accounts receivable to third parties, within the normal course of business, where such sales constitute a true sale, as determined in ASC Topic 860 (“Transfers and Servicing”). Under that accounting codification, a true sale occurs when control and risk of those trade receivables are fully transferred such that (a) the Company (i) transfers the proprietary rights in the receivable from the Company to the third party, (ii) legally isolates the receivable from the Company’s other assets and presumptively puts the receivable beyond the lawful reach of the Company and its creditors even in bankruptcy or other receivership, (iii) confers on the third party the right to pledge or exchange the receivable and (iv) eliminates the Company’s effective control over the receivable in the sense that the Company is not entitled and shall not be obligated to repurchase the receivable other than in case of a failure by the Company to fulfill its legal obligation, (b) the relevant receivable is derecognized and (c) cash is recorded. Where receivables are sold and the transfer of the right to future receipt of cash is related to underlying sales transactions for which the revenue has not been recognized but is ultimately expected to be recognized, the receivable is not derecognized and a liability is recorded as deferred revenue until the liability is discharged through the recognition of the revenue. | |||||||||||
The balance of sold receivables amounted to approximately $141 and $350 as of December 31, 2013 and 2012, respectively. Sales of accounts receivable, related to transactions for which revenue has been recognized, amounted to $141 and $232 as of December 31, 2013 and 2012, respectively, and sales of accounts receivable, related to an annual renewal of support and maintenance transactions for which the revenue has been recorded as deferred revenue and is ultimately expected to be recognized as revenue, amounted to $0 and $118 as of December 31, 2013 and 2012, respectively. | |||||||||||
The Company pays factoring fees associated with the sale of receivables based on the dollar value of the receivables sold and the time of payment. Such fees, which are considered to be primarily related to the Company’s financing activities, are included in financial expenses, net in the Company’s consolidated statements of operations. | |||||||||||
Fair Value of Financial Instruments, Policy [Policy Text Block] | ' | ||||||||||
Fair value of financial instruments: | |||||||||||
The following methods and assumptions were used by the Company and its subsidiaries in estimating fair value disclosures for financial instruments: | |||||||||||
The carrying amount reported in the balance sheet for cash and cash equivalents, restricted cash, trade receivables, unbilled receivables, other accounts receivable, short-term bank credit, current portion of debt, trade payables and other accounts payable approximates their fair value due to the short-term maturity of such instruments. The carrying amount reported in the balance sheet for the Company’s long-term receivable approximates its fair value, considering the interest rates charged and the security received in connection with the receivable. | |||||||||||
The carrying amount of the Company’s borrowings under its long- term debt approximates fair value because the interest rates on the instruments (i) fluctuate due to the variable rates of interest accruing on such debt and (ii) represent borrowing rates that are also available in the market on similar terms. | |||||||||||
Comprehensive Income, Policy [Policy Text Block] | ' | ||||||||||
Comprehensive income: | |||||||||||
The Company accounts for comprehensive income in accordance with ASC 220, “Comprehensive Income.” This accounting codification establishes standards for the reporting and display of comprehensive income and its components in a full set of general purpose financial statements. Comprehensive income generally represents all changes in stockholders’ equity during the period except those resulting from investments by, or distributions to, shareholders. The Company determined that there is only a single component of other comprehensive income for the year ended December 31, 2011, which relates to foreign currency translation adjustments. No components of other comprehensive income were included for the years ended December 31, 2013 and 2012. | |||||||||||
In May 2011, the FASB issued guidance that changed the requirement for presenting “Comprehensive Income” in the consolidated financial statements. The update requires an entity to present the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The update is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011 and should be applied retrospectively. The Company adopted this new guidance on January 1, 2012. However, since there was only one component of other comprehensive income for the year ended December 31, 2011 and none for the years ended December 31, 2013 and 2012, no additional statement was necessary. | |||||||||||
Reclassification, Policy [Policy Text Block] | ' | ||||||||||
Reclassification: | |||||||||||
Certain prior period amounts have been reclassified to conform to the current period presentation. | |||||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | ' | ||||||||||
Impact of recently issued accounting standards: | |||||||||||
In February 2013, the FASB issued Accounting Standards Update (ASU) No. 2013-02, Comprehensive Income: Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, which requires companies to disclose significant amounts that have been reclassified out of accumulated other comprehensive income. Amounts that are required to be reclassified in their entirety to net income must be disclosed either on the face of the income statement or in the notes to the financial statements. Amounts that are not required to be reclassified in their entirety to net income in the same reporting period must be disclosed by a cross reference to other disclosures that provide additional information regarding such amounts. ASU No. 2013-02 is effective for fiscal years and interim periods beginning after December 15, 2012. The adoption of ASU No. 2013-02 has not had a material impact on the Company’s financial position or results of operations. | |||||||||||
In July 2013, the FASB issued ASU No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists, which provides explicit guidance on the financial statement presentation of an unrecognized tax benefit. ASU No. 2013-11 requires unrecognized tax benefits to be presented as a reduction to a deferred tax asset, except that, if a net operating loss carryforward, a similar tax loss or a tax credit carryforward is not available at the reporting date to settle any additional income taxes that would result from the disallowance of a tax position, then the unrecognized tax benefit should be presented as a liability. ASU No. 2013-11 has become effective for fiscal years and interim periods beginning after December 15, 2013. The adoption of ASU No. 2013-11 has not had a material impact on the Company’s financial position or results of operations. | |||||||||||
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"), which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The standard requires entities to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new guidance also includes a cohesive set of disclosure requirements intended to provide users of financial statements with comprehensive information about the nature, amount, timing, and uncertainty of revenue and cash flows arising from a company’s contracts with customers. ASU 2014-09 will be effective beginning the first quarter of the Company's fiscal year 2017 and early application is not permitted. The standard allows for either “full retrospective” adoption, meaning the standard is applied to all of the periods presented, or “modified retrospective” adoption, meaning the standard is applied only to the most current period presented in the financial statements. The Company is currently evaluating the effect ASU 2014-09 will have on the Company’s Consolidated Financial Statements and disclosures. | |||||||||||
SIGNIFICANT_ACCOUNTING_POLICIE2
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | ' | ||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | ||||||||||
The following table summarizes information related to the computation of basic and diluted net earnings (loss) per share for the years indicated (U.S. dollars in thousands, except share and per share data). | |||||||||||
Year ended December 31 | |||||||||||
2013 | 2012 | 2011 | |||||||||
Income (loss) from continuing operations attributable to ordinary shares | 1,483 | 911 | -205 | ||||||||
Loss from discontinued operations attributable to ordinary shares | — | — | -14 | ||||||||
Net income (loss) attributable to ordinary shares | 1,483 | 911 | -219 | ||||||||
Weighted average number of shares outstanding used in basic earnings (loss) per share calculation | 4,064,298 | 3,896,018 | 3,671,547 | ||||||||
Potential shares issuable upon conversion of convertible note | 363,636 | 363,636 | — | ||||||||
Additional shares underlying unvested stock | 32,501 | 20,307 | — | ||||||||
Weighted average number of ordinary shares outstanding used in diluted earnings (loss) per share calculation | 4,460,435 | 4,279,961 | 3,671,547 | ||||||||
BASIC NET EARNINGS (LOSS) PER SHARE (US$) | |||||||||||
Continuing operations | 0.36 | 0.23 | -0.06 | ||||||||
Discontinued operations | — | — | 0 | ||||||||
Net income (loss) | 0.36 | 0.23 | -0.06 | ||||||||
DILUTED NET EARNINGS (LOSS) PER SHARE (US$) | |||||||||||
Continuing operations | 0.33 | 0.21 | -0.06 | ||||||||
Discontinued operations | — | — | 0 | ||||||||
Net income (loss) | 0.33 | 0.21 | -0.06 | ||||||||
Schedule Of Stock Based Compensation Related To Directors and Employees [Table Text Block] | ' | ||||||||||
The following table summarizes the various categories of expense recognized for share-based compensation as a result of the application of ASC 718: | |||||||||||
2013 | 2012 | 2011 | |||||||||
Cost of revenues | $ | — | $ | 1 | $ | — | |||||
Research and development cost | 2 | 1 | — | ||||||||
Selling and marketing expenses | 15 | 8 | 5 | ||||||||
General and administrative expenses | 19 | 68 | 97 | ||||||||
Total stock-based compensation expense | $ | 36 | $ | 78 | $ | 102 | |||||
DISCONTINUED_OPERATIONS_Tables
DISCONTINUED OPERATIONS (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||||
Schedule Of Disposal Group Discontinued Operation [Table Text Block] | ' | |||||||||
The impact of the transactions and/or processes whereby the above-described operations were discontinued during the year ended December 31, 2011 is summarized as follows: | ||||||||||
Subsidiary | Location | Proceeds | Gain (Loss) | |||||||
ViryaNet Australia | Australia | $ | 340 | $ | 250 | |||||
ViryaNet Europe | United Kingdom | — | -128 | |||||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | ' | |||||||||
The table below summarizes certain financial information with respect to the Company’s discontinued operations for the year ended December 31, 2011: | ||||||||||
Revenues | $ | 790 | ||||||||
Loss from discontinued operations (No income tax | -136 | |||||||||
expense or benefit) | ||||||||||
Gain on disposal of discontinued operations (No income | 122 | |||||||||
tax expense or benefit) | ||||||||||
Total loss from disposal of discontinued operations | $ | -14 | ||||||||
OTHER_ACCOUNTS_RECEIVABLE_AND_1
OTHER ACCOUNTS RECEIVABLE AND PREPAID EXPENSES (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Receivables [Abstract] | ' | |||||||
Schedule Of Other Accounts Receivable and Prepaid Expenses [Table Text Block] | ' | |||||||
Other accounts receivable and prepaid expenses consisted of the following: | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Prepaid expenses | $ | 215 | $ | 136 | ||||
Current maturities of long-term receivable (see Note 3) | 76 | 73 | ||||||
Government authorities | 13 | 7 | ||||||
304 | $ | 216 | ||||||
PROPERTY_AND_EQUIPMENT_NET_Tab
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment [Table Text Block] | ' | |||||||
Property and equipment consisted of the following as of the year-end dates listed below: | ||||||||
As of December 31, | ||||||||
2013 | 2012 | |||||||
Cost: | ||||||||
Computers, peripheral equipment and software | $ | 1,429 | $ | 1,407 | ||||
Office furniture and equipment | 199 | 197 | ||||||
Leasehold improvements | 91 | 91 | ||||||
1,719 | 1,695 | |||||||
Accumulated depreciation | 1,671 | 1,625 | ||||||
Depreciated cost | $ | 48 | $ | 70 | ||||
OTHER_ACCOUNTS_PAYABLE_AND_ACC1
OTHER ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Payables and Accruals [Abstract] | ' | |||||||
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | ' | |||||||
Other accounts payable and accrued expenses consisted of the following: | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Employees and payroll accruals | $ | 1,029 | $ | 946 | ||||
Accrued expenses | 355 | 442 | ||||||
$ | 1,384 | $ | 1,388 | |||||
LONGTERM_BANK_LOAN_Tables
LONG-TERM BANK LOAN (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Long Term Bank Loan Disclosure [Abstract] | ' | |||||||||||
Schedule of Debt [Table Text Block] | ' | |||||||||||
a. | Long-term loans classified by currency of repayment were as follows as of the year-end listed in the below table: | |||||||||||
Interest | December 31, | |||||||||||
Bank | Currency | Rate | 2013 | 2012 | ||||||||
Bank Hapoalim (1) | U.S. $ | LIBOR*+ 3.25% | $ | — | $ | 37 | ||||||
Bank Hapoalim (2) | U.S. $ | LIBOR**+ 5.70% | — | 460 | ||||||||
Bank Otsar Ha-Hayal (3a) | NIS | PRIME+3.50% | 144 | 180 | ||||||||
Bank Otsar Ha-Hayal (3b) | NIS | PRIME+3.50% | 273 | 336 | ||||||||
Bank Otsar Ha-Hayal (4a) | NIS | PRIME+3.50% | 114 | 130 | ||||||||
Bank Otsar Ha-Hayal (4b) | NIS | PRIME+3.50% | 121 | — | ||||||||
Less - current maturities | -199 | -646 | ||||||||||
$ | 453 | $ | 497 | |||||||||
* | 3 Months LIBOR | |||||||||||
** | 1 Month LIBOR | |||||||||||
-1 | Payable monthly through January 1, 2013. | |||||||||||
-2 | On December 18, 2011, the Bank agreed to convert an outstanding short term credit in an amount of $360 and a long-term loan balance in an amount of $100 to a long-term loan in a total amount of $460, payable in 11 monthly payments starting February 6, 2013. The interest is payable monthly starting January 6, 2012. There was no gain or loss from the conversion. The conversion was accounted for as a modification of debt under ASC 470-50-40-14. | |||||||||||
-3 | a. On June 28, 2011 the Company received an approval from the State Guaranteed Medium Business Assistance Fund (the “Fund”) for a loan in an amount of NIS 2,100,000, guaranteed by the Israeli government. The disbursement of the loan to the Company was contingent upon its securing an equity investment of at least NIS 500,000. The required equity investment may be effected in one of two manners: (i) a restricted shareholders’ loan payable after five years, or (ii) an equity investment in which the investors receive Company shares. The Company elected the equity investment route. | |||||||||||
On July 7, 2011, following the receipt by the Company of NIS 170,000, or $50, via an equity investment by Jerusalem Technology Investments pursuant to a share purchase agreement dated June 30, 2011 (see Note 12(c)), thereby meeting, in part, the condition for disbursement of the loan, the Company received part of the total amount approved to it under the loan— NIS 750,000— from the Fund’s participating bank, Bank Otsar Ha-Hayal (“Bank Otsar”). The Loan bears annual interest at the Israeli prime rate, plus 3.5% (equal to 8.57% as of the time of the initial loan disbursement), and the principal and interest are payable in 49 equal monthly payments of NIS 18,080 each (which includes interest), beginning on August 6, 2012. Interest is payable on a monthly basis beginning on August 6, 2011. | ||||||||||||
b. The balance of the loan provided by Bank Otsar, or NIS 1,350,000, was disbursed to the Company on September 6, 2011. The loan bears annual interest at the Israeli prime rate, plus 3.5% (equal to 8.57% as of the time of the initial loan disbursement), and the principal and interest are payable in 49 equal monthly payments of NIS 32,545 each (which includes the interest), beginning on September 8, 2012. Interest is payable on a monthly basis beginning on October 7, 2011. | ||||||||||||
Since the Company did not receive the balance of NIS 330,000 in equity investments as of the date of the disbursement of the loan balance (September 6, 2011), as required under the loan terms set by the Fund, Bank Otsar Ha-Hayal instead restricted the Company’s access to an amount of $140 in cash from the loan proceeds, as a means to secure the repayment of the loan. This $140 amount is classified as restricted cash in the Company’s current assets. | ||||||||||||
c. Repayment of the loan provided by Bank Otsar is guaranteed by the Israeli government, as well as by a personal guarantee of Samuel HaCohen, the Company’s Chairman of the Board of Directors. | ||||||||||||
-4 | a. On October 17, 2012 the Company received approval from the Fund for an additional loan in an amount of NIS 1,000,000, guaranteed by the Israeli government, and on October 24, 2012 the Company received NIS 500,000 of the approved amount. The repayment of the loan is secured by a restriction on the Company’s access to an amount of NIS 90,000 of the loan proceeds, and by a personal guarantee of Samuel HaCohen, the Company’s Chairman of the Board of Directors (see note 16) and by the Israeli government. | |||||||||||
The loan from Bank Otsar bears annual interest at the Israeli prime rate, plus 3.5% (equal to 7.25% as of the time of loan disbursement), and the principal and interest are payable in 60 equal monthly payments of NIS 9,960 each (which includes interest as well), beginning on November 29, 2012. | ||||||||||||
b. On January 13, 2013 the Company received a loan of NIS 500,000 from Bank Otsar Ha-Hayal, which was the second installment of the additional loan of NIS 1,000,000 approved by the State Guaranteed Medium Business Assistance Fund. The repayment of the loan is secured by a restriction on the Company’s access to an additional amount of NIS 145,000 from the loan proceeds, by a personal guarantee of Samuel HaCohen, the Company’s Chairman of the Board of Directors and by the Israeli government’s guarantee. | ||||||||||||
The loan bears annual interest at the Israeli prime rate, plus 3.5% (equal to 6.75% as of the time of loan disbursement), and the principal and interest are payable in 60 equal monthly payments of NIS 9,842 each (which includes the interest as well), beginning on February 14, 2013. | ||||||||||||
Schedule of Maturities of Long-term Debt [Table Text Block] | ' | |||||||||||
b. | The Company’s loans (net of current maturities) mature in the following years after the respective balance sheet dates listed below: | |||||||||||
December 31, | ||||||||||||
2013 | 2012 | |||||||||||
2013 | — | 646 | ||||||||||
2014 | 199 | 160 | ||||||||||
2015 | 216 | 174 | ||||||||||
2016 | 174 | 138 | ||||||||||
2017 | 60 | 25 | ||||||||||
2018 | 3 | — | ||||||||||
Total | $ | 652 | $ | 1,143 | ||||||||
LONG_TERM_CONVERTIBLE_DEBT_Tab
LONG TERM CONVERTIBLE DEBT (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2003 | ||||||||||||
Long Term Convertible Debt Disclosure [Abstract] | ' | |||||||||||
Schedule Of Long Term Convertible Debt [Table Text Block] | ' | |||||||||||
Long – term convertible debt issued by the Company was as follows as of the dates listed below: | ||||||||||||
Interest | December 31, | |||||||||||
rate | 2013 | 2012 | ||||||||||
Convertible debt: | ||||||||||||
Par | 7.5 | % | $ | — | $ | 345 | ||||||
Deemed premium, net * | — | 7 | ||||||||||
Reclassification to current liabilities | — | 352 | ||||||||||
$ | — | $ | — | |||||||||
* | Amortization of the deemed premium added to income was $15 for 2012 and $7 for 2013. | |||||||||||
COMMITMENTS_AND_CONTINGENT_LIA1
COMMITMENTS AND CONTINGENT LIABILITIES (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | ' | ||||
Future minimum rental payments for facilities under non-cancelable operating leases are as follows: | |||||
Operating | |||||
Lease | |||||
Year ending December 31, | Obligations | ||||
2014 | 351 | ||||
2015 | 326 | ||||
2016 | 213 | ||||
Total | $ | 890 | |||
SHAREHOLDERS_EQUITY_Tables
SHAREHOLDERS' EQUITY (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||
Schedule of Nonvested Restricted Stock Units Activity [Table Text Block] | ' | ||||||||||||||||
A summary of the status of the Company’s restricted share units as of December 31, 2013, 2012 and 2011, and changes during the years then ended is presented below: | |||||||||||||||||
Year ended December 31, 2011 | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
Restricted | average grant- | ||||||||||||||||
Restricted shareunits | Share Units | date fair value | |||||||||||||||
Restricted at January 1, 2011 | 146,580 | $ | 0.72 | ||||||||||||||
Granted | 75,000 | $ | 1.1 | ||||||||||||||
Vested | -123,861 | $ | 0.95 | ||||||||||||||
Forfeited | -48,414 | $ | 0.72 | ||||||||||||||
Restricted at December 31, 2011 | 49,305 | $ | 0.72 | ||||||||||||||
Year ended December 31, 2012 | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
Restricted | average grant- | ||||||||||||||||
Restricted shares units | Share Units | date fair value | |||||||||||||||
Restricted at January 1, 2012 | 49,305 | $ | 0.72 | ||||||||||||||
Granted | — | $ | — | ||||||||||||||
Vested | -22,986 | $ | 0.72 | ||||||||||||||
Forfeited | -3,333 | $ | 0.7 | ||||||||||||||
Restricted at December 31, 2012 | 22,986 | $ | 0.72 | ||||||||||||||
Year ended December 31, 2013 | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
Restricted | average grant- | ||||||||||||||||
Restricted shares units | Share Units | date fair value | |||||||||||||||
Restricted at January 1, 2013 | 22,986 | $ | 0.72 | ||||||||||||||
Granted | 310,000 | $ | 1.35 | ||||||||||||||
Vested | -176,317 | $ | 0.53 | ||||||||||||||
Forfeited | — | — | |||||||||||||||
Restricted at December 31, 2013 | 156,669 | $ | 2.18 | ||||||||||||||
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | ' | ||||||||||||||||
The Company’s outstanding warrants that had been issued to investors and consultants were as follows as of December 31, 2013 and 2012: | |||||||||||||||||
Warrants to | Exercise | ||||||||||||||||
Purchase | price per | Outstanding as of | Outstanding as of | ||||||||||||||
Ordinary Shares | share | Exercisable through | December 31, 2013 | December 31, 2012 | |||||||||||||
Issued April 1998 | 578 | $ | 1.25 | No expiration date | 578 | 578 | |||||||||||
Issued July 2012 (1) | 60,000 | 0.8 | 12-Jul-15 | — | 60,000 | ||||||||||||
-1 | In connection with a July 2012 agreement with LibertyView, which made a convertible loan to the Company (see Note 9) the Company granted LibertyView warrants to purchase 60,000 Ordinary Shares of the Company at an exercise price of $0.80 per share, which were to be exercisable in whole or in part no later than July 12, 2015. | ||||||||||||||||
TAXES_ON_INCOME_Tables
TAXES ON INCOME (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | ||||||||||
Significant components of the Company’s deferred tax assets (and the Company’s valuation allowance with respect thereto) as of December 31, 2013 and 2012 are as follows: | |||||||||||
December 31, | |||||||||||
2013 | 2012 | ||||||||||
Deferred tax assets: | |||||||||||
U.S. net operating loss carryforward | $ | 23,058 | $ | 23,067 | |||||||
Israeli net operating loss carryforward | 9,214 | 8,692 | |||||||||
Other reserve and allowances | 498 | 479 | |||||||||
Total deferred tax assets | 32,770 | 32,238 | |||||||||
Valuation allowance | -32,770 | -32,238 | |||||||||
Net deferred tax assets | $ | — | $ | — | |||||||
Schedule Of Income Domestic And Foreign [Table Text Block] | ' | ||||||||||
Net income (loss) for the years ended December 31, 2013, 2012 and 2011 is calculated after considering the impact of taxes as follows: | |||||||||||
Year ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Income (loss) from continuing operations before taxes | |||||||||||
Domestic | $ | 373 | $ | 195 | $ | -424 | |||||
Foreign | 1,142 | 743 | 228 | ||||||||
Total | $ | 1,515 | $ | 938 | $ | -196 | |||||
Taxes on income | |||||||||||
Domestic | $ | — | $ | — | $ | — | |||||
Foreign | 32 | 27 | 9 | ||||||||
Total | $ | 32 | $ | 27 | $ | 9 | |||||
Income (loss) from continuing operations after taxes | |||||||||||
Domestic | $ | 373 | $ | 195 | $ | -424 | |||||
Foreign | 1,110 | 716 | 219 | ||||||||
Total | $ | 1,483 | $ | 911 | $ | 205 | |||||
Income (loss) from discontinued operations | |||||||||||
Domestic | $ | — | $ | — | $ | — | |||||
Foreign | — | — | -14 | ||||||||
Total | $ | — | $ | — | $ | — | |||||
Net income (loss) | |||||||||||
Domestic | $ | 373 | $ | 195 | $ | -424 | |||||
Foreign | 1,110 | 716 | 205 | ||||||||
Total | $ | 1,483 | $ | 911 | $ | -219 | |||||
SEGMENTS_CUSTOMERS_AND_GEOGRAP1
SEGMENTS, CUSTOMERS AND GEOGRAPHIC INFORMATION (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | ' | |||||||||||||||||||
The following table presents total revenues for the years ended December 31, 2013, 2012 and 2011 and long-lived assets as of December 31, 2013, 2012 and 2011 according to geographic region: | ||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||
Total | Long- | Total | Long- | Total | Long- | |||||||||||||||
revenues | lived | revenues | lived | revenues | lived | |||||||||||||||
assets | assets | assets | ||||||||||||||||||
North America | $ | 9,656 | $ | 32 | $ | 9,023 | $ | 37 | $ | 8,694 | $ | 34 | ||||||||
Europe | 972 | 16 | 969 | 33 | 714 | 59 | ||||||||||||||
Asia Pacific | 619 | — | 291 | — | 263 | — | ||||||||||||||
South America | 367 | — | 430 | — | — | — | ||||||||||||||
$ | 11,614 | $ | 48 | $ | 10,713 | $ | 70 | $ | 9,671 | $ | 93 | |||||||||
FINANCIAL_EXPENSES_NET_Tables
FINANCIAL EXPENSES, NET (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Financial Expenses Disclosure [Abstract] | ' | ||||||||||
Schedule Of Interest And Debt Expenses [Table Text Block] | ' | ||||||||||
The Company’s financial expenses, net during the years ended December 31, 2013, 2012 and 2011 were derived and comprised as presented below: | |||||||||||
Year ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Income: | |||||||||||
Foreign currency translation adjustments | — | — | 109 | ||||||||
Other income | — | — | 15 | ||||||||
Total income | — | — | 124 | ||||||||
Expenses: | |||||||||||
Interest and bank charges | 144 | 154 | 253 | ||||||||
Foreign currency translation adjustments | 145 | 42 | — | ||||||||
Total expenses | 289 | 196 | 253 | ||||||||
Financial expenses, net | $ | 289 | $ | 196 | $ | 129 | |||||
SIGNIFICANT_ACCOUNTING_POLICIE3
SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 19, 2007 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Earnings Per Share Basic And Diluted [Line Items] | ' | ' | ' | ' |
Income (loss) from continuing operations attributable to ordinary shares | ' | $1,483 | $911 | ($205) |
Loss from discontinued operations attributable to ordinary shares | ' | 0 | 0 | -14 |
Net income (loss) attributable to ordinary shares | ' | $1,483 | $911 | ($219) |
Weighted average number of shares outstanding used in basic earnings (loss) per share calculation (in shares) | ' | 4,064,298 | 3,896,018 | 3,671,547 |
Potential shares issuable upon conversion of convertible note | 363,636 | 363,636 | 363,636 | 0 |
Additional shares underlying unvested stock | ' | 32,501 | 20,307 | 0 |
Weighted average number of ordinary shares outstanding used in diluted earnings (loss) per share calculation (in shares) | ' | 4,460,435 | 4,279,961 | 3,671,547 |
BASIC NET EARNINGS (LOSS) PER SHARE (US$) | ' | ' | ' | ' |
Continuing operations (in dollars per share) | ' | $0.36 | $0.23 | ($0.06) |
Discontinued operations (in dollars per share) | ' | $0 | $0 | $0 |
Net income (loss) (in dollars per share) | ' | $0.36 | $0.23 | ($0.06) |
DILUTED NET EARNINGS (LOSS) PER SHARE (US$) | ' | ' | ' | ' |
Continuing operations (in dollars per share) | ' | $0.33 | $0.21 | ($0.06) |
Discontinued operations (in dollars per share) | ' | $0 | $0 | $0 |
Net income (loss) (in dollars per share) | ' | $0.33 | $0.21 | ($0.06) |
SIGNIFICANT_ACCOUNTING_POLICIE4
SIGNIFICANT ACCOUNTING POLICIES (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Stock Based Compensation Related To Directors And Employees [Line Items] | ' | ' | ' |
Total stock-based compensation expense | $36 | $78 | $102 |
Cost of Sales [Member] | ' | ' | ' |
Stock Based Compensation Related To Directors And Employees [Line Items] | ' | ' | ' |
Total stock-based compensation expense | 0 | 1 | 0 |
Research and Development Expense [Member] | ' | ' | ' |
Stock Based Compensation Related To Directors And Employees [Line Items] | ' | ' | ' |
Total stock-based compensation expense | 2 | 1 | 0 |
Selling and Marketing Expense [Member] | ' | ' | ' |
Stock Based Compensation Related To Directors And Employees [Line Items] | ' | ' | ' |
Total stock-based compensation expense | 15 | 8 | 5 |
General and Administrative Expense [Member] | ' | ' | ' |
Stock Based Compensation Related To Directors And Employees [Line Items] | ' | ' | ' |
Total stock-based compensation expense | $19 | $68 | $97 |
SIGNIFICANT_ACCOUNTING_POLICIE5
SIGNIFICANT ACCOUNTING POLICIES (Details Textual) (USD $) | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jul. 31, 2012 | Dec. 19, 2007 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2013 | Jul. 18, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
Trade Receivable [Member] | Trade Receivable [Member] | Libertyview Special Opportunities Fund L P [Member] | Libertyview Special Opportunities Fund L P [Member] | Libertyview Special Opportunities Fund L P [Member] | Libertyview Special Opportunities Fund L P [Member] | Computer Equipment [Member] | Office Equipment [Member] | Office Equipment [Member] | Leasehold Improvements [Member] | ||||||
Minimum [Member] | Maximum [Member] | ||||||||||||||
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | $11 | $30 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Advertising Expense | 70 | 70 | 74 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 578 | 31,871 | 464,256 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average grant-date fair value, Granted | $1.35 | ' | $1.10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Receivables Held-for-sale, Amount | 141 | 350 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (Loss) on Sale of Accounts Receivable | 141 | 232 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred Gain On Sale Of Accounts Receivables | 0 | 118 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property Plant And Equipment Depreciation Rates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 33.00% | 6.00% | 25.00% | ' |
Property, Plant and Equipment, Depreciation Methods | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Depreciated evenly over the shorter of the term of the lease or the life of the asset |
Cash Fdic Insured Limit | 250 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash In Excess Of Fdic Insured Limit | 667 | 93 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forgiven Convertible Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | 210 | ' | ' | ' | ' | ' |
Par | 0 | 345 | ' | ' | ' | ' | ' | ' | ' | ' | 480 | ' | ' | ' | ' |
Convertible Debt Payable | ' | ' | ' | ' | ' | ' | ' | 210 | 270 | ' | ' | ' | ' | ' | ' |
Convertible Debt Repayment Description | ' | ' | ' | ' | ' | ' | ' | ' | 'convertible debt agreement such that the Company would pay $270 of the original debt of $480 that was due in August 2013, in twelve equal monthly installments starting in July 2012. Under the terms of the agreement, the modified amount of $270 would not bear interest and LibertyView could convert the balance of the original debt into the Companys ordinary shares, par value NIS 5.0 per share (Ordinary Shares) at any time at the original conversion price, prior to the last payment in June 2013. Once the Company was to pay all installments, the remaining outstanding balance of the original debt of $480, less any amount converted by LibertyView to Ordinary Shares prior to June 2013, was to be automatically forgiven and was to cease to be outstanding, and the entirety of the original debt was to be considered indefeasibly paid for all intents and purposes. | ' | ' | ' | ' | ' | ' |
Warrants for Ordinary Shares | ' | ' | ' | 60,000 | ' | ' | ' | ' | 60,000 | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Exercise Price of Warrants or Rights | ' | ' | ' | 0.8 | 2 | ' | ' | ' | 0.8 | ' | ' | ' | ' | ' | ' |
Concentration Risk, Percentage | ' | ' | ' | ' | ' | 65.00% | 52.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration Risk Major Customer Number | ' | ' | ' | ' | ' | 3 | 4 | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Conversion, Original Debt, Amount | 0 | 0 | 360 | ' | ' | ' | ' | 480 | 480 | ' | ' | ' | ' | ' | ' |
Debt Instrument, Repurchase Amount | ' | ' | ' | ' | ' | ' | ' | 6 | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $321 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Weighted Average Remaining Contractual Term | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
DISCONTINUED_OPERATIONS_Detail
DISCONTINUED OPERATIONS (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Disposal Group Discontinued Operation [Line Items] | ' | ' | ' |
Discontinued operations, Gain (Loss) | $0 | $0 | $122 |
Viryanet Australia [Member] | Australia [Member] | ' | ' | ' |
Disposal Group Discontinued Operation [Line Items] | ' | ' | ' |
Discontinued operations, Location | ' | ' | 'Australia |
Discontinued operations, Proceeds | ' | ' | 340 |
Discontinued operations, Gain (Loss) | ' | ' | 250 |
Viryanet Europe [Member] | United Kingdom [Member] | ' | ' | ' |
Disposal Group Discontinued Operation [Line Items] | ' | ' | ' |
Discontinued operations, Location | ' | ' | 'United Kingdom |
Discontinued operations, Proceeds | ' | ' | 0 |
Discontinued operations, Gain (Loss) | ' | ' | ($128) |
DISCONTINUED_OPERATIONS_Detail1
DISCONTINUED OPERATIONS (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Revenues | ' | ' | $790 |
Loss from discontinued operations (No income tax expense or benefit) | ' | ' | -136 |
Gain on disposal of discontinued operations (No income tax expense or benefit) | 0 | 0 | 122 |
Total loss from disposal of discontinued operations | ' | ' | ($14) |
DISCONTINUED_OPERATIONS_Detail2
DISCONTINUED OPERATIONS (Details Textual) (USD $) | Dec. 31, 2013 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | Subsequent Event [Member] | Viryanet Australia [Member] |
Disposal Group Discontinued Operation [Line Items] | ' | ' |
Disposal Group Revenues and Assets Percentage | ' | 'less than 10% |
Disposal Group Including Discontinued Operation Sale To Related Party Percentage | ' | 100.00% |
Discontinued Operation Sale Consideration On Disposal Of Discontinued Operation Payment Due One | ' | $100 |
Discontinued Operation Sale Consideration On Disposal Of Discontinued Operation Balance Payment Due | ' | 240 |
Discontinued Operation Sale Consideration On Disposal Of Discontinued Operation Due Interest Rate | ' | 3.50% |
Discontinued Operations Sale Consideration On Disposal Of Discontinued Operation Due Current | 76 | ' |
Discontinued Operations Sale Consideration On Disposal Of Discontinued Operation Due Non Current | 63 | ' |
Discontinued operations, Proceeds | ' | $340 |
OTHER_ACCOUNTS_RECEIVABLE_AND_2
OTHER ACCOUNTS RECEIVABLE AND PREPAID EXPENSES (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Accounts Receivable And Prepaid Expenses [Line Items] | ' | ' |
Prepaid expenses | $215 | $136 |
Current maturities of long-term receivable (see Note 3) | 76 | 73 |
Government authorities | 13 | 7 |
Other accounts receivable and prepaid expenses | $304 | $216 |
PROPERTY_AND_EQUIPMENT_NET_Det
PROPERTY AND EQUIPMENT, NET (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Cost: | ' | ' |
Property, Plant and Equipment, Gross | $1,719 | $1,695 |
Accumulated depreciation | 1,671 | 1,625 |
Depreciated cost | 48 | 70 |
Computers Peripheral Equipment And Software [Member] | ' | ' |
Cost: | ' | ' |
Property, Plant and Equipment, Gross | 1,429 | 1,407 |
Office Furniture And Equipment [Member] | ' | ' |
Cost: | ' | ' |
Property, Plant and Equipment, Gross | 199 | 197 |
Leasehold Improvements [Member] | ' | ' |
Cost: | ' | ' |
Property, Plant and Equipment, Gross | $91 | $91 |
PROPERTY_AND_EQUIPMENT_NET_Det1
PROPERTY AND EQUIPMENT, NET (Details Textual) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Depreciation | $46 | $52 | $45 |
SHORTTERM_BANK_CREDIT_Details_
SHORT-TERM BANK CREDIT (Details Textual) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Short Term Bank Credit [Line Items] | ' | ' | ' | ' |
Line of Credit Facility, Interest Rate Description | 'The line of credit denominated in NIS currency accrues interest on the daily outstanding balance at the prime rate plus 3.3% per annum. | ' | ' | ' |
Refinancing of short-term bank debt on a long-term basis | $0 | $0 | $360 | ' |
Convertible Debt | ' | ' | 460 | ' |
Total shareholders' equity | 2,941 | 1,302 | 270 | 357 |
Waiver Fees | 5 | ' | ' | ' |
Weighted Average Interest Rate | 6.20% | 7.00% | ' | ' |
Short-Term Debt [Member] | ' | ' | ' | ' |
Short Term Bank Credit [Line Items] | ' | ' | ' | ' |
Refinancing of short-term bank debt on a long-term basis | ' | ' | 360 | ' |
Long-Term Debt [Member] | ' | ' | ' | ' |
Short Term Bank Credit [Line Items] | ' | ' | ' | ' |
Refinancing of short-term bank debt on a long-term basis | ' | ' | 100 | ' |
Revolving Credit Facility [Member] | ' | ' | ' | ' |
Short Term Bank Credit [Line Items] | ' | ' | ' | ' |
Percentage Of Total Assets | 13.00% | ' | ' | ' |
Total shareholders' equity | 1,500 | ' | ' | ' |
Cash | 500 | ' | ' | ' |
Waiver For Remainder Of Two Thousand and Eleven and For First Quarter Of Two Thousand and Twelve [Member] | ' | ' | ' | ' |
Short Term Bank Credit [Line Items] | ' | ' | ' | ' |
Waiver Fees | ' | ' | 15 | ' |
Waiver For Remainder Of Two Thousand and Twelve and For First Quarter Of Two Thousand and Thirteen [Member] | ' | ' | ' | ' |
Short Term Bank Credit [Line Items] | ' | ' | ' | ' |
Waiver Fees | ' | $8 | ' | ' |
OTHER_ACCOUNTS_PAYABLE_AND_ACC2
OTHER ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accounts Payable And Accrued Liabilities [Line Items] | ' | ' |
Employees and payroll accruals | $1,029 | $946 |
Accrued expenses | 355 | 442 |
Accounts Payable and Other Accrued Liabilities, Current | $1,384 | $1,388 |
LONGTERM_BANK_LOAN_Details
LONG-TERM BANK LOAN (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | ||
Debt Instruments [Line Items] | ' | ' | ||
Less - current maturities | ($199) | ($646) | ||
Long-Term Debt, Excluding Current Maturities | 453 | 497 | ||
Bank Hapoalim One [Member] | ' | ' | ||
Debt Instruments [Line Items] | ' | ' | ||
Currency Of Repayment | 'U.S. $ | [1] | ' | |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.25% | [1],[2] | ' | |
Less - current maturities | 0 | [1] | 37 | [1] |
Bank Hapoalim Two [Member] | ' | ' | ||
Debt Instruments [Line Items] | ' | ' | ||
Currency Of Repayment | 'U.S. $ | [3] | ' | |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 5.70% | [3],[4] | ' | |
Less - current maturities | 0 | [3] | 460 | [3] |
Bank Otsar Ha-Hayal One [Member] | ' | ' | ||
Debt Instruments [Line Items] | ' | ' | ||
Currency Of Repayment | 'NIS | [5] | ' | |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.50% | [5] | ' | |
Less - current maturities | 144 | [5] | 180 | [5] |
Bank Otsar Ha-Hayal Two [Member] | ' | ' | ||
Debt Instruments [Line Items] | ' | ' | ||
Currency Of Repayment | 'NIS | [6] | ' | |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.50% | [6] | ' | |
Less - current maturities | 273 | [6] | 336 | [6] |
Bank Otsar Ha-Hayal Three [Member] | ' | ' | ||
Debt Instruments [Line Items] | ' | ' | ||
Currency Of Repayment | 'NIS | [7] | ' | |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.50% | [7] | ' | |
Less - current maturities | 114 | [7] | 130 | [7] |
Bank Otsar Hahayal Four [Member] | ' | ' | ||
Debt Instruments [Line Items] | ' | ' | ||
Currency Of Repayment | 'NIS | [8] | ' | |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.50% | [8] | ' | |
Less - current maturities | $121 | [8] | $0 | [8] |
[1] | Payable monthly through January 1, 2013. | |||
[2] | 3 Months LIBOR | |||
[3] | On December 18, 2011, the Bank agreed to convert an outstanding short term credit in an amount of $360 and a long-term loan balance in an amount of $100 to a long-term loan in a total amount of $460, payable in 11 monthly payments starting February 6, 2013. The interest is payable monthly starting January 6, 2012. There was no gain or loss from the conversion. The conversion was accounted for as a modification of debt under ASC 470-50-40-14. | |||
[4] | 1 Month LIBOR | |||
[5] | On June 28, 2011 the Company received an approval from the State Guaranteed Medium Business Assistance Fund (the “Fundâ€) for a loan in an amount of NIS 2,100,000, guaranteed by the Israeli government. The disbursement of the loan to the Company was contingent upon its securing an equity investment of at least NIS 500,000. The required equity investment may be effected in one of two manners: (i) a restricted shareholders’ loan payable after five years, or (ii) an equity investment in which the investors receive Company shares. The Company elected the equity investment route. On July 7, 2011, following the receipt by the Company of NIS 170,000, or $50, via an equity investment by Jerusalem Technology Investments pursuant to a share purchase agreement dated June 30, 2011 (see Note 12(c)), thereby meeting, in part, the condition for disbursement of the loan, the Company received part of the total amount approved to it under the loan— NIS 750,000— from the Fund’s participating bank, Bank Otsar Ha-Hayal (“Bank Otsarâ€). The Loan bears annual interest at the Israeli prime rate, plus 3.5% (equal to 8.57% as of the time of the initial loan disbursement), and the principal and interest are payable in 49 equal monthly payments of NIS 18,080 each (which includes interest), beginning on August 6, 2012. Interest is payable on a monthly basis beginning on August 6, 2011. | |||
[6] | The balance of the loan provided by Bank Otsar, or NIS 1,350,000, was disbursed to the Company on September 6, 2011. The loan bears annual interest at the Israeli prime rate, plus 3.5% (equal to 8.57% as of the time of the initial loan disbursement), and the principal and interest are payable in 49 equal monthly payments of NIS 32,545 each (which includes the interest), beginning on September 8, 2012. Interest is payable on a monthly basis beginning on October 7, 2011. Since the Company did not receive the balance of NIS 330,000 in equity investments as of the date of the disbursement of the loan balance (September 6, 2011), as required under the loan terms set by the Fund, Bank Otsar Ha-Hayal instead restricted the Company’s access to an amount of $140 in cash from the loan proceeds, as a means to secure the repayment of the loan. This $140 amount is classified as restricted cash in the Company’s current assets. | |||
[7] | On October 17, 2012 the Company received approval from the Fund for an additional loan in an amount of NIS 1,000,000, guaranteed by the Israeli government, and on October 24, 2012 the Company received NIS 500,000 of the approved amount. The repayment of the loan is secured by a restriction on the Company’s access to an amount of NIS 90,000 of the loan proceeds, and by a personal guarantee of Samuel HaCohen, the Company’s Chairman of the Board of Directors (see note 16) and by the Israeli government. The loan from Bank Otsar bears annual interest at the Israeli prime rate, plus 3.5% (equal to 7.25% as of the time of loan disbursement), and the principal and interest are payable in 60 equal monthly payments of NIS 9,960 each (which includes interest as well), beginning on November 29, 2012. | |||
[8] | On January 13, 2013 the Company received a loan of NIS 500,000 from Bank Otsar Ha-Hayal, which was the second installment of the additional loan of NIS 1,000,000 approved by the State Guaranteed Medium Business Assistance Fund. The repayment of the loan is secured by a restriction on the Company’s access to an additional amount of NIS 145,000 from the loan proceeds, by a personal guarantee of Samuel HaCohen, the Company’s Chairman of the Board of Directors and by the Israeli government’s guarantee. The loan bears annual interest at the Israeli prime rate, plus 3.5% (equal to 6.75% as of the time of loan disbursement), and the principal and interest are payable in 60 equal monthly payments of NIS 9,842 each (which includes the interest as well), beginning on February 14, 2013. |
LONGTERM_BANK_LOAN_Details_1
LONG-TERM BANK LOAN (Details 1) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Maturities Of Long Term Debt [Line Items] | ' | ' |
2013 | $0 | $646 |
2014 | 199 | 160 |
2015 | 216 | 174 |
2016 | 174 | 138 |
2017 | 60 | 25 |
2018 | 3 | 0 |
Total | $652 | $1,143 |
LONGTERM_BANK_LOAN_Details_Tex
LONG-TERM BANK LOAN (Details Textual) | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||
Feb. 14, 2013 | Nov. 29, 2012 | Oct. 17, 2012 | Jul. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 18, 2011 | Sep. 06, 2011 | Sep. 06, 2011 | Jun. 28, 2011 | Jan. 13, 2013 | Sep. 08, 2012 | Jul. 07, 2011 | Jul. 07, 2011 | Feb. 28, 2012 | Jul. 31, 2011 | Jun. 30, 2011 | Dec. 31, 2012 | Jan. 13, 2013 | |
ILS | ILS | ILS | ILS | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | ILS | ILS | Bank Otsar Ha-Hayal [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Samuel HaCohen [Member] | |
USD ($) | ILS | USD ($) | ILS | USD ($) | USD ($) | USD ($) | Bank Otsar Ha-Hayal [Member] | |||||||||||||
USD ($) | ||||||||||||||||||||
Long Term Bank Loan [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Short-term Debt | ' | ' | ' | ' | ' | ' | ' | $360,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long Term Debt Conversion | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, Long-term and Short-term, Combined Amount | ' | ' | ' | ' | ' | ' | ' | 460,000 | ' | ' | 2,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan Guaranteed By Government | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investment In Equity By Related Party | ' | ' | ' | 750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000 | 170,000 | 75,000 | ' | 50,000 | 75,000 | ' |
Related Party Transaction Description Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Annual interest at the Israeli prime rate, plus 3.5% | 'Loan bears annual interest at the Israeli prime rate, plus 3.5% | 'Loan bears annual interest at the Israeli prime rate, plus 3.5% | ' | ' | ' | ' | ' |
Related Party Transaction, Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.57% | 8.57% | 8.57% | ' | ' | ' | ' | ' |
Related Party Transaction Debt Repayment Installment | 9,842 | 9,960 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 32,545 | ' | 18,080 | ' | ' | ' | ' | ' |
Related Party Transaction Debt Repayment Number Of Installments | 60 | 60 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 49 | ' | ' | ' | 49 | ' | ' | ' |
Related Party Transaction Debt Repayment | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,350,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity Investments By Related Party Amount Due | ' | ' | ' | ' | ' | ' | ' | ' | ' | 330,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted cash | ' | ' | ' | ' | 183,000 | 164,000 | 140,000 | ' | 140,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Bank Debt | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Guarantee Amount By Related Party | ' | ' | 90,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Bank Loan Interest Rate Description | 'The loan bears annual interest at the Israeli prime rate, plus 3.5% | 'The loan from Bank Otsar bears annual interest at the Israeli prime rate, plus 3.5% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Bank Loan Interest Rate | 6.75% | 7.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments of Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $145,000 |
LONG_TERM_CONVERTIBLE_DEBT_Det
LONG TERM CONVERTIBLE DEBT (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | ||
In Thousands, unless otherwise specified | ||||
Long Term Convertible Debt [Line Items] | ' | ' | ||
Interest rate, Par | 7.50% | ' | ||
Convertible debt: | ' | ' | ||
Par | $0 | $345 | ||
Deemed premium, net | 0 | [1] | 7 | [1] |
Reclassification to current liabilities | 0 | 352 | ||
Convertible Debt, Noncurrent | $0 | $0 | ||
[1] | Amortization of the deemed premium added to income was $15 for 2012 and $7 for 2013. |
LONG_TERM_CONVERTIBLE_DEBT_Det1
LONG TERM CONVERTIBLE DEBT (Details Textual) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2013 | Jul. 18, 2012 | Dec. 31, 2013 |
Libertyview Special Opportunities Fund L P [Member] | Libertyview Special Opportunities Fund L P [Member] | Libertyview Special Opportunities Fund L P [Member] | ||||
Long Term Convertible Debt [Line Items] | ' | ' | ' | ' | ' | ' |
Amortization of Debt Discount (Premium) | $7 | $15 | ' | ' | ' | ' |
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | ' | ' | ' | 7.50% |
Debt Instrument, Maturity Date | ' | ' | ' | ' | ' | 3-Aug-13 |
Debt Instrument, Convertible, Conversion Price | ' | ' | ' | ' | ' | $11.03 |
Convertible Debt Payable | ' | ' | ' | 210 | 270 | ' |
Long Term Repaid Amount | 135 | 135 | ' | ' | ' | ' |
Debt Conversion, Original Debt, Amount | $0 | $0 | $360 | $480 | $480 | ' |
SEVERANCE_PAY_Details_Textual
SEVERANCE PAY (Details Textual) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Severance Pay [Line Items] | ' | ' | ' |
Severance Costs | $120 | $70 | $92 |
COMMITMENTS_AND_CONTINGENT_LIA2
COMMITMENTS AND CONTINGENT LIABILITIES (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Future Minimum Rental Payments For Operating Leases [Line Items] | ' |
2014 | $351 |
2015 | 326 |
2016 | 213 |
Total | $890 |
COMMITMENTS_AND_CONTINGENT_LIA3
COMMITMENTS AND CONTINGENT LIABILITIES (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||
In Thousands, unless otherwise specified | Nov. 30, 2012 | Jan. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2003 | Dec. 31, 2002 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
sqft | Massachusetts Viryanet Inc [Member] | Minimum [Member] | Maximum [Member] | Motor Vehicle [Member] | Motor Vehicle [Member] | Motor Vehicle [Member] | Office Space [Member] | Office Space [Member] | Office Space [Member] | |||||
sqft | ||||||||||||||
Commitments And Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Government Grant | ' | ' | ' | $372 | $372 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Royalty Commitment Rate | ' | ' | ' | ' | ' | ' | 3.00% | 5.00% | ' | ' | ' | ' | ' | ' |
Royalty Commitment Pay Maximum Amount Percentage Description | ' | ' | 'up to 100% of the grants received from the OCS | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average Annual Rent | 145 | 197 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Leases, Rent Expense | ' | ' | ' | ' | ' | ' | ' | ' | 132 | 136 | 150 | 342 | 316 | 343 |
Operating Leases, Future Minimum Payments Due, Next Twelve Months | ' | ' | 351 | ' | ' | ' | ' | ' | 92 | ' | ' | ' | ' | ' |
Operating Leases, Future Minimum Payments, Due In Two Years | ' | ' | 326 | ' | ' | ' | ' | ' | 25 | ' | ' | ' | ' | ' |
Operating Leases, Future Minimum Payments, Due In Three Years | ' | ' | 213 | ' | ' | ' | ' | ' | 12 | ' | ' | ' | ' | ' |
Bank Guarantee | ' | ' | 79 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued Royalties Contingent Liability | ' | ' | 404 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Land Subject to Ground Leases (in Square feet) | ' | ' | 6,025 | ' | ' | 10,372 | ' | ' | ' | ' | ' | ' | ' | ' |
Payment To Royalty | ' | ' | $42 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
SHAREHOLDERS_EQUITY_Details
SHAREHOLDERS' EQUITY (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Nonvested Restricted Stock Units Activity [Line Items] | ' | ' | ' |
Weighted average grant-date fair value, Granted | $1.35 | ' | $1.10 |
Restricted Stock [Member] | ' | ' | ' |
Nonvested Restricted Stock Units Activity [Line Items] | ' | ' | ' |
Shares, Restricted, Opening | 22,986 | 49,305 | 146,580 |
Shares, Granted | 310,000 | 0 | 75,000 |
Shares, Vested | -176,317 | -22,986 | -123,861 |
Shares, Forfeited | 0 | -3,333 | -48,414 |
Shares, Restricted, Ending | 156,669 | 22,986 | 49,305 |
Weighted average grant-date fair value, Restricted, Opening | $0.72 | $0.72 | $0.72 |
Weighted average grant-date fair value, Granted | $1.35 | $0 | $1.10 |
Weighted average grant-date fair value, Vested | $0.53 | $0.72 | $0.95 |
Weighted average grant-date fair value, Forfeited | $0 | $0.70 | $0.72 |
Weighted average grant-date fair value, Restricted, Ending | $2.18 | $0.72 | $0.72 |
SHAREHOLDERS_EQUITY_Details_1
SHAREHOLDERS' EQUITY (Details 1) (USD $) | Jul. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | ||
April 1998 [Member] | April 1998 [Member] | July 2012 [Member] | July 2012 [Member] | ||||
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ||
Warrants to Purchase Ordinary Shares | 60,000 | 578 | ' | 60,000 | [1] | ' | |
Exercise price per share | ' | $1.25 | ' | $0.80 | [1] | ' | |
Warrants exercisable | ' | 578 | 578 | 0 | [1] | 60,000 | [1] |
Exercisable through | ' | 'No expiration date | ' | 'July 12, 2015 | [1] | ' | |
[1] | In connection with a July 2012 agreement with LibertyView, which made a convertible loan to the Company (see Note 9) the Company granted LibertyView warrants to purchase 60,000 Ordinary Shares of the Company at an exercise price of $0.80 per share, which were to be exercisable in whole or in part no later than July 12, 2015. |
SHAREHOLDERS_EQUITY_Details_Te
SHAREHOLDERS' EQUITY (Details Textual) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||
Jun. 30, 2013 | Jul. 31, 2011 | Dec. 19, 2007 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 17, 2012 | Jul. 31, 2012 | Mar. 17, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 07, 2011 | Jul. 07, 2011 | Feb. 28, 2012 | Jun. 30, 2011 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2013 | |
USD ($) | ILS | USD ($) | USD ($) | USD ($) | USD ($) | Subsequent Event [Member] | Warrant [Member] | Convertible Notes Payable [Member] | Convertible Notes Payable [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | 2005 Plan [Member] | Directors [Member] | Directors [Member] | Employees and Directors [Member] | Employees and Directors [Member] | |||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | ILS | USD ($) | USD ($) | USD ($) | Restricted Stock [Member] | Restricted Stock Units (Rsus) [Member] | Restricted Stock [Member] | Restricted Stock [Member] | ||||||||||
USD ($) | USD ($) | Subsequent Event [Member] | ||||||||||||||||||||
Stockholders Equity [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Liquidation Preference Value (in dollars) | ' | ' | ' | $2,500,000 | $2,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Potential shares issuable upon conversion of convertible note | ' | ' | 363,636 | 363,636 | 363,636 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share Price | ' | ' | $1.65 | ' | ' | ' | ' | ' | $1.65 | ' | ' | ' | ' | ' | ' | $1 | ' | ' | $0 | ' | $0 | ' |
Stock Issued During Period, Value, Conversion of Convertible Securities | ' | ' | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Issued for Services | ' | ' | ' | ' | 7,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Conversion, Converted Instrument, Shares Issued | ' | ' | ' | 30,000 | 15,380 | ' | ' | ' | 363,636 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 213,784 | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75,000 | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $83 | ' | ' | ' |
Investment In Equity By Related Party Committed Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 | ' | ' | ' | ' | ' | ' |
Investment In Equity By Related Party | ' | 750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000 | 170,000 | 75,000 | 50,000 | 75,000 | ' | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | ' | ' | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issue Of Shares To Related Party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' |
Cancellation Of Related Party Investment In Equity | ' | ' | ' | ' | ' | ' | 125,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,000 | ' | ' |
Fair Value Assumptions, Risk Free Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.15% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair Value Assumptions, Expected Volatility Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 71.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair Value Assumptions, Expected Dividend Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair Value Assumptions, Expected Term | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class Of Warrant Or Right Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | 21,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award Options Released Later | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 153,332 | 156,668 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 310,000 | ' |
Class Of Warrant Or Right, Outstanding | ' | ' | ' | ' | ' | ' | ' | 60,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class Of Warrant Or Right, Exercise Price Of Warrants Or Rights | ' | ' | 2 | ' | ' | ' | ' | 0.8 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments for Repurchase of Warrants | 6,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Value, Share-based Compensation, Gross | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $418,000 | ' |
Share To Be Issued To Related Party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75,000 | 250,000 | ' | ' | ' | ' | ' | ' |
TAXES_ON_INCOME_Details
TAXES ON INCOME (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ' | ' |
U.S. net operating loss carryforward | $23,058 | $23,067 |
Israeli net operating loss carryforward | 9,214 | 8,692 |
Other reserve and allowances | 498 | 479 |
Total deferred tax assets | 32,770 | 32,238 |
Valuation allowance | -32,770 | -32,238 |
Net deferred tax assets | $0 | $0 |
TAXES_ON_INCOME_Details_1
TAXES ON INCOME (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Domestic And Foreign [Line Items] | ' | ' | ' |
Income (loss) from continuing operations before taxes | $1,515 | $938 | ($196) |
Taxes on income | 32 | 27 | 9 |
Income (loss) from continuing operations after taxes | 1,483 | 911 | -205 |
Income (loss) from discontinued operations | 0 | 0 | -14 |
Net income (loss) | 1,483 | 911 | -219 |
Domestic Tax Authority [Member] | ' | ' | ' |
Income Domestic And Foreign [Line Items] | ' | ' | ' |
Income (loss) from continuing operations before taxes | 373 | 195 | -424 |
Taxes on income | 0 | 0 | 0 |
Income (loss) from continuing operations after taxes | 373 | 195 | -424 |
Income (loss) from discontinued operations | 0 | 0 | 0 |
Net income (loss) | 373 | 195 | -424 |
Foreign Tax Authority [Member] | ' | ' | ' |
Income Domestic And Foreign [Line Items] | ' | ' | ' |
Income (loss) from continuing operations before taxes | 1,142 | 743 | 228 |
Taxes on income | 32 | 27 | 9 |
Income (loss) from continuing operations after taxes | 1,110 | 716 | 219 |
Income (loss) from discontinued operations | 0 | 0 | -14 |
Net income (loss) | $1,110 | $716 | $205 |
TAXES_ON_INCOME_Details_Textua
TAXES ON INCOME (Details Textual) (USD $) | 12 Months Ended | |||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 |
Subsequent Event [Member] | Isarel Development A [Member] | Isarel Development A [Member] | Isarel Development A [Member] | ISRAEL | ISRAEL | ISRAEL | Minimum [Member] | Maximum [Member] | ||||
Subsequent Event [Member] | Subsequent Event [Member] | |||||||||||
Income Tax [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate | 25.00% | 25.00% | 24.00% | 26.50% | 7.00% | 10.00% | 9.00% | 12.50% | 15.00% | 16.00% | ' | ' |
Capital Gain Tax Rate | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Loss Carryforwards | $36,857 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred Tax Assets, Operating Loss Carryforwards, Domestic | 61,818 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effective Income Tax Rate, Continuing Operations | 2.10% | 2.90% | -4.60% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred Tax Assets Valuation Allowance Increase Decrease | 542 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distribution Tax Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | 25.00% |
Withholding Tax Rate | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income Tax Holiday, Termination Date | 'Generally, “Approved Enterprise” tax benefits are limited to 12 years from commencement of production or 14 years from the date of approval, whichever expires earlier. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liability for Uncertain Tax Positions, Current | $11 | $30 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effective Income Tax Rate Reconciliation, Deduction, Dividend, Percent | 15.00% | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' |
SEGMENTS_CUSTOMERS_AND_GEOGRAP2
SEGMENTS, CUSTOMERS AND GEOGRAPHIC INFORMATION (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Segment Reporting Information [Line Items] | ' | ' | ' |
Total revenues | $11,614 | $10,713 | $9,671 |
Long-Lived Assets | 48 | 70 | 93 |
North America [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Total revenues | 9,656 | 9,023 | 8,694 |
Long-Lived Assets | 32 | 37 | 34 |
Europe [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Total revenues | 972 | 969 | 714 |
Long-Lived Assets | 16 | 33 | 59 |
Asia Pacific [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Total revenues | 619 | 291 | 263 |
Long-Lived Assets | 0 | 0 | 0 |
South America [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Total revenues | 367 | 430 | 0 |
Long-Lived Assets | $0 | $0 | $0 |
SEGMENTS_CUSTOMERS_AND_GEOGRAP3
SEGMENTS, CUSTOMERS AND GEOGRAPHIC INFORMATION (Details Textual) (Sales Revenue, Net [Member]) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Sales Revenue, Net [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Concentration Risk, Percentage | 12.00% | 11.00% | ' |
Concentration Risk Major Customer Number | 1 | 1 | 0 |
FINANCIAL_EXPENSES_NET_Details
FINANCIAL EXPENSES, NET (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income: | ' | ' | ' |
Foreign currency translation adjustments | $0 | $0 | $109 |
Other income | 0 | 0 | 15 |
Total income | 0 | 0 | 124 |
Expenses: | ' | ' | ' |
Interest and bank charges | 144 | 154 | 253 |
Foreign currency translation adjustments | 145 | 42 | 0 |
Total expenses | 289 | 196 | 253 |
Financial expenses, net | $289 | $196 | $129 |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details Textual) | 1 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | |||||||
Jul. 31, 2011 | Dec. 17, 2012 | Dec. 19, 2007 | Sep. 08, 2012 | Jul. 07, 2011 | Jul. 07, 2011 | Feb. 28, 2012 | Jun. 30, 2011 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2000 | Jun. 30, 1999 | |
ILS | USD ($) | USD ($) | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Jerusalem Technology Investments Ltd [Member] | Viryanet Australia [Member] | Board Of Directors Chairman [Member] | Board Of Directors Chairman [Member] | |
USD ($) | ILS | USD ($) | USD ($) | USD ($) | USD ($) | Series C 2 Preferred Stock [Member] | Series C 2 Preferred Stock [Member] | |||||
USD ($) | ||||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issue Of Shares To Related Party | ' | ' | ' | ' | ' | ' | ' | 50,000 | ' | ' | ' | 3,478 |
Share Price | ' | ' | $1.65 | ' | ' | ' | ' | $1 | ' | ' | ' | $100 |
Related Party Transaction, Rate | ' | ' | ' | 8.57% | 8.57% | 8.57% | ' | ' | ' | ' | 6.50% | ' |
Share To Be Issued To Related Party | ' | ' | ' | ' | ' | ' | 75,000 | 250,000 | ' | ' | ' | ' |
Disposal Group Including Discontinued Operation Sale To Related Party Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' |
Discontinued operations, Proceeds | ' | ' | ' | ' | ' | ' | ' | ' | ' | $340,000 | ' | ' |
Discontinued Operation Sale Consideration On Disposal Of Discontinued Operation Payment Due One | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' |
Discontinued Operation Sale Consideration On Disposal Of Discontinued Operation Balance Payment Due | ' | ' | ' | ' | ' | ' | ' | ' | ' | 240,000 | ' | ' |
Discontinued Operation Sale Consideration On Disposal Of Discontinued Operation Due Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.50% | ' | ' |
Investment In Equity By Related Party | 750,000 | ' | ' | ' | 50,000 | 170,000 | 75,000 | 50,000 | 75,000 | ' | ' | ' |
Investment In Equity By Related Party Commited Amount | ' | ' | ' | ' | ' | ' | ' | 250,000 | ' | ' | ' | ' |
Cancellation Of Related Partyf Investment In Equity | ' | $125,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
SUBSEQUENT_EVENTS_Details_Text
SUBSEQUENT EVENTS (Details Textual) (USD $) | 12 Months Ended | 1 Months Ended | 0 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 19, 2007 | Mar. 17, 2014 | Jun. 10, 2014 | Jun. 10, 2014 | Jun. 10, 2014 |
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||
Verisae [Member] | Verisae [Member] | Verisae [Member] | |||||
Minimum [Member] | Maximum [Member] | ||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt, Gross | ' | ' | ' | $600 | ' | ' | ' |
Debt Conversion, Converted Instrument, Shares Issued | 30,000 | 15,380 | ' | 363,636 | ' | ' | ' |
Share Price | ' | ' | $1.65 | $1.65 | ' | ' | ' |
Payments to Acquire Businesses, Gross | ' | ' | ' | ' | $18,825 | ' | ' |
Business Acquisition, Share Price | ' | ' | ' | ' | ' | $3.15 | $3.40 |
Business Acqusition Closing Of Merger | ' | ' | ' | ' | 'Closing is expected within approximately 75 days of the signing date of the merger agreement, subject to regulatory approvals in Israel and approval by the Companys shareholders. | ' | ' |