Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 06, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document period end date | Mar. 31, 2016 | |
Amendment flag | false | |
Document Period Focus | Q1 | |
Document Fiscal Year Focus | 2,016 | |
Current fiscal year end date | --12-31 | |
Entity central index key | 1,123,494 | |
Entity current reporting status | Yes | |
Entity filer category | Accelerated Filer | |
Entity registrant name | HARVARD BIOSCIENCE INC | |
Entity voluntary filers | No | |
Entity well known seasoned issuer | No | |
Entity common stock shares outstanding | 34,069,549 | |
Trading Symbol | HBIO |
Statements of Financial Positio
Statements of Financial Position - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current Assets: | ||
Cash and cash equivalents | $ 4,175 | $ 6,744 |
Accounts receivable, net of allowance for doubtful accounts of $347 and $310, respectively | 18,020 | 17,547 |
Inventories | 22,216 | 22,343 |
Deferred income tax assets - current | 0 | 42 |
Other receivables and other assets | 4,331 | 3,873 |
Total current assets | 48,742 | 50,549 |
Property, plant and equipment, net | 5,733 | 5,902 |
Deferred income tax assets - non-current | 1,039 | 995 |
Amortizable intangible assets, net | 20,530 | 20,872 |
Goodwill | 40,473 | 40,357 |
Other indefinite lived intangible assets | 1,231 | 1,223 |
Other assets | 132 | 152 |
Total Assets | 117,880 | 120,050 |
Current liabilities: | ||
Current portion, long-term debt | 2,376 | 2,364 |
Accounts payable | 6,172 | 8,782 |
Deferred revenue | 783 | 752 |
Accrued income taxes payable | 231 | 290 |
Deferred income tax liabilities - current | 0 | 2,246 |
Accrued expenses | 5,626 | 4,021 |
Other liabilities - current | 708 | 868 |
Total current liabilities | 15,896 | 19,323 |
Long-term debt | 14,772 | 16,369 |
Deferred income tax liabilities - non-current | 6,115 | 3,775 |
Other liabilities- non current | 2,902 | 2,985 |
Total liabilities | 39,685 | 42,452 |
Stockholders Equity Abstract | ||
Preferred stock, par value $0.01 per share, 5,000,000 shares authorized | 0 | 0 |
Common stock, par value $0.01 per share, 80,000,000 shares authorized; 41,815,056 and 41,724,772 shares issued and 34.069,549 and 33,979,265 shares outstanding, respectively | 416 | 416 |
Additional paid-in-capital | 212,097 | 211,457 |
Accumulated deficit | (112,359) | (111,723) |
Treasury stock at cost, 7,745,507 common shares | (10,668) | (10,668) |
Total stockholders' equity | 78,195 | 77,598 |
Total liabilities and stockholders' equity | $ 117,880 | $ 120,050 |
Statements of Financial Positi3
Statements of Financial Position (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
CONSOLIDATED BALANCE SHEETS | ||
Allowance for doubtful accounts | $ 347 | $ 310 |
Preferred Stock Par value | $ 0.01 | $ 0.01 |
Preferred Stock - Shares Authorized | 5,000,000 | 5,000,000 |
Common stock par value | $ 0.01 | $ 0.01 |
Common Stock- Shares Authorized | 80,000,000 | 80,000,000 |
Common Stock- Shares Issued | 41,815,056 | 41,724,772 |
Common Stock- Shares Outstanding | 34,069,549 | 33,979,265 |
Treasury Stock common shares | 7,745,507 | 7,745,507 |
Statements of Operations
Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | ||
Revenues | $ 26,963 | $ 25,763 |
Cost of revenues (exclusive of items shown separately below) | 14,018 | 14,285 |
Gross profit | 12,945 | 11,478 |
Sales and marketing expenses | 5,102 | 5,199 |
General and administrative expenses | 5,948 | 4,831 |
Research and development expenses | 1,425 | 1,748 |
Restructuring charges (credits) | 11 | 57 |
Amortization of intangible assets | 680 | 793 |
Total Operating Expenses | 13,166 | 12,628 |
Operating income | (221) | (1,150) |
Other (expense) income: | ||
Foreign exchange | (9) | 223 |
Interest expense | (164) | (222) |
Interest income | 1 | 1 |
Other income (expense), net | (50) | (616) |
Other expense, net | (222) | (614) |
Income from continuing operations before income taxes | (443) | (1,764) |
Total Income Tax Expense | 193 | (363) |
Net income (loss) | $ (636) | $ (1,401) |
Earnings (loss) per share: | ||
Basic earnings per common share | $ (0.02) | $ (0.04) |
Diluted Earnings Per Common Share | $ (0.02) | $ (0.04) |
Weighted average common shares: | ||
Basic | 34,013,352 | 32,908,101 |
Diluted | 34,013,352 | 32,908,101 |
Consolidated Statements of Comprehensive Income [Abstract] | ||
Net income (loss) | $ (636) | $ (1,401) |
Foreign currency translation adjustments | 616 | (4,497) |
Other Comprehensive Income Derivatives Qualifying As Hedges Net Of Tax Period Increase Decrease [Abstract] | ||
Loss on derivative instruments designated and qualifying as cash flow hedges | (36) | (59) |
Amounts reclassified from accumulated other comprehensive income to net income | (13) | (26) |
Total Comprehensive Income (Loss), Net of Tax, total | $ (43) | $ (5,931) |
Statements of Cash Flows
Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (636) | $ (1,401) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Stock-based compensation expense | 754 | 580 |
Depreciation | 385 | 364 |
(Gain) loss on sales of fixed assets | 0 | 19 |
Non cash restructuring charge | 0 | 0 |
Amortization Of Catalog Costs | 3 | 6 |
Provision for allowance for doubtful accounts | 37 | 6 |
Amortization of intangible assets | 680 | 793 |
Amortization of deferred financing costs | 28 | 15 |
Deferrred Income Taxes | 4 | (255) |
Changes in operating assets and liabilities: | ||
(Increase) decrease in accounts receivable | (463) | 115 |
Increase in inventories | 211 | (758) |
Increase in other receivables and other assets | (463) | (149) |
Increase in trade accounts payable | (2,679) | 790 |
(Decrease) increase in accrued income taxes | (77) | (301) |
Increase in accrued expenses | 1,481 | (648) |
(Decrease) increase in deferred revenue | 32 | 355 |
Increase (decrease) in other liabilities | (23) | (28) |
Net cash provided by operating activities | (726) | (497) |
Cash flows (used in) provided by investing activities: | ||
Additions to property, plant and equipment | (201) | (1,044) |
Proceeds from sales of property, plant and equipment | 0 | 0 |
Acquisitions, net of cash acquired | 0 | (4,545) |
Net cash used in investing activities | (205) | (5,589) |
Cash flows provided by (used in) financing activities: | ||
Repayments of debt | (2,613) | (2,850) |
Net proceeds from issuance of debt | 1,000 | 3,300 |
Payments of debt issuance costs | 0 | 0 |
Net proceeds from issuance of common stock | (113) | 382 |
Net cash (used in) provided by financing activities | (1,726) | 832 |
Effect of exchange rate changes on cash | 88 | (849) |
Increase in cash and cash equivalents | (2,569) | (6,103) |
Cash and cash equivalents at the begining of period | 6,744 | 14,134 |
Cash and cash equivalents at the end of period | 4,175 | 8,031 |
Supplemental disclosures of cash flow information [Abstract] | ||
Cash paid for interest | 194 | 175 |
Cash paid for income taxes, net of refunds | $ 171 | $ 350 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Basis of Presentation and Summary of Significant Accounting Policies Disclosure [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies Disclosure [Text Block] | HARVARD BIOSCIENCE, INC. NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS 1. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The unaudited consolidated financial statements of Harvard Bioscience, Inc. and its wholly-owned subsidiaries (collectively, “Harvard Bioscience” or the “Company”) as of March 31, 2016 and for the three months ended March 31, 2016 and 2015 have been prepared by the Company pursuant to the rules a nd regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been conde nsed or omitted pursuant to such rules and regulations. The December 31, 2015 consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. However, the Company believes that the disclosures are adequate to make the information presented not misleading. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annua l Report on Form 10-K for the fiscal year ended December 31, 2015 , which was filed with the SEC on April 29, 2016. In the opinion of management, all adjustments, which include normal recurring adjustments necessary to present a fair statement of financial position as of March 31, 2016 , results of operations and comprehensive loss for the three months ended March 31, 2016 and 2015 and cash flows for the three months ended March 31, 2016 and 2015 , as applicable, have been made. The results of operations for the three months ended March 31, 2016 are not necessarily indicative of the operating results for the full fiscal year or any future periods. Summary of Significant Accounting Policies T he accounting policies underlying the accompanying unaudited consolidated financial statements are those set forth in Note 2 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 , which was filed with the SEC on April 29, 2016. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2016 | |
Recently Issued Accounting Pronouncements [Abstract] | |
Recently Issued Accounting Pronouncements Disclosure [Text Block] | 2 . Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, “Revenue from Contracts with Customers,” a new accounting standard that provides for a comprehensive model to use in the accounting for revenue arising from contracts with customers that will replace most existing revenue recognition guidance within generally accepted accounting principles in th e United States. Under this standard, revenue will be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or servi ces. At its July 2015 meeting, the FASB agreed to defer the mandatory effective date of ASU 2014-09 one year. Under the one year deferral, the standard will take effect in 2018 for calendar year-end public entities. The Company is assessing the new standar d and has not yet determined the impact to the consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, Simplifying Measurement of Inventory . The update requires measurement of most inventory “at the lower of cost and net realizable value”, and applies to all entities that recognize inventory within the scope of ASC 330, except for inventory measured under the last-in, first-out (LIFO) method or the retail inventory method (RIM). ASU 2015-11 requires prospective application and repres ents a change in accounting principle. The update is effective for fiscal years beginning after December 15, 2016. Early adoption is permitted for financial statements that have not been previously issued. The Company is evaluating the impact of ASU 2015- 11 on its consolidated financial statements and the possibility of early adoption by the Company. In September 2015, the FASB issued ASU 2015-16, Simplifying the Accounting for Measurement-Period Adjustments . The update eliminates the requirement to retr ospectively adjust financial statements for measurement-period adjustments that occur in periods after a business combination. Under the update, measurement-period adjustments are to be calculated as if they were known at the acquisition date, but are reco gnized in the reporting period in which they are determined. Additional disclosures are required about the impact on current-period earnings. ASU 2015-16 requires prospective application to adjustments of provisional amounts that occur after the effective date. The update is effective for fiscal years beginning after December 15, 2016. Early adoption is permitted for financial statements that have not been previously issued. The Company is evaluating the impact of ASU 2015-16 on its consolidated financial statements and the possibility of early adoption by the Company. In February 2016, the FASB issued ASU 2016-02, Leases , which is intended to improve financial reporting about leasing transactions. The update requires a lessee to record on the balance shee t the assets and liabilities for the rights and obligations created by lease terms of more than 12 months. The update is effective for fiscal years beginning after December 15, 2018. The Company is evaluating the impact of ASU 2016-02 on its consolidated f inancial statements. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which simplifies the accounting for share-based payment transactions, including the in come tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The update is effective for fiscal years be ginning after December 15, 2016 and early adoption is permitted. The Company is ev aluating the impact of ASU 2016-09 on its consolidated financial statements. Recently Adopted Accounting Pronouncements In April 2015, the FASB issued ASU 2015-03, Interest - Imputation of Interest - Simplifying the Presentation of Debt Issuance Costs . Under this guidance, debt issuance costs related to a recognized debt liability should be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The provisions of this guid ance are to be applied retrospectively and are effective for interim and annual periods beginning after December 15, 2015. The Company adopted this guidance during the three months ended March 31, 2016 . The consolidated balance sheet as of December 31, 2015 , included in these consolidated financial statements, reflects a restatement to reclassify unamortized deferred financing costs of approximately $0.2 million from other long-term assets to long-term debt. For deferred financing costs pa id to secure long-term debt, the Company made a policy election to present such costs as a direct deduction from the debt liability on the consolidated balance sheet. In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes . The update requires all deferred income taxes to be presented on the balance sheet as noncurrent. The new guidance is intended to simplify financial reporting by eliminating the requirement to classify deferred taxes between current and noncurrent. The update is effective for fiscal years beginning after December 15, 2016. Early adoption is permitted at the beginning of an interim or annual period. During the three months ended March 31, 2016 , t he Company early adopted the new guidance on a prospective basis and has presented all deferred tax assets and deferred tax liabilities as noncurrent in the consolidated balance sheet at March 31, 2016 . |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 3 Months Ended |
Mar. 31, 2016 | |
Accumulated Other Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income Disclosure [Text Block] | 3. Accumulated Other Comprehensive Loss Changes in each component of accumulated other comprehensive loss, net of tax are as follows: Foreign currency Derivatives translation qualifying as Defined benefit (in thousands) adjustments hedges pension plans Total Balance at December 31, 2015 $ (9,594) $ (10) $ (2,280) $ (11,884) Other comprehensive income (loss) before reclassifications 616 (36) - 580 Amounts reclassified from AOCI - 13 - 13 Other comprehensive income (loss) 616 (23) - 593 Balance at March 31, 2016 $ (8,978) $ (33) $ (2,280) $ (11,291) |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2016 | |
Acquisition Disclosure [Abstract] | |
Acquisitions Disclosure [Text Block] | 4 . Acquisitions The Company completed one acquisition during the three months ended March 31, 2015 . HEKA Elektronik On January 8, 2015, the Company, through its wholly-owned Ealing Scientific Limited and Multi Channel Systems MCS GmbH (“MCS”) subsidiaries, acquired all of the issued and outstanding shares of HEKA Elektronik (“HEKA”) for approximately $5.9 million, or $4.5 million, net of cash acquired. Included in the acquisition of HEKA were: HEKA Electronik Dr. Schul ze GmbH, based in Lambrecht , Germany (“HEKA Germany”); HEKA Electronics Incorporated, based in Chester, Nova Scotia, Canada (“HEKA Canada”); and HEKA Instruments Incorporated, based in Bellmore, New York. The Company funded the acquisition from its existin g cash balances. HEKA is a developer, manufacturer and marketer of sophisticated electrophysiology instrumentation and software for biomedical and industrial research applications. This acquisition is complementary to the electrophysiology line currently offered by the Company’s wholly-owned Warner Instruments and MCS subsidiaries. The aggregate purchase price for this acquisition was allocated to tangible and intangible assets acquired as follows: (in thousands) Tangible assets $ 4,165 Liabilities assumed (2,376) Net assets 1,789 Goodwill and intangible assets: Goodwill 1,618 Trade name 774 Customer relationships 1,627 Developed technology 1,338 Non-compete agreements 27 Deferred tax liabilities (1,245) Total goodwill and intangible assets, net of tax 4,139 Acquisition purchase price $ 5,928 Goodwill recorded as a result of the acquisition of HEKA is not deductible for tax purposes. The results of operations for HEKA have been included in the Company’s consolidated financial statements from the date of acquisition. The following consolidated pro forma information is based on the assumption that the acquisition of HEKA occurred on January 1, 2015. Accordingly, the historical results have been adjusted to reflect amortization expense that would have been recognized on suc h a pro forma basis. The pro forma information is presented for comparative purposes only and is not necessarily indicative of the financial position or results of operations which would have been reported had the Company completed the acquisition during these peri ods or which might be reported in the future. Three Months Ended March 31, 2015 (in thousands) Pro Forma Revenues $ 25,860 Net loss (1,390) Direct acquisition costs recorded in other expense, net in the Company’s consolidated statements of operations were $ 6,000 and $ 0.6 million for the three months ended March 31, 2016 and 2015 , respectively . |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill And Other Intangible Assets Disclosure [Abstract] | |
Goodwill And Other Intangible Assets Disclosure [Text Block] | 5 . Goodwill and Other Intangible Assets Intangible assets consist of the following: Weighted Average March 31, 2016 December 31, 2015 Life (a) (in thousands) Amortizable intangible assets: Gross Accumulated Amortization Gross Accumulated Amortization Existing technology $ 16,120 $ (11,906) $ 16,022 $ (11,686) 7.3 Years Trade names 7,724 (3,221) 7,636 (3,076) 8.7 Years Distribution agreements/customer relationships 23,917 (12,238) 23,676 (11,849) 9.7 Years Patents 238 (104) 245 (96) 2.9 Years Total amortizable intangible assets 47,999 $ (27,469) 47,579 $ (26,707) Indefinite-lived intangible assets: Goodwill 40,473 40,357 Other indefinite-lived intangible assets 1,231 1,223 Total goodwill and other indefinite-lived intangible assets 41,704 41,580 Total intangible assets $ 89,703 $ 89,159 (a) Weighted average life as of March 31, 2016. The change in the carrying amount of goodwill for the three months ended March 31, 2016 is as follows: (in thousands) Balance at December 31, 2015 40,357 Effect of change in currency translation 116 Balance at March 31, 2016 $ 40,473 Intangible asset amortization e xpense was $ 0.7 million and $ 0.8 million for the three months ended March 31, 2016 and 2015 , respectively. Amortization expense of existing amortizable intangible assets is currently estimated to be $ 2.8 million for the year ending December 31, 2016 , $ 2.5 million for the year ending December 31, 2017 , $ 2.4 million for the year ending December 31, 2018 , $ 2.2 million for the year ending December 31, 2019 and $ 2.2 million for the year ending December 31, 2020 . |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2016 | |
Inventories Disclosure [Abstract] | |
Inventories Disclosure [Text Block] | 6 . Inventories Inventories consist of the following: March 31, December 31, 2016 2015 (in thousands) Finished goods $ 10,390 $ 10,957 Work in process 1,135 888 Raw materials 10,691 10,498 Total $ 22,216 $ 22,343 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment Disclosure [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | 7 . Property , Plant and Equipment Property, plant and equipment consist of the following: March 31, December 31, 2016 2015 (in thousands) Land, buildings and leasehold improvements $ 2,825 $ 2,825 Machinery and equipment 10,200 10,131 Computer equipment and software 7,655 7,503 Furniture and fixtures 1,366 1,358 Automobiles 105 103 22,151 21,920 Less: accumulated depreciation (16,418) (16,018) Property, plant and equipment, net $ 5,733 $ 5,902 |
Restructuring and Other Exit Co
Restructuring and Other Exit Costs | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring And Other Exit Costs Disclosure [Text Block] | 8 . Restructuring and Other Exit Costs Q4 201 5 Restructuring Plan The Company committed to a restructuring plan on October 27, 2015, which included eliminating certain positions made redundant as a result of its site consolidations, as well as a realignment of its commercial sales team. Payments related to this plan are expected to be made through the second quarter of 2016. Activity and liability balances related to these charges were as follows: Severance Costs (in thousands) Restructuring balance at December 31, 2015 $ 90 Cash payments (56) Restructuring balance at March 31, 2016 $ 34 Q1 2015 Restructuring Plan During the first quarter of 2015, the Company’s management initiated a plan to relocate certain manufacturing operations in order to create organizational efficiencies and reduce operating expenses. The 2015 restructuring plan included plans to consolidate the manufacturing operations of its Coulbourn subsidiary to its headquarters in Holliston, MA. Payments related to this plan are expected to be made through the second quarter of 2016 . For the three months ended March 31, 2016 , activity and liability balances related to these charges were as follows: Severance Costs Other Total (in thousands) Restructuring balance at December 31, 2015 $ 11 $ - $ 11 Restructuring charges - 3 3 Cash payments - (3) (3) Restructuring balance at March 31, 2016 $ 11 $ - $ 11 For the three months ended March 31, 2015 , activity and liability balances related to these charges were as follows: Severance Costs (in thousands) Restructuring charges 27 Cash payments - Restructuring balance at March 31, 2015 $ 27 201 4 Restructuring Plan During the fourth quarter of 201 4 , the Company’s management initiated a plan to relocate certain distribution and manufacturing operations in order to create organizational efficiencies and reduce op erating expenses. The 2014 restructuring plan included plans to relocate the distribution operations of the Company’s Denville Scientific subsidiary from New Jersey to North Carolina, as well as consolidating the manufacturing operations of its Biochrom subsidiary to its headqu arters in Holliston, MA. Payments related to this plan are expected to be made through the second quarter of 2016 . For the three months ended March 31, 2016 , activity and liability balances related to these charges were as follows: Severance Costs Other Total (in thousands) Restructuring balance at December 31, 2015 $ 31 $ - $ 31 Restructuring charges - 8 8 Cash payments - (8) (8) Effect of change in currency translation (1) - (1) Restructuring balance at March 31, 2016 $ 30 $ - $ 30 For the three months ended March 31, 2015 , activity and liability balances related to these charges were as follows: Aggregate net restructuring charges for the three months ended March 31, 2016 and 2015 were as follows: Three Months Ended March 31, 2016 2015 (in thousands) Restructuring charges $ 11 $ 57 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | 9 . Related Party Transactions As part of the acquisitions of MCS, TBSI and HEKA, the Company signed lease agreements with the former owners of the acquired companies. The principals of such former owners of MCS, TBSI and HEKA were employees of the Com pany as of March 31, 2015 , while the principals of such former owners of MCS and TBSI were employees of the Company as of March 31, 2016 . Pursuant to a lease agreement , the Company incurred rent expense of approximately $ 58,000 and $ 11,000 to the former owners of MCS and TBSI, respectively, for the three months ended March 31, 2016 . Pursuant to a lease agreement , the Company incurred rent expense of approximately $ 55,000 , $ 11,000 and $ 39,000 to the former owners of MCS, TBSI and HEKA, respectively, for the three months ended March 31, 2015 . |
Warranties
Warranties | 3 Months Ended |
Mar. 31, 2016 | |
Warranties Disclosure [Abstract] | |
Warranties Disclosure [Text Block] | 10 . Warranties Warranties are estimated and accrued at the time revenues are recorded. A rollforward of the Company’s product warranty accrual is as follows: Beginning Additions/ Ending Balance Payments (Credits) Balance (in thousands) Year ended December 31, 2015 $ 252 (81) (24) $ 147 Three months ended March 31, 2016 $ 147 (20) 66 $ 193 |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2016 | |
Employee Benefit Plans Disclosure [Abstract] | |
Employee Benefit Plans Disclosure [Text Block] | 11 . Employee Benefit Plans Certain of the Company’s subs idiaries in the United Kingdom, or UK, Harvard Apparatus Limited and Biochrom Limited, maintain contributory, defined benefit or defined contribution pension plans for substantially all of their employees. T hese defined b enefit pension plans are closed to new employees, as well as closed to the future accrual of benefits for existing employees. The components of the Company’s defined benefit pension expense were as follows: Three Months Ended March 31, 2016 2015 (in thousands) Components of net periodic benefit cost: Interest cost $ 168 $ 177 Expected return on plan assets (181) (166) Net amortization loss 80 75 Net periodic benefit cost $ 67 $ 86 For the three months ended March 31, 2016 and 2015 , the Company contributed $ 0.2 million , for both periods , to its defined benefit pension plans. The Company expects to contribute approximately $0. 6 million to its defined benefit pension plans during the remainder of 2016 . T he Company had an underfunded pension liability of approximately $ 2.8 million, a s of March 31, 2016 and December 31, 2015 , included in the other long term li abilities line item in the consolidated balance sheets . |
Leases
Leases | 3 Months Ended |
Mar. 31, 2016 | |
Leases Disclosure [Abstract] | |
Leases Disclosure [Text Block] | 12 . Leases The Company has noncancelable operating leases for office and warehouse space expiri ng at various dates through 2021 and thereafter. Rent expense, which is recorded on a straight-line basis, is estimated to be $1.9 million for the y ear ended December 31, 2016 . Rent expense was approximately $ 0.5 million and $ 0.6 million for the three months ended March 31, 2016 and 2015 , respectively. Future minimum lease payments for operating leases, with initial or remaining terms in excess of one year at March 31, 2016 , are a s follows: Operating Leases (in thousands) 2017 $ 1,727 2018 1,717 2019 1,612 2020 1,439 2021 1,219 Thereafter 3,755 Net minimum lease payments $ 11,469 |
Capital Stock
Capital Stock | 3 Months Ended |
Mar. 31, 2016 | |
Capital Stock Disclosure [Abstract] | |
Capital Stock Disclosure [Text Block] | 13 . Capital Stock Common Stock On February 5, 2008, the Company’s Board of Directors adopted a Shareholder Rights Plan and declared a dividend distribution of one preferred stock purchase right for each outstanding share of the Company’s common stock to shareholders of record as of the close of business on February 6, 2 008. Initially, these rights will not be exercisable and will trade with the shares of the Company’s common stock. Under the Shareholder Rights Plan, the rights generally will become exercisable if a person becomes an “acquiring person” by acquiring 20% or more of the common stock of the Company or if a person commences a tender offer that could result in that person owning 20% or more of the common stock of the Company. If a person becomes an acquiring person, each holder of a right (other than the acquiri ng person) would be entitled to purchase, at the then-current exercise price, such number of shares of preferred stock which are equivalent to shares of the Company’s common stock having a value of twice the exercise price of the right. If the Company is a cquired in a merger or other business combination transaction after any such event, each holder of a right would then be entitled to purchase, at the then-current exercise price, shares of the acquiring company’s common stock having a value of twice the ex ercise price of the right. Preferred Stock The Company’s Board of Directors has the authority to issue up to 5.0 million shares of preferred stock and to determine the price privileges and other terms of the shares. The Board of Directors may exercise th is authority without any further approval of stockholders. As of March 31, 2016 , the Company had no preferred stock issued or outstanding . Employee Stock Purchase Plan (as amended, the “ESPP”) In 2000, the Company approved the ESPP . Under thi s ESPP , participating employees can authorize the Company to withhold a portion of their base pay during consecutive six-month payment periods for the purchase of shares of the Company’s common stock. At the conclusion of the period, participating employee s can purchase shares of the Company’s common stock at 85% of the lower of the fair market value of the Company’s common stock at the beginning or end of the period. Shares are iss ued under the ESPP for the six-month periods ending June 30 and December 31. Under this plan, 750,000 shares of common stock are authorized for issuance of which 644,011 shares were issue d as of March 31, 2016 . During the three months ended March 31, 2016 and 2015 , no shares of the Compa ny’s common stock were issued under the ESPP. Stock Option Plans Third Amended and Restated 2000 Stock Option and Incentive Plan (as amended, the “Third A&R Plan”) The Second Amendment to the Third A& R Plan (the “Amendment”) was adopted by the Board of Directors on April 3, 2015. Such Amendment was approved by the stockholders at the Company’s 2015 Annual Meeting of Stockholders . Pursuant to the Amendment, the aggregate number of shares authorized for issuance under the Third A&R Plan was increased by 2,500,000 shares to 17,508,929. Restricted Stock Units with a Market Condition (the “Market Condition RSU’s”) On August 3, 2015, the Compensation Committee of the Board of Directors of the Company appro ved and granted deferred stock awards of Market Condition RSU’s to members of the Company’s management team under the Third A&R Plan. The vesting of these Market Condition RSU’s is cliff-based and linked to the achievement of a relative total shareholder return of the Company’s common stock from August 3, 2015 to the earlier of ( i ) August 3, 2018 or (ii) upon a change of control (measured relative to the Russell 3000 index and based on the 20-day trading average price before each such date). As of March 31, 2016 , t he target number of these restricted stock units that may be earned is 196,785 shares; the maximum amount is 150% of the target number. Stock-Based Payment Awards The Company accounts for stock-based payment awards in accordance with the provisions of FASB ASC 718, which requires it to recognize compensation expense for all stock-based payment awards made to employees and directors including stock options, restricted stock units, Market Condition RSU’s and employee stock purchases rel ated to the ESPP. Stock option and restricted stock unit activity under the Company’s Third A&R Plan for the three months ended March 31, 2016 was as follows: Stock Options Restricted Stock Units Market Condition RSU's Weighted Stock Average Restricted Market Options Exercise Stock Units Grant Date Condition RSU's Grant Date Outstanding Price Outstanding Fair Value Outstanding Fair Value Balance at December 31, 2015 5,022,186 $ 3.85 313,559 $ 5.29 185,538 $ 4.81 Granted 16,000 2.87 110,400 3.23 - - Vested (RSUs) - - (122,920) 4.30 - - Cancelled / forfeited (63,746) 4.24 - - - - Balance at March 31, 2016 4,974,440 $ 3.84 301,039 $ 4.94 185,538 $ 4.81 The weighted average fair value of the options granted under the Third A&R Plan during the three months ended March 31, 2016 and 2015 was $ 1.11 and $ 2.30 , respectively. The following assumptions were used to estimate the fair value , using the Black -Scholes option pricing model, of stock options granted during the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, 2016 2015 Volatility 40.26 % 42.34 % Risk-free interest rate 1.48 % 1.74 % Expected holding period (in years) 5.36 years 5.70 years Dividend yield - % - % The Company used historical volatility to calculate the expected volatility for each grant as of the grant date . Historical volatility was determined by calculating the mean reversion of the daily adjusted closing stock price. The risk-free interest rate assumption is based upon observed U.S. Treasury bill interest rates (risk-free) appropriate for the term of the Company’s stock options and Market Condition RSU’s. The expected holding period of stock options represents the period of time options are expec ted to be outstanding and is based on historical experience. The vesting period ranges from one to four years and the contractual life is ten years. The correlation coefficient, used to value the Market Condition RSU’s, represents the way in which entities move in relation to the Russell 3000 index as a whole. Stock- based c ompensation expense related to stock options, restricted stock units , Market Condition RSU’s and the ESPP for the three months ended March 31, 2016 and 2015 was alloca ted as follows: Three Months Ended March 31, 2016 2015 (in thousands) Cost of revenues $ 11 $ 21 Sales and marketing 101 87 General and administrative 622 449 Research and development 20 23 Total stock-based compensation $ 754 $ 580 The Company did not capitalize any stock-based compensation. Earnings per share Basic earnings per share is based upon net income divided by the number of weighted average common shares outstanding during the period. The calculation of diluted earnings per share assumes conversion of stock options, restricted stock units and Market Condition RSU’s into common stock using the treasury method. The weighted av erage number of shares used to compute basic and diluted earnings per share consists of the following: Three Months Ended March 31, 2016 2015 Basic 34,013,352 32,908,101 Effect of assumed conversion of employee and director stock options, restricted stock units and Market Condition RSU's - - Diluted 34,013,352 32,908,101 Excluded from the shares used in calculating the diluted earnings per common share in the above table are options, restricted stock units and Market Condition RSU’s of approximately 5,461,017 and 5,331,821 shares of common stock for the three months ended March 31, 2016 and 2015 , respectively, as the impact of these shares would be anti-dilutive. |
Long Term Debt
Long Term Debt | 3 Months Ended |
Mar. 31, 2016 | |
Long Term Debt Disclosure [Abstract] | |
Long Term Debt Disclosure [Text Block] | 14 . Long Term Debt On August 7, 2009, the Company entered into an Amended and Restated Revolving Credit Loan Agreement related to a $20.0 million revolving credit facility with Bank of America, as agent, and Bank of America and Brown Brothers Harriman & Co as lenders (as amended, the “2009 Credit Agreement”) . On September 30, 2011, the Company entered into the First Amendment to the Amended and Restated Revolving Credit Loan Agreement (the “First Amendment”) with Bank of America as agent, and Bank of Ame rica and Brown Brothers Harriman & Co as lenders. The First Amendment extended the maturity date of the credit facility to August 7, 2013 and reduced the interest rate to the London Interbank Offered Rate plus 3.0%. On October 4, 2012, the Company entered into the Second Amendment to the Amended and Restated Revolving Credit Loan Agreement (the “Second Amendment”) with Bank of America as agent, and Bank of America and Brown Brothers Harriman & Co as lende rs. The Second Amendment extended the maturity date o f the credit facility to August 7, 2014 . On March 29, 2013, the Company entered into a Second Amended and Restated Revolving Credit Agreement ( as amended, the “Credit Agreement”) with Bank of America, as agent, and Bank of America and Brown Brothers Harri man & Co as lenders , that amended and restated the 2009 Credit Agreement . The Credit Agreement converted the Company’s existing outstanding revolving advances into a term loan in the principal amount of $15.0 million (the “Term Loan”), provides a revolving credit facility in the maximum principal amount of $25.0 million (“Revolving Line”) and provides a delayed draw term loan of up to $15.0 million (the “DDTL”) to fund capital contributions to the Company’s former subsidiary, Biostage . The maximum amount a vailable under the Credit Agreement is $50.0 million as borrowings against the DDTL in excess of $10.0 million results in a dollar for dollar reduction in the Revolving Line capacity. The Revolving Line, Term Loan and DDTL each have a maturity date of Marc h 29, 2018 (the maturity date of the Revolving Line was extended from March 29, 2016 in connection with the Third Amendment discussed below). On October 31, 2013, the Company amended the Credit Agreement to reduce the DDTL from up to $15.0 million to up to $10.0 million and allow for an additional $5.0 million to be available for drawing as advances under the Revolving Line. On April 24, 2015, the Company entered into the Third Amendment to the Second Amended and Restated Credit Agreement (the “Thi rd Amendment”). The Third Amendment extended the maturity date of the Revolving Line to March 29, 2018 and reduced the interest rates on the Revolving Line, Term Loan and DDTL. B orrowings under the Term Loan and the DDTL accrued interest at a rate based o n either the effective London Interbank Offered Rate (LIBOR) for certain interest periods selected by the Company, or a daily floating rate based on the British Bankers’ Association (BBA) LIBOR as published by Reuters (or other commercially available sourc e providing quotations of BBA LIBOR), plus in either case, a margin of 2.75 %. Additionally, t he Revolving Line accrued interest at a rate based on either the effective LIBOR for certain interest periods selected by the Company, or a daily floating rate bas ed on the BBA LIBOR, plus in either case, a margin of 2. 25 %. The Company was required to fix the rate of interest on at least 50% of the Term Loan and the DDTL through the purchase of interest rate swaps. The Term Loan and DDTL each have interest payments due at the end of the applicable LIBOR period, or monthly with respect to BBA LIBOR borrowings, and principal payments due quarterly. The Revolving Line has interest payments due at the end of the applicable LIBOR period, or monthly with respect to BBA LI BOR borrowings. On June 30, 2015, the Company entered into the Fourth Amendment to the Second Amended and Restated Credit Agreement, which amended the Company’s quarterly minimum fixed charge coverage financial covenant. On November 5, 2015, the Company entered into the Fifth Amendment to the Second Amended and Restated Credit Agreement, which eliminated the Company’s 2015 fourth quarter minimum fixed charge coverage financial covenant requirement. As part of the agreement, the maximum principal amount o n the Revolving Line was reduced to $10.0 million until June 30, 2016, at which time, the maximum principal amount will be restored to $25.0 million, as long as the Company remains in compliance with all covenants. On March 9, 2016 , the Company entered in to the Sixth Amendment to the Second Amended and Restated Credit Agreement, which amended the principal payment amortization of the Term Loan and DDTL to five years, as well as amended the Company’s quarterly minimum fixed charge coverage financial covenan t. The loans evidenced by the Credit Agreement, or the Loans, are guaranteed by all of the Company’s direct and indirect domestic subsidiaries, and secured by substantially all of the assets of the Company and the guarantors. The Loans are subject to rest rictive covenants under the Credit Agreement, and financial covenants that require the Company and its subsidiaries to maintain certain financial ratios on a consolidated basis, including a maximum leverage, minimum fixed charge coverage and minimum workin g capital. Prepayment of the Loans is allowed by the Credit Agreement at any time during the terms of the Loans. The Loans also contain limitations on the Company’s ability to incur additional indebtedness and requires lender approval for acquisitions fund ed with cash, promissory notes and/or other consideration in excess of $6.0 million and for acquisitions funded solely with equity in excess of $10.0 million. In April 2015, the FASB issued Accounting Standards Update No. 2015-03, Interest - Imputation o f Interest - Simplifying the Presentation of Debt Issuance Costs . Under this guidance, debt issuance costs related to a recognized debt liability should be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability . The provisions of this guidance are to be applied retrospectively and are effective for interim and annual periods beginning after December 15, 2015. The Company adopted this guidance during the three months ended March 31, 2016 . The consolidated balance sheet as of December 31, 2015 , included in these consolidated financial statements, reflects a restatement to reclassify unamortized deferred financing costs of approximately $0.2 million from other long-term assets to long-term debt. Fo r deferred financing costs paid to secure long-term debt, the Company made a policy election to present such costs as a direct deduction from the debt liability on the consolidated balance sheet. As of March 31, 2016 and December 31, 2015 , the C ompany had net borrowings of $ 17.1 million and $ 18.7 million, respectively, outstanding under its Credit Agreement. As of March 31, 2016 , the Company was in compliance with all financial covenants contained in the Cred it A greement, was subject to covenant and w orking capital borrowing restriction s and had available borrowing capacity under its Credit Agreement of $ 4.4 million . As of March 31, 2016 , the weighted effective interest rates , net of the impact of the Company’s interest rate swaps, on its Term Loan, DDTL and Revolving Line borrowings were 3.96% , 3.56% and 2.68% , respectively. As of March 31, 2016 and December 31, 2015 , the Company’s borrowings were comprised of: March 31, December 31, 2016 2015 (in thousands) Long-term debt: Term loan $ 6,412 $ 6,750 DDTL 5,225 5,500 Revolving line 5,650 6,650 Total unamortized deferred financing costs (139) (167) Total debt 17,148 18,733 Less: current installments (2,450) (2,450) Current unamortized deferred financing costs 74 86 Long-term debt $ 14,772 $ 16,369 |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 15 . Derivatives The Company uses interest -rate -related derivative instruments to manage its exposure related to changes in interest rates on its variable -rate debt instruments. The Company does not enter into derivative instruments for any purpose other than cash flow hedging. The Company does not speculate using derivative instruments. By using derivative financial instruments to hedge exposures to changes in interest rates, the Company exposes itself to credit risk and market risk. Credit risk is the f ailure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is positive, the counterparty owes the Company, which creates credit risk for the Company. When the fair value of a derivative co ntract is negative, the Company owes the counterparty and, therefore, the Company is not exposed to the counterparty’s credit risk in those circumstances. The Company minimizes counterparty credit risk in derivative instruments by entering into transaction s with carefully selected major financial institutions based upon their credit profile. Market risk is the adverse effect on the value of a derivative instrument that results from a change in interest rates. The market risk associated with interest -rat e contracts is managed by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken. The Company assesses interest rate risk by continually identifying and monitoring changes in interest rate exposures th at may adversely impact expected future cash flows and by evaluating hedging opportunities. The Company maintains risk management control systems to monitor interest rate risk attributable to both the Company’s outstanding or forecasted debt obligations as well as the Company’s offsetting hedge positions. The risk management control systems involve the use of analytical techniques, including cash flow sensitivity analysis, to estimate the expected impact of changes in interest rates on the Company’s future cash flows. The Company uses variable -rate London Interbank Offered Rate (LIBOR) debt to finance its operations. The debt obligations expose the Company to variability in interest payments due to changes in interest rates. Management believes that it is p rudent to limit the variability of a portion of its interest payments. To meet this objective, management enters into LIBOR based interest rate swap agreements to manage fluctuations in cash flows resulting from changes in the benchmark interest rate of LI BOR. These swaps change the variable -rate cash flow exposure on the debt obligations to fixed cash flows. Under the terms of the interest rate swaps, the Company receives LIBOR based variable interest rate payments and makes fixed interest rate payments, thereby creating the equivalent of fixed-rate debt for the notional amount of its debt hedged. In accordance with its Credit Agreement, the Company was required to fix the rate of interest on at least 50% of its Term Loan and the DDTL through the purchase of interest rate swaps. On June 5, 2013, the Company entered into an interest rate swap contract with an original notional amount of $15.0 million and a maturity date of March 29, 2018 in order to hedge the risk of changes in the effective benchmark inter est rate (LIBOR) associated with the Company’s Term Loan. On November 29, 2013, the Company entered into a second interest rate swap contract with an original notional amount of $5.0 million and a maturity date of March 29, 2018 in order to hedge the risk of changes in the effective benchmark interest rate (LIBOR) associated with the DDTL. The notional amount of the Company’s derivative instruments as of March 31, 2016 was $8 .5 million . The Term Loan swap contract effectively converted specific variable-rate debt into fixed-rate debt and fixed the LIBOR rate associated with the Term Loan at 0.96% plus a ba nk margin of 3.0% . The DDTL swap contract effectively converted specific variable-rate debt into fixed-rate debt and fixed the LIBOR rate associated with the Term Loan at 0.93% plus a bank margin of 3.0% .The interest rate swap s were designated as cash flow hedge s in accordance with ASC 815, Derivatives and Hedging . The following table pr esents the notional amount and fair value of the Company ’ s derivative instrument s as of March 31, 2016 and December 31, 2015 . March 31, 2016 March 31, 2016 Notional Amount Fair Value (a) Derivatives designated as hedging instruments under ASC 815 Balance sheet classification (in thousands) Interest rate swaps Other liabilities-non current $ 8,500 $ (33) December 31, 2015 December 31, 2015 Notional Amount Fair Value (a) Derivatives designated as hedging instruments under ASC 815 Balance sheet classification (in thousands) Interest rate swaps Other liabilities-non current $ 9,500 $ (10) (a) See Note 16 for the fair value measurements related to these financial instruments. All of the Company’s derivative instruments are designated as hedging instruments. The Company has structured its interest rate swap agreements to be 100% effective and as a result, there was no impact to earnings resulting from hedge ineffectiveness. Changes in the fair value of interest rate swaps designated as hedging instruments that effectively offset the variability of cash flows associate d with variable -rate, long -term debt obligations are reported in accumulated other comprehensive income (“AOCI”). These amounts subsequently are reclassified into interest expense as a yield adjustment of the hedged interest payments in the same period in which the related interest affects earnings. The Company’s interest rate swap agreement was deemed to be fully effective in accordance with ASC 815, and, as such, unrealized gains and losses related to these derivatives were recorded as AOCI. The followi ng table summarizes the effect of derivatives designated as cash flow hedging instruments and their classification within comprehensive loss for the three months ended March 31, 2016 and 2015 : Derivatives in Hedging Relationships Amount of gain or (loss) recognized in OCI on derivative (effective portion) Three Months Ended March 31, 2016 2015 (in thousands) Interest rate swaps $ (36) $ (59) The following table summarizes the reclassifications out of accumulated other comprehensive loss for the three months ended March 31, 2016 and 2015 : Details about AOCI Components Amount reclassified from AOCI into income (effective portion) Location of amount Three Months Ended March 31, reclassified from AOCI 2016 2015 into income (effective portion) (in thousands) Interest rate swaps $ 13 $ 26 Interest expense As of March 31, 2016 , $ 28,000 of deferred losses on derivative instruments accumulated in AOCI are expected to be reclassified to earnings during the next twelve months. Transactions and events expected to occur over the next twelve months that will necessitate reclassifying these derivatives’ losses to earnings include the repricing of variable -rate debt. There were no cash flow hedges discontinued during 2016 or 2015 . |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | 16 . Fair Value Measurements Fair value measurement is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A fair value hierarchy is established, which prioritizes the inputs used in measuring fair value into three broad levels as follows: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly. Level 3—Unobservable inputs based on the Company’s own assumptions. The following table s present the fair value hierarchy for those liabili ties measured at fair value on a recurring basis: Fair Value as of March 31, 2016 (In thousands) Level 1 Level 2 Level 3 Total Liabilities: Interest rate swap agreements $ - $ 33 $ - $ 33 Fair Value as of December 31, 2015 (In thousands) Level 1 Level 2 Level 3 Total Liabilities: Interest rate swap agreements $ - $ 10 $ - $ 10 The Company uses the market approach technique to value its financial liabilities. The Company’s financial liabilities carried at fair value include derivative instruments used to hedge the Company’s interest rate risks. The fair value of the Company’s interest rate swap agreement s was based on LIBOR yield curves at the reporting date. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax [Abstract] | |
Income Taxes Disclosure [Text Block] | 17 . Income Tax Income tax was an approximately $ 0.2 million expense and $ 0.4 million benefit for the three months ended March 31, 2016 and 2015 , respectively. The effective income tax rate was 15.0% for the three months ended March 31, 2016 , compared with a benefit of 20.6% for the same period in 2015 . The tax rate for the three months ended March 31, 2016 was based on actual results for the three-month period rather than an ef fective tax rate estimated for the entire year. The Company determined that using a year-to-date approach resulted in a better estimate of income tax expense based on its 2016 forecast of pre-tax income, the mix of income across several jurisdicti ons with different statutory tax rates, and the impact of the full valuation allowance against U.S. deferred tax assets. The difference between the Company’s effective tax rate quarter over quarter was primarily attributa ble to higher pre-tax income in 2016 versus 2015, as well as the mix of earnings between its domestic and foreign businesses. In November 2015, the FASB issued ASU 2015- 17, Balance Sheet Classification of Deferred Taxes . The update requires all deferred income taxes to be presented on the balance sheet as noncurrent. The new guidance is intended to simplify financial reporting by eliminating the requirement to classify de ferred taxes between current and noncurrent. The update is effective for fiscal years beginning after December 15, 2016. Early adoption is permitted at the beginning of an interim or annual period. During the three months ended March 31, 2016 , the Company early adopted the new guidance on a prospective basis and has presented all deferred tax assets and deferred tax liabilities as noncurrent in the consolidated balance sheet at March 31, 2016 . Prior periods presented in the consolidated financial statements were not retrospectively adjusted. |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Recently Issued Accounting Pronouncements [Abstract] | |
Recently Issued Accounting Pronouncements Disclosure [Text Block] | 2 . Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, “Revenue from Contracts with Customers,” a new accounting standard that provides for a comprehensive model to use in the accounting for revenue arising from contracts with customers that will replace most existing revenue recognition guidance within generally accepted accounting principles in th e United States. Under this standard, revenue will be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or servi ces. At its July 2015 meeting, the FASB agreed to defer the mandatory effective date of ASU 2014-09 one year. Under the one year deferral, the standard will take effect in 2018 for calendar year-end public entities. The Company is assessing the new standar d and has not yet determined the impact to the consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, Simplifying Measurement of Inventory . The update requires measurement of most inventory “at the lower of cost and net realizable value”, and applies to all entities that recognize inventory within the scope of ASC 330, except for inventory measured under the last-in, first-out (LIFO) method or the retail inventory method (RIM). ASU 2015-11 requires prospective application and repres ents a change in accounting principle. The update is effective for fiscal years beginning after December 15, 2016. Early adoption is permitted for financial statements that have not been previously issued. The Company is evaluating the impact of ASU 2015- 11 on its consolidated financial statements and the possibility of early adoption by the Company. In September 2015, the FASB issued ASU 2015-16, Simplifying the Accounting for Measurement-Period Adjustments . The update eliminates the requirement to retr ospectively adjust financial statements for measurement-period adjustments that occur in periods after a business combination. Under the update, measurement-period adjustments are to be calculated as if they were known at the acquisition date, but are reco gnized in the reporting period in which they are determined. Additional disclosures are required about the impact on current-period earnings. ASU 2015-16 requires prospective application to adjustments of provisional amounts that occur after the effective date. The update is effective for fiscal years beginning after December 15, 2016. Early adoption is permitted for financial statements that have not been previously issued. The Company is evaluating the impact of ASU 2015-16 on its consolidated financial statements and the possibility of early adoption by the Company. In February 2016, the FASB issued ASU 2016-02, Leases , which is intended to improve financial reporting about leasing transactions. The update requires a lessee to record on the balance shee t the assets and liabilities for the rights and obligations created by lease terms of more than 12 months. The update is effective for fiscal years beginning after December 15, 2018. The Company is evaluating the impact of ASU 2016-02 on its consolidated f inancial statements. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which simplifies the accounting for share-based payment transactions, including the in come tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The update is effective for fiscal years be ginning after December 15, 2016 and early adoption is permitted. The Company is ev aluating the impact of ASU 2016-09 on its consolidated financial statements. Recently Adopted Accounting Pronouncements In April 2015, the FASB issued ASU 2015-03, Interest - Imputation of Interest - Simplifying the Presentation of Debt Issuance Costs . Under this guidance, debt issuance costs related to a recognized debt liability should be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The provisions of this guid ance are to be applied retrospectively and are effective for interim and annual periods beginning after December 15, 2015. The Company adopted this guidance during the three months ended March 31, 2016 . The consolidated balance sheet as of December 31, 2015 , included in these consolidated financial statements, reflects a restatement to reclassify unamortized deferred financing costs of approximately $0.2 million from other long-term assets to long-term debt. For deferred financing costs pa id to secure long-term debt, the Company made a policy election to present such costs as a direct deduction from the debt liability on the consolidated balance sheet. In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes . The update requires all deferred income taxes to be presented on the balance sheet as noncurrent. The new guidance is intended to simplify financial reporting by eliminating the requirement to classify deferred taxes between current and noncurrent. The update is effective for fiscal years beginning after December 15, 2016. Early adoption is permitted at the beginning of an interim or annual period. During the three months ended March 31, 2016 , t he Company early adopted the new guidance on a prospective basis and has presented all deferred tax assets and deferred tax liabilities as noncurrent in the consolidated balance sheet at March 31, 2016 . |
Accumulated Other Comprehensi24
Accumulated Other Comprehensive Income (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Accumulated Other Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income [Table Text Block] | Foreign currency Derivatives translation qualifying as Defined benefit (in thousands) adjustments hedges pension plans Total Balance at December 31, 2015 $ (9,594) $ (10) $ (2,280) $ (11,884) Other comprehensive income (loss) before reclassifications 616 (36) - 580 Amounts reclassified from AOCI - 13 - 13 Other comprehensive income (loss) 616 (23) - 593 Balance at March 31, 2016 $ (8,978) $ (33) $ (2,280) $ (11,291) |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Details about AOCI Components Amount reclassified from AOCI into income (effective portion) Location of amount Three Months Ended March 31, reclassified from AOCI 2016 2015 into income (effective portion) (in thousands) Interest rate swaps $ 13 $ 26 Interest expense |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Acquisition Disclosure [Abstract] | |
Schedule of Business Acquisitions [Table Text Block] | (in thousands) Tangible assets $ 4,165 Liabilities assumed (2,376) Net assets 1,789 Goodwill and intangible assets: Goodwill 1,618 Trade name 774 Customer relationships 1,627 Developed technology 1,338 Non-compete agreements 27 Deferred tax liabilities (1,245) Total goodwill and intangible assets, net of tax 4,139 Acquisition purchase price $ 5,928 Three Months Ended March 31, 2015 (in thousands) Pro Forma Revenues $ 25,860 Net loss (1,390) |
Goodwill and Other Intangible26
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill And Other Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | Weighted Average March 31, 2016 December 31, 2015 Life (a) (in thousands) Amortizable intangible assets: Gross Accumulated Amortization Gross Accumulated Amortization Existing technology $ 16,120 $ (11,906) $ 16,022 $ (11,686) 7.3 Years Trade names 7,724 (3,221) 7,636 (3,076) 8.7 Years Distribution agreements/customer relationships 23,917 (12,238) 23,676 (11,849) 9.7 Years Patents 238 (104) 245 (96) 2.9 Years Total amortizable intangible assets 47,999 $ (27,469) 47,579 $ (26,707) Indefinite-lived intangible assets: Goodwill 40,473 40,357 Other indefinite-lived intangible assets 1,231 1,223 Total goodwill and other indefinite-lived intangible assets 41,704 41,580 Total intangible assets $ 89,703 $ 89,159 (a) Weighted average life as of March 31, 2016. |
Goodwill Rollforward [Table Text Block] | (in thousands) Balance at December 31, 2015 40,357 Effect of change in currency translation 116 Balance at March 31, 2016 $ 40,473 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Inventories Disclosure [Abstract] | |
Schedule of Inventory [Table Text Block] | March 31, December 31, 2016 2015 (in thousands) Finished goods $ 10,390 $ 10,957 Work in process 1,135 888 Raw materials 10,691 10,498 Total $ 22,216 $ 22,343 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment Disclosure [Abstract] | |
Schedule Of Property Plant And Equipment [Table Text Block] | March 31, December 31, 2016 2015 (in thousands) Land, buildings and leasehold improvements $ 2,825 $ 2,825 Machinery and equipment 10,200 10,131 Computer equipment and software 7,655 7,503 Furniture and fixtures 1,366 1,358 Automobiles 105 103 22,151 21,920 Less: accumulated depreciation (16,418) (16,018) Property, plant and equipment, net $ 5,733 $ 5,902 |
Restructuring and Other Exit 29
Restructuring and Other Exit Costs (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Plan Table [Table Text Block] | Severance Costs (in thousands) Restructuring balance at December 31, 2015 $ 90 Cash payments (56) Restructuring balance at March 31, 2016 $ 34 Severance Costs Other Total (in thousands) Restructuring balance at December 31, 2015 $ 11 $ - $ 11 Restructuring charges - 3 3 Cash payments - (3) (3) Restructuring balance at March 31, 2016 $ 11 $ - $ 11 Severance Costs (in thousands) Restructuring charges 27 Cash payments - Restructuring balance at March 31, 2015 $ 27 Severance Costs Other Total (in thousands) Restructuring balance at December 31, 2015 $ 31 $ - $ 31 Restructuring charges - 8 8 Cash payments - (8) (8) Effect of change in currency translation (1) - (1) Restructuring balance at March 31, 2016 $ 30 $ - $ 30 Severance Costs Other Total (in thousands) Restructuring balance at December 31, 2014 $ 626 $ - $ 626 Restructuring charges - 30 30 Cash payments - (30) (30) Effect of change in currency translation (21) - (21) Restructuring balance at March 31, 2015 $ 605 $ - $ 605 Three Months Ended March 31, 2016 2015 (in thousands) Restructuring charges $ 11 $ 57 |
Warranties (Tables)
Warranties (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Warranties Disclosure [Abstract] | |
Warranty Rollforward Disclosure [Table Text Block] | Beginning Additions/ Ending Balance Payments (Credits) Balance (in thousands) Year ended December 31, 2015 $ 252 (81) (24) $ 147 Three months ended March 31, 2016 $ 147 (20) 66 $ 193 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Employee Benefit Plans Disclosure [Abstract] | |
Schedule of Changes in Projected Benefit Obligations [Table Text Block] | Three Months Ended March 31, 2016 2015 (in thousands) Components of net periodic benefit cost: Interest cost $ 168 $ 177 Expected return on plan assets (181) (166) Net amortization loss 80 75 Net periodic benefit cost $ 67 $ 86 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Leases Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Operating Leases (in thousands) 2017 $ 1,727 2018 1,717 2019 1,612 2020 1,439 2021 1,219 Thereafter 3,755 Net minimum lease payments $ 11,469 |
Capital Stock (Tables)
Capital Stock (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Capital Stock Disclosure [Abstract] | |
Schedule Of Stock Options And Restricted Stock Units Activity Rollforward [Table Text Block] | Stock Options Restricted Stock Units Market Condition RSU's Weighted Stock Average Restricted Market Options Exercise Stock Units Grant Date Condition RSU's Grant Date Outstanding Price Outstanding Fair Value Outstanding Fair Value Balance at December 31, 2015 5,022,186 $ 3.85 313,559 $ 5.29 185,538 $ 4.81 Granted 16,000 2.87 110,400 3.23 - - Vested (RSUs) - - (122,920) 4.30 - - Cancelled / forfeited (63,746) 4.24 - - - - Balance at March 31, 2016 4,974,440 $ 3.84 301,039 $ 4.94 185,538 $ 4.81 |
Table Of Assumptions [Table Text Block] | Three Months Ended March 31, 2016 2015 Volatility 40.26 % 42.34 % Risk-free interest rate 1.48 % 1.74 % Expected holding period (in years) 5.36 years 5.70 years Dividend yield - % - % |
Stock Based Compensation Expense Activity By Function [Table Text Block] | Three Months Ended March 31, 2016 2015 (in thousands) Cost of revenues $ 11 $ 21 Sales and marketing 101 87 General and administrative 622 449 Research and development 20 23 Total stock-based compensation $ 754 $ 580 |
Basic and Diluted Shares [Table Text Block] | Three Months Ended March 31, 2016 2015 Basic 34,013,352 32,908,101 Effect of assumed conversion of employee and director stock options, restricted stock units and Market Condition RSU's - - Diluted 34,013,352 32,908,101 |
Long Term Debt (Tables)
Long Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Long Term Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | March 31, December 31, 2016 2015 (in thousands) Long-term debt: Term loan $ 6,412 $ 6,750 DDTL 5,225 5,500 Revolving line 5,650 6,650 Total unamortized deferred financing costs (139) (167) Total debt 17,148 18,733 Less: current installments (2,450) (2,450) Current unamortized deferred financing costs 74 86 Long-term debt $ 14,772 $ 16,369 |
Derivative (Tables)
Derivative (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | March 31, 2016 March 31, 2016 Notional Amount Fair Value (a) Derivatives designated as hedging instruments under ASC 815 Balance sheet classification (in thousands) Interest rate swaps Other liabilities-non current $ 8,500 $ (33) December 31, 2015 December 31, 2015 Notional Amount Fair Value (a) Derivatives designated as hedging instruments under ASC 815 Balance sheet classification (in thousands) Interest rate swaps Other liabilities-non current $ 9,500 $ (10) (a) See Note 16 for the fair value measurements related to these financial instruments. |
Schedule of Cash Flow Hedges Included in AOCI [Table Text Block] | Derivatives in Hedging Relationships Amount of gain or (loss) recognized in OCI on derivative (effective portion) Three Months Ended March 31, 2016 2015 (in thousands) Interest rate swaps $ (36) $ (59) |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Details about AOCI Components Amount reclassified from AOCI into income (effective portion) Location of amount Three Months Ended March 31, reclassified from AOCI 2016 2015 into income (effective portion) (in thousands) Interest rate swaps $ 13 $ 26 Interest expense |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule Of Fair Value Assets And Liabilities Measured On Recurring Basis [Table Text Block] | Fair Value as of March 31, 2016 (In thousands) Level 1 Level 2 Level 3 Total Liabilities: Interest rate swap agreements $ - $ 33 $ - $ 33 Fair Value as of December 31, 2015 (In thousands) Level 1 Level 2 Level 3 Total Liabilities: Interest rate swap agreements $ - $ 10 $ - $ 10 |
Accumulated Other Comprehensi37
Accumulated Other Comprehensive Income (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Reclassification from Accumulated Other Comprehensive Income | $ 13 |
Foreign currency translation adjustment [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Opening Balance | (9,594) |
Other Comprehensive Income (Loss) before Reclassifications | 616 |
Reclassification from Accumulated Other Comprehensive Income | 0 |
Other Comprehensive Income (Loss), Net of Tax, total | 616 |
Closing Balance | (8,978) |
Derivatives qualifying as hedges [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Opening Balance | (10) |
Other Comprehensive Income (Loss) before Reclassifications | (36) |
Reclassification from Accumulated Other Comprehensive Income | 13 |
Other Comprehensive Income (Loss), Net of Tax, total | (23) |
Closing Balance | (33) |
Defined benefit pension plans [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Opening Balance | (2,280) |
Other Comprehensive Income (Loss) before Reclassifications | 0 |
Reclassification from Accumulated Other Comprehensive Income | 0 |
Other Comprehensive Income (Loss), Net of Tax, total | 0 |
Closing Balance | $ (2,280) |
Accumulated Other Comprehensi38
Accumulated Other Comprehensive Income (Details 1) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Reclassifications Out of Accumulated Other Comprehensive Income [Line Items] | ||
Derivatives Reclassification Adjustment from AOCI, net tax | $ (13) | $ (26) |
Reclassification from Accumulated Other Comprehensive Income | $ (13) |
Acquisitions (Details 1)
Acquisitions (Details 1) - HEKA Elektronik [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2015 | Jan. 08, 2015 | |
Business Acquisition [Line Items] | ||
Tangible Assets Acquired | $ 4,165 | |
Liabilities Assumed | (2,376) | |
Net Tangible Assets Acquired | 1,789 | |
Business Acquisition Purchase Price Allocation Intangible Assets [Abstract] | ||
Purchase Price Allocation, Goodwill Amount | 1,618 | |
Deferred Tax Liabilities | 1,245 | |
Business Acquisition Purchase Price Allocation Total Intangible Assets Amount Including Goodwill | 4,139 | |
Total Acquisition Purchase Price | 5,928 | |
Business Acquisition, Cost of Acquired Entity 1 [Abstract] | ||
Business Acquisition Cost Of Acquired Entity Purchase Price 1 | 5,928 | |
Business Acquisitions Pro Forma Revenue | $ 25,860 | |
Business Acquisitions Pro Forma Net Income Loss | $ (1,390) | |
Unpatented Technology [Member] | ||
Business Acquisition Purchase Price Allocation Intangible Assets [Abstract] | ||
Purchase Price Allocation, Amortizable Intangible Assets | 1,338 | |
Customer Relationships [Member] | ||
Business Acquisition Purchase Price Allocation Intangible Assets [Abstract] | ||
Purchase Price Allocation, Amortizable Intangible Assets | 1,627 | |
Trade Names [Member] | ||
Business Acquisition Purchase Price Allocation Intangible Assets [Abstract] | ||
Purchase Price Allocation, Amortizable Intangible Assets | 774 | |
Non compete Agreements [Member] | ||
Business Acquisition Purchase Price Allocation Intangible Assets [Abstract] | ||
Purchase Price Allocation, Amortizable Intangible Assets | $ 27 |
Goodwill and Other Intangible40
Goodwill and Other Intangible Assets (Narratives) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Goodwill And Other Intangible Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 680 | $ 793 |
Estimated Amortization Expense Next Twelve Months | 2,800 | |
Estimated Amortization Expense Year 2 | 2,500 | |
Estimated Amortization Expense Year 3 | 2,400 | |
Estimated Amortization Expense Year 4 | 2,200 | |
Estimated Amortization Expense Year 5 | $ 2,200 |
Goodwill and Other Intangible41
Goodwill and Other Intangible Assets (Details 1) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 47,999 | $ 47,579 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (27,469) | (26,707) | |
Goodwill | 40,473 | 40,357 | $ 36,605 |
Other indefinite lived intangible assets | 1,231 | 1,223 | |
Total goodwill and other indefinite lived intangible assets | 41,704 | 41,580 | |
Total intangible assets | 89,703 | 89,159 | |
Developed Technology Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 16,120 | 16,022 | |
Finite-Lived Intangible Assets, Accumulated Amortization | $ (11,906) | (11,686) | |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 7 years 3 months 18 days | ||
Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 7,724 | 7,636 | |
Finite-Lived Intangible Assets, Accumulated Amortization | $ (3,221) | (3,076) | |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 8 years 8 months 12 days | ||
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 23,917 | 23,676 | |
Finite-Lived Intangible Assets, Accumulated Amortization | $ (12,238) | (11,849) | |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 9 years 8 months 12 days | ||
Patents [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 238 | 245 | |
Finite-Lived Intangible Assets, Accumulated Amortization | $ (104) | $ (96) | |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 2 years 10 months 24 days |
Goodwill and Other Intangible42
Goodwill and Other Intangible Assets (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2014 | |
Goodwill And Other Intangible Assets Disclosure [Abstract] | ||
Goodwill, Beginning Balance | $ 40,357 | |
Acquired during the period | $ 4,691 | |
Foreign currency translation adjustments related to goodwill balance | 116 | (1,474) |
Goodwill, Ending Balance | $ 40,473 | $ 36,605 |
Inventories (Details 1)
Inventories (Details 1) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Inventories Disclosure [Abstract] | ||
Finished Goods | $ 10,390 | $ 10,957 |
Work in Process | 1,135 | 888 |
Raw Materials | 10,691 | 10,498 |
Total Inventories, Net | $ 22,216 | $ 22,343 |
Property, Plant and Equipment44
Property, Plant and Equipment (Details 1) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 22,151 | $ 21,920 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (16,418) | (16,018) |
Property, plant and equipment, net | 5,733 | 5,902 |
Land, Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 2,825 | 2,825 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 10,200 | 10,131 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 7,655 | 7,503 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 1,366 | 1,358 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 105 | $ 103 |
Restructuring and Other Exit 45
Restructuring and Other Exit Cots (Narratives) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges (credits) | $ 11 | $ 57 |
Restructuring and Other Exit 46
Restructuring and Other Exit Costs (Details 1) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring charges (credits) | $ 11 | $ 57 |
Restructuring Plan 2014 [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve, Beginning Balance | 31 | 626 |
Restructuring charges (credits) | 8 | 30 |
Restructuring Reserve, Settled with Cash | (8) | (30) |
Restructuring Reserve, Translation Adjustment | (1) | (21) |
Restructuring Reserve, Ending Balance | 30 | 605 |
Restructuring Plan Q1 2015 [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve, Beginning Balance | 11 | |
Restructuring charges (credits) | 3 | |
Restructuring Reserve, Settled with Cash | (3) | |
Restructuring Reserve, Ending Balance | 11 | |
Employee Severance [Member] | Restructuring Plan 2014 [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve, Beginning Balance | 31 | 626 |
Restructuring charges (credits) | 0 | 0 |
Restructuring Reserve, Settled with Cash | 0 | 0 |
Restructuring Reserve, Translation Adjustment | (1) | (21) |
Restructuring Reserve, Ending Balance | 30 | 605 |
Employee Severance [Member] | Restructuring Plan Q1 2015 [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve, Beginning Balance | 11 | |
Restructuring charges (credits) | 0 | 27 |
Restructuring Reserve, Settled with Cash | 0 | 0 |
Restructuring Reserve, Ending Balance | 11 | 27 |
Employee Severance [Member] | Restructuring Plan Q4 2015 [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve, Beginning Balance | 90 | |
Restructuring Reserve, Settled with Cash | (56) | |
Restructuring Reserve, Ending Balance | 34 | |
Other Costs [Member] | Restructuring Plan 2014 [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve, Beginning Balance | 0 | 0 |
Restructuring charges (credits) | 8 | 30 |
Restructuring Reserve, Settled with Cash | (8) | (30) |
Restructuring Reserve, Translation Adjustment | 0 | 0 |
Restructuring Reserve, Ending Balance | 0 | $ 0 |
Other Costs [Member] | Restructuring Plan Q1 2015 [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve, Beginning Balance | 0 | |
Restructuring charges (credits) | 3 | |
Restructuring Reserve, Settled with Cash | (3) | |
Restructuring Reserve, Ending Balance | $ 0 |
Related Party Transactions (Nar
Related Party Transactions (Narratives) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Business Acquisition [Line Items] | ||
Operating Leases, Rent Expense, Net | $ 500,000 | $ 600,000 |
Multi Channel Systems MCS GmbH [Member] | ||
Business Acquisition [Line Items] | ||
Operating Leases, Rent Expense, Net | 58,000 | 55,000 |
Triangle BioSystems, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Operating Leases, Rent Expense, Net | $ 11,000 | 11,000 |
HEKA Elektronik [Member] | ||
Business Acquisition [Line Items] | ||
Operating Leases, Rent Expense, Net | $ 39,000 |
Warranties (Details 1)
Warranties (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Product Warranty Disclosure [Abstract] | ||
Warranty, Beginning Balance | $ 147 | $ 252 |
Warranty payments | (20) | (81) |
Warranty additions | 66 | (24) |
Warranty, Ending Balance | $ 193 | $ 147 |
Employee Benefit Plans (Narrati
Employee Benefit Plans (Narratives) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Employee Benefit Plans Disclosure [Abstract] | |||
Expected employer contribution in current remaining fiscal year | $ 600 | ||
Defined Benefit Plan Payments In Current Fiscal Year | 200 | $ 200 | |
Defined Benefit Plans Liabilities Noncurrent | 2,800 | $ 2,800 | |
Unrealized losses on pension benefit obligation, net of tax | $ 0 | $ 0 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details 1) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Benefit Plans Disclosure [Abstract] | ||
Interest Cost | $ 168 | $ 177 |
Expected Return on Plan Assets | (181) | (166) |
Net Amortization Loss | 80 | 75 |
Net Periodic Benefit Cost, Total | 67 | 86 |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | ||
Interest Cost | 168 | 177 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||
Defined Benefit Plan Payments In Current Fiscal Year | $ 200 | $ 200 |
Leases (Narratives) (Details)
Leases (Narratives) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Leases Disclosure [Abstract] | ||
Estimated Rental Expenses Current Year | $ 1.9 | |
Operating Leases, Rent Expense, Net | $ 0.5 | $ 0.6 |
Leases (Details 1)
Leases (Details 1) $ in Thousands | Mar. 31, 2016USD ($) |
Leases Disclosure [Abstract] | |
2,016 | $ 1,727 |
2,017 | 1,717 |
2,018 | 1,612 |
2,019 | 1,439 |
2,020 | 1,219 |
Thereafter | 3,755 |
Operating Leases, Total Future Minimum Payments Due | $ 11,469 |
Capital Stock (Narratives) (Det
Capital Stock (Narratives) (Details) - $ / shares | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | Apr. 03, 2015 | |
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 17,508,929 | |||
Increase In Number Of Shares Authorized For Issuance Under Stock Option And Incentive Plan | 2,500,000 | |||
Equity Instruments Other than Options, Grants in Period | 110,400 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,461,017 | 5,331,821 | ||
Weighted Average Estimated Black Scholes Value Of Option Grants | $ 1.11 | $ 2.3 | ||
Preferred Stock - Shares Authorized | 5,000,000 | 5,000,000 | ||
Market Condition Restricted Stock Unit [Member] | ||||
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||||
Equity Instruments Other than Options, Grants in Period | 0 |
Capital Stock (Details 1)
Capital Stock (Details 1) - $ / shares | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | Apr. 03, 2015 | |
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||||
Opening Balance Stock Options Outstanding | 5,022,186 | |||
Begining Balance Weighted Average Exercise Price | $ 3.85 | |||
Increase In Number Of Shares Authorized For Issuance Under Stock Option And Incentive Plan | 2,500,000 | |||
Options, Grants in Period, Gross | 16,000 | |||
Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 2.87 | |||
Options, Forfeitures and Expirations in Period | (63,746) | |||
Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 4.24 | |||
Closing Balance Stock Options Outstanding | 4,974,440 | |||
Closing Balance Weighted Average Exercise Price | $ 3.84 | |||
Begining Balance Restricted Stock Units Outstanding | 313,559 | |||
Equity Instruments Other than Options, Grants in Period | 110,400 | |||
Equity Instruments Other than Options, Vested in Period | (122,920) | |||
Closing Balance Restricted Stock Units Outstanding | 301,039 | |||
Begining Balance Grant Date Fair Value Of Restricted Stock Units | $ 5.29 | |||
Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 3.23 | |||
Closing Balance Grant Date Fair Value Of Restricted Stock Units | $ 4.94 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Fair Value Assumptions, Expected Volatility Rate | 40.26% | 42.34% | ||
Fair Value Assumptions, Risk Free Interest Rate | 1.48% | 1.74% | ||
Fair Value Assumptions, Expected Term | 5 years 4 months 9 days | 5 years 8 months 12 days | ||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | ||
Options, Exercises in Period, Weighted Average Exercise Price | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period, Weighted Average Grant Date Fair Value | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 0 | |||
Preferred Stock - Shares Authorized | 5,000,000 | 5,000,000 | ||
Market Condition Restricted Stock Unit [Member] | ||||
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||||
Begining Balance Restricted Stock Units Outstanding | 185,538 | |||
Equity Instruments Other than Options, Grants in Period | 0 | |||
Equity Instruments Other than Options, Vested in Period | 0 | |||
Closing Balance Restricted Stock Units Outstanding | 185,538 | |||
Begining Balance Grant Date Fair Value Of Restricted Stock Units | $ 4.81 | |||
Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 0 | |||
Closing Balance Grant Date Fair Value Of Restricted Stock Units | 4.81 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period, Weighted Average Grant Date Fair Value | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 0 |
Capital Stock (Details 2)
Capital Stock (Details 2) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based Compensation | $ 754 | $ 580 |
Weighted Average Number Diluted Shares Outstanding Adjustment [Abstract] | ||
Basic | 34,013,352 | 32,908,101 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 0 | 0 |
Diluted | 34,013,352 | 32,908,101 |
Cost of Sales [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based Compensation | $ 11 | $ 21 |
Research and Development Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based Compensation | 20 | 23 |
Selling and Marketing Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based Compensation | 101 | 87 |
General and Administrative Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based Compensation | $ 622 | $ 449 |
Capital Stock (Details 3)
Capital Stock (Details 3) - shares | Mar. 31, 2016 | Dec. 31, 2015 |
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 4,974,440 | 5,022,186 |
Long Term Debt (Narratives) (De
Long Term Debt (Narratives) (Details) - USD ($) $ in Thousands | Apr. 24, 2015 | Oct. 31, 2013 | Mar. 29, 2013 | Aug. 07, 2009 | Mar. 31, 2016 | Dec. 31, 2015 |
Credit Agreement [Line Items] | ||||||
Previous Approved Credit Facility | $ 20,000 | |||||
Secured Debt | $ 17,148 | $ 18,733 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 50,000 | |||||
Minimum percentage of Term Loan and the DDTL that company was required to fix the rate of interest on | 50.00% | |||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 4,400 | |||||
Interest Rate In Excess Of LIBOR On Credit Facility | 3.00% | |||||
DDTL Threshold For Dollar For Dollar Reduction In Revolving Line | 10,000 | |||||
Transfer Of Delayed Draw Down Term Loan Capacity To Revolver Capacity | $ 5,000 | |||||
Lender Approval To Fund Acquisition With Cash Promissory Note In Excess Of Threshold | 6,000 | |||||
Lender Approval To Fund Acquisition With Equity In Excess Of Threshold | 10,000 | |||||
Revolving Credit Facility [Member] | ||||||
Credit Agreement [Line Items] | ||||||
Secured Debt | $ 25,000 | $ 5,650 | 6,650 | |||
Maturity Dates | Mar. 29, 2018 | |||||
Basis Spread Over LIBOR | 2.25% | |||||
Interest Rate As Of Reporting Date | 2.68% | |||||
Term Loan [Member] | ||||||
Credit Agreement [Line Items] | ||||||
Secured Debt | $ 15,000 | $ 6,412 | 6,750 | |||
Maturity Dates | Mar. 29, 2018 | |||||
Basis Spread Over LIBOR | 2.75% | |||||
Interest Rate As Of Reporting Date | 3.96% | |||||
Delayed Drawdown Term Loan [Member] | ||||||
Credit Agreement [Line Items] | ||||||
Secured Debt | $ 15,000 | $ 5,225 | $ 5,500 | |||
Maturity Dates | Mar. 29, 2018 | |||||
Basis Spread Over LIBOR | 2.75% | |||||
Maximum Borrowings Available Under The Current Credit Agreement | $ 10,000 | |||||
Interest Rate As Of Reporting Date | 3.56% |
Long Term Debt (Details 1)
Long Term Debt (Details 1) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 29, 2013 |
Debt Instrument [Line Items] | |||
Secured Debt | $ 17,148 | $ 18,733 | |
Unamortized Debt Issuance Expense | (139) | (167) | |
Current portion, long-term debt | (2,376) | (2,364) | |
Long-term debt | 14,772 | 16,369 | |
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Secured Debt | 5,650 | 6,650 | $ 25,000 |
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Secured Debt | 6,412 | 6,750 | 15,000 |
Delayed Drawdown Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Secured Debt | $ 5,225 | $ 5,500 | $ 15,000 |
Derivative (Narratives) (Detail
Derivative (Narratives) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Nov. 30, 2013 | Jun. 05, 2013 | |
Derivative Instruments And Hedging Activities Disclosure [Line Items] | |||
Minimum percentage of Term Loan and the DDTL that company was required to fix the rate of interest on | 50.00% | ||
Deferred losses on derivative instruments accumulated in AOCI expected to be reclassified to earnings | $ 28,000 | ||
Derivative Interest Rate Swap Effective Percentage | 100.00% | ||
Delayed Drawdown Term Loan [Member] | |||
Derivative Instruments And Hedging Activities Disclosure [Line Items] | |||
Notional Amount of Interest Rate Swaps | $ 5,000,000 | ||
LIBOR Fixed Rate | 0.93% | ||
Term Loan [Member] | |||
Derivative Instruments And Hedging Activities Disclosure [Line Items] | |||
Notional Amount of Interest Rate Swaps | $ 15,000,000 | ||
LIBOR Fixed Rate | 0.96% |
Derivative (Details 1)
Derivative (Details 1) - Other liabilities-non current [Member] - Derivatives qualifying as hedges [Member] - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Notional Amount of Interest Rate Derivatives | $ 8,500 | $ 9,500 |
Derivative Liability, Fair Value, Net | $ (33) | $ (10) |
Derivative (Details 2)
Derivative (Details 2) - Derivatives qualifying as hedges [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Instruments, Loss Recognized in Other Comprehensive Income (Loss), Effective Portion | $ (36) | $ (59) |
Interest Expense [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Instruments, Loss Reclassified from Accumulated OCI into Income, Effective Portion | $ 13 | $ 26 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Derivatives qualifying as hedges [Member] - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative Liabilities | $ 0 | $ 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative Liabilities | 33 | 10 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative Liabilities | $ 0 | $ 0 |
Income Tax (Narratives) (Detail
Income Tax (Narratives) (Details) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax [Abstract] | ||
Effective Income Tax Rate | 15.00% | 20.60% |