Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jul. 31, 2014 | Aug. 15, 2014 | |
Document And Entity Information | ' | ' |
Entity Registrant Name | 'VERINT SYSTEMS INC | ' |
Entity Central Index Key | '0001166388 | ' |
Current Fiscal Year End Date | '--01-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Jul-14 | ' |
Document Fiscal Year Focus | '2015 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Amendment Flag | 'false | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Common Stock, Shares Outstanding | ' | 60,569,469 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current Assets: | ' | ' |
Cash and cash equivalents | $186,669 | $378,618 |
Restricted cash and bank time deposits | 41,336 | 6,423 |
Short-term investments | 39,361 | 32,049 |
Accounts receivable, net of allowance for doubtful accounts of $0.9 million and $1.2 million, respectively | 235,893 | 194,312 |
Inventories | 22,933 | 10,693 |
Deferred cost of revenue | 10,767 | 10,818 |
Prepaid expenses and other current assets | 73,319 | 61,478 |
Total current assets | 610,278 | 694,391 |
Property and equipment, net | 55,929 | 40,145 |
Goodwill | 1,241,879 | 853,389 |
Intangible assets, net | 363,410 | 132,847 |
Capitalized software development costs, net | 7,901 | 8,483 |
Long-term deferred cost of revenue | 10,517 | 9,843 |
Other assets | 43,701 | 33,809 |
Total assets | 2,333,615 | 1,772,907 |
Current Liabilities: | ' | ' |
Accounts payable | 70,297 | 65,656 |
Accrued expenses and other current liabilities | 210,264 | 179,148 |
Current maturities of long-term debt | 61 | 6,555 |
Deferred revenue | 176,556 | 162,124 |
Total current liabilities | 457,178 | 413,483 |
Long-term debt | 731,891 | 635,830 |
Long-term deferred revenue | 16,201 | 13,661 |
Other liabilities | 98,893 | 76,815 |
Total liabilities | 1,304,163 | 1,139,789 |
Commitments and Contingencies | ' | ' |
Stockholders' Equity: | ' | ' |
Preferred Stock - $0.001 par value; authorized 2,207,000 shares at July 31, 2014 and January 31, 2014; none issued. | 0 | 0 |
Common stock - $0.001 par value; authorized 120,000,000 shares. Issued 60,916,000 and 53,907,000 shares; outstanding 60,568,000 and 53,605,000 shares at July 31, 2014 and January 31, 2014, respectively. | 61 | 54 |
Additional paid-in capital | 1,289,357 | 924,663 |
Treasury stock, at cost - 348,000 and 302,000 shares at July 31, 2014 and January 31, 2014, respectively. | -10,251 | -8,013 |
Accumulated deficit | -234,327 | -250,005 |
Accumulated other comprehensive loss | -24,396 | -39,725 |
Total Verint Systems Inc. stockholders' equity | 1,020,444 | 626,974 |
Noncontrolling interest | 9,008 | 6,144 |
Total stockholders' equity | 1,029,452 | 633,118 |
Total liabilities and stockholders' equity | $2,333,615 | $1,772,907 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Allowance for Doubtful Accounts | $900 | $1,200 |
Preferred Stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred Stock, authorized (in shares) | 2,207,000 | 2,207,000 |
Series A convertible preferred stock, issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, authorized (in shares) | 120,000,000 | 120,000,000 |
Common stock, issued (in shares) | 60,916,000 | 53,907,000 |
Common stock, outstanding (in shares) | 60,568,000 | 53,605,000 |
Treasury stock, (in shares) | 348,000 | 302,000 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Revenue | ' | ' | ' | ' |
Product | $113,175 | $97,865 | $221,311 | $185,215 |
Service and support | 163,641 | 124,582 | 312,898 | 242,018 |
Total revenue | 276,816 | 222,447 | 534,209 | 427,233 |
Cost of revenue: | ' | ' | ' | ' |
Product | 32,122 | 30,090 | 71,599 | 61,262 |
Service and support | 61,869 | 40,170 | 118,857 | 78,668 |
Amortization of acquired technology and backlog | 8,564 | 2,347 | 14,922 | 5,985 |
Total cost of revenue | 102,555 | 72,607 | 205,378 | 145,915 |
Gross profit | 174,261 | 149,840 | 328,831 | 281,318 |
Operating expenses: | ' | ' | ' | ' |
Research and development, net | 44,077 | 31,203 | 85,400 | 61,231 |
Selling, general and administrative | 107,160 | 81,364 | 208,208 | 163,068 |
Amortization of other acquired intangible assets | 11,554 | 6,010 | 22,757 | 12,043 |
Total operating expenses | 162,791 | 118,577 | 316,365 | 236,342 |
Operating income | 11,470 | 31,263 | 12,466 | 44,976 |
Other income (expense), net: | ' | ' | ' | ' |
Interest income | 250 | 166 | 475 | 321 |
Interest expense | -9,383 | -7,383 | -19,609 | -14,571 |
Losses on early retirement of debt | -5,454 | -173 | -12,546 | -9,879 |
Other (expense) income, net | -1,729 | -2,559 | 1,099 | -4,367 |
Total other expense, net | -16,316 | -9,949 | -30,581 | -28,496 |
(Loss) income before provision for (benefit from) income taxes | -4,846 | 21,314 | -18,115 | 16,480 |
Provision for (benefit from) income taxes | 5,534 | 2,809 | -36,554 | 5,912 |
Net (loss) income | -10,380 | 18,505 | 18,439 | 10,568 |
Net income attributable to noncontrolling interest | 1,898 | 969 | 2,761 | 2,185 |
Net (loss) income attributable to Verint Systems Inc. | -12,278 | 17,536 | 15,678 | 8,383 |
Dividends on preferred stock | 0 | 0 | 0 | -174 |
Net (loss) income attributable to Verint Systems Inc. common shares | ($12,278) | $17,536 | $15,678 | $8,209 |
Net (loss) income per common share attributable to Verint Systems Inc. | ' | ' | ' | ' |
Basic (in dollars per share) | ($0.21) | $0.33 | $0.28 | $0.16 |
Diluted (in dollars per share) | ($0.21) | $0.33 | $0.28 | $0.15 |
Weighted-average common shares outstanding | ' | ' | ' | ' |
Basic (in shares) | 57,158 | 52,977 | 55,449 | 52,484 |
Diluted (in shares) | 57,158 | 53,637 | 56,559 | 53,176 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (Loss) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Net (loss) income | ($10,380) | $18,505 | $18,439 | $10,568 |
Other comprehensive income (loss), net of reclassification adjustments: | ' | ' | ' | ' |
Foreign currency translation adjustments | -1,744 | -6,031 | 14,992 | -10,695 |
Net unrealized gains (losses) on available-for-sale securities | 16 | -122 | 13 | -122 |
Net unrealized gains (losses) on derivative financial instruments designated as hedges | 274 | -919 | 585 | 1,153 |
(Provision for) benefit from income taxes on net unrealized gains (losses) on derivative financial instruments designated as hedges | -56 | 121 | -158 | -65 |
Other comprehensive (loss) income | -1,510 | -6,951 | 15,432 | -9,729 |
Comprehensive (loss) income | -11,890 | 11,554 | 33,871 | 839 |
Comprehensive income attributable to noncontrolling interest | 1,975 | 865 | 2,864 | 2,014 |
Comprehensive (loss) income attributable to Verint Systems Inc. | ($13,865) | $10,689 | $31,007 | ($1,175) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Stockholders' Equity (USD $) | Total | Total Verint Systems Inc. Stockholders' Equity | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Deficit | Accumulated Other Comprehensive Loss | Noncontrolling Interest |
In Thousands, except Share data, unless otherwise specified | ||||||||
Balances at Jan. 31, 2013 | $229,676 | $224,802 | $40 | $580,762 | ($8,013) | ($303,762) | ($44,225) | $4,874 |
Balances (in shares) at Jan. 31, 2013 | ' | ' | 40,158,000 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | 10,568 | 8,383 | ' | ' | ' | 8,383 | ' | 2,185 |
Other comprehensive income (loss) | -9,729 | -9,558 | ' | ' | ' | ' | -9,558 | -171 |
Stock-based compensation - equity portion | 13,986 | 13,986 | ' | 13,986 | ' | ' | ' | ' |
Exercises of stock options | 2,735 | 2,735 | 0 | 2,735 | ' | ' | ' | ' |
Exercises of stock options (in shares) | ' | ' | 115,000 | ' | ' | ' | ' | ' |
Common stock issued for stock awards and stock bonuses | 2,850 | 2,850 | ' | 2,850 | ' | ' | ' | ' |
Common stock issued for stock awards and stock bonuses (in shares) | ' | ' | 771,000 | ' | ' | ' | ' | ' |
Purchases of treasury stock | 0 | ' | ' | ' | ' | ' | ' | ' |
Purchases of treasury stock (in shares) | 0 | ' | ' | ' | ' | ' | ' | ' |
Common stock issued for CTI Merger | 299,639 | 299,639 | 13 | 299,626 | ' | ' | ' | ' |
Common stock issued for CTI Merger (in shares) | ' | ' | 12,274,000 | ' | ' | ' | ' | ' |
Tax effects from stock award plans | 6 | 6 | ' | 6 | ' | ' | ' | ' |
Balances at Jul. 31, 2013 | 549,731 | 542,843 | 53 | 899,965 | -8,013 | -295,379 | -53,783 | 6,888 |
Balances (in shares) at Jul. 31, 2013 | ' | ' | 53,318,000 | ' | ' | ' | ' | ' |
Balances at Jan. 31, 2014 | 633,118 | 626,974 | 54 | 924,663 | -8,013 | -250,005 | -39,725 | 6,144 |
Balances (in shares) at Jan. 31, 2014 | ' | ' | 53,605,000 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | 18,439 | 15,678 | ' | ' | ' | 15,678 | ' | 2,761 |
Other comprehensive income (loss) | 15,432 | 15,329 | ' | ' | ' | ' | 15,329 | 103 |
Common stock issued in public offering, net of issuance costs | 264,976 | 264,976 | 6 | 264,970 | ' | ' | ' | ' |
Common stock issued in public offering (in shares) | ' | ' | 5,750,000 | ' | ' | ' | ' | ' |
Equity component of convertible notes, net of issuance costs | 78,223 | 78,223 | ' | 78,223 | ' | ' | ' | ' |
Purchase of convertible note hedges | -60,800 | -60,800 | ' | -60,800 | ' | ' | ' | ' |
Issuance of warrants | 45,188 | 45,188 | ' | 45,188 | ' | ' | ' | ' |
Stock-based compensation - equity portion | 23,760 | 23,760 | ' | 23,760 | ' | ' | ' | ' |
Exercises of stock options | 8,499 | 8,499 | 0 | 8,499 | ' | ' | ' | ' |
Exercises of stock options (in shares) | 246,000 | ' | 246,000 | ' | ' | ' | ' | ' |
Common stock issued for stock awards and stock bonuses | 4,532 | 4,532 | 1 | 4,531 | ' | ' | ' | ' |
Common stock issued for stock awards and stock bonuses (in shares) | ' | ' | 1,013,000 | ' | ' | ' | ' | ' |
Purchases of treasury stock | -2,238 | -2,238 | ' | ' | -2,238 | ' | ' | ' |
Purchases of treasury stock (in shares) | -46,000 | ' | -46,000 | ' | ' | ' | ' | ' |
Tax effects from stock award plans | 323 | 323 | ' | 323 | ' | ' | ' | ' |
Balances at Jul. 31, 2014 | $1,029,452 | $1,020,444 | $61 | $1,289,357 | ($10,251) | ($234,327) | ($24,396) | $9,008 |
Balances (in shares) at Jul. 31, 2014 | ' | ' | 60,568,000 | ' | ' | ' | ' | ' |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Cash flows from operating activities: | ' | ' |
Net income | $18,439 | $10,568 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 49,192 | 27,284 |
Stock-based compensation - equity portion | 23,106 | 13,688 |
Amortization of discount on convertible notes | 1,148 | 0 |
Reduction in valuation allowance resulting from acquisition of KANA | -45,171 | 0 |
Non-cash gains on derivative financial instruments, net | -103 | -676 |
Losses on early retirement of debt | 12,546 | 9,879 |
Other non-cash items, net | 7,213 | 795 |
Changes in operating assets and liabilities, net of effects of business combinations: | ' | ' |
Accounts receivable | -23,189 | 2,517 |
Inventories | -8,958 | 332 |
Deferred cost of revenue | -545 | -662 |
Prepaid expenses and other assets | 6,716 | 19,941 |
Accounts payable and accrued expenses | 22,288 | -8,446 |
Deferred revenue | 7,675 | -3,143 |
Other, net | 16 | 581 |
Net cash provided by operating activities | 70,373 | 72,658 |
Cash flows from investing activities: | ' | ' |
Cash paid for business combinations, including adjustments, net of cash acquired | -602,943 | 0 |
Purchases of property and equipment | -9,358 | -5,624 |
Purchases of investments | -17,187 | -124,990 |
Sales and maturities of investments | 9,790 | 20,000 |
Cash paid for capitalized software development costs | -2,892 | -1,604 |
Change in restricted cash and bank time deposits, including long-term portion | -36,537 | 5,707 |
Other investing activities, net | -81 | 158 |
Net cash used in investing activities | -659,208 | -106,353 |
Cash flows from financing activities: | ' | ' |
Proceeds from borrowings, net of original issuance discounts | 1,526,750 | 646,750 |
Repayments of borrowings and other financing obligations | -1,361,708 | -582,263 |
Proceeds from public issuance of common stock | 274,563 | 0 |
Proceeds from issuance of warrants | 45,188 | 0 |
Payments for convertible note hedges | -60,800 | 0 |
Payments of equity issuance, debt issuance and other debt-related costs | -27,713 | -7,754 |
Proceeds from exercises of stock options | 8,585 | 2,649 |
Purchases of treasury stock | -2,238 | 0 |
Cash received in CTI Merger | 0 | 10,370 |
Payments of contingent consideration for business combinations (financing portion) | -6,026 | -15,373 |
Net cash provided by financing activities | 396,601 | 54,379 |
Effect of exchange rate changes on cash and cash equivalents | 285 | -1,473 |
Net (decrease) increase in cash and cash equivalents | -191,949 | 19,211 |
Cash and cash equivalents, beginning of period | 378,618 | 209,973 |
Cash and cash equivalents, end of period | $186,669 | $229,184 |
BASIS_OF_PRESENTATION_AND_SIGN
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jul. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Basis of Presentation and Significant Accounting Policies | ' |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | |
Description of Business | |
Unless the context otherwise requires, the terms "Verint", "we", "us", and "our" in these notes to condensed consolidated financial statements refer to Verint Systems Inc. and its consolidated subsidiaries. | |
Verint is a global leader in Actionable Intelligence solutions. Actionable Intelligence is a necessity in a dynamic world of massive information growth because it empowers organizations with crucial insights and enables decision makers to anticipate, respond, and take action. With Verint solutions and value-added services, organizations of all sizes and across many industries can make more timely and effective decisions. Today, more than 10,000 organizations in over 180 countries, including over 80 percent of the Fortune 100, use Verint solutions to improve enterprise performance and make the world a safer place. | |
Our Actionable Intelligence solutions help organizations address three important challenges: Customer Engagement Optimization; Security Intelligence; and Fraud, Risk, and Compliance. We help our customers capture large amounts of information from numerous data types and sources, use analytics to glean insights from the information, and leverage the resulting Actionable Intelligence to help achieve their customer engagement, enhanced security, and risk mitigation goals. | |
Headquartered in Melville, New York, we support our customers around the globe directly and with an extensive network of selling and support partners. | |
We conduct our business through three operating segments—Enterprise Intelligence, Communications and Cyber Intelligence ("Communications Intelligence"), and Video and Situation Intelligence ("Video Intelligence"). Organizing our business through three operating segments allows us to align our resources and domain expertise to effectively address the Actionable Intelligence market. We address the Customer Engagement Optimization market opportunity through solutions from our Enterprise Intelligence segment. We address the Security Intelligence market opportunity through solutions from our Communications Intelligence segment and Video Intelligence segment, and we address the Fraud, Risk, and Compliance market opportunity through solutions from all three operating segments. | |
Preparation of Condensed Consolidated Financial Statements | |
The condensed consolidated financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and on the same basis as the audited consolidated financial statements included in our Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”) for the year ended January 31, 2014. The condensed consolidated statements of operations, comprehensive income (loss), stockholders’ equity, and cash flows for the periods ended July 31, 2014 and 2013, and the condensed consolidated balance sheet as of July 31, 2014, are not audited but reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair presentation of the results for the periods shown. The condensed consolidated balance sheet as of January 31, 2014 is derived from the audited consolidated financial statements presented in our Annual Report on Form 10-K for the year ended January 31, 2014. Certain information and disclosures normally included in annual consolidated financial statements have been omitted pursuant to the rules and regulations of the SEC. Because the condensed consolidated interim financial statements do not include all of the information and disclosures required by GAAP for a complete set of financial statements, they should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K filed with the SEC for the year ended January 31, 2014. The results for interim periods are not necessarily indicative of a full year’s results. | |
Principles of Consolidation | |
The accompanying consolidated financial statements include the accounts of Verint Systems Inc., our wholly owned subsidiaries, and a joint venture in which we hold a 50% equity interest. This joint venture functions as a systems integrator for Asian markets and is a variable interest entity in which we are the primary beneficiary. Investments in companies in which we have less than a 20% ownership interest and do not exercise significant influence are accounted for at cost. We include the results of operations of acquired companies from the date of acquisition. All significant intercompany transactions and balances are eliminated. | |
Use of Estimates | |
The preparation of financial statements in conformity with GAAP requires our management to make estimates and assumptions, which may affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |
Significant Accounting Policies | |
Our significant accounting policies are described in Note 1 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended January 31, 2014. There were no significant changes to our significant accounting policies during the six months ended July 31, 2014. Additional disclosures regarding our policy for calculating net income per common share attributable to Verint Systems Inc. appear below. | |
Net Income Per Common Share Attributable to Verint Systems Inc. | |
Shares used in the calculation of basic net income per common share are based on the weighted-average number of common shares outstanding during the accounting period. Shares used in the calculation of basic net income per common share include vested but unissued shares underlying awards of restricted stock units when all necessary conditions for earning those shares have been satisfied at the award's vesting date, but exclude unvested shares of restricted stock because they are contingent upon future service conditions. | |
Shares used in the calculation of diluted net income per common share are based on the weighted-average number of common shares outstanding, adjusted for potentially dilutive common shares outstanding during the period. Potentially dilutive common shares from warrants and stock-based compensation plans are determined using the treasury stock method. | |
We have the option to pay cash, issue shares of common stock, or any combination thereof for the aggregate amount due upon conversion of our 1.50% convertible senior notes due June 1, 2021 (the “Notes”), further details for which appear in Note 6, “Long-Term Debt”. We currently intend to settle the principal amount of the Notes in cash upon conversion and as a result, only the amounts payable in excess of the principal amounts of the Notes, if any, are assumed to be settled with shares of common stock for purposes of computing diluted net income per share. | |
Potentially dilutive common shares also included the assumed conversion of our Series A Convertible Perpetual Preferred Stock ("Preferred Stock"), if dilutive, for periods prior to cancellation of the Preferred Stock on February 4, 2013 in connection with the CTI Merger. The CTI Merger is further discussed in Note 14, "Merger with CTI". | |
In periods for which we report a net loss, basic net loss per common share and diluted net loss per common share are identical since the effect of potential common shares is anti-dilutive and therefore excluded. | |
Recent Accounting Pronouncements | |
New Accounting Pronouncements Implemented | |
In March 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2013-05, Foreign Currency Matters (Topic 830): Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity. This new standard is intended to resolve diversity in practice regarding the release into net income of a cumulative translation adjustment upon derecognition of a subsidiary or group of assets within a foreign entity. ASU No. 2013-05 was effective prospectively for us on February 1, 2014. The adoption of this standard did not impact our condensed consolidated financial statements. | |
New Accounting Pronouncements To Be Implemented | |
In April 2014, the FASB issued ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. ASU No. 2014-08 raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. It is effective for annual reporting periods beginning on or after December 15, 2014. Early adoption is permitted but only for disposals that have not been reported in previously issued financial statements. We are currently reviewing this standard, but we do not expect its adoption to materially impact our condensed consolidated financial statements, absent any disposals of components or groups of components that have a material effect on our financial results in future periods. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU No. 2014-09 supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific revenue recognition guidance throughout the Industry Topics of the Accounting Standards Codification. Additionally, this update supersedes some cost guidance included in Subtopic 605-35, Revenue Recognition-Construction-Type and Production-Type Contracts. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. It is effective for the first interim period within annual reporting periods beginning after December 15, 2016, and early adoption is not permitted. Entities may choose from two adoption methods, with certain practical expedients. We are currently reviewing this standard to assess the impact on our future condensed consolidated financial statements and evaluating the available adoption methods. | |
In June 2014, the FASB issued ASU No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. ASU No. 2014-10 removes the financial reporting distinction between development stage entities and other reporting entities from GAAP and it eliminates an exception provided in the consolidation guidance for development stage enterprises. It is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015, although early adoption is permitted. We are currently reviewing this standard to assess the impact on our future condensed consolidated financial statements. | |
In June 2014, the FASB issued ASU No. 2014-12, Compensation—Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period, which requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. ASU No. 2014-12 is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period, although early adoption is permitted. We are currently reviewing this standard to assess the impact on our future condensed consolidated financial statements. |
NET_LOSS_INCOME_PER_COMMON_SHA
NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. | ' | ||||||||||||||||
NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. | |||||||||||||||||
The following table summarizes the calculation of basic and diluted net (loss) income per common share attributable to Verint Systems Inc. for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Net (loss) income | $ | (10,380 | ) | $ | 18,505 | $ | 18,439 | $ | 10,568 | ||||||||
Net income attributable to noncontrolling interest | 1,898 | 969 | 2,761 | 2,185 | |||||||||||||
Net (loss) income attributable to Verint Systems Inc. | (12,278 | ) | 17,536 | 15,678 | 8,383 | ||||||||||||
Dividends on preferred stock | — | — | — | (174 | ) | ||||||||||||
Net (loss) income attributable to Verint Systems Inc. for basic net (loss) income per common share | (12,278 | ) | 17,536 | 15,678 | 8,209 | ||||||||||||
Dilutive effect of dividends on preferred stock | — | — | — | — | |||||||||||||
Net (loss) income attributable to Verint Systems Inc. for diluted net (loss) income per common share | $ | (12,278 | ) | $ | 17,536 | $ | 15,678 | $ | 8,209 | ||||||||
Weighted-average shares outstanding: | |||||||||||||||||
Basic | 57,158 | 52,977 | 55,449 | 52,484 | |||||||||||||
Dilutive effect of employee equity award plans | — | 660 | 1,110 | 692 | |||||||||||||
Dilutive effect of 1.50% convertible senior notes | — | — | — | — | |||||||||||||
Dilutive effect of warrants | — | — | — | — | |||||||||||||
Dilutive effect of preferred stock | — | — | — | — | |||||||||||||
Diluted | 57,158 | 53,637 | 56,559 | 53,176 | |||||||||||||
Net (loss) income per common share attributable to Verint Systems Inc.: | |||||||||||||||||
Basic | $ | (0.21 | ) | $ | 0.33 | $ | 0.28 | $ | 0.16 | ||||||||
Diluted | $ | (0.21 | ) | $ | 0.33 | $ | 0.28 | $ | 0.15 | ||||||||
We excluded the following weighted-average potential common shares from the calculations of diluted net (loss) income per common share during the applicable periods because their inclusion would have been anti-dilutive: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Weighted average potential common shares excluded from calculation: | |||||||||||||||||
Stock options and restricted stock-based awards | 1,509 | 875 | 390 | 882 | |||||||||||||
1.50% convertible senior notes | 2,968 | — | 1,508 | — | |||||||||||||
Warrants | 2,968 | — | 1,508 | — | |||||||||||||
Series A Convertible Preferred Stock | — | — | — | 248 | |||||||||||||
The 1.50% convertible senior notes will not impact the calculation of diluted net income per share unless the average price of our common stock, as calculated in accordance with the terms of the indenture governing the 1.50% convertible senior notes, exceeds the conversion price of $64.46 per share. Likewise, diluted net income per share will not include any effect from the warrants unless the average price of our common stock, as calculated under the terms of the warrants, exceeds the exercise price of $75.00 per share. Further details regarding the 1.50% convertible senior notes and the warrants appear in Note 6, "Long-Term Debt". | |||||||||||||||||
Our Series A Convertible Preferred Stock was canceled in conjunction with the CTI Merger on February 4, 2013, as further discussed in Note 9, "Convertible Preferred Stock" and Note 14, "Merger with CTI". The weighted-average common shares underlying the assumed conversion of the Series A Convertible Preferred Stock for the six months ended July 31, 2013 in the table above reflect the Series A Convertible Preferred Stock as outstanding for only four days during that period. |
CASH_CASH_EQUIVALENTS_AND_SHOR
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Cash, Cash Equivalents, and Short-term Investments [Abstract] | ' | ||||||||||||||||
Cash, Cash Equivalents and Short-term Investments | ' | ||||||||||||||||
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | |||||||||||||||||
The following tables summarize our cash, cash equivalents and short-term investments as of July 31, 2014 and January 31, 2014: | |||||||||||||||||
31-Jul-14 | |||||||||||||||||
(in thousands) | Cost Basis | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | |||||||||||||
Cash and cash equivalents: | |||||||||||||||||
Cash and bank time deposits | $ | 183,468 | $ | — | $ | — | $ | 183,468 | |||||||||
Money market funds | 376 | — | — | 376 | |||||||||||||
Commercial paper | 2,825 | — | — | 2,825 | |||||||||||||
Total cash and cash equivalents | $ | 186,669 | $ | — | $ | — | $ | 186,669 | |||||||||
Short-term investments: | |||||||||||||||||
Commercial paper and corporate debt securities (available-for-sale) | $ | 13,847 | $ | 22 | $ | — | $ | 13,869 | |||||||||
Bank time deposits | 25,492 | — | — | 25,492 | |||||||||||||
Total short-term investments | $ | 39,339 | $ | 22 | $ | — | $ | 39,361 | |||||||||
31-Jan-14 | |||||||||||||||||
(in thousands) | Cost Basis | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | |||||||||||||
Cash and cash equivalents: | |||||||||||||||||
Cash and bank time deposits | $ | 314,604 | $ | — | $ | — | $ | 314,604 | |||||||||
Money market funds | 14,023 | — | — | 14,023 | |||||||||||||
Commercial paper | 49,986 | 5 | — | 49,991 | |||||||||||||
Total cash and cash equivalents | $ | 378,613 | $ | 5 | $ | — | $ | 378,618 | |||||||||
Short-term investments: | |||||||||||||||||
Commercial paper and corporate debt securities (available-for-sale) | $ | 9,402 | $ | 4 | $ | — | $ | 9,406 | |||||||||
Bank time deposits | 22,643 | — | — | 22,643 | |||||||||||||
Total short-term investments | $ | 32,045 | $ | 4 | $ | — | $ | 32,049 | |||||||||
Bank time deposits which are reported within short-term investments consist of deposits held outside of the U.S. with maturities of greater than three months, or without specified maturity dates which we intend to hold for periods in excess of three months. All other bank deposits are included within cash and cash equivalents. | |||||||||||||||||
As of July 31, 2014 and January 31, 2014, all of our available-for-sale investments had contractual maturities of less than one year. We report our available-for-sale securities at fair value, based on quoted market prices or other readily available market information. Unrealized gains and losses, net of applicable income taxes, are included in accumulated other comprehensive income (loss) within stockholders’ equity on our condensed consolidated balance sheets. Realized gains or losses, if applicable, are recorded in other income (expense), net in our condensed consolidated statement of operations, using the specific identification method. Gains and losses on sales of available-for-sale securities during the six months ended July 31, 2014 and 2013 were not significant. | |||||||||||||||||
During the six months ended July 31, 2014 and 2013, proceeds from sales and maturities of available-for-sale securities were $9.8 million and $20.0 million, respectively. | |||||||||||||||||
We periodically review our investment portfolios to determine if any investment is other-than-temporarily impaired due to changes in credit risk or other potential valuation concerns. We believe that the investments we held at July 31, 2014 were not other-than-temporarily impaired. We held no available-for-sale securities with unrealized losses at July 31, 2014. We do not intend to sell our available-for-sale securities and it is not more likely than not that we will be required to sell them before recovery at par, which may be at maturity. |
BUSINESS_COMBINATIONS
BUSINESS COMBINATIONS | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||||||
BUSINESS COMBINATIONS | ' | ||||||||||||||||
BUSINESS COMBINATIONS | |||||||||||||||||
Six Months Ended July 31, 2014 | |||||||||||||||||
KANA Software, Inc. | |||||||||||||||||
On February 3, 2014, we completed the acquisition of KANA Software, Inc. and its subsidiaries through the merger of KANA Software, Inc.'s parent holding company, Kay Technology Holdings, Inc. (collectively, "KANA"), with an indirect, wholly owned subsidiary of Verint, with KANA continuing as the surviving company and as our wholly owned subsidiary. The purchase price consisted of $542.4 million of cash paid at the closing, partially offset by $25.1 million of KANA’s cash received in the acquisition, and a $0.7 million post-closing purchase price adjustment, resulting in net cash consideration of $516.6 million. The post-closing purchase price adjustment resulted from the final determination of KANA's February 3, 2014 cash, debt, net working capital, transaction expenses and taxes, and was received in cash in May 2014. | |||||||||||||||||
The merger consideration was funded by a combination of cash on hand, $300.0 million of incremental term loans incurred in connection with an amendment to our Credit Agreement, and $125.0 million of borrowings under our 2013 Revolving Credit Facility (further details for which appear in Note 6, "Long-Term Debt"). | |||||||||||||||||
KANA, based in Sunnyvale, California and with global operations, is a leading provider of on-premises and cloud-based solutions which create differentiated, personalized, and integrated customer experiences for large enterprises and mid-market organizations. KANA is being integrated into our Enterprise Intelligence operating segment. | |||||||||||||||||
Among the factors contributing to the recognition of goodwill as a component of the KANA purchase price allocation were synergies in products and technologies, and the addition of a skilled, assembled workforce. This goodwill has been assigned to our Enterprise Intelligence segment and while generally not deductible for income tax purposes, certain goodwill related to previous business combinations by KANA will be deductible for income tax purposes. | |||||||||||||||||
In connection with the purchase price allocation for KANA, the estimated fair value of undelivered performance obligations under customer contracts assumed in the merger was determined utilizing a cost build-up approach. The cost build-up approach calculates fair value by estimating the costs required to fulfill the obligations plus a reasonable profit margin, which approximates the amount that we believe would be required to pay a third party to assume the performance obligations. The estimated costs to fulfill the performance obligations were based on the historical direct costs for delivering similar services. As a result, in allocating the purchase price, we recorded $7.9 million of current and long-term deferred revenue, representing the estimated fair value of undelivered performance obligations for which payment had been received, which will be recognized as revenue as the underlying performance obligations are delivered. For undelivered performance obligations for which payment had not yet been received, we recorded an $18.6 million asset within prepaid expenses and other current assets as a component of the purchase price allocation, representing the estimated fair value of these obligations. We are amortizing this asset over the underlying delivery periods, as a reduction to revenue. | |||||||||||||||||
As a result of the ongoing integration of KANA into our Enterprise Intelligence operating segment, including the integration of the KANA and legacy Verint global sales organizations during the three months ended July 31, 2014 and the resulting impact to the marketing and sales of our Enterprise Intelligence products, we are unable to provide a meaningful measure of the impact on revenue and net income attributable to KANA in our condensed consolidated statements of operations for the three and six months ended July 31, 2014. | |||||||||||||||||
Transaction and related costs, consisting primarily of professional fees and integration expenses, directly related to the merger, totaled $1.7 million and $3.2 million for the three and six months ended July 31, 2014, respectively, and were expensed as incurred. | |||||||||||||||||
UTX Technologies Limited | |||||||||||||||||
On March 31, 2014, we completed the acquisition of all of the outstanding shares of UTX Technologies Limited (“UTX”), a provider of certain mobile device tracking solutions for security applications, from UTX Limited. UTX Limited was our supplier of these products to our Communications Intelligence operating segment prior to the acquisition. The purchase price consisted of $82.9 million of cash paid at closing, subject to adjustment, and we agreed to make potential additional future cash payments to UTX Limited of up to $1.5 million, contingent upon the achievement of certain performance targets over the period from closing through June 30, 2014. The cash paid at closing was funded with cash on hand. The fair value of the contingent consideration obligation was estimated to be $1.3 million as of the March 31, 2014 acquisition date. | |||||||||||||||||
UTX is based in the Europe, the Middle East and Africa (“EMEA”) region and is being integrated into our Communications Intelligence operating segment. | |||||||||||||||||
Among the factors contributing to the recognition of goodwill as a component of the UTX purchase price allocation were synergies in products and technologies, and the addition of a skilled, assembled workforce. This goodwill has been assigned to our Communications Intelligence segment and is not deductible for income tax purposes. | |||||||||||||||||
For the three months ended July 31, 2014, we recorded a charge of $0.2 million within selling, general and administrative expenses to increase the fair value of the UTX contingent consideration obligation to $1.5 million, which reflected the achievement of the underlying performance targets. This amount is expected to be paid to UTX Limited prior to January 31, 2015. | |||||||||||||||||
Revenue and income before provision for income taxes attributable to UTX from March 31, 2014 through July 31, 2014 were not significant to our consolidated operating results. | |||||||||||||||||
Transaction and related costs, consisting primarily of professional fees and integration expenses, directly related to the acquisition of UTX, totaled $0.4 million and $3.0 million for the three and six months ended July 31, 2014, and were expensed as incurred. | |||||||||||||||||
As a result of the UTX acquisition, we recorded a $2.6 million charge for the impairment of certain capitalized software development costs during the three months ended April 30, 2014, reflecting strategy changes in certain product development initiatives. This charge is reflected within cost of product revenue. | |||||||||||||||||
Other Business Combination | |||||||||||||||||
On April 16, 2014, we completed the acquisition of certain technology and other assets for use in our Communications Intelligence operating segment in a transaction that qualified as a business combination. This business combination was not material to our condensed consolidated financial statements. | |||||||||||||||||
Purchase Price Allocations | |||||||||||||||||
The purchase price allocations for the business combinations completed during the six months ended July 31, 2014 have been prepared on a preliminary basis and changes to those allocations may occur as additional information becomes available during the respective measurement periods (up to one year from the respective acquisition dates). Fair values still under review include values assigned to identifiable intangible assets, deferred income taxes and reserves for uncertain income tax positions. Several adjustments to both the KANA and UTX purchase price allocations were identified and recorded during the three months ended July 31, 2014, none of which were material. | |||||||||||||||||
The purchase prices were allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition dates, with the remaining unallocated purchase prices recorded as goodwill. The fair values assigned to identifiable intangible assets acquired were determined primarily by using the income approach, which discounts expected future cash flows to present value using estimates and assumptions determined by management. | |||||||||||||||||
The following table sets forth the components and the allocations of the purchase prices for our acquisitions of KANA and UTX, including adjustments identified subsequent to the respective acquisition dates: | |||||||||||||||||
(in thousands) | KANA | UTX | |||||||||||||||
Components of Purchase Prices: | |||||||||||||||||
Cash, including post-closing adjustments | $ | 541,685 | $ | 82,901 | |||||||||||||
Fair value of contingent consideration | — | 1,347 | |||||||||||||||
Total purchase prices | $ | 541,685 | $ | 84,248 | |||||||||||||
Allocation of Purchase Prices: | |||||||||||||||||
Net tangible assets (liabilities): | |||||||||||||||||
Accounts receivable | $ | 18,473 | $ | — | |||||||||||||
Other current assets, including cash acquired | 48,948 | 3,873 | |||||||||||||||
Other assets | 13,053 | 977 | |||||||||||||||
Current and other liabilities | (16,760 | ) | (262 | ) | |||||||||||||
Deferred revenue - current and long-term | (7,932 | ) | (340 | ) | |||||||||||||
Deferred income taxes - current and long-term | (62,551 | ) | (5,020 | ) | |||||||||||||
Net tangible liabilities | (6,769 | ) | (772 | ) | |||||||||||||
Identifiable intangible assets: | |||||||||||||||||
Customer relationships | 152,300 | 2,000 | |||||||||||||||
Developed technology | 55,500 | 37,400 | |||||||||||||||
Trademarks and trade names | 11,500 | — | |||||||||||||||
Other intangible assets | — | 1,100 | |||||||||||||||
Total identifiable intangible assets | 219,300 | 40,500 | |||||||||||||||
Goodwill | 329,154 | 44,520 | |||||||||||||||
Total purchase price allocations | $ | 541,685 | $ | 84,248 | |||||||||||||
The weighted-average estimated useful life of all finite-lived identifiable intangible assets acquired during the six months ended July 31, 2014 is 7.4 years. | |||||||||||||||||
For the acquisition of KANA, the acquired customer relationships, developed technology, and trademarks and trade names were assigned estimated useful lives of five to ten years, three to five years, and five years, respectively, the weighted average of which is approximately 8.1 years. | |||||||||||||||||
For the acquisition of UTX, the acquired customer relationships, developed technology and other intangible assets were assigned estimated useful lives of three years, four years, and four years, respectively, the weighted average of which is approximately 4.0 years. | |||||||||||||||||
The acquired identifiable intangible assets are being amortized on a straight-line basis, which we believe approximates the pattern in which the assets are utilized, over their estimated useful lives. | |||||||||||||||||
We have included the financial results of these business combinations in our condensed consolidated financial statements from their respective acquisition dates. | |||||||||||||||||
Pro Forma Information | |||||||||||||||||
The following table provides unaudited pro forma operating results for the three and six months ended July 31, 2014 and 2013, as if KANA and UTX had been acquired on February 1, 2013. These unaudited pro forma results reflect certain adjustments related to these acquisitions, including amortization expense on finite-lived intangible assets acquired from KANA and UTX, interest expense and fees associated with additional long-term debt incurred to partially fund the acquisition of KANA, and adjustments to recognize the fair value of revenue associated with performance obligations assumed in the acquisition of KANA. | |||||||||||||||||
For purposes of the following unaudited pro forma operating results, a $45.2 million income tax benefit resulting from a reduction of valuation allowances associated from the acquisition of KANA is reflected in the pro forma operating results for the six months ended July 31, 2013. The actual tax benefit was recorded during the six months ended July 31, 2014, as further described in Note 10, "Income Taxes". | |||||||||||||||||
The unaudited pro forma results do not include any operating efficiencies or potential cost savings which may result from these business combinations. Accordingly, such unaudited pro forma amounts are not necessarily indicative of the results that actually would have occurred had the acquisitions been completed on February 1, 2013, nor are they indicative of future operating results. | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue | $ | 284,792 | $ | 253,665 | $ | 554,505 | $ | 480,827 | |||||||||
Net (loss) income | $ | (746 | ) | $ | 10,253 | $ | (3,554 | ) | $ | 22,662 | |||||||
Net (loss) income attributable to Verint Systems Inc. | $ | (2,644 | ) | $ | 9,284 | $ | (6,315 | ) | $ | 20,477 | |||||||
Net (loss) income per common share attributable to Verint Systems Inc.: | |||||||||||||||||
Basic | $ | (0.05 | ) | $ | 0.18 | $ | (0.11 | ) | $ | 0.39 | |||||||
Diluted | $ | (0.05 | ) | $ | 0.17 | $ | (0.11 | ) | $ | 0.38 | |||||||
Business Combinations in Prior Periods | |||||||||||||||||
In connection with certain business combinations completed in prior periods, we have agreed to make contingent cash payments to the former shareholders or asset holders of the acquired businesses based upon achievement of performance targets following the acquisition dates. These obligations are measured at fair value at each reporting date. | |||||||||||||||||
For the three and six months ended July 31, 2014, we recorded charges of $0.4 million and $0.2 million, respectively, within selling, general and administrative expenses for changes in the fair values of these obligations, which primarily reflected the impacts of revised expectations of achieving the performance targets. For the three and six months ended July 31, 2013, we recorded a benefit of $0.5 million and a charge of $0.2 million, respectively, within selling, general and administrative expenses for changes in the fair values of these obligations. | |||||||||||||||||
Payments of contingent consideration earned under these agreements were $3.9 million and $7.0 million for the three and six months ended July 31, 2014, respectively. Payments of contingent consideration earned under these agreements were $12.3 million and $16.2 million for the three and six months ended July 31, 2013, respectively. | |||||||||||||||||
For a certain business combination completed during the year ended January 31, 2012, the purchase price allocation included liabilities for uncertain tax positions and certain other liabilities associated with pre-acquisition business activities of the acquired company. Corresponding indemnification assets were also recorded as components of the purchase price allocation for this acquisition, recognizing the selling shareholders’ contractual obligation to indemnify us for these pre-acquisition liabilities and were measured on the same basis as the corresponding liabilities. As of July 31, 2014 and January 31, 2014, the combined current and long-term liabilities for these matters were $3.3 million and $3.4 million, respectively. The corresponding current and long-term indemnification assets associated with these liabilities were $2.1 million and $2.3 million at July 31, 2014 and January 31, 2014, respectively. |
INTANGIBLE_ASSETS_AND_GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
INTANGIBLE ASSETS AND GOODWILL | ' | ||||||||||||||||
INTANGIBLE ASSETS AND GOODWILL | |||||||||||||||||
Acquisition-related intangible assets consisted of the following as of July 31, 2014 and January 31, 2014: | |||||||||||||||||
July 31, 2014 | |||||||||||||||||
(in thousands) | Cost | Accumulated | Net | ||||||||||||||
Amortization | |||||||||||||||||
Intangible assets with finite lives: | |||||||||||||||||
Customer relationships | $ | 396,977 | $ | (162,889 | ) | $ | 234,088 | ||||||||||
Acquired technology | 204,387 | (92,333 | ) | 112,054 | |||||||||||||
Trade names | 25,213 | (13,215 | ) | 11,998 | |||||||||||||
Non-competition agreements | 6,613 | (5,360 | ) | 1,253 | |||||||||||||
Distribution network | 4,440 | (2,186 | ) | 2,254 | |||||||||||||
Backlog | 386 | (323 | ) | 63 | |||||||||||||
Total intangible assets with finite lives | 638,016 | (276,306 | ) | 361,710 | |||||||||||||
In-process research and development, with indefinite lives | 1,700 | — | 1,700 | ||||||||||||||
Total | $ | 639,716 | $ | (276,306 | ) | $ | 363,410 | ||||||||||
January 31, 2014 | |||||||||||||||||
(in thousands) | Cost | Accumulated | Net | ||||||||||||||
Amortization | |||||||||||||||||
Intangible assets with finite lives: | |||||||||||||||||
Customer relationships | $ | 240,208 | $ | (141,714 | ) | $ | 98,494 | ||||||||||
Acquired technology | 106,361 | (76,922 | ) | 29,439 | |||||||||||||
Trade names | 13,378 | (11,378 | ) | 2,000 | |||||||||||||
Non-competition agreements | 5,514 | (4,970 | ) | 544 | |||||||||||||
Distribution network | 2,440 | (1,840 | ) | 600 | |||||||||||||
Backlog | 386 | (316 | ) | 70 | |||||||||||||
Total intangible assets with finite lives | 368,287 | (237,140 | ) | 131,147 | |||||||||||||
In-process research and development, with indefinite lives | 1,700 | — | 1,700 | ||||||||||||||
Total | $ | 369,987 | $ | (237,140 | ) | $ | 132,847 | ||||||||||
The following table presents net acquisition-related intangible assets by reportable segment as of July 31, 2014 and January 31, 2014: | |||||||||||||||||
July 31, | January 31, | ||||||||||||||||
(in thousands) | 2014 | 2014 | |||||||||||||||
Enterprise Intelligence | $ | 308,434 | $ | 115,928 | |||||||||||||
Communications Intelligence | 53,482 | 14,856 | |||||||||||||||
Video Intelligence | 1,494 | 2,063 | |||||||||||||||
Total | $ | 363,410 | $ | 132,847 | |||||||||||||
The reported amount of net acquisition-related intangible assets can fluctuate from the impact of changes in foreign exchange rates on intangible assets not denominated in U.S. dollars. | |||||||||||||||||
Total amortization expense recorded for acquisition-related intangible assets was $20.1 million and $37.7 million for the three and six months ended July 31, 2014, respectively, and $8.4 million and $18.0 million for the three and six months ended July 31, 2013, respectively. | |||||||||||||||||
Estimated future amortization expense on finite-lived acquisition-related intangible assets as of July 31, 2014 was as follows: | |||||||||||||||||
(in thousands) | |||||||||||||||||
Years Ending January 31, | Amount | ||||||||||||||||
2015 (remainder of year) | $ | 40,931 | |||||||||||||||
2016 | 78,469 | ||||||||||||||||
2017 | 74,944 | ||||||||||||||||
2018 | 55,081 | ||||||||||||||||
2019 | 26,009 | ||||||||||||||||
2020 and thereafter | 86,276 | ||||||||||||||||
Total | $ | 361,710 | |||||||||||||||
Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and identifiable intangible assets acquired. At the acquisition date, goodwill resulting from a business combination is assigned to those reporting units expected to benefit from the synergies of the combination. Reporting units may either be at, or one level below, our operating segment level. | |||||||||||||||||
Goodwill activity for the six months ended July 31, 2014, in total and by reportable segment, was as follows: | |||||||||||||||||
Reportable Segment | |||||||||||||||||
(in thousands) | Total | Enterprise | Communications | Video | |||||||||||||
Intelligence | Intelligence | Intelligence | |||||||||||||||
Year Ended January 31, 2014: | |||||||||||||||||
Goodwill, gross, at January 31, 2014 | $ | 920,254 | $ | 795,722 | $ | 47,838 | $ | 76,694 | |||||||||
Accumulated impairment losses through January 31, 2014 | (66,865 | ) | (30,791 | ) | — | (36,074 | ) | ||||||||||
Goodwill, net, at January 31, 2014 | 853,389 | 764,931 | 47,838 | 40,620 | |||||||||||||
Business combinations | 377,750 | 329,154 | 48,596 | — | |||||||||||||
Foreign currency translation and other | 10,740 | 10,504 | 351 | (115 | ) | ||||||||||||
Goodwill, net, at July 31, 2014 | $ | 1,241,879 | $ | 1,104,589 | $ | 96,785 | $ | 40,505 | |||||||||
Balance at July 31, 2014: | |||||||||||||||||
Goodwill, gross, at July 31, 2014 | $ | 1,308,744 | $ | 1,135,380 | $ | 96,785 | $ | 76,579 | |||||||||
Accumulated impairment losses through July 31, 2014 | (66,865 | ) | (30,791 | ) | — | (36,074 | ) | ||||||||||
Goodwill, net, at July 31, 2014 | $ | 1,241,879 | $ | 1,104,589 | $ | 96,785 | $ | 40,505 | |||||||||
No events or circumstances indicating the potential for goodwill impairment were identified during the six months ended July 31, 2014. |
LONGTERM_DEBT
LONG-TERM DEBT | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Long-term Debt, Unclassified [Abstract] | ' | ||||||||||||||||
LONG-TERM DEBT | ' | ||||||||||||||||
LONG-TERM DEBT | |||||||||||||||||
The following table summarizes our long-term debt at July 31, 2014 and January 31, 2014: | |||||||||||||||||
July 31, | January 31, | ||||||||||||||||
(in thousands) | 2014 | 2014 | |||||||||||||||
1.50% Convertible Senior Notes: | |||||||||||||||||
Principal amount | $ | 400,000 | $ | — | |||||||||||||
Unamortized debt discount | (78,952 | ) | — | ||||||||||||||
1.50% Convertible Senior Notes, net | 321,048 | — | |||||||||||||||
February 2014 Term Loans: | |||||||||||||||||
Gross amount | 130,729 | — | |||||||||||||||
Unamortized debt discount | (303 | ) | — | ||||||||||||||
February 2014 Term Loans, net | 130,426 | — | |||||||||||||||
March 2014 Term Loans | 280,413 | — | |||||||||||||||
March 2013 Term Loans: | |||||||||||||||||
Gross amount | — | 645,125 | |||||||||||||||
Unamortized debt discount | — | (2,827 | ) | ||||||||||||||
March 2013 Term Loans, net | — | 642,298 | |||||||||||||||
Other debt | 65 | 87 | |||||||||||||||
Total debt | 731,952 | 642,385 | |||||||||||||||
Less: current maturities | 61 | 6,555 | |||||||||||||||
Long-term debt | $ | 731,891 | $ | 635,830 | |||||||||||||
1.50% Convertible Senior Notes | |||||||||||||||||
On June 18, 2014, we issued $400.0 million in aggregate principal amount of 1.50% convertible senior notes due June 1, 2021 (the "Notes"), unless earlier converted by the holders pursuant to their terms. Net proceeds from the Notes after underwriting discounts were $391.9 million. The Notes pay interest in cash semiannually in arrears at a rate of 1.50% per annum. | |||||||||||||||||
The Notes were issued concurrently with our public issuance of 5,750,000 shares of common stock, the majority of the combined net proceeds of which were used to partially repay certain indebtedness under our Credit Agreement, as further described below. Additional details regarding our June 18, 2014 issuance of common stock appear in Note 8, “Stockholders’ Equity”. | |||||||||||||||||
The Notes are unsecured and rank senior in right of payment to our indebtedness that is expressly subordinated in right of payment to the Notes; equal in right of payment to our indebtedness that is not so subordinated; effectively subordinated in right of payment to any of our secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally subordinated to indebtedness and other liabilities of our subsidiaries. | |||||||||||||||||
The Notes are convertible into, at our election, cash, shares of common stock, or a combination of both, subject to satisfaction of specified conditions and during specified periods, as described below. If converted, we currently intend to pay cash in respect of the principal amount of the Notes. | |||||||||||||||||
The conversion price of the Notes at any time is equal to $1,000 divided by the then-applicable conversion rate. The Notes have an initial conversion rate of 15.5129 shares of common stock per $1,000 principal amount of Notes, which represents an initial effective conversion price of approximately $64.46 per share of common stock and would result in the issuance of approximately 6,205,000 shares if all of the Notes were converted. Throughout the term of the Notes, the conversion rate may be adjusted upon the occurrence of certain events. | |||||||||||||||||
Holders may surrender their Notes for conversion at any time prior to the close of business on the business day immediately preceding December 1, 2020, only under the following circumstances: | |||||||||||||||||
• | during any calendar quarter commencing after the calendar quarter ending on September 30, 2014, if the closing sale price of our common stock, for at least 20 trading days (whether or not consecutive) in the period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter, is more than 130% of the conversion price of the Notes in effect on each applicable trading day; | ||||||||||||||||
• | during the ten consecutive trading-day period following any five consecutive trading-day period in which the trading price for the Notes for each such trading day was less than 98% of the closing sale price of our common stock on such date multiplied by the then-current conversion rate; or | ||||||||||||||||
• | upon the occurrence of specified corporate events, as described in the indenture governing the Notes, such as a consolidation, merger, or binding share exchange. | ||||||||||||||||
On or after December 1, 2020 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may surrender their Notes for conversion regardless of whether any of the foregoing conditions have been satisfied. | |||||||||||||||||
As of July 31, 2014, the Notes were not convertible. | |||||||||||||||||
In accordance with accounting guidance for convertible debt with a cash conversion option, we separately accounted for the debt and equity components of the Notes in a manner that reflects our estimated nonconvertible debt borrowing rate. We estimated the carrying amount of the debt component of the Notes to be $319.9 million at the issuance date, assuming a 5.00% non-convertible borrowing rate. The carrying amount of the equity component was determined to be approximately $80.1 million by deducting the carrying amount of the debt component from the principal amount of the Notes, and was recorded as an increase to additional paid-in capital. The excess of the principal amount of the debt component over its carrying amount (the “debt discount”) is being amortized as interest expense over the term of the Notes using the effective interest method. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. | |||||||||||||||||
We allocated transaction costs related to the issuance of the Notes, including underwriting discounts, of $7.5 million and $1.9 million to the debt and equity components, respectively. Issuance costs attributable to the debt component were recorded within other assets and are being amortized as interest expense over the term of the Notes, and issuance costs attributable to the equity component were netted with the equity component in additional paid-in capital. The carrying amount of the equity component, net of issuance costs, was $78.2 million at July 31, 2014. Including the impact of the related deferred debt issuance costs, the effective interest rate on the Notes was approximately 5.28% at July 31, 2014. | |||||||||||||||||
Based on the closing market price of our common stock on July 31, 2014, the if-converted value of the Notes was less than the aggregate principal amount of the Notes. | |||||||||||||||||
Note Hedges and Warrants | |||||||||||||||||
Concurrently with the issuance of the Notes, we entered into convertible note hedge transactions (the “Note Hedges”) and sold warrants (the “Warrants”). The combination of the Note Hedges and the Warrants serves to increase the effective initial conversion price for the Notes to $75.00 per share. The Note Hedges and Warrants are each separate instruments from the Notes. | |||||||||||||||||
Note Hedges | |||||||||||||||||
Pursuant to the Note Hedges, we purchased call options on our common stock, under which we have the right to acquire from the counterparties up to approximately 6,205,000 shares of our common stock, subject to customary anti-dilution adjustments, at a price of $64.46, which equals the initial conversion price of the Notes. Our exercise rights under the Note Hedges generally trigger upon conversion of the Notes and the Note Hedges terminate upon maturity of the Notes, or the first day the Notes are no longer outstanding. The Note Hedges may be settled in cash, shares of our common stock, or a combination thereof, at our option, and are intended to reduce our exposure to potential dilution upon conversion of the Notes. We paid $60.8 million for the Note Hedges, which was recorded as a reduction to additional paid-in capital. As of July 31, 2014, we had not purchased any shares under the Note Hedges. | |||||||||||||||||
Warrants | |||||||||||||||||
We sold the Warrants to several counterparties. The Warrants provide the counterparties rights to acquire from us up to approximately 6,205,000 shares of our common stock at a price of $75.00 per share. The Warrants expire incrementally on a series of expiration dates beginning in August 2021. At expiration, if the market price per share of our common stock exceeds the strike price of the Warrants, we will be obligated to issue shares of our common stock having a value equal to such excess. The Warrants could have a dilutive effect on net income per share to the extent that the market value of our common stock exceeds the strike price of the Warrants. Proceeds from the sale of the Warrants were $45.2 million and were recorded as additional paid-in capital. As of July 31, 2014, no Warrants had been exercised and all Warrants remained outstanding. | |||||||||||||||||
The Note Hedges and Warrants both meet the requirements for classification within stockholders’ equity, and their respective fair values will not be subsequently remeasured and adjusted as long as these instruments continue to qualify for stockholders’ equity classification. | |||||||||||||||||
Credit Agreement | |||||||||||||||||
Background | |||||||||||||||||
In April 2011, we entered into a credit agreement (together with the subsequent amendments discussed herein, the “Credit Agreement") with our lenders and concurrently terminated a prior credit agreement. The Credit Agreement provided for $770.0 million of secured credit facilities, comprised of $600.0 million of term loans maturing in October 2017 (the “April 2011 Term Loans") and a $170.0 million revolving credit facility maturing in April 2016 (the “2011 Revolving Credit Facility”), subject to increase (up to a maximum increase of $300.0 million) and reduction from time to time. | |||||||||||||||||
We incurred debt issuance costs of $14.8 million associated with the Credit Agreement, which were deferred and were classified within other assets, and were being amortized as interest expense over the term of the Credit Agreement. | |||||||||||||||||
2013 Amendment and Restatement of Credit Agreement | |||||||||||||||||
On March 6, 2013, we entered into an amendment and restatement agreement with our lenders, providing for the amendment and restatement of the Credit Agreement. The amendment and restatement agreement provided for $850.0 million of senior secured credit facilities, comprised of $650.0 million of term loans maturing in September 2019 (the "March 2013 Term Loans") and a $200.0 million revolving credit facility maturing in March 2018 (the “2013 Revolving Credit Facility”), subject to increase (up to a maximum increase of $300.0 million) and reduction from time to time. | |||||||||||||||||
The March 2013 Term Loans were subject to an original issuance discount of 0.50%, or $3.3 million, resulting in net proceeds of $646.7 million. The discount was being amortized as interest expense over the term of the March 2013 Term Loans using the effective interest method. | |||||||||||||||||
The majority of the proceeds of the March 2013 Term Loans were used to repay all $576.0 million of outstanding April 2011 Term Loans at the March 6, 2013 closing date of the amendment and restatement agreement. There were no outstanding borrowings under the 2011 Revolving Credit Facility at the March 6, 2013 closing date. | |||||||||||||||||
As further described below, on March 7, 2014, the March 2013 Term Loans were extinguished and replaced with the March 2014 Term Loans, and the basis for determining the interest rate on borrowings under the 2013 Revolving Credit Facility was also amended. | |||||||||||||||||
From March 6, 2013 through March 6, 2014, the March 2013 Term Loans and borrowings under the 2013 Revolving Credit Facility, if any, incurred interest, payable quarterly or, in the case of Eurodollar loans with an interest period of three months or shorter, at the end of any interest period, at a per annum rate of, at our election: | |||||||||||||||||
•in the case of Eurodollar loans, the Adjusted LIBO Rate plus 3.00% (or, if our corporate credit ratings are BB- and Ba3 or better, 2.75%). The Adjusted LIBO Rate is the greater of (i) 1.00% per annum and (ii) the product of the LIBO Rate and Statutory Reserves (both as defined in the Credit Agreement), and | |||||||||||||||||
•in the case of Base Rate loans, the Base Rate plus 2.00% (or, if our corporate credit ratings are BB- and Ba3 or better, 1.75%). The Base Rate is the greatest of (i) the administrative agent's prime rate, (ii) the Federal Funds Effective Rate (as defined in the Credit Agreement) plus 0.50% and (iii) the Adjusted LIBO Rate for a one-month interest period plus 1.00%. | |||||||||||||||||
As of January 31, 2014, the interest rate on the March 2013 Term Loans was 4.00%. | |||||||||||||||||
At the March 6, 2013 closing date of the amendment and restatement agreement, there were $11.0 million of unamortized deferred debt issuance costs and $2.2 million of unamortized discount associated with the April 2011 Term Loans and the 2011 Revolving Credit Facility. Of the $11.0 million of unamortized deferred debt issuance costs, $3.5 million were associated with commitments under the 2011 Revolving Credit Facility provided by lenders that continued to provide revolving credit commitments under the 2013 Revolving Credit Facility and therefore continued to be deferred, and were being amortized over the remaining term of the Credit Agreement. The remaining $7.5 million of unamortized deferred debt issuance costs and the $2.2 million unamortized discount, all of which related to the April 2011 Term Loans, were written off as a $9.7 million loss on early retirement of debt for the year ended January 31, 2014. | |||||||||||||||||
We incurred debt issuance costs of approximately $7.5 million associated with the March 2013 Term Loans and the 2013 Revolving Credit Facility, which were deferred and classified within other assets and were being amortized as interest expense over the remaining term of the Credit Agreement. Of these deferred debt issuance costs, $5.0 million were associated with the March 2013 Term Loans and were being amortized using the effective interest rate method, and $2.5 million were associated with the 2013 Revolving Credit Facility and were being amortized on a straight-line basis. | |||||||||||||||||
We are required to pay a commitment fee equal to 0.50% per annum of the undrawn portion on the 2013 Revolving Credit Facility, payable quarterly, and customary administrative agent and letter of credit fees. These fees were unchanged from the 2011 Revolving Credit Facility. | |||||||||||||||||
2014 Amendments to Credit Agreement | |||||||||||||||||
During the six months ended July 31, 2014, we entered into five separate amendments to the Credit Agreement as described below. | |||||||||||||||||
On February 3, 2014, in connection with the acquisition of KANA, we borrowed $125.0 million under the 2013 Revolving Credit Facility and entered into Amendment No. 1 pursuant to which, on such date, we incurred $300.0 million of incremental term loans (the “February 2014 Term Loans”). The net proceeds of these borrowings were used to fund a portion of the KANA purchase price. | |||||||||||||||||
The February 2014 Term Loans were subject to an original issuance discount of 0.25%, or $0.8 million. In June 2014, we wrote off $0.4 million of the unamortized discount in connection with the early retirement of a portion of the February 2014 Term Loans, as further described below. This discount is amortized as interest expense over the term of the February 2014 Term Loans using the effective interest method. | |||||||||||||||||
The February 2014 Term Loans bear interest, payable quarterly or, in the case of Eurodollar loans with an interest period of three months or less, at the end of the applicable interest period, at a per annum rate of, at our election: | |||||||||||||||||
•in the case of Eurodollar loans, the Adjusted LIBO Rate plus 2.75%. The Adjusted LIBO Rate is the greater of (i) 0.75% per annum and (ii) the product of (x) the LIBO Rate and (y) Statutory Reserves (both as defined in the Credit Agreement), and | |||||||||||||||||
•in the case of Base Rate loans, the Base Rate plus 1.75%. The Base Rate is the greatest of (i) the administrative agent’s prime rate, (ii) the Federal Funds Effective Rate (as defined in the Credit Agreement) plus 0.50% and (iii) the Adjusted LIBO Rate for a one-month interest period plus 1.00%. | |||||||||||||||||
We incurred debt issuance costs of approximately $7.1 million associated with the February 2014 Term Loans, which were deferred and classified within other assets. In June 2014, we wrote off $3.8 million of these deferred costs in connection with the early retirement of a portion of the February 2014 Term Loans, as further described below. These deferred costs are amortized as interest expense over the term of the February 2014 Term Loans using the effective interest rate method. | |||||||||||||||||
On February 3, 2014, we also entered into Amendment No. 2 to, among other things, (i) permit us to increase the permitted amount of additional incremental term loans and revolving credit commitments under the Credit Agreement (beyond the February 2014 Term Loans borrowed under Amendment No. 1) by up to, in the aggregate, $200.0 million plus an additional amount such that the First Lien Leverage Ratio (as defined in Amendment No. 2) would not exceed the specified maximum ratio set forth therein, (ii) increase the size of certain negative covenant basket carve-outs, (iii) permit us to issue Permitted Convertible Indebtedness (as defined in Amendment No. 2), and (iv) permit us to refinance all or a portion of any existing class of term loans under the Credit Agreement with replacement term loans. | |||||||||||||||||
On February 3, 2014, we also entered into Amendment No. 3 to extend by one year, to January 31, 2016, the step-down date of the leverage ratio covenant applicable to our 2013 Revolving Credit Facility and, subject to the effectiveness of Amendment No. 4 (as described below), reprice the interest rate applicable to borrowings under the 2013 Revolving Credit Facility to the interest rate applicable to the February 2014 Term Loans. | |||||||||||||||||
On March 7, 2014, we entered into Amendment No. 4 to refinance all $643.5 million of outstanding March 2013 Term Loans at that date with $643.5 million of new term loans (the “March 2014 Term Loans”). The provisions for determining the interest rate on the March 2014 Term Loans is identical to such provisions for the February 2014 Term Loans. The repricing of the interest rate applicable to borrowings under the 2013 Revolving Credit Facility contemplated by Amendment No. 3 became effective on March 7, 2014, upon the effectiveness of Amendment No. 4. | |||||||||||||||||
The refinancing of the March 2013 Term Loans with the proceeds of the March 2014 Term Loans pursuant to Amendment No. 4 was accounted for as an extinguishment of the March 2013 Term Loans, and as a result, $4.3 million of unamortized deferred debt issuance costs and $2.8 million of unamortized discount associated with the March 2013 Term Loans as of the March 7, 2014 effective date of Amendment No. 4 were written off as a $7.1 million loss on early retirement of debt for the three months ended April 30, 2014. | |||||||||||||||||
As of July 31, 2014, the interest rate on both the February 2014 Term Loans and the March 2014 Term Loans was 3.50%. Taking into account the impact of original issuance discounts, if any, and related deferred debt issuance costs, the effective interest rates on the February 2014 Term Loans and March 2014 Term Loans were approximately 3.99% and 3.57%, respectively, at that date. | |||||||||||||||||
We incurred $2.4 million of debt issuance costs in consideration of Amendment No. 4, which were deferred and classified within other assets. In June 2014, we wrote off $1.3 million of these deferred debt issuance costs in connection with the early retirement of a portion of the March 2014 Term Loans, as further described below. These deferred costs are amortized as interest expense over the remaining term of the March 2014 Term Loans using the effective interest rate method. There was no original issuance discount on the March 2014 Term Loans. | |||||||||||||||||
On June 18, 2014, we entered into Amendment No. 5, which increased the commitments under the 2013 Revolving Credit Facility to $300.0 million and extended the termination of the 2013 Revolving Credit Facility to September 2018. We incurred $0.6 million of costs in consideration of Amendment No. 5, which were deferred and recorded within other assets, and are being amortized as interest expense on a straight-line basis over the term of the 2013 Revolving Credit Facility. | |||||||||||||||||
Early Partial Retirement of Term Loans - June 2014 | |||||||||||||||||
On June 18, 2014, we utilized the majority of the combined net proceeds from the issuance of the Notes and the concurrent issuance of 5,750,000 shares of common stock to retire $530.0 million of the February 2014 Term Loans and March 2014 Term Loans, and all $106.0 million of then-outstanding borrowings under the 2013 Revolving Credit Facility. As a result, $3.8 million and $1.3 million of deferred debt issuance costs associated with the February 2014 Term Loans and March 2014 Term Loans, respectively, and $0.4 million of unamortized discount associated with the February 2014 Term Loans, were written off as a $5.5 million loss on early retirement of debt for the three months ended July 31, 2014. | |||||||||||||||||
Borrowings Under 2013 Revolving Credit Facility | |||||||||||||||||
There were no borrowings under the 2013 Revolving Credit Facility at July 31, 2014. The initial interest rate on the February 3, 2014 borrowings under the 2013 Revolving Credit Facility was 4.00%, but was adjusted to 3.50% on March 7, 2014, as further described above. | |||||||||||||||||
Other Provisions of the Credit Agreement | |||||||||||||||||
Loans under the Credit Agreement are subject to mandatory prepayment requirements with respect to certain asset sales, excess cash flows (as defined in the Credit Agreement), and certain other events. Optional prepayments of the term loans are permitted without premium or penalty, other than customary breakage costs associated with the prepayment of loans bearing interest based on LIBO Rates. Optional prepayments of the February 2014 Term Loans and March 2014 Term Loans are subject to a 1.0% premium applicable in the event of specified repricing transactions on or prior to September 7, 2014. Prepayments are applied first to the eight immediately following scheduled term loan principal payments, then pro rata to other remaining scheduled term loan principal payments, if any, and thereafter as otherwise provided in the Credit Agreement. | |||||||||||||||||
Our obligations under the Credit Agreement are guaranteed by substantially all of our domestic subsidiaries and certain foreign subsidiaries that have elected to be disregarded for U.S. tax purposes, and are secured by security interests in substantially all of our and the aforementioned subsidiaries' assets, subject to certain exceptions detailed in the Credit Agreement and related ancillary documents. | |||||||||||||||||
The Credit Agreement contains certain customary affirmative and negative covenants for credit facilities of this type, which include limitations on us and our subsidiaries with respect to indebtedness, liens, nature of business, investments and loans, distributions, acquisitions, dispositions of assets, sale-leaseback transactions and transactions with affiliates. The 2013 Revolving Credit Facility also contains a financial covenant that requires us to maintain a ratio of Consolidated Total Debt to Consolidated EBITDA (each as defined in the Credit Agreement) of no greater than 5.00 to 1 until January 31, 2016 (as amended on February 3, 2014 by Amendment No. 3, as described above) and no greater than 4.50 to 1 thereafter (the "Leverage Ratio Covenant"). The limitations imposed by the covenants are subject to certain exceptions as detailed in the Credit Agreement. | |||||||||||||||||
The Credit Agreement provides for certain customary events of default with corresponding grace periods. These events of default include failure to pay principal or interest when due under the Credit Agreement, failure to comply with covenants, any representation or warranty made by us proving to be inaccurate in any material respect, defaults under certain other indebtedness of ours or our subsidiaries, the occurrence of a Change of Control (as defined in the Credit Agreement) with respect to us and certain insolvency or receivership events affecting us or our significant subsidiaries. Upon the occurrence of an event of default resulting from a violation of the Leverage Ratio Covenant, the lenders under our 2013 Revolving Credit Facility may require us to immediately repay outstanding borrowings under the 2013 Revolving Credit Facility and may terminate their commitments to provide loans under that facility. A violation of the Leverage Ratio Covenant would not, by itself, result in an event of default under the February 2014 Term Loans or March 2014 Term Loans but may trigger a cross-default under the term loans in the event we are required to repay outstanding borrowings under the 2013 Revolving Credit Facility. Upon the occurrence of other events of default, the lenders may require us to immediately repay all outstanding borrowings under the Credit Agreement and the lenders under our 2013 Revolving Credit Facility may terminate their commitments to provide loans under the facility. | |||||||||||||||||
Future Principal Payments on Term Loans | |||||||||||||||||
Prior to June 2014, we were required to make quarterly principal payments on the February 2014 Term Loans and March 2014 Term Loans of $0.8 million and $1.6 million, respectively, through August 1, 2019, with the remaining balances due in September 2019. Following the partial retirements of the February 2014 Term Loans and March 2014 Term Loans in June 2014, future scheduled principal payments on the February 2014 Term Loans and March 2014 Term Loans as of July 31, 2014 are as follows: | |||||||||||||||||
(in thousands) | Feb-14 | March | |||||||||||||||
2014 | |||||||||||||||||
Years Ending January 31, | Term Loans | Term Loans | |||||||||||||||
2015 (remainder of year) | $ | — | $ | — | |||||||||||||
2016 | — | — | |||||||||||||||
2017 | 669 | 1,434 | |||||||||||||||
2018 | 1,337 | 2,869 | |||||||||||||||
2019 | 1,337 | 2,869 | |||||||||||||||
2020 | 127,386 | 273,241 | |||||||||||||||
Total | $ | 130,729 | $ | 280,413 | |||||||||||||
Interest Expense | |||||||||||||||||
The following table presents the components of interest expense incurred on the Notes and on borrowings under our Credit Agreement for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
1.50% Convertible Senior Notes: | |||||||||||||||||
Interest expense at 1.50% coupon rate | $ | 717 | $ | — | $ | 717 | $ | — | |||||||||
Amortization of debt discount | 1,148 | — | 1,148 | — | |||||||||||||
Amortization of deferred debt issuance costs | 107 | — | 107 | — | |||||||||||||
$ | 1,972 | $ | — | $ | 1,972 | $ | — | ||||||||||
Borrowings under Credit Agreement: | |||||||||||||||||
Interest expense at contractual rates | $ | 6,635 | $ | 6,628 | $ | 15,882 | $ | 13,048 | |||||||||
Amortization of debt discounts | 21 | 115 | 88 | 225 | |||||||||||||
Amortization of deferred debt issuance costs | 612 | 529 | 1,357 | 1,091 | |||||||||||||
$ | 7,268 | $ | 7,272 | $ | 17,327 | $ | 14,364 | ||||||||||
Other Long-Term Debt | |||||||||||||||||
Our other debt at July 31, 2014 consisted of $0.1 million of development bank and government debt, related to a past business combination. |
SUPPLEMENTAL_CONDENSED_CONSOLI
SUPPLEMENTAL CONDENSED CONSOLIDATED FINANCIAL STATEMENT INFORMATION | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||||||||||
SUPPLEMENTAL CONDENSED CONSOLIDATED FINANCIAL STATEMENT INFORMATION | ' | ||||||||||||||||
SUPPLEMENTAL CONDENSED CONSOLIDATED FINANCIAL STATEMENT INFORMATION | |||||||||||||||||
Condensed Consolidated Balance Sheets | |||||||||||||||||
Inventories consisted of the following as of July 31, 2014 and January 31, 2014: | |||||||||||||||||
July 31, | January 31, | ||||||||||||||||
(in thousands) | 2014 | 2014 | |||||||||||||||
Raw materials | $ | 7,803 | $ | 3,190 | |||||||||||||
Work-in-process | 13,322 | 5,645 | |||||||||||||||
Finished goods | 1,808 | 1,858 | |||||||||||||||
Total inventories | $ | 22,933 | $ | 10,693 | |||||||||||||
Condensed Consolidated Statements of Operations | |||||||||||||||||
Other (expense) income, net consisted of the following for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Foreign currency (losses) gains, net | $ | (2,280 | ) | $ | (1,487 | ) | $ | 915 | $ | (3,206 | ) | ||||||
Gains on derivative financial instruments, net | 840 | 247 | 103 | 676 | |||||||||||||
Other, net | (289 | ) | (1,319 | ) | 81 | (1,837 | ) | ||||||||||
Total other (expense) income, net | $ | (1,729 | ) | $ | (2,559 | ) | $ | 1,099 | $ | (4,367 | ) | ||||||
Condensed Consolidated Statements of Cash Flows | |||||||||||||||||
The following table provides supplemental information regarding our condensed consolidated cash flows for the six months ended July 31, 2014 and 2013: | |||||||||||||||||
Six Months Ended | |||||||||||||||||
July 31, | |||||||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||||||
Cash paid for interest | $ | 18,972 | $ | 11,086 | |||||||||||||
Cash payments (refunds) of income taxes, net | $ | 3,908 | $ | (3,905 | ) | ||||||||||||
Non-cash investing and financing transactions: | |||||||||||||||||
Net non-cash assets acquired in CTI Merger | $ | — | $ | 3,727 | |||||||||||||
Accrued but unpaid purchases of property and equipment | $ | 2,277 | $ | 1,217 | |||||||||||||
Inventory transfers to property and equipment | $ | 103 | $ | 360 | |||||||||||||
Liabilities for contingent consideration in business combinations | $ | 4,947 | $ | — | |||||||||||||
Stock options exercised, proceeds received subsequent to period end | $ | — | $ | 86 | |||||||||||||
Accrued but unpaid equity issuance, debt issuance and other debt-related costs | $ | 1,255 | $ | — | |||||||||||||
STOCKHOLDERS_EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended | ||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | ||||||||||||||||||
STOCKHOLDERS' EQUITY | ' | ||||||||||||||||||
STOCKHOLDERS’ EQUITY | |||||||||||||||||||
Issuance of Common Stock | |||||||||||||||||||
On June 18, 2014, we completed a public offering of our common stock pursuant to which we issued and sold 5,750,000 shares of common stock at a price of $47.75 per share. We received aggregate proceeds of $265.6 million from the offering, net of underwriters’ discounts and commissions, but before deducting other offering expenses of approximately $0.7 million. | |||||||||||||||||||
Dividends on Common Stock | |||||||||||||||||||
We did not declare or pay any dividends on our common stock during the six months ended July 31, 2014 and 2013. Commencing in May 2007, with our issuance of Series A Convertible Preferred Stock and our entry into a prior credit agreement, and continuing under the terms of our current Credit Agreement, we are subject to certain restrictions on declaring and paying dividends on our common stock. Our Series A Convertible Preferred Stock was canceled on February 4, 2013 in connection with the CTI Merger, further details of which appear in Note 14, "Merger with CTI". | |||||||||||||||||||
Treasury Stock | |||||||||||||||||||
Repurchased shares of common stock are recorded as treasury stock, at cost. At July 31, 2014, we held approximately 348,000 shares of treasury stock with a cost of $10.3 million. At January 31, 2014, we held approximately 302,000 shares of treasury stock with a cost of $8.0 million. | |||||||||||||||||||
During the six months ended July 31, 2014, we acquired approximately 46,000 shares of treasury stock at a cost of $2.2 million. We did not acquire any treasury stock during the six months ended July 31, 2013. | |||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) | |||||||||||||||||||
Accumulated other comprehensive income (loss) includes items such as foreign currency translation adjustments and unrealized gains and losses on certain marketable securities and derivative financial instruments designated as hedges. Accumulated other comprehensive income (loss) is presented as a separate line item in the stockholders’ equity section of our condensed consolidated balance sheets. Accumulated other comprehensive income (loss) items have no impact on our net income as presented in our condensed consolidated statements of operations. | |||||||||||||||||||
The following table summarizes changes in the components of our accumulated other comprehensive income (loss) by component for the six months ended July 31, 2014: | |||||||||||||||||||
(in thousands) | Unrealized Gains on Derivative Financial Instruments Designated as Hedges | Unrealized Gains on Available-for-Sale Investments | Foreign Currency Translation Adjustments | Total | |||||||||||||||
Accumulated other comprehensive income (loss) at January 31, 2014 | $ | 1,485 | $ | 9 | $ | (41,219 | ) | $ | (39,725 | ) | |||||||||
Other comprehensive income before reclassifications | 2,163 | 13 | 14,889 | 17,065 | |||||||||||||||
Amounts reclassified out of accumulated other comprehensive income (loss) | (1,736 | ) | — | — | (1,736 | ) | |||||||||||||
Net other comprehensive income, current period | 427 | 13 | 14,889 | 15,329 | |||||||||||||||
Accumulated other comprehensive income (loss) at July 31, 2014 | $ | 1,912 | $ | 22 | $ | (26,330 | ) | $ | (24,396 | ) | |||||||||
All amounts presented in the table above are net of income taxes, if applicable. | |||||||||||||||||||
The amounts reclassified out of accumulated other comprehensive income (loss) into the condensed consolidated statements of operations, with presentation location, for the three and six months ended July 31, 2014 and 2013 were as follows: | |||||||||||||||||||
Three Months Ended | Six Months Ended | Affected Line Items in the Condensed Consolidated Statement of Operations | |||||||||||||||||
July 31, | July 31, | ||||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||||
Unrealized (gains) on derivative financial instruments: | |||||||||||||||||||
Foreign currency forward contracts | $ | (80 | ) | $ | (137 | ) | $ | (145 | ) | $ | (203 | ) | Cost of product revenue | ||||||
(68 | ) | (139 | ) | (129 | ) | (205 | ) | Cost of service revenue | |||||||||||
(596 | ) | (894 | ) | (1,077 | ) | (1,332 | ) | Research and development, net | |||||||||||
(295 | ) | (414 | ) | (518 | ) | (624 | ) | Selling, general and administrative | |||||||||||
(1,039 | ) | (1,584 | ) | (1,869 | ) | (2,364 | ) | Total before provision for income taxes | |||||||||||
98 | 63 | 133 | 133 | Provision for income taxes | |||||||||||||||
$ | (941 | ) | $ | (1,521 | ) | $ | (1,736 | ) | $ | (2,231 | ) | Total, net of income taxes | |||||||
Noncontrolling Interest | |||||||||||||||||||
The noncontrolling interest presented in our condensed consolidated financial statements reflects a 50% noncontrolling equity interest in a joint venture which functions as a systems integrator for Asian markets. |
CONVERTIBLE_PREFERRED_STOCK
CONVERTIBLE PREFERRED STOCK | 6 Months Ended |
Jul. 31, 2014 | |
Equity [Abstract] | ' |
CONVERTIBLE PREFERRED STOCK | ' |
CONVERTIBLE PREFERRED STOCK | |
On May 25, 2007, we entered into an agreement with CTI whereby CTI purchased 293,000 shares of our Series A Convertible Preferred Stock for an aggregate cash purchase price of $293.0 million. | |
On February 4, 2013, the CTI Merger was completed and eliminated CTI's majority ownership and control of us. Each of the 293,000 outstanding shares of Series A Convertible Preferred Stock, all of which was held by CTI, was canceled upon completion of the CTI Merger. Upon cancellation of these 293,000 shares of Series A Convertible Preferred Stock, our authorized shares of preferred stock were reduced from 2,500,000 shares to 2,207,000 shares, in accordance with the certificate of designation for the Series A Convertible Preferred Stock. | |
Further details regarding the CTI Merger appear in Note 14, "Merger with CTI". |
INCOME_TAXES
INCOME TAXES | 6 Months Ended |
Jul. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
INCOME TAXES | ' |
INCOME TAXES | |
Our interim provision for income taxes is measured using an estimated annual effective tax rate, adjusted for discrete items that occur within the periods presented. The comparison of our effective tax rate between periods is significantly impacted by the level and mix of earnings and losses by tax jurisdiction, foreign income tax rate differentials, amount of permanent book to tax differences, the impact of unrecognized tax benefits, and the effects of valuation allowances on certain loss jurisdictions. | |
For the three months ended July 31, 2014, we recorded an income tax provision of $5.5 million on a pre-tax loss of $4.8 million, which represented a negative effective income tax rate of 114.2%. The effective income tax rate was significantly affected by the mix and levels of income and losses among taxing jurisdictions. Pre-tax income in our profitable jurisdictions, where we recorded tax provisions, was less than our domestic losses where we maintain valuation allowances and did not record the related tax benefits. The result was to record an income tax provision on a pre-tax loss, resulting in a negative effective tax rate. | |
For the three months ended July 31, 2013, we recorded a $2.8 million provision for income taxes on pre-tax income of $21.3 million, which represented an effective income tax rate of 13.2%. The income tax provision does not include income tax benefits on losses incurred by certain domestic operations where we maintain valuation allowances and is mainly the result of the activities of profitable jurisdictions. Our pre-tax income in profitable jurisdictions, where we record tax provisions, was higher than domestic losses where we maintain valuation allowances and do not record tax benefits. | |
For the six months ended July 31, 2014, we recorded an income tax benefit of $36.6 million on a pre-tax loss of $18.1 million, which represented an effective income tax benefit rate of 201.8%. The income tax benefit is primarily attributable to the release of $45.2 million of Verint valuation allowances in the quarter ended April 30, 2014. We maintain valuation allowances on our net U.S. deferred income tax assets related to federal and certain state jurisdictions. In connection with the acquisition of KANA during the quarter ended April 30, 2014, we recorded deferred income tax liabilities primarily attributable to acquired intangible assets to the extent the amortization will not be deductible for income tax purposes. Under accounting guidelines, because the amortization of the intangible assets in future periods provides a source of taxable income, we expect to realize a portion of our existing deferred income tax assets. As such, during the quarter ended April 30, 2014, we reduced the valuation allowance recorded on our deferred income tax assets to the extent of the deferred income tax liabilities recorded. Because the valuation allowance related to existing Verint deferred income tax assets, the impact of the release was reflected as a discrete income tax benefit in the quarter ended April 30, 2014 and not as a component of the KANA acquisition accounting. The effective income tax rate was also affected by the mix and levels of income and losses among taxing jurisdictions. Pre-tax income in our profitable jurisdictions, where we recorded tax provisions, was less than our domestic losses where we maintain valuation allowances and did not record the related tax benefits. Excluding the income tax benefit attributable to the valuation allowance release, the result for the six months ended July 31, 2014 was an income tax provision of $8.6 million on a pre-tax loss $18.1 million, resulting in a negative effective tax rate of 47.6%. | |
For the six months ended July 31, 2013, we recorded a $5.9 million provision for income taxes on pre-tax income of $16.5 million, which represented an effective income tax rate of 35.9%. The income tax provision does not include income tax benefit on losses incurred by certain domestic operations where we maintain valuation allowances and is mainly the result of the activities of profitable jurisdictions. Our pre-tax income in foreign jurisdictions, where we recorded tax provisions at rates lower than the U.S. federal statutory rate, was higher than domestic losses where we maintain valuation allowances and do not record tax benefits. | |
As required by the authoritative guidance on accounting for income taxes, we evaluate the realizability of deferred income tax assets on a jurisdictional basis at each reporting date. Accounting for income taxes guidance requires that a valuation allowance be established when it is more-likely-than-not that all or a portion of the deferred income tax assets will not be realized. In circumstances where there is sufficient negative evidence indicating that the deferred income tax assets are not more-likely-than-not realizable, we establish a valuation allowance. We determined that there is sufficient negative evidence to maintain the valuation allowances against our federal and certain state and foreign deferred income tax assets as a result of historical losses in the most recent three-year period in the U.S. and in certain foreign jurisdictions. We intend to maintain valuation allowances until sufficient positive evidence exists to support a reversal. | |
We had unrecognized tax benefits of $153.6 million and $145.4 million (excluding interest and penalties) as of July 31, 2014 and January 31, 2014, respectively. The accrued liability for interest and penalties was $11.0 million and $8.7 million at July 31, 2014 and January 31, 2014, respectively. Interest and penalties are recorded as a component of the provision for income taxes in our condensed consolidated statements of operations. As of July 31, 2014 and January 31, 2014, the total amount of unrecognized tax benefits that, if recognized, would impact our effective tax rate were approximately $147.8 million and $139.7 million, respectively. We regularly assess the adequacy of our provisions for income tax contingencies in accordance with the applicable authoritative guidance on accounting for income taxes. As a result, we may adjust the reserves for unrecognized tax benefits for the impact of new facts and developments, such as changes to interpretations of relevant tax law, assessments from taxing authorities, settlements with taxing authorities, and lapses of statutes of limitation. Further, we believe that it is reasonably possible that the total amount of unrecognized tax benefits at July 31, 2014 could decrease by approximately $3.2 million in the next twelve months as a result of settlement of certain tax audits or lapses of statutes of limitation. Such decreases may involve the payment of additional taxes, the adjustment of deferred income taxes including the need for additional valuation allowances, and the recognition of tax benefits. Our income tax returns are subject to ongoing tax examinations in several jurisdictions in which we operate. We also believe that it is reasonably possible that new issues may be raised by tax authorities or developments in tax audits may occur which would require increases or decreases to the balance of reserves for unrecognized tax benefits; however, an estimate of such changes cannot reasonably be made. |
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended | ||||||||||||
Jul. 31, 2014 | |||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||
FAIR VALUE MEASUREMENTS | ' | ||||||||||||
FAIR VALUE MEASUREMENTS | |||||||||||||
Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, we consider the principal or most advantageous market in which we would transact and consider assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. | |||||||||||||
Accounting guidance establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. An instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. This fair value hierarchy consists of three levels of inputs that may be used to measure fair value: | |||||||||||||
•Level 1: quoted prices in active markets for identical assets or liabilities; | |||||||||||||
• | Level 2: inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or | ||||||||||||
• | Level 3: unobservable inputs that are supported by little or no market activity. | ||||||||||||
We review the fair value hierarchy classification of our applicable assets and liabilities at each reporting period. Changes in the observability of valuation inputs may result in transfers within the fair value measurement hierarchy. There were no transfers between levels of the fair value measurement hierarchy during the six months ended July 31, 2014 and 2013. | |||||||||||||
Assets and Liabilities Measured at Fair Value on a Recurring Basis | |||||||||||||
Our assets and liabilities measured at fair value on a recurring basis consisted of the following as of July 31, 2014 and January 31, 2014: | |||||||||||||
July 31, 2014 | |||||||||||||
Fair Value Hierarchy Category | |||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | ||||||||||
Assets: | |||||||||||||
Money market funds | $ | 376 | $ | — | $ | — | |||||||
Commercial paper (1) | — | 2,825 | — | ||||||||||
Short-term investments, classified as available-for-sale | — | 13,869 | — | ||||||||||
Foreign currency forward contracts | — | 2,629 | — | ||||||||||
Total assets | $ | 376 | $ | 19,323 | $ | — | |||||||
Liabilities: | |||||||||||||
Foreign currency forward contracts | $ | — | $ | 201 | $ | — | |||||||
Contingent consideration - business combinations | — | — | 15,721 | ||||||||||
Total liabilities | $ | — | $ | 201 | $ | 15,721 | |||||||
31-Jan-14 | |||||||||||||
Fair Value Hierarchy Category | |||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | ||||||||||
Assets: | |||||||||||||
Money market funds | $ | 14,023 | $ | — | $ | — | |||||||
Commercial paper (1) | — | 49,991 | — | ||||||||||
Short-term investments, classified as available for sale | — | 9,406 | — | ||||||||||
Foreign currency forward contracts | — | 2,466 | — | ||||||||||
Total assets | $ | 14,023 | $ | 61,863 | $ | — | |||||||
Liabilities: | |||||||||||||
Foreign currency forward contracts | $ | — | $ | 846 | $ | — | |||||||
Contingent consideration - business combinations | — | — | 17,307 | ||||||||||
Total liabilities | $ | — | $ | 846 | $ | 17,307 | |||||||
(1) Commercial paper investments with remaining maturities of three months or less at time of purchase, classified within | |||||||||||||
cash and cash equivalents. | |||||||||||||
The following table presents the changes in the estimated fair values of our liabilities for contingent consideration measured using significant unobservable inputs (Level 3) for the six months ended July 31, 2014 and 2013: | |||||||||||||
Six Months Ended | |||||||||||||
July 31, | |||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||
Fair value measurement at beginning of period | $ | 17,307 | $ | 25,041 | |||||||||
Contingent consideration liabilities recorded for business combinations | 4,947 | — | |||||||||||
Changes in fair values, recorded in operating expenses | 350 | 217 | |||||||||||
Payments of contingent consideration | (6,972 | ) | (16,215 | ) | |||||||||
Foreign exchange translation and other | 89 | — | |||||||||||
Fair value measurement at end of period | $ | 15,721 | $ | 9,043 | |||||||||
Our estimated liability for contingent consideration represents potential payments of additional consideration for business combinations, payable if certain defined performance goals are achieved. Changes in fair value of contingent consideration are recorded in the condensed consolidated statements of operations within selling, general and administrative expenses. | |||||||||||||
Fair Value Measurements | |||||||||||||
Money Market Funds - We value our money market funds using quoted active market prices for such funds. | |||||||||||||
Short-term Investments - Short-term investments represent investments in commercial paper and corporate bonds classified as available-for-sale. Investments in commercial paper with remaining maturities of three months or less at time of purchase are classified within cash and cash equivalents. The fair values of these investments are estimated using observable market prices for identical securities that are traded in less-active markets, if available. When observable market prices for identical securities are not available, we value these short-term investments using non-binding market price quotes from brokers which we review for reasonableness using observable market data; quoted market prices for similar instruments; or pricing models, such as a discounted cash flow model. | |||||||||||||
Foreign Currency Forward Contracts - The estimated fair value of foreign currency forward contracts is based on quotes received from the counterparties thereto. These quotes are reviewed for reasonableness by discounting the future estimated cash flows under the contracts, considering the terms and maturities of the contracts and market exchange rates using readily observable market prices for similar contracts. | |||||||||||||
Contingent Consideration - Business Combinations - The fair value of the contingent consideration related to business combinations is estimated using a probability-adjusted discounted cash flow model. These fair value measurements are based on significant inputs not observable in the market. The key internally developed assumptions used in these models are discount rates and the probabilities assigned to the milestones to be achieved. We remeasure the fair value of the contingent consideration at each reporting period, and any changes in fair value resulting from either the passage of time or events occurring after the acquisition date, such as changes in discount rates, or in the expectations of achieving the performance targets, are recorded within selling, general, and administrative expenses. Increases or decreases in discount rates would have inverse impacts on the related fair value measurements, while favorable or unfavorable changes in expectations of achieving performance targets would result in corresponding increases or decreases in the related fair value measurements. We utilized discount rates ranging from 2.0% to 40.0% in our calculations of the estimated fair values of our contingent consideration liabilities as of July 31, 2014. We utilized discount rates ranging from 1.1% to 27.0% in our calculations of the estimated fair values of our contingent consideration liabilities as of January 31, 2014. | |||||||||||||
Other Financial Instruments | |||||||||||||
The carrying amounts of accounts receivable, accounts payable, and accrued liabilities and other current liabilities approximate fair value due to their short maturities. | |||||||||||||
The estimated fair values of our term loans were approximately $411 million and $647 million at July 31, 2014 and January 31, 2014, respectively. The estimated fair values of our term loans are based upon indicative bid and ask prices as determined by the agent responsible for the syndication of our term loans. We consider these inputs to be within Level 3 of the fair value hierarchy because we cannot reasonably observe activity in the limited market in which participations in our term loans are traded. The indicative prices of our term loans provided to us as at each of July 31, 2014 and January 31, 2014 did not significantly differ from par value. The estimated fair value of our revolving credit borrowings, if any, is based upon indicative market values provided by one of our lenders. We had no revolving credit borrowings at July 31, 2014 and January 31, 2014. | |||||||||||||
The estimated fair value of our Notes was approximately $407 million at July 31, 2014. The estimated fair value of the Notes is determined based on quoted bid and ask prices in the over-the-counter market in which the Notes trade. We consider these inputs to be within Level 2 of the fair value hierarchy. | |||||||||||||
Assets and Liabilities Not Measured at Fair Value on a Recurring Basis | |||||||||||||
In addition to assets and liabilities that are measured at fair value on a recurring basis, we also measure certain assets and liabilities at fair value on a nonrecurring basis. Our non-financial assets, including goodwill, intangible assets and property, plant and equipment, are measured at fair value when there is an indication of impairment and the carrying amount exceeds the asset’s projected undiscounted cash flows. These assets are recorded at fair value only when an impairment charge is recognized. |
DERIVATIVE_FINANCIAL_INSTRUMEN
DERIVATIVE FINANCIAL INSTRUMENTS | 6 Months Ended | ||||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||||||||
DERIVATIVE FINANCIAL INSTRUMENTS | ' | ||||||||||||||||||||||||||
DERIVATIVE FINANCIAL INSTRUMENTS | |||||||||||||||||||||||||||
Our primary objective for holding derivative financial instruments is to manage foreign currency exchange rate risk and interest rate risk, when deemed appropriate. We enter into these contracts in the normal course of business to mitigate risks and not for speculative purposes. | |||||||||||||||||||||||||||
Foreign Currency Forward Contracts | |||||||||||||||||||||||||||
Under our risk management strategy, we periodically use derivative financial instruments to manage our short-term exposures to fluctuations in foreign currency exchange rates. We utilize foreign currency forward contracts to hedge certain operational cash flow exposures resulting from changes in foreign currency exchange rates. These cash flow exposures result from portions of our forecasted operating expenses, primarily compensation and related expenses, which are transacted in currencies other than the U.S. dollar, primarily the Israeli shekel and the Canadian dollar. We also periodically utilize foreign currency forward contracts to manage exposures resulting from forecasted customer collections to be remitted in currencies other than the applicable functional currency, and exposures from cash, cash equivalents and short-term investments denominated in currencies other than the applicable functional currency. Our joint venture, which has a Singapore dollar functional currency, also utilizes foreign exchange forward contracts to manage its exposure to exchange rate fluctuations related to settlements of liabilities denominated in U.S. dollars. These foreign currency forward contracts are reported at fair value on our consolidated balance sheets and generally have maturities of no longer than twelve months, although occasionally we will execute a contract that extends beyond twelve months, depending upon the nature of the underlying risk. | |||||||||||||||||||||||||||
The counterparties to our derivative financial instruments consist of several major international financial institutions. We regularly monitor the financial strength of these institutions. While the counterparties to these contracts expose us to credit-related losses in the event of a counterparty’s non-performance, the risk would be limited to the unrealized gains on such affected contracts. We do not anticipate any such losses. | |||||||||||||||||||||||||||
Certain of these foreign currency forward contracts are not designated as hedging instruments under accounting guidance for derivatives, and gains and losses from changes in their fair values are therefore reported in other income (expense), net. Changes in the fair values of foreign currency forward contracts that are designated and effective as cash flow hedges are recorded net of related tax effects in accumulated other comprehensive income (loss), and are reclassified to the condensed consolidated statements of operations when the effects of the item being hedged are recognized in the condensed consolidated statements of operations. | |||||||||||||||||||||||||||
Notional Amounts of Derivative Financial Instruments | |||||||||||||||||||||||||||
Our outstanding derivative financial instruments consisted only of foreign currency forward contracts with notional amounts of $135.4 million and $127.6 million as of July 31, 2014 and January 31, 2014, respectively. | |||||||||||||||||||||||||||
Fair Values of Derivative Financial Instruments | |||||||||||||||||||||||||||
The fair values of our derivative financial instruments as of July 31, 2014 and January 31, 2014 were as follows: | |||||||||||||||||||||||||||
31-Jul-14 | |||||||||||||||||||||||||||
Assets | Liabilities | ||||||||||||||||||||||||||
(in thousands) | Balance Sheet | Fair Value | Balance Sheet | Fair Value | |||||||||||||||||||||||
Classification | Classification | ||||||||||||||||||||||||||
Derivative financial instruments designated as hedging instruments: | |||||||||||||||||||||||||||
Foreign currency forward contracts | Prepaid expenses and other current assets | $ | 2,279 | Accrued expenses and other liabilities | $ | 177 | |||||||||||||||||||||
Total derivative financial instruments designated as hedging instruments | $ | 2,279 | $ | 177 | |||||||||||||||||||||||
Derivative financial instruments not designated as hedging instruments: | |||||||||||||||||||||||||||
Foreign currency forward contracts | Prepaid expenses and other current assets | $ | 350 | Accrued expenses and other liabilities | $ | 24 | |||||||||||||||||||||
Total derivative financial instruments not designated as hedging instruments | $ | 350 | $ | 24 | |||||||||||||||||||||||
31-Jan-14 | |||||||||||||||||||||||||||
Assets | Liabilities | ||||||||||||||||||||||||||
(in thousands) | Balance Sheet | Fair Value | Balance Sheet | Fair Value | |||||||||||||||||||||||
Classification | Classification | ||||||||||||||||||||||||||
Derivative financial instruments designated as hedging instruments: | |||||||||||||||||||||||||||
Foreign currency forward contracts | Prepaid expenses and other current assets | $ | 2,245 | Accrued expenses and other liabilities | $ | 769 | |||||||||||||||||||||
Total derivative financial instruments designated as hedging instruments | $ | 2,245 | $ | 769 | |||||||||||||||||||||||
Derivative financial instruments not designated as hedging instruments: | |||||||||||||||||||||||||||
Foreign currency forward contracts | Prepaid expenses and other current assets | $ | 221 | Accrued expenses and other liabilities | $ | 77 | |||||||||||||||||||||
Total derivative financial instruments not designated as hedging instruments | $ | 221 | $ | 77 | |||||||||||||||||||||||
Derivative Financial Instruments in Cash Flow Hedging Relationships | |||||||||||||||||||||||||||
The effects of derivative financial instruments designated as cash flow hedging instruments as of July 31, 2014 and January 31, 2014, and for the three and six months ended July 31, 2014 and 2013 were as follows: | |||||||||||||||||||||||||||
Net Gains Recognized in | Classification of Net Gains Reclassified from Other Comprehensive Loss | Net Gains Reclassified | |||||||||||||||||||||||||
Accumulated Other | into the Condensed Consolidated Statements of Operations | from Other Comprehensive | |||||||||||||||||||||||||
Comprehensive | Income (Loss) | ||||||||||||||||||||||||||
Income (Loss) | into the Consolidated | ||||||||||||||||||||||||||
Statements of Operations | |||||||||||||||||||||||||||
July 31, | January 31, | Three Months Ended | Six Months Ended | ||||||||||||||||||||||||
July 31, | July 31, | ||||||||||||||||||||||||||
(in thousands) | 2014 | 2014 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Foreign currency forward contracts | $ | 1,912 | $ | 1,485 | Operating Expenses | $ | 1,039 | $ | 1,584 | $ | 1,869 | $ | 2,364 | ||||||||||||||
There were no gains or losses from ineffectiveness of these hedges recorded for the three and six months ended July 31, 2014 and 2013. All of the foreign currency forward contracts underlying the $1.9 million of net unrealized gains recorded in our accumulated other comprehensive loss at July 31, 2014 mature within twelve months, and therefore we expect all such gains to be reclassified into earnings within the next twelve months. | |||||||||||||||||||||||||||
Derivative Financial Instruments Not Designated as Hedging Instruments | |||||||||||||||||||||||||||
Gains recognized on derivative financial instruments not designated as hedging instruments in our condensed consolidated statements of operations for the three and six months ended July 31, 2014 and 2013 were as follows: | |||||||||||||||||||||||||||
Classification in Condensed Consolidated Statements of Operations | Three Months Ended | Six Months Ended | |||||||||||||||||||||||||
July 31, | July 31, | ||||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||
Foreign currency forward contracts | Other income (expense), net | $ | 840 | $ | 247 | 103 | 677 | ||||||||||||||||||||
Total | $ | 840 | $ | 247 | $ | 103 | $ | 677 | |||||||||||||||||||
STOCKBASED_COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
STOCK-BASED COMPENSATION | ' | ||||||||||||||||
STOCK-BASED COMPENSATION | |||||||||||||||||
We recognized stock-based compensation expense in the following line items on the condensed consolidated statements of operations for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Component of condensed consolidated statements of operations: | |||||||||||||||||
Cost of revenue - product | $ | 253 | $ | 199 | $ | 451 | $ | 329 | |||||||||
Cost of revenue - service and support | 988 | 483 | 1,875 | 750 | |||||||||||||
Research and development, net | 1,408 | 929 | 2,610 | 1,542 | |||||||||||||
Selling, general and administrative | 11,789 | 7,581 | 20,991 | 12,804 | |||||||||||||
Stock-based compensation expense | $ | 14,438 | $ | 9,192 | $ | 25,927 | $ | 15,425 | |||||||||
The following table summarizes stock-based compensation expense by type of award for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Component of stock-based compensation expense: | |||||||||||||||||
Restricted stock units and restricted stock awards | $ | 13,042 | $ | 8,030 | $ | 23,431 | $ | 13,391 | |||||||||
Stock options | — | 54 | 15 | 107 | |||||||||||||
Phantom stock units | 59 | 33 | 80 | 64 | |||||||||||||
Stock bonus program | 1,337 | 1,075 | 2,401 | 1,863 | |||||||||||||
Stock-based compensation expense | $ | 14,438 | $ | 9,192 | $ | 25,927 | $ | 15,425 | |||||||||
Total stock-based compensation expense by classification was as follows for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Equity-classified awards | $ | 13,042 | $ | 8,267 | $ | 23,760 | $ | 13,986 | |||||||||
Stock bonus program and other reclassifications | — | — | (654 | ) | (298 | ) | |||||||||||
Total equity-settled awards | 13,042 | 8,267 | 23,106 | 13,688 | |||||||||||||
Other liability-classified awards | 1,396 | 925 | 2,821 | 1,737 | |||||||||||||
Total stock-based compensation expense | $ | 14,438 | $ | 9,192 | $ | 25,927 | $ | 15,425 | |||||||||
The increase in stock-based compensation expense in the three and six months ended July 31, 2014, compared to the corresponding prior-year periods, resulted primarily from the combination of an increase in the number of outstanding RSUs, higher expenses associated with performance-based RSU's, and a general increase in the price of our common stock, which is used to determine the grant-date fair value of an RSU. | |||||||||||||||||
Awards under our stock bonus program are accounted for as liability-classified awards because the obligations are based | |||||||||||||||||
predominantly on fixed monetary amounts that are generally known at inception of the obligation, to be settled with a variable | |||||||||||||||||
number of shares of our common stock. Amounts reported in the stock bonus program and other reclassifications caption in the preceding table primarily represent stock bonus expenses recognized in those periods for awards that were subsequently settled with equity during the six months ended July 31, 2014 and 2013. Expenses associated with stock bonus program awards that remain outstanding as of July 31, 2014 and 2013 are reflected within other liability-classified awards in the preceding table. Our other liability-classified awards also include our phantom stock awards, the values of which track the market price of our common stock and are therefore subject to volatility, and which are settled with cash payments equivalent to the market value of our common stock upon vesting. Upon settlement of other liability-classified awards with equity, the current period's compensation expense associated with those awards is reported within equity-classified awards in the preceding table. | |||||||||||||||||
Shares Available for Grants Under Stock Plans | |||||||||||||||||
On July 27, 2014, our 2004 Stock Incentive Compensation Plan (the “2004 Plan”) expired in accordance with its terms and, on that date, approximately 53,000 shares of common stock remained available under the 2004 Plan as a result of termination, forfeiture or expiration of awards previously granted under the 2004 Plan. Upon expiration of the 2004 Plan, these shares became available for issuance under our 2010 Long-Term Stock Incentive Plan (the “2010 Plan”) pursuant to an amendment to the 2010 Plan which had been approved by our stockholders on June 15, 2012. | |||||||||||||||||
Stock Options | |||||||||||||||||
We have generally not granted stock options subsequent to January 31, 2006, other than in connection with several business combinations whereby stock options to purchase shares of the acquired companies were converted into stock options to purchase shares of our common stock. | |||||||||||||||||
The following table summarizes stock option activity and related information for the six months ended July 31, 2014: | |||||||||||||||||
(in thousands, except per share data) | Stock Options | Weighted-Average Exercise Price | |||||||||||||||
Options outstanding, January 31, 2014 | 516 | $ | 34.6 | ||||||||||||||
Options exercised | (246 | ) | $ | 34.6 | |||||||||||||
Options forfeited or expired | (1 | ) | $ | 28.41 | |||||||||||||
Options outstanding, July 31, 2014 | 269 | $ | 34.62 | ||||||||||||||
Options exercisable at July 31, 2014 | 269 | $ | 34.62 | ||||||||||||||
Cash proceeds received from the exercise of stock options were $8.6 million for the six months ended July 31, 2014. | |||||||||||||||||
At July 31, 2014, there was no unrecognized compensation expense associated with outstanding stock options, because all outstanding stock options were fully vested at that date. | |||||||||||||||||
Restricted Stock Units and Restricted Stock Awards | |||||||||||||||||
We periodically award restricted stock units, as well as shares of restricted stock, to our directors, officers, and other employees. These awards contain various vesting conditions and are subject to certain restrictions and forfeiture provisions prior to vesting. | |||||||||||||||||
The following table summarizes restricted stock unit activity and related information for the three months ended July 31, 2014: | |||||||||||||||||
(in thousands, except per share data) | RSU's | Weighted-Average Grant Date Fair Value | |||||||||||||||
RSU's outstanding, January 31, 2014 | 2,250 | $ | 33.77 | ||||||||||||||
RSU's granted | 1,510 | $ | 46.02 | ||||||||||||||
RSU's released | (1,013 | ) | $ | 34.31 | |||||||||||||
RSU's forfeited | (141 | ) | $ | 38.91 | |||||||||||||
RSU's outstanding, July 31, 2014 | 2,606 | $ | 40.39 | ||||||||||||||
Substantially all of the restricted stock units granted during the year ended January 31, 2013 included a provision which allows those awards to be settled with cash payments upon vesting, rather than with delivery of common stock, at the discretion of our board of directors. As of July 31, 2014, for such awards that remain outstanding, settlement of these awards with cash payments was not considered probable, and therefore these awards have been accounted for as equity-classified awards. | |||||||||||||||||
Activity presented in the table above includes shares earned and released under our stock bonus program, further details regarding which appear below under "Stock Bonus Program". | |||||||||||||||||
As of July 31, 2014, there was approximately $79.6 million of total unrecognized compensation expense, net of estimated forfeitures, related to unvested restricted stock units, which is expected to be recognized over a weighted-average period of 1.9 years. The unrecognized compensation expense does not include compensation expense related to shares for which a grant date has been established but the requisite service period has not begun. | |||||||||||||||||
Phantom Stock Units | |||||||||||||||||
We have periodically issued phantom stock units to certain non-officer employees that settle, or are expected to settle, with cash payments upon vesting. Like equity-settled awards, phantom stock units are awarded with vesting conditions and are subject to certain forfeiture provisions prior to vesting. | |||||||||||||||||
Phantom stock unit activity for the six months ended July 31, 2014 and 2013 was not significant. | |||||||||||||||||
Stock Bonus Program | |||||||||||||||||
In September 2011, our board of directors approved a stock bonus program under which eligible employees may receive a portion of their bonuses in the form of discounted shares of our common stock. Executive officers were eligible to participate in this program for the year ended January 31, 2014 to the extent that shares remained available for awards following the enrollment of all other participants, but were not eligible to participate in previous years. Shares awarded to executive officers with respect to the 15% discount will be subject to a one year vesting period. Obligations under this program are accounted for as liabilities, because the obligations are based predominantly on fixed monetary amounts that are generally known at inception of the obligation, to be settled with a variable number of shares of common stock determined using a discounted average price of our common stock. | |||||||||||||||||
For the year ended January 31, 2014, our board of directors approved up to 150,000 shares of common stock for awards under this program and a discount of 15% (the "2014 stock bonus program"). Approximately 91,000 shares of our common stock were issued to participants under the 2014 stock bonus program during the three months ended July 31, 2014, which completed our obligations under this program. | |||||||||||||||||
On March 21, 2014, our board of directors approved up to 125,000 shares of common stock, and a discount of 15%, for awards under our stock bonus program for the year ending January 31, 2015. Executive officers are permitted to participate in this program for the year ending January 31, 2015, but only to the extent that shares remain available for awards following the enrollment of all other participants. Shares awarded to executive officers with respect to the 15% discount will be subject to a one year vesting period. | |||||||||||||||||
Total accrued liabilities for stock bonus programs were $2.7 million and $4.9 million as of July 31, 2014 and January 31, 2014, respectively. |
MERGER_WITH_CTI
MERGER WITH CTI | 6 Months Ended |
Jul. 31, 2014 | |
MERGER AGREEMENT WITH CTI [Abstract] | ' |
MERGER WITH CTI | ' |
MERGER WITH CTI | |
Prior to February 4, 2013, Comverse Technology, Inc. ("CTI") beneficially owned a majority of our common stock (assuming the conversion of CTI’s holdings of our Series A Convertible Preferred Stock into common stock) and held a majority of the voting power of our common stock. As of January 31, 2013, shortly before the CTI Merger (as described below), CTI’s beneficial ownership position in us was approximately 53.5%. | |
On August 12, 2012, we entered into an agreement and plan of merger agreement with CTI (the "CTI Merger Agreement"), providing for the merger of CTI with and into our new, wholly owned subsidiary (the "CTI Merger"). The CTI Merger was completed on February 4, 2013. The CTI Merger eliminated CTI's majority ownership and control of us. | |
At the closing of the CTI Merger, approximately 28.6 million newly issued shares of our common stock were exchanged for approximately 220.0 million issued and outstanding shares of CTI common stock. In addition, the 16.3 million shares of our common stock and all shares of our Series A Convertible Preferred Stock held by CTI at the time of the CTI Merger were canceled. | |
Holders of shares of our common stock immediately prior to the completion of the CTI Merger, other than CTI, continued to own their existing shares, which were not affected by the CTI Merger. | |
Prior to the CTI Merger, CTI had distributed to its shareholders or otherwise disposed of substantially all of its assets, other than its interests in us, including the distribution of all of the outstanding common stock of its subsidiary, Comverse, Inc. ("Comverse") to its shareholders (the “Comverse share distribution”). As a result, at the time of the CTI Merger, the net assets of CTI consisted primarily of its controlling equity interests in Verint, as well as certain residual cash and cash equivalents and other sundry net assets. In addition, CTI had net operating loss ("NOL") carryforwards for income tax reporting purposes, and other tax attributes. No CTI employees, operations or business processes moved to the combined company in the CTI Merger. As a result, our existing net assets and operations represented the vast majority of the net assets and all of the operations of the combined company. | |
In connection with the Comverse share distribution, CTI and Comverse entered into several agreements to govern certain ongoing relationships between CTI and Comverse after the Comverse share distribution and to provide for an orderly transition. | |
In one of these agreements, Comverse agreed to indemnify CTI and its affiliates (including Verint following the CTI Merger) against certain losses arising as a result of the CTI Merger and the Comverse share distribution. Certain of Comverse's indemnification obligations are capped at $25.0 million and certain obligations are uncapped. Pursuant to this agreement, at the closing of the CTI Merger, CTI placed $25.0 million into an escrow account to support indemnification claims to the extent made against Comverse by CTI and its affiliates (including Verint after the CTI Merger). The balance of such escrow account was released to Comverse on August 4, 2014. | |
Condensed Consolidated Financial Statement Impact | |
For financial reporting purposes, the CTI Merger was accounted for as our acquisition of CTI in a combination of entities under common control. We are the continuing reporting entity. As a result, upon completion of the CTI Merger on February 4, 2013, our consolidated stockholders' equity was adjusted to reflect the $285.5 million carrying value of our Series A Convertible Preferred Stock, all of which was held by CTI, and the $14.1 million carrying value of CTI's net assets (other than its equity interests in us), as increases to our additional paid-in capital. Prior to the CTI Merger, our Series A Convertible Preferred Stock had been classified as mezzanine equity on our consolidated balance sheet. |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jul. 31, 2014 | |
Related Party Transactions [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
RELATED PARTY TRANSACTIONS | |
Transactions with CTI | |
As discussed in Note 14, "Merger with CTI", on February 4, 2013 we completed the CTI Merger, which eliminated CTI's majority ownership and control of us. As of January 31, 2013, prior to the CTI Merger, CTI beneficially owned approximately 53.5%, and also held a majority of the voting power, of our common stock on an as-converted basis. | |
Other Related Party Transactions | |
Our joint venture incurs certain operating expenses, including office rent and other administrative costs, and realizes revenue, under arrangements with one of its noncontrolling shareholders. Transactions with this noncontrolling shareholder of the joint venture during the six months ended July 31, 2014 and 2013 were not significant. |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||||||
COMMITMENTS AND CONTINGENCIES | ' | ||||||||
COMMITMENTS AND CONTINGENCIES | |||||||||
Warranty Liability | |||||||||
The following table summarizes the activity in our warranty liability, which is included in accrued expenses and other liabilities in the condensed consolidated balance sheets, for the six months ended July 31, 2014 and 2013: | |||||||||
Six Months Ended | |||||||||
July 31, | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Warranty liability, beginning of period | $ | 706 | $ | 1,045 | |||||
Provision credited against expenses | (94 | ) | (32 | ) | |||||
Foreign currency translation and other | (1 | ) | (3 | ) | |||||
Warranty liability, end of period | $ | 611 | $ | 1,010 | |||||
Legal Proceedings | |||||||||
On March 26, 2009, legal actions were commenced by Ms. Orit Deutsch, a former employee of our subsidiary, Verint Systems Limited ("VSL"), against VSL in the Tel Aviv Regional Labor Court (Case Number 4186/09) (the “Deutsch Labor Action”) and against CTI in the Tel Aviv District Court (Case Number 1335/09) (the “Deutsch District Action”). In the Deutsch Labor Action, Ms. Deutsch filed a motion to approve a class action lawsuit on the grounds that she purports to represent a class of our employees and former employees who were granted Verint and CTI stock options and were allegedly damaged as a result of the suspension of option exercises during our previous extended filing delay period. In the Deutsch District Action, in addition to a small amount of individual damages, Ms. Deutsch is seeking to certify a class of plaintiffs who were allegedly damaged due to their inability to exercise Verint and CTI stock options as a result of alleged negligence by CTI in its financial reporting. The class certification motions do not specify an amount of damages. On February 8, 2010, the Deutsch Labor Action was dismissed for lack of material jurisdiction and was transferred to the Tel Aviv District Court and consolidated with the Deutsch District Action. On March 16, 2009 and March 26, 2009, respectively, legal actions were commenced by Ms. Roni Katriel, a former employee of CTI's former subsidiary, Comverse Limited, against Comverse Limited in the Tel Aviv Regional Labor Court (Case Number 3444/09) (the “Katriel Labor Action”) and against CTI in the Tel Aviv District Court (Case Number 1334/09) (the “Katriel District Action”). In the Katriel Labor Action, Ms. Katriel is seeking to certify a class of plaintiffs who were granted CTI stock options and were allegedly damaged as a result of the suspension of option exercises during CTI's previous extended filing delay period. In the Katriel District Action, in addition to a small amount of individual damages, Ms. Katriel is seeking to certify a class of plaintiffs who were allegedly damaged due to their inability to exercise CTI stock options as a result of alleged negligence by CTI in its financial reporting. The class certification motions do not specify an amount of damages. On March 2, 2010, the Katriel Labor Action was transferred to the Tel Aviv District Court, based on an agreed motion filed by the parties requesting such transfer. | |||||||||
On April 4, 2012, Ms. Deutsch and Ms. Katriel filed an uncontested motion to consolidate and amend their claims and on June 7, 2012, the District Court allowed Ms. Deutsch and Ms. Katriel to file the consolidated class certification motion and an amended consolidated complaint against VSL, CTI, and Comverse Limited. Following CTI's announcement of its intention to effect the Comverse share distribution, on July 12, 2012, the plaintiffs filed a motion requesting that the District Court order CTI to set aside up to $150 million in assets to secure any future judgment. The District Court ruled that it would not decide this motion until the Deutsch and Katriel class certification motion was heard. Plaintiffs initially filed a motion to appeal this ruling in August 2012, but subsequently withdrew it in July 2014. | |||||||||
Prior to the consummation of the Comverse share distribution, CTI either sold or transferred substantially all of its business operations and assets (other than its equity ownership interests in us and Comverse) to Comverse or unaffiliated third parties. On October 31, 2012, CTI completed the Comverse share distribution, in which it distributed all of the outstanding shares of common stock of Comverse to CTI's shareholders. As a result of the Comverse share distribution, Comverse became an independent public company and ceased to be a wholly owned subsidiary of CTI, and CTI ceased to have any material assets other than its equity interest in us. | |||||||||
On February 4, 2013, we completed the CTI Merger. As a result of the CTI Merger, we have assumed certain rights and liabilities of CTI, including any liability of CTI arising out of the Deutsch District Action and the Katriel District Action. However, under the terms of the Distribution Agreement between CTI and Comverse relating to the Comverse share distribution, we, as successor to CTI, are entitled to indemnification from Comverse for any losses we suffer in our capacity as successor-in-interest to CTI in connection with the Deutsch District Action and the Katriel District Action. | |||||||||
Following an attempt to mediate the dispute, on July 1, 2014, the plaintiffs filed a notice with the District Court informing it that the mediation process had been unsuccessful. As a result, the District Court has ordered the parties to file summations for its consideration. | |||||||||
From time to time we or our subsidiaries may be involved in legal proceedings and/or litigation arising in the ordinary course of our business. While the outcome of these matters cannot be predicted with certainty, we do not believe that the outcome of any current claims will have a material effect on our consolidated financial position, results of operations, or cash flows. |
SEGMENT_INFORMATION
SEGMENT INFORMATION | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
SEGMENT INFORMATION | ' | ||||||||||||||||
SEGMENT INFORMATION | |||||||||||||||||
Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the enterprise’s chief operating decision maker ("CODM"), or decision making group, in deciding how to allocate resources and in assessing performance. Our Chief Executive Officer is our CODM. | |||||||||||||||||
We conduct our business through three operating segments—Enterprise Intelligence, Communications Intelligence, and Video Intelligence. Organizing our business through three operating segments allows us to align our resources and domain expertise to effectively address the Actionable Intelligence market. We address the Customer Engagement Optimization market opportunity through solutions from our Enterprise Intelligence segment. We address the Security Intelligence market opportunity through solutions from our Communications Intelligence segment and Video Intelligence segment, and we address the Fraud, Risk, and Compliance market opportunity through solutions from all three operating segments. | |||||||||||||||||
We measure the performance of our operating segments based upon operating segment revenue and operating segment contribution. Operating segment contribution includes segment revenue and expenses incurred directly by the segment, including material costs, service costs, research and development and selling, marketing, and administrative expenses. We do not allocate certain expenses, which include the majority of general and administrative expenses, facilities and communication expenses, purchasing expenses, manufacturing support and logistic expenses, depreciation and amortization, amortization of capitalized software development costs, stock-based compensation, and special charges such as restructuring costs when calculating operating segment contribution. These expenses are included in the unallocated expenses section of the table presented below. Revenue from transactions between our operating segments is not material. | |||||||||||||||||
Revenue adjustments represent revenue of acquired companies which is included within segment revenue reviewed by the CODM, but not recognizable within GAAP revenue. These adjustments primarily relate to the acquisition-date excess of the historical carrying value over the fair value of acquired companies’ future maintenance and service performance obligations. As the obligations are satisfied, we report our segment revenue using the historical carrying values of these obligations, which we believe better reflects our ongoing maintenance and service revenue streams, whereas GAAP revenue is reported using the obligations’ acquisition-date fair values. | |||||||||||||||||
With the exception of goodwill and acquired intangible assets, we do not identify or allocate our assets by operating segment. Consequently, it is not practical to present assets by operating segment. There were no material changes in the allocation of goodwill and acquired intangible assets by operating segment during the six months ended July 31, 2014 and 2013. The allocations of goodwill and acquired intangible assets by operating segment appear in Note 5, "Intangible Assets and Goodwill". | |||||||||||||||||
Operating results by segment for the three and six months ended July 31, 2014 and 2013 were as follows: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue: | |||||||||||||||||
Enterprise Intelligence: | |||||||||||||||||
Segment revenue | $ | 168,479 | $ | 125,989 | $ | 335,112 | $ | 239,165 | |||||||||
Revenue adjustments | (7,704 | ) | (116 | ) | (19,519 | ) | (369 | ) | |||||||||
160,775 | 125,873 | 315,593 | 238,796 | ||||||||||||||
Communications Intelligence: | |||||||||||||||||
Segment revenue | 87,198 | 64,651 | 163,447 | 127,914 | |||||||||||||
Revenue adjustments | (208 | ) | (213 | ) | (322 | ) | (411 | ) | |||||||||
86,990 | 64,438 | 163,125 | 127,503 | ||||||||||||||
Video Intelligence: | |||||||||||||||||
Segment revenue | 29,051 | 32,136 | 55,491 | 61,101 | |||||||||||||
Revenue adjustments | — | — | — | (167 | ) | ||||||||||||
29,051 | 32,136 | 55,491 | 60,934 | ||||||||||||||
Total revenue | $ | 276,816 | $ | 222,447 | $ | 534,209 | $ | 427,233 | |||||||||
Segment contribution: | |||||||||||||||||
Enterprise Intelligence | $ | 62,441 | $ | 54,594 | $ | 127,570 | $ | 98,397 | |||||||||
Communications Intelligence | 27,836 | 18,077 | 47,472 | 37,766 | |||||||||||||
Video Intelligence | 8,367 | 8,724 | 13,607 | 14,936 | |||||||||||||
Total segment contribution | 98,644 | 81,395 | 188,649 | 151,099 | |||||||||||||
Unallocated expenses, net: | |||||||||||||||||
Amortization of acquired intangible assets | 20,118 | 8,357 | 37,679 | 18,028 | |||||||||||||
Stock-based compensation | 14,438 | 9,192 | 25,927 | 15,425 | |||||||||||||
Other unallocated expenses | 52,618 | 32,583 | 112,577 | 72,670 | |||||||||||||
Total unallocated expenses, net | 87,174 | 50,132 | 176,183 | 106,123 | |||||||||||||
Operating income | 11,470 | 31,263 | 12,466 | 44,976 | |||||||||||||
Other expense, net | (16,316 | ) | (9,949 | ) | (30,581 | ) | (28,496 | ) | |||||||||
(Loss) income before provision for (benefit from) income taxes | $ | (4,846 | ) | $ | 21,314 | $ | (18,115 | ) | $ | 16,480 | |||||||
BASIS_OF_PRESENTATION_AND_SIGN1
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jul. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Principles of Consolidation | ' |
Principles of Consolidation | |
The accompanying consolidated financial statements include the accounts of Verint Systems Inc., our wholly owned subsidiaries, and a joint venture in which we hold a 50% equity interest. This joint venture functions as a systems integrator for Asian markets and is a variable interest entity in which we are the primary beneficiary. Investments in companies in which we have less than a 20% ownership interest and do not exercise significant influence are accounted for at cost. We include the results of operations of acquired companies from the date of acquisition. All significant intercompany transactions and balances are eliminated. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of financial statements in conformity with GAAP requires our management to make estimates and assumptions, which may affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |
Significant Accounting Policies | ' |
Significant Accounting Policies | |
Our significant accounting policies are described in Note 1 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended January 31, 2014. There were no significant changes to our significant accounting policies during the six months ended July 31, 2014. Additional disclosures regarding our policy for calculating net income per common share attributable to Verint Systems Inc. appear below. | |
Net Income Per Common Share Attributable to Verint Systems Inc. | ' |
Net Income Per Common Share Attributable to Verint Systems Inc. | |
Shares used in the calculation of basic net income per common share are based on the weighted-average number of common shares outstanding during the accounting period. Shares used in the calculation of basic net income per common share include vested but unissued shares underlying awards of restricted stock units when all necessary conditions for earning those shares have been satisfied at the award's vesting date, but exclude unvested shares of restricted stock because they are contingent upon future service conditions. | |
Shares used in the calculation of diluted net income per common share are based on the weighted-average number of common shares outstanding, adjusted for potentially dilutive common shares outstanding during the period. Potentially dilutive common shares from warrants and stock-based compensation plans are determined using the treasury stock method. | |
We have the option to pay cash, issue shares of common stock, or any combination thereof for the aggregate amount due upon conversion of our 1.50% convertible senior notes due June 1, 2021 (the “Notes”), further details for which appear in Note 6, “Long-Term Debt”. We currently intend to settle the principal amount of the Notes in cash upon conversion and as a result, only the amounts payable in excess of the principal amounts of the Notes, if any, are assumed to be settled with shares of common stock for purposes of computing diluted net income per share. | |
Potentially dilutive common shares also included the assumed conversion of our Series A Convertible Perpetual Preferred Stock ("Preferred Stock"), if dilutive, for periods prior to cancellation of the Preferred Stock on February 4, 2013 in connection with the CTI Merger. The CTI Merger is further discussed in Note 14, "Merger with CTI". | |
In periods for which we report a net loss, basic net loss per common share and diluted net loss per common share are identical since the effect of potential common shares is anti-dilutive and therefore excluded. | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
New Accounting Pronouncements Implemented | |
In March 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2013-05, Foreign Currency Matters (Topic 830): Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity. This new standard is intended to resolve diversity in practice regarding the release into net income of a cumulative translation adjustment upon derecognition of a subsidiary or group of assets within a foreign entity. ASU No. 2013-05 was effective prospectively for us on February 1, 2014. The adoption of this standard did not impact our condensed consolidated financial statements. | |
New Accounting Pronouncements To Be Implemented | |
In April 2014, the FASB issued ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. ASU No. 2014-08 raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. It is effective for annual reporting periods beginning on or after December 15, 2014. Early adoption is permitted but only for disposals that have not been reported in previously issued financial statements. We are currently reviewing this standard, but we do not expect its adoption to materially impact our condensed consolidated financial statements, absent any disposals of components or groups of components that have a material effect on our financial results in future periods. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU No. 2014-09 supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific revenue recognition guidance throughout the Industry Topics of the Accounting Standards Codification. Additionally, this update supersedes some cost guidance included in Subtopic 605-35, Revenue Recognition-Construction-Type and Production-Type Contracts. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. It is effective for the first interim period within annual reporting periods beginning after December 15, 2016, and early adoption is not permitted. Entities may choose from two adoption methods, with certain practical expedients. We are currently reviewing this standard to assess the impact on our future condensed consolidated financial statements and evaluating the available adoption methods. | |
In June 2014, the FASB issued ASU No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. ASU No. 2014-10 removes the financial reporting distinction between development stage entities and other reporting entities from GAAP and it eliminates an exception provided in the consolidation guidance for development stage enterprises. It is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015, although early adoption is permitted. We are currently reviewing this standard to assess the impact on our future condensed consolidated financial statements. | |
In June 2014, the FASB issued ASU No. 2014-12, Compensation—Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period, which requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. ASU No. 2014-12 is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period, although early adoption is permitted. We are currently reviewing this standard to assess the impact on our future condensed consolidated financial statements. |
NET_LOSS_INCOME_PER_COMMON_SHA1
NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. (Tables) | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Schedule of calculation of basic and diluted net (loss) income per common share attributable to Verint Systems Inc. | ' | ||||||||||||||||
The following table summarizes the calculation of basic and diluted net (loss) income per common share attributable to Verint Systems Inc. for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Net (loss) income | $ | (10,380 | ) | $ | 18,505 | $ | 18,439 | $ | 10,568 | ||||||||
Net income attributable to noncontrolling interest | 1,898 | 969 | 2,761 | 2,185 | |||||||||||||
Net (loss) income attributable to Verint Systems Inc. | (12,278 | ) | 17,536 | 15,678 | 8,383 | ||||||||||||
Dividends on preferred stock | — | — | — | (174 | ) | ||||||||||||
Net (loss) income attributable to Verint Systems Inc. for basic net (loss) income per common share | (12,278 | ) | 17,536 | 15,678 | 8,209 | ||||||||||||
Dilutive effect of dividends on preferred stock | — | — | — | — | |||||||||||||
Net (loss) income attributable to Verint Systems Inc. for diluted net (loss) income per common share | $ | (12,278 | ) | $ | 17,536 | $ | 15,678 | $ | 8,209 | ||||||||
Weighted-average shares outstanding: | |||||||||||||||||
Basic | 57,158 | 52,977 | 55,449 | 52,484 | |||||||||||||
Dilutive effect of employee equity award plans | — | 660 | 1,110 | 692 | |||||||||||||
Dilutive effect of 1.50% convertible senior notes | — | — | — | — | |||||||||||||
Dilutive effect of warrants | — | — | — | — | |||||||||||||
Dilutive effect of preferred stock | — | — | — | — | |||||||||||||
Diluted | 57,158 | 53,637 | 56,559 | 53,176 | |||||||||||||
Net (loss) income per common share attributable to Verint Systems Inc.: | |||||||||||||||||
Basic | $ | (0.21 | ) | $ | 0.33 | $ | 0.28 | $ | 0.16 | ||||||||
Diluted | $ | (0.21 | ) | $ | 0.33 | $ | 0.28 | $ | 0.15 | ||||||||
Schedule of anti-dilutive securities | ' | ||||||||||||||||
We excluded the following weighted-average potential common shares from the calculations of diluted net (loss) income per common share during the applicable periods because their inclusion would have been anti-dilutive: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Weighted average potential common shares excluded from calculation: | |||||||||||||||||
Stock options and restricted stock-based awards | 1,509 | 875 | 390 | 882 | |||||||||||||
1.50% convertible senior notes | 2,968 | — | 1,508 | — | |||||||||||||
Warrants | 2,968 | — | 1,508 | — | |||||||||||||
Series A Convertible Preferred Stock | — | — | — | 248 | |||||||||||||
CASH_CASH_EQUIVALENTS_AND_SHOR1
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS (Tables) | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Cash, Cash Equivalents, and Short-term Investments [Abstract] | ' | ||||||||||||||||
Schedule of Cash, Cash Equivalents and Short-term Investments [Table Text Block] | ' | ||||||||||||||||
The following tables summarize our cash, cash equivalents and short-term investments as of July 31, 2014 and January 31, 2014: | |||||||||||||||||
31-Jul-14 | |||||||||||||||||
(in thousands) | Cost Basis | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | |||||||||||||
Cash and cash equivalents: | |||||||||||||||||
Cash and bank time deposits | $ | 183,468 | $ | — | $ | — | $ | 183,468 | |||||||||
Money market funds | 376 | — | — | 376 | |||||||||||||
Commercial paper | 2,825 | — | — | 2,825 | |||||||||||||
Total cash and cash equivalents | $ | 186,669 | $ | — | $ | — | $ | 186,669 | |||||||||
Short-term investments: | |||||||||||||||||
Commercial paper and corporate debt securities (available-for-sale) | $ | 13,847 | $ | 22 | $ | — | $ | 13,869 | |||||||||
Bank time deposits | 25,492 | — | — | 25,492 | |||||||||||||
Total short-term investments | $ | 39,339 | $ | 22 | $ | — | $ | 39,361 | |||||||||
31-Jan-14 | |||||||||||||||||
(in thousands) | Cost Basis | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | |||||||||||||
Cash and cash equivalents: | |||||||||||||||||
Cash and bank time deposits | $ | 314,604 | $ | — | $ | — | $ | 314,604 | |||||||||
Money market funds | 14,023 | — | — | 14,023 | |||||||||||||
Commercial paper | 49,986 | 5 | — | 49,991 | |||||||||||||
Total cash and cash equivalents | $ | 378,613 | $ | 5 | $ | — | $ | 378,618 | |||||||||
Short-term investments: | |||||||||||||||||
Commercial paper and corporate debt securities (available-for-sale) | $ | 9,402 | $ | 4 | $ | — | $ | 9,406 | |||||||||
Bank time deposits | 22,643 | — | — | 22,643 | |||||||||||||
Total short-term investments | $ | 32,045 | $ | 4 | $ | — | $ | 32,049 | |||||||||
BUSINESS_COMBINATIONS_Tables
BUSINESS COMBINATIONS (Tables) | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||||||
Schedule of Business Acquisitions, by Acquisition | ' | ||||||||||||||||
The following table sets forth the components and the allocations of the purchase prices for our acquisitions of KANA and UTX, including adjustments identified subsequent to the respective acquisition dates: | |||||||||||||||||
(in thousands) | KANA | UTX | |||||||||||||||
Components of Purchase Prices: | |||||||||||||||||
Cash, including post-closing adjustments | $ | 541,685 | $ | 82,901 | |||||||||||||
Fair value of contingent consideration | — | 1,347 | |||||||||||||||
Total purchase prices | $ | 541,685 | $ | 84,248 | |||||||||||||
Allocation of Purchase Prices: | |||||||||||||||||
Net tangible assets (liabilities): | |||||||||||||||||
Accounts receivable | $ | 18,473 | $ | — | |||||||||||||
Other current assets, including cash acquired | 48,948 | 3,873 | |||||||||||||||
Other assets | 13,053 | 977 | |||||||||||||||
Current and other liabilities | (16,760 | ) | (262 | ) | |||||||||||||
Deferred revenue - current and long-term | (7,932 | ) | (340 | ) | |||||||||||||
Deferred income taxes - current and long-term | (62,551 | ) | (5,020 | ) | |||||||||||||
Net tangible liabilities | (6,769 | ) | (772 | ) | |||||||||||||
Identifiable intangible assets: | |||||||||||||||||
Customer relationships | 152,300 | 2,000 | |||||||||||||||
Developed technology | 55,500 | 37,400 | |||||||||||||||
Trademarks and trade names | 11,500 | — | |||||||||||||||
Other intangible assets | — | 1,100 | |||||||||||||||
Total identifiable intangible assets | 219,300 | 40,500 | |||||||||||||||
Goodwill | 329,154 | 44,520 | |||||||||||||||
Total purchase price allocations | $ | 541,685 | $ | 84,248 | |||||||||||||
Business Acquisition, Pro Forma Information | ' | ||||||||||||||||
The unaudited pro forma results do not include any operating efficiencies or potential cost savings which may result from these business combinations. Accordingly, such unaudited pro forma amounts are not necessarily indicative of the results that actually would have occurred had the acquisitions been completed on February 1, 2013, nor are they indicative of future operating results. | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue | $ | 284,792 | $ | 253,665 | $ | 554,505 | $ | 480,827 | |||||||||
Net (loss) income | $ | (746 | ) | $ | 10,253 | $ | (3,554 | ) | $ | 22,662 | |||||||
Net (loss) income attributable to Verint Systems Inc. | $ | (2,644 | ) | $ | 9,284 | $ | (6,315 | ) | $ | 20,477 | |||||||
Net (loss) income per common share attributable to Verint Systems Inc.: | |||||||||||||||||
Basic | $ | (0.05 | ) | $ | 0.18 | $ | (0.11 | ) | $ | 0.39 | |||||||
Diluted | $ | (0.05 | ) | $ | 0.17 | $ | (0.11 | ) | $ | 0.38 | |||||||
INTANGIBLE_ASSETS_AND_GOODWILL1
INTANGIBLE ASSETS AND GOODWILL (Tables) | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Schedule of acquisition-related intangible assets | ' | ||||||||||||||||
Acquisition-related intangible assets consisted of the following as of July 31, 2014 and January 31, 2014: | |||||||||||||||||
July 31, 2014 | |||||||||||||||||
(in thousands) | Cost | Accumulated | Net | ||||||||||||||
Amortization | |||||||||||||||||
Intangible assets with finite lives: | |||||||||||||||||
Customer relationships | $ | 396,977 | $ | (162,889 | ) | $ | 234,088 | ||||||||||
Acquired technology | 204,387 | (92,333 | ) | 112,054 | |||||||||||||
Trade names | 25,213 | (13,215 | ) | 11,998 | |||||||||||||
Non-competition agreements | 6,613 | (5,360 | ) | 1,253 | |||||||||||||
Distribution network | 4,440 | (2,186 | ) | 2,254 | |||||||||||||
Backlog | 386 | (323 | ) | 63 | |||||||||||||
Total intangible assets with finite lives | 638,016 | (276,306 | ) | 361,710 | |||||||||||||
In-process research and development, with indefinite lives | 1,700 | — | 1,700 | ||||||||||||||
Total | $ | 639,716 | $ | (276,306 | ) | $ | 363,410 | ||||||||||
January 31, 2014 | |||||||||||||||||
(in thousands) | Cost | Accumulated | Net | ||||||||||||||
Amortization | |||||||||||||||||
Intangible assets with finite lives: | |||||||||||||||||
Customer relationships | $ | 240,208 | $ | (141,714 | ) | $ | 98,494 | ||||||||||
Acquired technology | 106,361 | (76,922 | ) | 29,439 | |||||||||||||
Trade names | 13,378 | (11,378 | ) | 2,000 | |||||||||||||
Non-competition agreements | 5,514 | (4,970 | ) | 544 | |||||||||||||
Distribution network | 2,440 | (1,840 | ) | 600 | |||||||||||||
Backlog | 386 | (316 | ) | 70 | |||||||||||||
Total intangible assets with finite lives | 368,287 | (237,140 | ) | 131,147 | |||||||||||||
In-process research and development, with indefinite lives | 1,700 | — | 1,700 | ||||||||||||||
Total | $ | 369,987 | $ | (237,140 | ) | $ | 132,847 | ||||||||||
Schedule of net acquisition-related intangible assets by reportable segment | ' | ||||||||||||||||
The following table presents net acquisition-related intangible assets by reportable segment as of July 31, 2014 and January 31, 2014: | |||||||||||||||||
July 31, | January 31, | ||||||||||||||||
(in thousands) | 2014 | 2014 | |||||||||||||||
Enterprise Intelligence | $ | 308,434 | $ | 115,928 | |||||||||||||
Communications Intelligence | 53,482 | 14,856 | |||||||||||||||
Video Intelligence | 1,494 | 2,063 | |||||||||||||||
Total | $ | 363,410 | $ | 132,847 | |||||||||||||
Schedule of estimated future amortization expense on finite-lived acquisition-related intangible assets | ' | ||||||||||||||||
Estimated future amortization expense on finite-lived acquisition-related intangible assets as of July 31, 2014 was as follows: | |||||||||||||||||
(in thousands) | |||||||||||||||||
Years Ending January 31, | Amount | ||||||||||||||||
2015 (remainder of year) | $ | 40,931 | |||||||||||||||
2016 | 78,469 | ||||||||||||||||
2017 | 74,944 | ||||||||||||||||
2018 | 55,081 | ||||||||||||||||
2019 | 26,009 | ||||||||||||||||
2020 and thereafter | 86,276 | ||||||||||||||||
Total | $ | 361,710 | |||||||||||||||
Schedule of goodwill activity | ' | ||||||||||||||||
Goodwill activity for the six months ended July 31, 2014, in total and by reportable segment, was as follows: | |||||||||||||||||
Reportable Segment | |||||||||||||||||
(in thousands) | Total | Enterprise | Communications | Video | |||||||||||||
Intelligence | Intelligence | Intelligence | |||||||||||||||
Year Ended January 31, 2014: | |||||||||||||||||
Goodwill, gross, at January 31, 2014 | $ | 920,254 | $ | 795,722 | $ | 47,838 | $ | 76,694 | |||||||||
Accumulated impairment losses through January 31, 2014 | (66,865 | ) | (30,791 | ) | — | (36,074 | ) | ||||||||||
Goodwill, net, at January 31, 2014 | 853,389 | 764,931 | 47,838 | 40,620 | |||||||||||||
Business combinations | 377,750 | 329,154 | 48,596 | — | |||||||||||||
Foreign currency translation and other | 10,740 | 10,504 | 351 | (115 | ) | ||||||||||||
Goodwill, net, at July 31, 2014 | $ | 1,241,879 | $ | 1,104,589 | $ | 96,785 | $ | 40,505 | |||||||||
Balance at July 31, 2014: | |||||||||||||||||
Goodwill, gross, at July 31, 2014 | $ | 1,308,744 | $ | 1,135,380 | $ | 96,785 | $ | 76,579 | |||||||||
Accumulated impairment losses through July 31, 2014 | (66,865 | ) | (30,791 | ) | — | (36,074 | ) | ||||||||||
Goodwill, net, at July 31, 2014 | $ | 1,241,879 | $ | 1,104,589 | $ | 96,785 | $ | 40,505 | |||||||||
LONGTERM_DEBT_Tables
LONG-TERM DEBT (Tables) | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Long-term Debt, Unclassified [Abstract] | ' | ||||||||||||||||
Summary of long-term debt | ' | ||||||||||||||||
The following table summarizes our long-term debt at July 31, 2014 and January 31, 2014: | |||||||||||||||||
July 31, | January 31, | ||||||||||||||||
(in thousands) | 2014 | 2014 | |||||||||||||||
1.50% Convertible Senior Notes: | |||||||||||||||||
Principal amount | $ | 400,000 | $ | — | |||||||||||||
Unamortized debt discount | (78,952 | ) | — | ||||||||||||||
1.50% Convertible Senior Notes, net | 321,048 | — | |||||||||||||||
February 2014 Term Loans: | |||||||||||||||||
Gross amount | 130,729 | — | |||||||||||||||
Unamortized debt discount | (303 | ) | — | ||||||||||||||
February 2014 Term Loans, net | 130,426 | — | |||||||||||||||
March 2014 Term Loans | 280,413 | — | |||||||||||||||
March 2013 Term Loans: | |||||||||||||||||
Gross amount | — | 645,125 | |||||||||||||||
Unamortized debt discount | — | (2,827 | ) | ||||||||||||||
March 2013 Term Loans, net | — | 642,298 | |||||||||||||||
Other debt | 65 | 87 | |||||||||||||||
Total debt | 731,952 | 642,385 | |||||||||||||||
Less: current maturities | 61 | 6,555 | |||||||||||||||
Long-term debt | $ | 731,891 | $ | 635,830 | |||||||||||||
Summary of future scheduled principal payments on term loans | ' | ||||||||||||||||
(in thousands) | Feb-14 | March | |||||||||||||||
2014 | |||||||||||||||||
Years Ending January 31, | Term Loans | Term Loans | |||||||||||||||
2015 (remainder of year) | $ | — | $ | — | |||||||||||||
2016 | — | — | |||||||||||||||
2017 | 669 | 1,434 | |||||||||||||||
2018 | 1,337 | 2,869 | |||||||||||||||
2019 | 1,337 | 2,869 | |||||||||||||||
2020 | 127,386 | 273,241 | |||||||||||||||
Total | $ | 130,729 | $ | 280,413 | |||||||||||||
Schedule of components of interest expense | ' | ||||||||||||||||
The following table presents the components of interest expense incurred on the Notes and on borrowings under our Credit Agreement for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
1.50% Convertible Senior Notes: | |||||||||||||||||
Interest expense at 1.50% coupon rate | $ | 717 | $ | — | $ | 717 | $ | — | |||||||||
Amortization of debt discount | 1,148 | — | 1,148 | — | |||||||||||||
Amortization of deferred debt issuance costs | 107 | — | 107 | — | |||||||||||||
$ | 1,972 | $ | — | $ | 1,972 | $ | — | ||||||||||
Borrowings under Credit Agreement: | |||||||||||||||||
Interest expense at contractual rates | $ | 6,635 | $ | 6,628 | $ | 15,882 | $ | 13,048 | |||||||||
Amortization of debt discounts | 21 | 115 | 88 | 225 | |||||||||||||
Amortization of deferred debt issuance costs | 612 | 529 | 1,357 | 1,091 | |||||||||||||
$ | 7,268 | $ | 7,272 | $ | 17,327 | $ | 14,364 | ||||||||||
SUPPLEMENTAL_CONDENSED_CONSOLI1
SUPPLEMENTAL CONDENSED CONSOLIDATED FINANCIAL STATEMENT INFORMATION (Tables) | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||||||||||
Schedule of inventories | ' | ||||||||||||||||
Inventories consisted of the following as of July 31, 2014 and January 31, 2014: | |||||||||||||||||
July 31, | January 31, | ||||||||||||||||
(in thousands) | 2014 | 2014 | |||||||||||||||
Raw materials | $ | 7,803 | $ | 3,190 | |||||||||||||
Work-in-process | 13,322 | 5,645 | |||||||||||||||
Finished goods | 1,808 | 1,858 | |||||||||||||||
Total inventories | $ | 22,933 | $ | 10,693 | |||||||||||||
Schedule of Other (Expense) Income, Net | ' | ||||||||||||||||
Other (expense) income, net consisted of the following for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Foreign currency (losses) gains, net | $ | (2,280 | ) | $ | (1,487 | ) | $ | 915 | $ | (3,206 | ) | ||||||
Gains on derivative financial instruments, net | 840 | 247 | 103 | 676 | |||||||||||||
Other, net | (289 | ) | (1,319 | ) | 81 | (1,837 | ) | ||||||||||
Total other (expense) income, net | $ | (1,729 | ) | $ | (2,559 | ) | $ | 1,099 | $ | (4,367 | ) | ||||||
Schedule of Supplemental Information Regarding Condensed Consolidated Cash Flows | ' | ||||||||||||||||
The following table provides supplemental information regarding our condensed consolidated cash flows for the six months ended July 31, 2014 and 2013: | |||||||||||||||||
Six Months Ended | |||||||||||||||||
July 31, | |||||||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||||||
Cash paid for interest | $ | 18,972 | $ | 11,086 | |||||||||||||
Cash payments (refunds) of income taxes, net | $ | 3,908 | $ | (3,905 | ) | ||||||||||||
Non-cash investing and financing transactions: | |||||||||||||||||
Net non-cash assets acquired in CTI Merger | $ | — | $ | 3,727 | |||||||||||||
Accrued but unpaid purchases of property and equipment | $ | 2,277 | $ | 1,217 | |||||||||||||
Inventory transfers to property and equipment | $ | 103 | $ | 360 | |||||||||||||
Liabilities for contingent consideration in business combinations | $ | 4,947 | $ | — | |||||||||||||
Stock options exercised, proceeds received subsequent to period end | $ | — | $ | 86 | |||||||||||||
Accrued but unpaid equity issuance, debt issuance and other debt-related costs | $ | 1,255 | $ | — | |||||||||||||
STOCKHOLDERS_EQUITY_Tables
STOCKHOLDERS' EQUITY (Tables) | 6 Months Ended | ||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | ||||||||||||||||||
Summary of components of accumulated other comprehensive loss | ' | ||||||||||||||||||
The following table summarizes changes in the components of our accumulated other comprehensive income (loss) by component for the six months ended July 31, 2014: | |||||||||||||||||||
(in thousands) | Unrealized Gains on Derivative Financial Instruments Designated as Hedges | Unrealized Gains on Available-for-Sale Investments | Foreign Currency Translation Adjustments | Total | |||||||||||||||
Accumulated other comprehensive income (loss) at January 31, 2014 | $ | 1,485 | $ | 9 | $ | (41,219 | ) | $ | (39,725 | ) | |||||||||
Other comprehensive income before reclassifications | 2,163 | 13 | 14,889 | 17,065 | |||||||||||||||
Amounts reclassified out of accumulated other comprehensive income (loss) | (1,736 | ) | — | — | (1,736 | ) | |||||||||||||
Net other comprehensive income, current period | 427 | 13 | 14,889 | 15,329 | |||||||||||||||
Accumulated other comprehensive income (loss) at July 31, 2014 | $ | 1,912 | $ | 22 | $ | (26,330 | ) | $ | (24,396 | ) | |||||||||
Schedule of amounts reclassified out of AOCI into the statement of operations by location | ' | ||||||||||||||||||
The amounts reclassified out of accumulated other comprehensive income (loss) into the condensed consolidated statements of operations, with presentation location, for the three and six months ended July 31, 2014 and 2013 were as follows: | |||||||||||||||||||
Three Months Ended | Six Months Ended | Affected Line Items in the Condensed Consolidated Statement of Operations | |||||||||||||||||
July 31, | July 31, | ||||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||||
Unrealized (gains) on derivative financial instruments: | |||||||||||||||||||
Foreign currency forward contracts | $ | (80 | ) | $ | (137 | ) | $ | (145 | ) | $ | (203 | ) | Cost of product revenue | ||||||
(68 | ) | (139 | ) | (129 | ) | (205 | ) | Cost of service revenue | |||||||||||
(596 | ) | (894 | ) | (1,077 | ) | (1,332 | ) | Research and development, net | |||||||||||
(295 | ) | (414 | ) | (518 | ) | (624 | ) | Selling, general and administrative | |||||||||||
(1,039 | ) | (1,584 | ) | (1,869 | ) | (2,364 | ) | Total before provision for income taxes | |||||||||||
98 | 63 | 133 | 133 | Provision for income taxes | |||||||||||||||
$ | (941 | ) | $ | (1,521 | ) | $ | (1,736 | ) | $ | (2,231 | ) | Total, net of income taxes |
FAIR_VALUE_MEASUREMENTS_Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended | ||||||||||||
Jul. 31, 2014 | |||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||
Schedule of assets and liabilities measured at fair value on recurring basis | ' | ||||||||||||
Our assets and liabilities measured at fair value on a recurring basis consisted of the following as of July 31, 2014 and January 31, 2014: | |||||||||||||
July 31, 2014 | |||||||||||||
Fair Value Hierarchy Category | |||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | ||||||||||
Assets: | |||||||||||||
Money market funds | $ | 376 | $ | — | $ | — | |||||||
Commercial paper (1) | — | 2,825 | — | ||||||||||
Short-term investments, classified as available-for-sale | — | 13,869 | — | ||||||||||
Foreign currency forward contracts | — | 2,629 | — | ||||||||||
Total assets | $ | 376 | $ | 19,323 | $ | — | |||||||
Liabilities: | |||||||||||||
Foreign currency forward contracts | $ | — | $ | 201 | $ | — | |||||||
Contingent consideration - business combinations | — | — | 15,721 | ||||||||||
Total liabilities | $ | — | $ | 201 | $ | 15,721 | |||||||
31-Jan-14 | |||||||||||||
Fair Value Hierarchy Category | |||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | ||||||||||
Assets: | |||||||||||||
Money market funds | $ | 14,023 | $ | — | $ | — | |||||||
Commercial paper (1) | — | 49,991 | — | ||||||||||
Short-term investments, classified as available for sale | — | 9,406 | — | ||||||||||
Foreign currency forward contracts | — | 2,466 | — | ||||||||||
Total assets | $ | 14,023 | $ | 61,863 | $ | — | |||||||
Liabilities: | |||||||||||||
Foreign currency forward contracts | $ | — | $ | 846 | $ | — | |||||||
Contingent consideration - business combinations | — | — | 17,307 | ||||||||||
Total liabilities | $ | — | $ | 846 | $ | 17,307 | |||||||
Schedule of changes in the estimated fair value of liabilities for contingent consideration | ' | ||||||||||||
The following table presents the changes in the estimated fair values of our liabilities for contingent consideration measured using significant unobservable inputs (Level 3) for the six months ended July 31, 2014 and 2013: | |||||||||||||
Six Months Ended | |||||||||||||
July 31, | |||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||
Fair value measurement at beginning of period | $ | 17,307 | $ | 25,041 | |||||||||
Contingent consideration liabilities recorded for business combinations | 4,947 | — | |||||||||||
Changes in fair values, recorded in operating expenses | 350 | 217 | |||||||||||
Payments of contingent consideration | (6,972 | ) | (16,215 | ) | |||||||||
Foreign exchange translation and other | 89 | — | |||||||||||
Fair value measurement at end of period | $ | 15,721 | $ | 9,043 | |||||||||
DERIVATIVE_FINANCIAL_INSTRUMEN1
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended | ||||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||||||||
Schedule of fair values of derivative financial instruments | ' | ||||||||||||||||||||||||||
The fair values of our derivative financial instruments as of July 31, 2014 and January 31, 2014 were as follows: | |||||||||||||||||||||||||||
31-Jul-14 | |||||||||||||||||||||||||||
Assets | Liabilities | ||||||||||||||||||||||||||
(in thousands) | Balance Sheet | Fair Value | Balance Sheet | Fair Value | |||||||||||||||||||||||
Classification | Classification | ||||||||||||||||||||||||||
Derivative financial instruments designated as hedging instruments: | |||||||||||||||||||||||||||
Foreign currency forward contracts | Prepaid expenses and other current assets | $ | 2,279 | Accrued expenses and other liabilities | $ | 177 | |||||||||||||||||||||
Total derivative financial instruments designated as hedging instruments | $ | 2,279 | $ | 177 | |||||||||||||||||||||||
Derivative financial instruments not designated as hedging instruments: | |||||||||||||||||||||||||||
Foreign currency forward contracts | Prepaid expenses and other current assets | $ | 350 | Accrued expenses and other liabilities | $ | 24 | |||||||||||||||||||||
Total derivative financial instruments not designated as hedging instruments | $ | 350 | $ | 24 | |||||||||||||||||||||||
31-Jan-14 | |||||||||||||||||||||||||||
Assets | Liabilities | ||||||||||||||||||||||||||
(in thousands) | Balance Sheet | Fair Value | Balance Sheet | Fair Value | |||||||||||||||||||||||
Classification | Classification | ||||||||||||||||||||||||||
Derivative financial instruments designated as hedging instruments: | |||||||||||||||||||||||||||
Foreign currency forward contracts | Prepaid expenses and other current assets | $ | 2,245 | Accrued expenses and other liabilities | $ | 769 | |||||||||||||||||||||
Total derivative financial instruments designated as hedging instruments | $ | 2,245 | $ | 769 | |||||||||||||||||||||||
Derivative financial instruments not designated as hedging instruments: | |||||||||||||||||||||||||||
Foreign currency forward contracts | Prepaid expenses and other current assets | $ | 221 | Accrued expenses and other liabilities | $ | 77 | |||||||||||||||||||||
Total derivative financial instruments not designated as hedging instruments | $ | 221 | $ | 77 | |||||||||||||||||||||||
Schedule of the effects of derivative financial instruments designated as cash flow hedging instruments | ' | ||||||||||||||||||||||||||
The effects of derivative financial instruments designated as cash flow hedging instruments as of July 31, 2014 and January 31, 2014, and for the three and six months ended July 31, 2014 and 2013 were as follows: | |||||||||||||||||||||||||||
Net Gains Recognized in | Classification of Net Gains Reclassified from Other Comprehensive Loss | Net Gains Reclassified | |||||||||||||||||||||||||
Accumulated Other | into the Condensed Consolidated Statements of Operations | from Other Comprehensive | |||||||||||||||||||||||||
Comprehensive | Income (Loss) | ||||||||||||||||||||||||||
Income (Loss) | into the Consolidated | ||||||||||||||||||||||||||
Statements of Operations | |||||||||||||||||||||||||||
July 31, | January 31, | Three Months Ended | Six Months Ended | ||||||||||||||||||||||||
July 31, | July 31, | ||||||||||||||||||||||||||
(in thousands) | 2014 | 2014 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Foreign currency forward contracts | $ | 1,912 | $ | 1,485 | Operating Expenses | $ | 1,039 | $ | 1,584 | $ | 1,869 | $ | 2,364 | ||||||||||||||
Schedule of gains recognized on derivative financial instruments not designated as hedging instruments | ' | ||||||||||||||||||||||||||
Gains recognized on derivative financial instruments not designated as hedging instruments in our condensed consolidated statements of operations for the three and six months ended July 31, 2014 and 2013 were as follows: | |||||||||||||||||||||||||||
Classification in Condensed Consolidated Statements of Operations | Three Months Ended | Six Months Ended | |||||||||||||||||||||||||
July 31, | July 31, | ||||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||
Foreign currency forward contracts | Other income (expense), net | $ | 840 | $ | 247 | 103 | 677 | ||||||||||||||||||||
Total | $ | 840 | $ | 247 | $ | 103 | $ | 677 | |||||||||||||||||||
STOCKBASED_COMPENSATION_Tables
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Schedule of recognized stock-based compensation expense on the consolidated statements of operations | ' | ||||||||||||||||
We recognized stock-based compensation expense in the following line items on the condensed consolidated statements of operations for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Component of condensed consolidated statements of operations: | |||||||||||||||||
Cost of revenue - product | $ | 253 | $ | 199 | $ | 451 | $ | 329 | |||||||||
Cost of revenue - service and support | 988 | 483 | 1,875 | 750 | |||||||||||||
Research and development, net | 1,408 | 929 | 2,610 | 1,542 | |||||||||||||
Selling, general and administrative | 11,789 | 7,581 | 20,991 | 12,804 | |||||||||||||
Stock-based compensation expense | $ | 14,438 | $ | 9,192 | $ | 25,927 | $ | 15,425 | |||||||||
Summary of stock-based compensation expense by type of award | ' | ||||||||||||||||
The following table summarizes stock-based compensation expense by type of award for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Component of stock-based compensation expense: | |||||||||||||||||
Restricted stock units and restricted stock awards | $ | 13,042 | $ | 8,030 | $ | 23,431 | $ | 13,391 | |||||||||
Stock options | — | 54 | 15 | 107 | |||||||||||||
Phantom stock units | 59 | 33 | 80 | 64 | |||||||||||||
Stock bonus program | 1,337 | 1,075 | 2,401 | 1,863 | |||||||||||||
Stock-based compensation expense | $ | 14,438 | $ | 9,192 | $ | 25,927 | $ | 15,425 | |||||||||
Schedule of total stock-based compensation expense by classification | ' | ||||||||||||||||
Total stock-based compensation expense by classification was as follows for the three and six months ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Equity-classified awards | $ | 13,042 | $ | 8,267 | $ | 23,760 | $ | 13,986 | |||||||||
Stock bonus program and other reclassifications | — | — | (654 | ) | (298 | ) | |||||||||||
Total equity-settled awards | 13,042 | 8,267 | 23,106 | 13,688 | |||||||||||||
Other liability-classified awards | 1,396 | 925 | 2,821 | 1,737 | |||||||||||||
Total stock-based compensation expense | $ | 14,438 | $ | 9,192 | $ | 25,927 | $ | 15,425 | |||||||||
Schedule of stock option activity under the Plans | ' | ||||||||||||||||
The following table summarizes stock option activity and related information for the six months ended July 31, 2014: | |||||||||||||||||
(in thousands, except per share data) | Stock Options | Weighted-Average Exercise Price | |||||||||||||||
Options outstanding, January 31, 2014 | 516 | $ | 34.6 | ||||||||||||||
Options exercised | (246 | ) | $ | 34.6 | |||||||||||||
Options forfeited or expired | (1 | ) | $ | 28.41 | |||||||||||||
Options outstanding, July 31, 2014 | 269 | $ | 34.62 | ||||||||||||||
Options exercisable at July 31, 2014 | 269 | $ | 34.62 | ||||||||||||||
Summary of RSU activity under the Plans | ' | ||||||||||||||||
The following table summarizes restricted stock unit activity and related information for the three months ended July 31, 2014: | |||||||||||||||||
(in thousands, except per share data) | RSU's | Weighted-Average Grant Date Fair Value | |||||||||||||||
RSU's outstanding, January 31, 2014 | 2,250 | $ | 33.77 | ||||||||||||||
RSU's granted | 1,510 | $ | 46.02 | ||||||||||||||
RSU's released | (1,013 | ) | $ | 34.31 | |||||||||||||
RSU's forfeited | (141 | ) | $ | 38.91 | |||||||||||||
RSU's outstanding, July 31, 2014 | 2,606 | $ | 40.39 | ||||||||||||||
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||||||
Schedule of Product Warranty Liability | ' | ||||||||
The following table summarizes the activity in our warranty liability, which is included in accrued expenses and other liabilities in the condensed consolidated balance sheets, for the six months ended July 31, 2014 and 2013: | |||||||||
Six Months Ended | |||||||||
July 31, | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Warranty liability, beginning of period | $ | 706 | $ | 1,045 | |||||
Provision credited against expenses | (94 | ) | (32 | ) | |||||
Foreign currency translation and other | (1 | ) | (3 | ) | |||||
Warranty liability, end of period | $ | 611 | $ | 1,010 | |||||
SEGMENT_INFORMATION_Tables
SEGMENT INFORMATION (Tables) | 6 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Operating Results by Segment | ' | ||||||||||||||||
Operating results by segment for the three and six months ended July 31, 2014 and 2013 were as follows: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
July 31, | July 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue: | |||||||||||||||||
Enterprise Intelligence: | |||||||||||||||||
Segment revenue | $ | 168,479 | $ | 125,989 | $ | 335,112 | $ | 239,165 | |||||||||
Revenue adjustments | (7,704 | ) | (116 | ) | (19,519 | ) | (369 | ) | |||||||||
160,775 | 125,873 | 315,593 | 238,796 | ||||||||||||||
Communications Intelligence: | |||||||||||||||||
Segment revenue | 87,198 | 64,651 | 163,447 | 127,914 | |||||||||||||
Revenue adjustments | (208 | ) | (213 | ) | (322 | ) | (411 | ) | |||||||||
86,990 | 64,438 | 163,125 | 127,503 | ||||||||||||||
Video Intelligence: | |||||||||||||||||
Segment revenue | 29,051 | 32,136 | 55,491 | 61,101 | |||||||||||||
Revenue adjustments | — | — | — | (167 | ) | ||||||||||||
29,051 | 32,136 | 55,491 | 60,934 | ||||||||||||||
Total revenue | $ | 276,816 | $ | 222,447 | $ | 534,209 | $ | 427,233 | |||||||||
Segment contribution: | |||||||||||||||||
Enterprise Intelligence | $ | 62,441 | $ | 54,594 | $ | 127,570 | $ | 98,397 | |||||||||
Communications Intelligence | 27,836 | 18,077 | 47,472 | 37,766 | |||||||||||||
Video Intelligence | 8,367 | 8,724 | 13,607 | 14,936 | |||||||||||||
Total segment contribution | 98,644 | 81,395 | 188,649 | 151,099 | |||||||||||||
Unallocated expenses, net: | |||||||||||||||||
Amortization of acquired intangible assets | 20,118 | 8,357 | 37,679 | 18,028 | |||||||||||||
Stock-based compensation | 14,438 | 9,192 | 25,927 | 15,425 | |||||||||||||
Other unallocated expenses | 52,618 | 32,583 | 112,577 | 72,670 | |||||||||||||
Total unallocated expenses, net | 87,174 | 50,132 | 176,183 | 106,123 | |||||||||||||
Operating income | 11,470 | 31,263 | 12,466 | 44,976 | |||||||||||||
Other expense, net | (16,316 | ) | (9,949 | ) | (30,581 | ) | (28,496 | ) | |||||||||
(Loss) income before provision for (benefit from) income taxes | $ | (4,846 | ) | $ | 21,314 | $ | (18,115 | ) | $ | 16,480 | |||||||
BASIS_OF_PRESENTATION_AND_SIGN2
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Details) | 6 Months Ended |
Jul. 31, 2014 | |
Less than | ' |
Maximum ownership interest in cost method investments (as a percent) | 20.00% |
Joint venture, variable interest entity in which entity is primary beneficiary | ' |
Equity interest in a joint venture (as a percent) | 50.00% |
NET_LOSS_INCOME_PER_COMMON_SHA2
NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. - CALCULATION (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Net (Loss) Income Attributable to Verint Systems Inc. [Abstract] | ' | ' | ' | ' |
Net (loss) income | ($10,380) | $18,505 | $18,439 | $10,568 |
Net income attributable to noncontrolling interest | 1,898 | 969 | 2,761 | 2,185 |
Net (loss) income attributable to Verint Systems Inc. | -12,278 | 17,536 | 15,678 | 8,383 |
Dividends on preferred stock | 0 | 0 | 0 | -174 |
Net (loss) income attributable to Verint Systems Inc. common shares | -12,278 | 17,536 | 15,678 | 8,209 |
Dilutive effect of dividends on Preferred Stock | 0 | 0 | 0 | 0 |
Net (loss) income attributable to Verint Systems Inc. for diluted net income per common share | ($12,278) | $17,536 | $15,678 | $8,209 |
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ' | ' | ' | ' |
Basic (in shares) | 57,158,000 | 52,977,000 | 55,449,000 | 52,484,000 |
Dilutive effect of employee equity award plans (in shares) | 0 | 660,000 | 1,110,000 | 692,000 |
Dilutive effect of convertible notes (in shares) | 0 | 0 | 0 | 0 |
Dilutive effect of warrants (in shares) | 0 | 0 | 0 | 0 |
Dilutive effect of assumed conversion of Preferred Stock (in shares) | 0 | 0 | 0 | 0 |
Diluted (in shares) | 57,158,000 | 53,637,000 | 56,559,000 | 53,176,000 |
Net (Loss) Income Per Common Share Attributable to Verint Systems Inc. [Abstract] | ' | ' | ' | ' |
Basic (in dollars per share) | ($0.21) | $0.33 | $0.28 | $0.16 |
Diluted (in dollars per share) | ($0.21) | $0.33 | $0.28 | $0.15 |
NET_LOSS_INCOME_PER_COMMON_SHA3
NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. - ANTIDILUTIVE SECURITIES (Details) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Stock options and restricted stock-based awards | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, (in shares) | 1,509 | 875 | 390 | 882 |
1.50% convertible senior notes | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, (in shares) | 2,968 | 0 | 1,508 | 0 |
Warrants | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, (in shares) | 2,968 | 0 | 1,508 | 0 |
Series A Convertible Preferred Stock | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, (in shares) | 0 | 0 | 0 | 248 |
NET_LOSS_INCOME_PER_COMMON_SHA4
NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. NET (LOSS) INCOME PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. - OTHER DETAILS (Details) (USD $) | Jul. 31, 2014 | Jun. 18, 2014 |
Earnings Per Share [Abstract] | ' | ' |
1.50% Convertible Notes - Conversion Price (in dollars per share) | $64.46 | $64.46 |
Exercise Price of Warrants (in dollars per share) | 75 | ' |
CASH_CASH_EQUIVALENTS_AND_SHOR2
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS - SUMMARY (Details) (USD $) | 6 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jan. 31, 2014 |
Commercial paper and corporate debt securities (available-for-sale) | ' | ' |
Schedule of Available-for-sale Securities | ' | ' |
Cost basis | $13,847 | $9,402 |
Gross Unrealized Gains | 22 | 4 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 13,869 | 9,406 |
Bank time deposits | ' | ' |
Schedule of Available-for-sale Securities | ' | ' |
Cost basis | 25,492 | 22,643 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 25,492 | 22,643 |
Total short-term investments | ' | ' |
Schedule of Available-for-sale Securities | ' | ' |
Cost basis | 39,339 | 32,045 |
Gross Unrealized Gains | 22 | 4 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 39,361 | 32,049 |
Cash and bank time deposits | ' | ' |
Schedule of Available-for-sale Securities | ' | ' |
Cost basis | 183,468 | 314,604 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 183,468 | 314,604 |
Money market funds | ' | ' |
Schedule of Available-for-sale Securities | ' | ' |
Cost basis | 376 | 14,023 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 376 | 14,023 |
Commercial paper | ' | ' |
Schedule of Available-for-sale Securities | ' | ' |
Cost basis | 2,825 | 49,986 |
Gross Unrealized Gains | 0 | 5 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 2,825 | 49,991 |
Total cash and cash equivalents | ' | ' |
Schedule of Available-for-sale Securities | ' | ' |
Cost basis | 186,669 | 378,613 |
Gross Unrealized Gains | 0 | 5 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | $186,669 | $378,618 |
CASH_CASH_EQUIVALENTS_AND_SHOR3
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS - OTHER DATA (Details) (USD $) | 6 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Cash, Cash Equivalents, and Short-term Investments [Abstract] | ' | ' |
Realized gains (losses) on sales of available-for-sale securities | $0 | $0 |
Proceeds from Sale and Maturity of Available-for-sale Securities | $9,800,000 | $20,000,000 |
BUSINESS_COMBINATIONS_BUSINESS
BUSINESS COMBINATIONS BUSINESS COMBINATIONS - SIX MONTHS ENDED JULY 31, 2014 - KANA SOFTWARE, INC. (Details) (USD $) | 6 Months Ended | 3 Months Ended | 6 Months Ended | 1 Months Ended | |||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Apr. 30, 2014 | Apr. 30, 2013 | Jul. 31, 2014 | Feb. 03, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | |
Enterprise Intelligence | Enterprise Intelligence | Enterprise Intelligence | Enterprise Intelligence | Enterprise Intelligence | February 2014 Term Loans | 2013 Revolving Line of Credit | |||
KANA Software Inc. | KANA Software Inc. | KANA Software Inc. | KANA Software Inc. | KANA Software Inc. | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | |||
Business Acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment made at closing to acquire businesses | ' | ' | ' | ' | ' | ' | $542,400,000 | ' | ' |
Cash Acquired from Acquisition | 0 | 10,370,000 | ' | 25,100,000 | ' | ' | ' | ' | ' |
Post-closing purchase price adjustment | ' | ' | ' | ' | 700,000 | ' | ' | ' | ' |
Payments to Acquire Businesses, Net of Cash Acquired | 602,943,000 | 0 | ' | 516,600,000 | ' | ' | ' | ' | ' |
Proceeds from Issuance of Debt | ' | ' | ' | ' | ' | ' | ' | 300,000,000 | ' |
Proceeds from Lines of Credit | ' | ' | ' | ' | ' | ' | ' | ' | 125,000,000 |
Deferred Revenue - Current and Long-Term | ' | ' | ' | ' | ' | ' | 7,932,000 | ' | ' |
Intangible Asset - Undelivered Performance Obligations | ' | ' | ' | ' | ' | ' | 18,600,000 | ' | ' |
Transaction and Related Costs | ' | ' | $1,700,000 | ' | ' | $3,200,000 | ' | ' | ' |
BUSINESS_COMBINATIONS_BUSINESS1
BUSINESS COMBINATIONS BUSINESS COMBINATIONS - SIX MONTHS ENDED JULY 31, 2014 - UTX TECHNOLOGIES LIMITED (Details) (Communications Intelligence, UTX Acquisition, USD $) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2014 | Apr. 30, 2014 | Jul. 31, 2014 | Mar. 31, 2014 | |
Communications Intelligence | UTX Acquisition | ' | ' | ' | ' |
Business Acquisition | ' | ' | ' | ' |
Cash | ' | $82,901,000 | ' | ' |
Potential additional cash payments to former shareholders, maximum | ' | ' | ' | 1,500,000 |
Fair Value of Contingent Consideration | ' | 1,347,000 | ' | ' |
Changes in fair values, recorded in operating expenses | -200,000 | ' | ' | ' |
Business Acquisition Contingent Consideration Fair Value Disclosure | 1,500,000 | ' | 1,500,000 | ' |
Transaction and Related Costs | 400,000 | ' | 3,000,000 | ' |
Asset Impairment Charges | ' | $2,600,000 | ' | ' |
BUSINESS_COMBINATIONS_BUSINESS2
BUSINESS COMBINATIONS BUSINESS COMBINATIONS - SIX MONTHS ENDED JULY 31, 2014 - PURCHASE PRICE ALLOCATIONS (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | Jan. 31, 2014 | Apr. 30, 2014 | Feb. 03, 2014 | Jul. 31, 2014 | Jan. 31, 2014 | Apr. 30, 2014 | Mar. 31, 2014 | Feb. 03, 2014 | Mar. 31, 2014 | Feb. 03, 2014 | Mar. 31, 2014 | Feb. 03, 2014 | Mar. 31, 2014 | Feb. 03, 2014 | Mar. 31, 2014 |
In Thousands, unless otherwise specified | Enterprise Intelligence | Enterprise Intelligence | Enterprise Intelligence | Enterprise Intelligence | Communications Intelligence | Communications Intelligence | Communications Intelligence | Communications Intelligence | Customer Relationships | Customer Relationships | Developed Technology | Developed Technology | Trademarks and Trade Names | Trademarks and Trade Names | Other Intangible Assets | Other Intangible Assets | ||
KANA Software Inc. | KANA Software Inc. | UTX Acquisition | UTX Acquisition | Enterprise Intelligence | Communications Intelligence | Enterprise Intelligence | Communications Intelligence | Enterprise Intelligence | Communications Intelligence | Enterprise Intelligence | Communications Intelligence | |||||||
KANA Software Inc. | UTX Acquisition | KANA Software Inc. | UTX Acquisition | KANA Software Inc. | UTX Acquisition | KANA Software Inc. | UTX Acquisition | |||||||||||
Business Acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | ' | $541,685 | ' | ' | ' | $82,901 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair Value of Contingent Consideration | ' | ' | ' | ' | 0 | ' | ' | ' | 1,347 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Purchase Price | ' | ' | ' | ' | 541,685 | ' | ' | ' | 84,248 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accounts Receivable | ' | ' | ' | ' | ' | 18,473 | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' |
Other Current Assets, Including Cash Acquired | ' | ' | ' | ' | ' | 48,948 | ' | ' | ' | 3,873 | ' | ' | ' | ' | ' | ' | ' | ' |
Other Assets | ' | ' | ' | ' | ' | 13,053 | ' | ' | ' | 977 | ' | ' | ' | ' | ' | ' | ' | ' |
Current and Other Liabilities | ' | ' | ' | ' | ' | 16,760 | ' | ' | ' | 262 | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred Revenue - Current and Long-Term | ' | ' | ' | ' | ' | 7,932 | ' | ' | ' | 340 | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred Income Taxes - Current and Long-Term | ' | ' | ' | ' | ' | -62,551 | ' | ' | ' | -5,020 | ' | ' | ' | ' | ' | ' | ' | ' |
Net tangible liabilities | ' | ' | ' | ' | ' | -6,769 | ' | ' | ' | -772 | ' | ' | ' | ' | ' | ' | ' | ' |
Identifiable intangible assets | ' | ' | ' | ' | ' | 219,300 | ' | ' | ' | 40,500 | 152,300 | 2,000 | 55,500 | 37,400 | 11,500 | 0 | 0 | 1,100 |
Goodwill | 1,241,879 | 853,389 | 1,104,589 | 764,931 | ' | 329,154 | 96,785 | 47,838 | ' | 44,520 | ' | ' | ' | ' | ' | ' | ' | ' |
Total Purchase Price Allocations | ' | ' | ' | ' | ' | $541,685 | ' | ' | ' | $84,248 | ' | ' | ' | ' | ' | ' | ' | ' |
BUSINESS_COMBINATIONS_BUSINESS3
BUSINESS COMBINATIONS BUSINESS COMBINATIONS - SIX MONTHS ENDED JULY 31, 2014 - INTANGIBLE ASSET LIVES (Details) | 3 Months Ended |
Apr. 30, 2014 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | '7 years 5 months |
Enterprise Intelligence | KANA Software Inc. | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | '8 years 1 month |
Enterprise Intelligence | KANA Software Inc. | Customer Relationships | Minimum | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Asset, Useful Life | '5 years |
Enterprise Intelligence | KANA Software Inc. | Customer Relationships | Maximum | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Asset, Useful Life | '10 years |
Enterprise Intelligence | KANA Software Inc. | Developed Technology | Minimum | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Asset, Useful Life | '3 years |
Enterprise Intelligence | KANA Software Inc. | Developed Technology | Maximum | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Asset, Useful Life | '5 years |
Enterprise Intelligence | KANA Software Inc. | Trademarks and Trade Names | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Asset, Useful Life | '5 years |
Communications Intelligence | UTX Acquisition | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | '4 years |
Communications Intelligence | UTX Acquisition | Customer Relationships | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Asset, Useful Life | '3 years |
Communications Intelligence | UTX Acquisition | Developed Technology | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Asset, Useful Life | '4 years |
Communications Intelligence | UTX Acquisition | Other Intangible Assets | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Asset, Useful Life | '4 years |
BUSINESS_COMBINATIONS_BUSINESS4
BUSINESS COMBINATIONS BUSINESS COMBINATIONS - SIX MONTHS ENDED JULY 31, 2014 - PRO FORMA INFORMATION (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Apr. 30, 2014 | Apr. 30, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ' | ' | ' | ' |
Valuation Allowance, Deferred Tax Asset, Change in Amount | ' | ' | $45,171 | $0 |
Business Acquisition, Pro Forma Information [Abstract] | ' | ' | ' | ' |
Pro Forma Revenue | 284,792 | 253,665 | 554,505 | 480,827 |
Pro Forma Net (Loss) Income | -746 | 10,253 | -3,554 | 22,662 |
Pro Forma Net (Loss) Income Attributable to Verint Systems Inc. | -2,644 | 9,284 | -6,315 | 20,477 |
Pro Forma Net (Loss) Income Per Common Share Attributable to Verint Systems Inc., Basic (in dollars per share) | ($0.05) | $0.18 | ($0.11) | $0.39 |
Pro Forma Net (Loss) Income Per Common Share Attributalbe to Verint Systems Inc., Diluted (in dollars per share) | ($0.05) | $0.17 | ($0.11) | $0.38 |
KANA Software Inc. | Enterprise Intelligence | ' | ' | ' | ' |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ' | ' | ' | ' |
Valuation Allowance, Deferred Tax Asset, Change in Amount | ($45,200) | ' | ' | ' |
BUSINESS_COMBINATIONS_BUSINESS5
BUSINESS COMBINATIONS BUSINESS COMBINATIONS - PRIOR PERIODS (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jan. 31, 2014 | |
Series of Individually Immaterial Business Acquisitions [Member] | Series of Individually Immaterial Business Acquisitions [Member] | Series of Individually Immaterial Business Acquisitions [Member] | Series of Individually Immaterial Business Acquisitions [Member] | Communications Intelligence | Communications Intelligence | |
Business Acquisition, August 2011 [Member] | Business Acquisition, August 2011 [Member] | |||||
Business Acquisition | ' | ' | ' | ' | ' | ' |
Changes in fair values, recorded in operating expenses | ($400,000) | $500,000 | ($200,000) | ($200,000) | ' | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements | 3,900,000 | 12,300,000 | 7,000,000 | 16,200,000 | ' | ' |
Business Acquisition, Current and Non-Current Liabilities, Preacquisition Contingency Accrual | ' | ' | ' | ' | 3,300,000 | 3,400,000 |
Business Combinations, Indemnification Assets, Current Portion | ' | ' | ' | ' | $2,100,000 | $2,300,000 |
INTANGIBLE_ASSETS_AND_GOODWILL2
INTANGIBLE ASSETS AND GOODWILL - INTANGIBLE ASSETS (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Acquisition-related intangible assets | ' | ' |
Intangible assets with finite lives, Cost | $638,016 | $368,287 |
Intangible assets with finite lives, Accumulated Amortization | -276,306 | -237,140 |
Intangible assets with finite lives, Net | 361,710 | 131,147 |
Total intangible assets, cost | 639,716 | 369,987 |
Total intangible assets, net | 363,410 | 132,847 |
In-process research and development, with indefinite lives | ' | ' |
Acquisition-related intangible assets | ' | ' |
Intangible assets with indefinite lives, cost | 1,700 | 1,700 |
Customer Relationships | ' | ' |
Acquisition-related intangible assets | ' | ' |
Intangible assets with finite lives, Cost | 396,977 | 240,208 |
Intangible assets with finite lives, Accumulated Amortization | -162,889 | -141,714 |
Intangible assets with finite lives, Net | 234,088 | 98,494 |
Acquired Technology | ' | ' |
Acquisition-related intangible assets | ' | ' |
Intangible assets with finite lives, Cost | 204,387 | 106,361 |
Intangible assets with finite lives, Accumulated Amortization | -92,333 | -76,922 |
Intangible assets with finite lives, Net | 112,054 | 29,439 |
Trade Names | ' | ' |
Acquisition-related intangible assets | ' | ' |
Intangible assets with finite lives, Cost | 25,213 | 13,378 |
Intangible assets with finite lives, Accumulated Amortization | -13,215 | -11,378 |
Intangible assets with finite lives, Net | 11,998 | 2,000 |
Non-competition Agreements | ' | ' |
Acquisition-related intangible assets | ' | ' |
Intangible assets with finite lives, Cost | 6,613 | 5,514 |
Intangible assets with finite lives, Accumulated Amortization | -5,360 | -4,970 |
Intangible assets with finite lives, Net | 1,253 | 544 |
Distribution Network | ' | ' |
Acquisition-related intangible assets | ' | ' |
Intangible assets with finite lives, Cost | 4,440 | 2,440 |
Intangible assets with finite lives, Accumulated Amortization | -2,186 | -1,840 |
Intangible assets with finite lives, Net | 2,254 | 600 |
Backlog | ' | ' |
Acquisition-related intangible assets | ' | ' |
Intangible assets with finite lives, Cost | 386 | 386 |
Intangible assets with finite lives, Accumulated Amortization | -323 | -316 |
Intangible assets with finite lives, Net | $63 | $70 |
INTANGIBLE_ASSETS_AND_GOODWILL3
INTANGIBLE ASSETS AND GOODWILL INTANGIBLE ASSETS AND GOODWILL - INTANGIBLE ASSETS BY REPORTABLE SEGMENT (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, net | $363,410 | $132,847 |
Enterprise Intelligence | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, net | 308,434 | 115,928 |
Communications Intelligence | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, net | 53,482 | 14,856 |
Video Intelligence | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, net | $1,494 | $2,063 |
INTANGIBLE_ASSETS_AND_GOODWILL4
INTANGIBLE ASSETS AND GOODWILL INTANGIBLE ASSETS AND GOODWILL - AMORTIZATION EXPENSE AND IMPAIRMENTS (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Total amortization expense for acquisition-related intangible assets | $20,100,000 | $8,400,000 | $37,700,000 | $18,000,000 |
Impairments of goodwill | ' | ' | $0 | ' |
INTANGIBLE_ASSETS_AND_GOODWILL5
INTANGIBLE ASSETS AND GOODWILL INTANGIBLE ASSETS AND GOODWILL - FUTURE AMORTIZATION OF INTANGIBLE ASSETS (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Intangible Assets - Future Amortization [Abstract] | ' | ' |
2015 (remainder of year) | $40,931 | ' |
2016 | 78,469 | ' |
2017 | 74,944 | ' |
2018 | 55,081 | ' |
2019 | 26,009 | ' |
2020 and thereafter | 86,276 | ' |
Intangible assets with finite lives, Net | $361,710 | $131,147 |
INTANGIBLE_ASSETS_AND_GOODWILL6
INTANGIBLE ASSETS AND GOODWILL - GOODWILL (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2014 |
Goodwill activity | ' | ' |
Goodwill, gross at the beginning of the period | $920,254 | $1,308,744 |
Accumulated impairment losses | 66,865 | 66,865 |
Goodwill, net at the beginning of the period | 853,389 | ' |
Business combinations | 377,750 | ' |
Foreign currency translation and other | 10,740 | ' |
Goodwill, net, at the end of the period | 1,241,879 | ' |
Enterprise Intelligence | ' | ' |
Goodwill activity | ' | ' |
Goodwill, gross at the beginning of the period | 795,722 | 1,135,380 |
Accumulated impairment losses | 30,791 | 30,791 |
Goodwill, net at the beginning of the period | 764,931 | ' |
Business combinations | 329,154 | ' |
Foreign currency translation and other | 10,504 | ' |
Goodwill, net, at the end of the period | 1,104,589 | ' |
Communications Intelligence | ' | ' |
Goodwill activity | ' | ' |
Goodwill, gross at the beginning of the period | 47,838 | 96,785 |
Accumulated impairment losses | 0 | 0 |
Goodwill, net at the beginning of the period | 47,838 | ' |
Business combinations | 48,596 | ' |
Foreign currency translation and other | 351 | ' |
Goodwill, net, at the end of the period | 96,785 | ' |
Video Intelligence | ' | ' |
Goodwill activity | ' | ' |
Goodwill, gross at the beginning of the period | 76,694 | 76,579 |
Accumulated impairment losses | 36,074 | 36,074 |
Goodwill, net at the beginning of the period | 40,620 | ' |
Business combinations | 0 | ' |
Foreign currency translation and other | -115 | ' |
Goodwill, net, at the end of the period | $40,505 | ' |
LONGTERM_DEBT_LONGTERM_DEBT_SU
LONG-TERM DEBT LONG-TERM DEBT - SUMMARY (Details) (USD $) | Jul. 31, 2014 | Jun. 18, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | Jun. 18, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | Mar. 07, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | 1.50% Convertible Senior Notes | 1.50% Convertible Senior Notes | 1.50% Convertible Senior Notes | February 2014 Term Loans | February 2014 Term Loans | March 2014 Term Loans | March 2014 Term Loans | March 2014 Term Loans | March 2013 Term Loans | March 2013 Term Loans | 2013 Revolving Line of Credit | 2013 Revolving Line of Credit | Other debt | Other debt | |||
Debt Instrument | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal Amount - 1.50% Convertible Senior Notes | ' | ' | ' | $400,000 | $400,000 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross term loan borrowings | ' | ' | ' | ' | ' | ' | 130,729 | 0 | 280,413 | ' | ' | 0 | 645,125 | ' | ' | ' | ' |
Unamortized debt discount | ' | ' | ' | -78,952 | ' | 0 | -303 | 0 | ' | ' | ' | 0 | -2,827 | ' | ' | ' | ' |
1.50% Convertible Notes, Net | ' | 319,900 | ' | 321,048 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term Loans | ' | ' | ' | ' | ' | ' | 130,426 | 0 | 280,413 | 643,500 | 0 | 0 | 642,298 | ' | ' | ' | ' |
Borrowings Under Line of Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' | ' |
Total debt | 731,952 | ' | 642,385 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 65 | 87 |
Current maturities of long-term debt | 61 | ' | 6,555 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term debt | $731,891 | ' | $635,830 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LONGTERM_DEBT_LONGTERM_DEBT_15
LONG-TERM DEBT LONG-TERM DEBT - 1.50% CONVERTIBLE SENIOR NOTES (Details) (USD $) | 0 Months Ended | 6 Months Ended | ||
Jun. 18, 2014 | Jul. 31, 2014 | Jun. 18, 2014 | Jan. 31, 2014 | |
Debt Instrument | ' | ' | ' | ' |
Common stock issued in public offering (in shares) | 5,750,000 | ' | ' | ' |
1.50% Convertible Notes - Base Principal Amount For Conversion Rate | $1,000 | ' | ' | ' |
1.50% Convertible Notes - Conversion Ratio | 15.5129 | ' | ' | ' |
1.50% Convertible Notes - Conversion Price (in dollars per share) | ' | $64.46 | $64.46 | ' |
1.50% Convertible Notes - Number of Common Shares | 6,205,000 | ' | ' | ' |
1.50% Convertible Notes - Initial Carrying Value | ' | ' | 319,900,000 | ' |
Assumed Noncovertible Debt Interest Rate | ' | ' | 5.00% | ' |
1.50% Convertible Notes - Carrying Value of Equity Component | ' | 78,200,000 | 80,100,000 | ' |
Common stock issuance costs | ' | 1,900,000 | ' | ' |
1.50% Convertible Senior Notes | ' | ' | ' | ' |
Debt Instrument | ' | ' | ' | ' |
Principal Amount - 1.50% Convertible Senior Notes | ' | 400,000,000 | 400,000,000 | 0 |
Coupon Interest Rate | ' | ' | 1.50% | ' |
Proceeds from issuance of convertible notes, net of issuance costs | 391,900,000 | ' | ' | ' |
1.50% Convertible Notes - Initial Carrying Value | ' | 321,048,000 | ' | ' |
Debt Issuance Costs | ' | $7,500,000 | ' | ' |
Effective Interest Rate | ' | 5.28% | ' | ' |
Conversion Scenario One | ' | ' | ' | ' |
Debt Instrument | ' | ' | ' | ' |
1.50% Convertible Notes - Threshold Trading Days | 20 | ' | ' | ' |
1.50% Convertible Notes - Window of Consecutive Trading Days | '30 days | ' | ' | ' |
1.50% Convertible Notes - Threshold Percentage for Conversion Trigger | 130.00% | ' | ' | ' |
Conversion Scenario Two | ' | ' | ' | ' |
Debt Instrument | ' | ' | ' | ' |
1.50% Convertible Notes - Window of Consecutive Trading Days | '5 days | ' | ' | ' |
1.50% Convertible Notes - Threshold Percentage for Conversion Trigger | 98.00% | ' | ' | ' |
LONGTERM_DEBT_LONGTERM_DEBT_NO
LONG-TERM DEBT LONG-TERM DEBT - NOTE HEDGES AND WARRANTS (Details) (USD $) | 6 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ' |
Exercise Price of Warrants (in dollars per share) | 75 | ' |
Note Hedges - Shares | 6,205,000 | ' |
Note Hedges - Strike Price (in dollars per share) | 64.46 | ' |
Payments for note hedges | $60,800 | $0 |
Warrants (in shares) | 6,205,000 | ' |
Proceeds from issuance of warrants | $45,188 | $0 |
LONGTERM_DEBT_LONGTERM_DEBT_CR
LONG-TERM DEBT LONG-TERM DEBT - CREDIT AGREEMENT (2011 AGREEMENT) (Details) (USD $) | Jul. 31, 2014 | Apr. 30, 2011 |
April 2011 Term Loans | ' | ' |
Debt Instrument | ' | ' |
Long-term Debt, Gross | $600,000,000 | ' |
2011 Revolving Line of Credit | ' | ' |
Debt Instrument | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | 170,000,000 | ' |
2011 Credit Agreement | ' | ' |
Debt Instrument | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | 770,000,000 | ' |
Line of Credit Facility, Additional Borrowing Capacity | ' | 300,000,000 |
Deferred debt issuance costs, gross | ' | $14,800,000 |
LONGTERM_DEBT_LONGTERM_DEBT_CR1
LONG-TERM DEBT LONG-TERM DEBT - CREDIT AGREEMENT (2013 AMENDMENTS) (Details) (USD $) | 1 Months Ended | 3 Months Ended | 1 Months Ended | ||||||
Mar. 31, 2013 | Apr. 30, 2014 | Mar. 07, 2014 | Mar. 06, 2013 | Jun. 18, 2014 | Mar. 06, 2013 | Mar. 31, 2013 | Jul. 31, 2014 | Mar. 06, 2013 | |
March 2013 Term Loans | March 2013 Term Loans | March 2013 Term Loans | March 2013 Term Loans | 2013 Revolving Line of Credit | 2013 Revolving Line of Credit | April 2011 Term Loans | April 2011 Term Loans | 2013 Amended Credit Agreement | |
Debt Instrument | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | ' | ' | ' | ' | $300,000,000 | $200,000,000 | ' | ' | $850,000,000 |
Long-term Debt, Gross | ' | ' | ' | 650,000,000 | ' | ' | ' | 600,000,000 | ' |
Line of Credit Facility, Additional Borrowing Capacity | ' | ' | ' | ' | ' | ' | ' | ' | 300,000,000 |
Term loan discount (as a percent) | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized debt discount | ' | ' | 2,800,000 | 3,300,000 | ' | ' | ' | ' | ' |
Proceeds from Issuance of Debt | 646,700,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments of Debt | ' | $643,500,000 | ' | ' | ' | ' | $576,000,000 | ' | ' |
LONGTERM_DEBT_LONGTERM_DEBT_CR2
LONG-TERM DEBT LONG-TERM DEBT - CREDIT AGREEMENT (2014 AMENDMENTS) (Details) (USD $) | 3 Months Ended | 6 Months Ended | 1 Months Ended | 3 Months Ended | 6 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | ||||||||||||||||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jun. 18, 2014 | Jan. 31, 2014 | Mar. 06, 2013 | Jul. 31, 2014 | Jan. 31, 2014 | Mar. 31, 2013 | Apr. 30, 2014 | Jul. 31, 2014 | Mar. 07, 2014 | Mar. 06, 2013 | Jul. 31, 2014 | Mar. 07, 2014 | Jan. 31, 2014 | Feb. 03, 2014 | Feb. 28, 2014 | Jun. 18, 2014 | Feb. 28, 2014 | Feb. 03, 2014 | Mar. 07, 2014 | Mar. 31, 2013 | Mar. 31, 2013 | |
2013 Revolving Line of Credit | 2013 Revolving Line of Credit | 2013 Revolving Line of Credit | 2013 Revolving Line of Credit | February 2014 Term Loans | February 2014 Term Loans | March 2013 Term Loans | March 2013 Term Loans | March 2013 Term Loans | March 2013 Term Loans | March 2013 Term Loans | March 2014 Term Loans | March 2014 Term Loans | March 2014 Term Loans | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | Line of Credit Facility Covenant Period Until January 2016 | Line of Credit Facility Covenant Period January 2016 Thereafter | |||||
2013 Revolving Line of Credit | 2013 Revolving Line of Credit | February 2014 Term Loans | February 2014 Term Loans | March 2014 Term Loans | 2013 Revolving Line of Credit | 2013 Amended Credit Agreement | ||||||||||||||||||||
numerator | numerator | |||||||||||||||||||||||||
Debt Instrument | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Lines of Credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $125,000,000 | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance of Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 646,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000,000 | ' | ' | ' | ' |
Term loan discount (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.25% | ' | ' | ' | ' |
Unamortized debt discount | ' | ' | ' | ' | ' | ' | ' | ' | 303,000 | 0 | ' | ' | ' | 2,800,000 | 3,300,000 | ' | ' | ' | ' | ' | ' | ' | 800,000 | ' | ' | ' |
Line of Credit Facility, Additional Borrowing Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000,000 | ' | ' | ' | ' | ' | ' | ' |
Losses on early retirement of debt | -5,454,000 | -173,000 | -12,546,000 | -9,879,000 | ' | ' | ' | ' | ' | ' | ' | ' | 7,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowings Under Line of Credit Facility | ' | ' | ' | ' | 0 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments of Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 643,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term Loans | ' | ' | ' | ' | ' | ' | ' | ' | 130,426,000 | 0 | ' | ' | ' | ' | ' | 280,413,000 | 643,500,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' |
Consolidated Total Debt to Consolidated EBITDA Ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | 4.5 |
Unamortized deferred costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,300,000 | ' | ' | ' | ' | ' | ' | 600,000 | ' | 7,100,000 | 2,400,000 | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | ' | ' | ' | ' | ' | $300,000,000 | ' | $200,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LONGTERM_DEBT_LONGTERM_DEBT_CR3
LONG-TERM DEBT LONG-TERM DEBT - CREDIT AGREEMENT INTEREST RATE DETAILS - 2013 AMENDMENTS (Details) (2013 Amended Credit Agreement) | 6 Months Ended | 6 Months Ended | ||||||
Jul. 31, 2014 | Apr. 30, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | |
Eurodollar loans | March 2013 Term Loans | Adjusted LIBO Rate | Adjusted LIBO Rate | Base Rate | Federal Funds Effective Rate | Corporate Credit Ratings of BB- and Ba3 or Better | Corporate Credit Ratings of BB- and Ba3 or Better | |
Eurodollar loans | Base Rate loans | Base Rate loans | Base Rate loans | Base Rate loans | Adjusted LIBO Rate | |||
Eurodollar loans | ||||||||
Debt Instrument | ' | ' | ' | ' | ' | ' | ' | ' |
Interest period (in months) | '3 months | ' | ' | '1 month | ' | ' | ' | ' |
Variable rate basis | ' | ' | 'Adjusted LIBO Rate | ' | 'Base Rate | 'Federal Funds Effective Rate | ' | ' |
Interest rate margin (as a percent) | ' | ' | 3.00% | 1.00% | 2.00% | 0.50% | 1.75% | 2.75% |
Rate used to calculate reference rate (as a percent) | ' | ' | 1.00% | ' | ' | ' | ' | ' |
Interest rate at end of period (as a percent) | ' | 4.00% | ' | ' | ' | ' | ' | ' |
LONGTERM_DEBT_LONGTERM_DEBT_CR4
LONG-TERM DEBT LONG-TERM DEBT - CREDIT AGREEMENT INTEREST RATE DETAILS - 2014 AMENDMENTS (Details) | Apr. 30, 2014 | Apr. 30, 2014 | Jul. 31, 2014 | Mar. 07, 2014 | Feb. 03, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 |
2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement | Adjusted LIBO Rate | Adjusted LIBO Rate | Adjusted LIBO Rate | Adjusted LIBO Rate | Base Rate | Base Rate | Federal Funds Effective Rate | Federal Funds Effective Rate | |
February 2014 Term Loans | March 2014 Term Loans | Eurodollar loans | 2013 Revolving Line of Credit | 2013 Revolving Line of Credit | Eurodollar loans | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement | 2013 Amended Credit Agreement | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement | |
Eurodollar loans | Base Rate loans | Eurodollar loans | Base Rate loans | Base Rate loans | Base Rate loans | Base Rate loans | Base Rate loans | |||||||
Debt Instrument | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest period (in months) | ' | ' | '3 months | ' | ' | '3 months | ' | '1 month | ' | '1 month | ' | ' | ' | ' |
Variable rate basis | ' | ' | ' | ' | ' | ' | 'Adjusted LIBO Rate | ' | 'Adjusted LIBO Rate | ' | 'Base Rate | 'Base Rate | 'Federal Funds Effective Rate | 'Federal Funds Effective Rate |
Interest rate margin (as a percent) | ' | ' | ' | ' | ' | ' | 2.75% | 1.00% | 3.00% | 1.00% | 1.75% | 2.00% | 0.50% | 0.50% |
Rate used to calculate reference rate (as a percent) | ' | ' | ' | ' | ' | ' | 0.75% | ' | 1.00% | ' | ' | ' | ' | ' |
Interest Rate | ' | 3.50% | ' | 3.50% | 4.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effective Interest Rate | 3.99% | 3.57% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LONGTERM_DEBT_LONGTERM_DEBT_DE
LONG-TERM DEBT LONG-TERM DEBT - DEBT FEES (Details) (USD $) | 3 Months Ended | 6 Months Ended | 6 Months Ended | 12 Months Ended | 3 Months Ended | |||||||||||||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | Mar. 07, 2014 | Mar. 06, 2013 | Mar. 06, 2013 | Jan. 31, 2014 | Mar. 06, 2013 | Mar. 06, 2013 | Mar. 06, 2013 | Mar. 06, 2013 | Apr. 30, 2014 | Mar. 06, 2013 | Mar. 07, 2014 | Feb. 03, 2014 | Jun. 18, 2014 | |
February 2014 Term Loans | February 2014 Term Loans | March 2013 Term Loans | March 2013 Term Loans | March 2013 Term Loans | 2011 Credit Agreement | 2011 Credit Agreement | 2011 Credit Agreement | 2011 Credit Agreement | 2013 Amended Credit Agreement | 2013 Amended Credit Agreement | 2013 Amended Credit Agreement | 2013 Amended Credit Agreement | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | |||||
April 2011 Term Loans | April 2011 Term Loans | 2011 Revolving Line of Credit | March 2013 Term Loans | 2013 Revolving Line of Credit | 2013 Revolving Line of Credit | March 2014 Term Loans | February 2014 Term Loans | 2013 Revolving Line of Credit | ||||||||||||
Debt Instrument | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized deferred costs | ' | ' | ' | ' | ' | ' | ' | $4,300,000 | ' | $11,000,000 | ' | $7,500,000 | $3,500,000 | $7,500,000 | $5,000,000 | ' | $2,500,000 | $2,400,000 | $7,100,000 | $600,000 |
Unamortized debt discount | ' | ' | ' | ' | 303,000 | 0 | ' | 2,800,000 | 3,300,000 | ' | ' | 2,200,000 | ' | ' | ' | ' | ' | ' | 800,000 | ' |
Losses on early retirement of debt | ($5,454,000) | ($173,000) | ($12,546,000) | ($9,879,000) | ' | ' | $7,100,000 | ' | ' | ' | $9,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitment fee on undrawn portion (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' |
LONGTERM_DEBT_LONGTERM_DEBT_EA
LONG-TERM DEBT LONG-TERM DEBT - EARLY PARTIAL RETIREMENT OF TERM LOANS (Details) (USD $) | 0 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jun. 18, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | |
Debt Instrument | ' | ' | ' | ' | ' |
Common stock issued in public offering (in shares) | 5,750,000 | ' | ' | ' | ' |
Losses on early retirement of debt | ' | ($5,454,000) | ($173,000) | ($12,546,000) | ($9,879,000) |
Combined February 2014 and March 2014 Term Loans | ' | ' | ' | ' | ' |
Debt Instrument | ' | ' | ' | ' | ' |
Repayments of Long-Term Debt | 530,000,000 | ' | ' | ' | ' |
Losses on early retirement of debt | ' | 5,500,000 | ' | ' | ' |
March 2014 Term Loans | ' | ' | ' | ' | ' |
Debt Instrument | ' | ' | ' | ' | ' |
Write Off of Deferred Debt Issuance Costs Resulting From Early Debt Payment | ' | 1,300,000 | ' | ' | ' |
February 2014 Term Loans | ' | ' | ' | ' | ' |
Debt Instrument | ' | ' | ' | ' | ' |
Write Off of Deferred Debt Issuance Costs Resulting From Early Debt Payment | ' | 3,800,000 | ' | ' | ' |
Write Off of Debt Discount Resulting From Early Debt Payment | ' | 400,000 | ' | ' | ' |
2013 Revolving Line of Credit | ' | ' | ' | ' | ' |
Debt Instrument | ' | ' | ' | ' | ' |
Repayments of Long-Term Debt | 106,000,000 | ' | ' | ' | ' |
March 2013 Term Loans | ' | ' | ' | ' | ' |
Debt Instrument | ' | ' | ' | ' | ' |
Losses on early retirement of debt | ' | ' | ' | $7,100,000 | ' |
LONGTERM_DEBT_LONGTERM_DEBT_FU
LONG-TERM DEBT LONG-TERM DEBT - FUTURE AMORTIZATION (Details) (USD $) | Mar. 06, 2013 | Jul. 31, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 |
March 2013 Term Loans | February 2014 Term Loans | February 2014 Term Loans | March 2014 Term Loans | 2013 Amended Credit Agreement | 2013 Amended Credit Agreement - 2014 Amendments | 2013 Amended Credit Agreement - 2014 Amendments | |
February 2014 Term Loans | February 2014 Term Loans | March 2014 Term Loans | |||||
Debt Instrument | ' | ' | ' | ' | ' | ' | ' |
Principal payments previously required per quarter | ' | ' | ' | ' | ' | $800,000 | $1,600,000 |
Term loan prepayment adjustment - number of consecutive scheduled principal payments prepayment is first applied to | ' | ' | ' | ' | ' | ' | 8 |
Interest Rate Premium Applicable To A Repricing Transaction | ' | ' | ' | ' | ' | 1.00% | ' |
2015 (remainder of year) | ' | ' | ' | 0 | 0 | ' | ' |
2016 | ' | ' | ' | 0 | 0 | ' | ' |
2017 | ' | ' | ' | 1,434,000 | 669,000 | ' | ' |
2018 | ' | ' | ' | 2,869,000 | 1,337,000 | ' | ' |
2019 | ' | ' | ' | 2,869,000 | 1,337,000 | ' | ' |
2020 | ' | ' | ' | 273,241,000 | 127,386,000 | ' | ' |
Total | $650,000,000 | $130,729,000 | $0 | $280,413,000 | $130,729,000 | ' | ' |
LONGTERM_DEBT_LONGTERM_DEBT_IN
LONG-TERM DEBT LONG-TERM DEBT - INTEREST EXPENSE (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
1.50% Convertible Senior Notes | ' | ' | ' | ' |
Debt Instrument | ' | ' | ' | ' |
Interest Expense at Coupon or Contractual Rate | $717 | $0 | $717 | $0 |
Amortization of Debt Discount | 1,148 | 0 | 1,148 | 0 |
Amortization of Deferred Debt Issuance Costs | 107 | 0 | 107 | 0 |
Total Interest Expense | 1,972 | 0 | 1,972 | 0 |
Credit Agreement | ' | ' | ' | ' |
Debt Instrument | ' | ' | ' | ' |
Interest Expense at Coupon or Contractual Rate | 6,635 | 6,628 | 15,882 | 13,048 |
Amortization of Debt Discount | 21 | 115 | 88 | 225 |
Amortization of Deferred Debt Issuance Costs | 612 | 529 | 1,357 | 1,091 |
Total Interest Expense | $7,268 | $7,272 | $17,327 | $14,364 |
LONGTERM_DEBT_LONGTERM_DEBT_OT
LONG-TERM DEBT LONG-TERM DEBT - OTHER DEBT (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Debt Instrument | ' | ' |
Total debt | $731,952 | $642,385 |
Other debt | ' | ' |
Debt Instrument | ' | ' |
Total debt | $65 | $87 |
SUPPLEMENTAL_CONDENSED_CONSOLI2
SUPPLEMENTAL CONDENSED CONSOLIDATED FINANCIAL STATEMENT INFORMATION - INVENTORIES (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Inventories | ' | ' |
Raw materials | $7,803 | $3,190 |
Work-in-process | 13,322 | 5,645 |
Finished goods | 1,808 | 1,858 |
Total inventories | $22,933 | $10,693 |
SUPPLEMENTAL_CONDENSED_CONSOLI3
SUPPLEMENTAL CONDENSED CONSOLIDATED FINANCIAL STATEMENT INFORMATION SUPPLEMENTAL CONDENSED CONSOLIDATED FINANCIAL STATEMENT INFORMATION - OTHER (EXPENSE) INCOME (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Other income (expense), net: | ' | ' | ' | ' |
Foreign currency transaction (losses) gains, net | ($2,280) | ($1,487) | $915 | ($3,206) |
Gains on derivative financial instruments, net | 840 | 247 | 103 | 676 |
Other, net | -289 | -1,319 | 81 | -1,837 |
Total other (expense) income, net | ($1,729) | ($2,559) | $1,099 | ($4,367) |
SUPPLEMENTAL_CONDENSED_CONSOLI4
SUPPLEMENTAL CONDENSED CONSOLIDATED FINANCIAL STATEMENT INFORMATION SUPPLEMENTAL CONDENSED CONSOLIDATED FINANCIAL STATEMENT INFORMATION - CASH FLOWS (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Supplemental information regarding condensed consolidated cash flows | ' | ' |
Cash paid for interest | $18,972 | $11,086 |
Cash payments (refunds) of income taxes, net | 3,908 | -3,905 |
Non-cash investing and financing transactions: | ' | ' |
Net non-cash assets acquired in CTI Merger | 0 | 3,727 |
Accrued but unpaid purchases of property and equipment | 2,277 | 1,217 |
Inventory transfers to property and equipment | 103 | 360 |
Liabilities for contingent consideration in business combinations | 4,947 | 0 |
Stock options exercised, proceeds received subsequent to period end | 0 | 86 |
Accrued but unpaid equity issuance, debt issuance and other debt-related costs | $1,255 | $0 |
STOCKHOLDERS_EQUITY_STOCKHOLDE
STOCKHOLDERS' EQUITY STOCKHOLDERS' EQUITY - ISSUANCE OF COMMON STOCK (Details) (USD $) | 0 Months Ended | 6 Months Ended | ||
Jun. 18, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | Jun. 18, 2014 | |
Equity [Abstract] | ' | ' | ' | ' |
Common stock issued in public offering (in shares) | 5,750,000 | ' | ' | ' |
Price per share of common stock issued | ' | ' | ' | $47.75 |
Proceeds from issuance of common stock | $265,600,000 | $274,563,000 | $0 | ' |
Common stock - other issuance costs | ' | $700,000 | ' | ' |
STOCKHOLDERS_EQUITY_TREASURY_S
STOCKHOLDERS' EQUITY - TREASURY STOCK/NONCONTROLLING INTEREST (Details) (USD $) | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jan. 31, 2014 |
Class of Stock [Line Items] | ' | ' | ' |
Treasury stock, (in shares) | 348,000 | ' | 302,000 |
Treasury stock, cost | $10,251 | ' | $8,013 |
Purchases of treasury stock (in shares) | 46,000 | 0 | ' |
Purchases of treasury stock, cost | $2,238 | $0 | ' |
Noncontrolling ownership percentage in joint venture (as a percent) | 50.00% | ' | ' |
STOCKHOLDERS_EQUITY_STOCKHOLDE1
STOCKHOLDERS' EQUITY STOCKHOLDERS' EQUITY - SCHEDULE OF ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Activity in Accumulated Other Comprehensive Loss | ' | ' | ' | ' |
Accumulated other comprehensive income (loss) - beginning balance | ' | ' | ($39,725) | ' |
Other comprehensive income before reclassifications | ' | ' | 17,065 | ' |
Amounts reclassified out of accumulated other comprehensive income (loss) | -941 | -1,521 | -1,736 | -2,231 |
Net other comprehensive income, current period | ' | ' | 15,329 | ' |
Accumulated other comprehensive income (loss) - ending balance | -24,396 | ' | -24,396 | ' |
Unrealized gains on derivative financial instruments designated as hedges | ' | ' | ' | ' |
Activity in Accumulated Other Comprehensive Loss | ' | ' | ' | ' |
Accumulated other comprehensive income (loss) - beginning balance | ' | ' | 1,485 | ' |
Other comprehensive income before reclassifications | ' | ' | 2,163 | ' |
Amounts reclassified out of accumulated other comprehensive income (loss) | ' | ' | 1,736 | ' |
Net other comprehensive income, current period | ' | ' | 427 | ' |
Accumulated other comprehensive income (loss) - ending balance | 1,912 | ' | 1,912 | ' |
Unrealized gains on available-for-sale investments | ' | ' | ' | ' |
Activity in Accumulated Other Comprehensive Loss | ' | ' | ' | ' |
Accumulated other comprehensive income (loss) - beginning balance | ' | ' | 9 | ' |
Other comprehensive income before reclassifications | ' | ' | 13 | ' |
Amounts reclassified out of accumulated other comprehensive income (loss) | ' | ' | 0 | ' |
Net other comprehensive income, current period | ' | ' | 13 | ' |
Accumulated other comprehensive income (loss) - ending balance | 22 | ' | 22 | ' |
Foreign currency translation adjustments | ' | ' | ' | ' |
Activity in Accumulated Other Comprehensive Loss | ' | ' | ' | ' |
Accumulated other comprehensive income (loss) - beginning balance | ' | ' | -41,219 | ' |
Other comprehensive income before reclassifications | ' | ' | 14,889 | ' |
Amounts reclassified out of accumulated other comprehensive income (loss) | ' | ' | 0 | ' |
Net other comprehensive income, current period | ' | ' | 14,889 | ' |
Accumulated other comprehensive income (loss) - ending balance | ($26,330) | ' | ($26,330) | ' |
STOCKHOLDERS_EQUITY_STOCKHOLDE2
STOCKHOLDERS' EQUITY STOCKHOLDERS' EQUITY - AMOUNTS RECLASSIFIED OUT OF ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Reclassifications Out of Accumulated Other Comprehensive Income (Loss) | ' | ' | ' | ' |
Net Gains Reclassified from Other Comprehensive Income (Loss) into the Consolidated Statements of Operations | ($1,039) | ($1,584) | ($1,869) | ($2,364) |
Other Comprehensive Income (Loss), Reclassification Adjustment on Derivatives Included in Net Income, Income Taxes | -98 | -63 | -133 | -133 |
Amounts reclassified out of accumulated other comprehensive income (loss) | -941 | -1,521 | -1,736 | -2,231 |
Cost of revenue - product | ' | ' | ' | ' |
Reclassifications Out of Accumulated Other Comprehensive Income (Loss) | ' | ' | ' | ' |
Net Gains Reclassified from Other Comprehensive Income (Loss) into the Consolidated Statements of Operations | -80 | -137 | -145 | -203 |
Cost of revenue - service and support | ' | ' | ' | ' |
Reclassifications Out of Accumulated Other Comprehensive Income (Loss) | ' | ' | ' | ' |
Net Gains Reclassified from Other Comprehensive Income (Loss) into the Consolidated Statements of Operations | -68 | -139 | -129 | -205 |
Research and development, net | ' | ' | ' | ' |
Reclassifications Out of Accumulated Other Comprehensive Income (Loss) | ' | ' | ' | ' |
Net Gains Reclassified from Other Comprehensive Income (Loss) into the Consolidated Statements of Operations | -596 | -894 | -1,077 | -1,332 |
Selling, general and administrative | ' | ' | ' | ' |
Reclassifications Out of Accumulated Other Comprehensive Income (Loss) | ' | ' | ' | ' |
Net Gains Reclassified from Other Comprehensive Income (Loss) into the Consolidated Statements of Operations | ($295) | ($414) | ($518) | ($624) |
CONVERTIBLE_PREFERRED_STOCK_De
CONVERTIBLE PREFERRED STOCK (Details) (Series A Preferred Stock [Member], USD $) | Feb. 04, 2013 | Jan. 31, 2013 | 25-May-07 |
In Millions, except Share data, unless otherwise specified | Comverse | ||
CONVERTIBLE PREFERRED STOCK | ' | ' | ' |
Series A convertible preferred stock, issued (in shares) | ' | ' | 293,000 |
Aggregate purchase price | ' | ' | $293 |
Preferred Stock, authorized (in shares) | 2,207,000 | 2,500,000 | ' |
INCOME_TAXES_INCOME_TAXES_PROV
INCOME TAXES INCOME TAXES - PROVISION FOR INCOME TAXES (Details) (USD $) | 3 Months Ended | 6 Months Ended | 3 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Apr. 30, 2014 | |
Enterprise Intelligence | |||||
KANA Software Inc. | |||||
Valuation Allowance | ' | ' | ' | ' | ' |
Valuation Allowance, Deferred Tax Asset, Change in Amount | ' | ' | $45,171,000 | $0 | ($45,200,000) |
Income Tax Disclosures | ' | ' | ' | ' | ' |
Provision for (benefit from) income taxes | 5,534,000 | 2,809,000 | -36,554,000 | 5,912,000 | ' |
(Loss) income before provision for income taxes | -4,800,000 | 21,300,000 | -18,100,000 | 16,500,000 | ' |
Effective income tax rate (as a percent) | -114.20% | 13.20% | 201.80% | 35.90% | ' |
Income tax expense, excluding valuation allowance release | ' | ' | $8,600,000 | ' | ' |
Effective income tax rate, excluding valuation allowance release (as a percent) | ' | ' | -47.60% | ' | ' |
INCOME_TAXES_INCOME_TAXES_UNRE
INCOME TAXES INCOME TAXES - UNRECOGNIZED TAX BENEFITS (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Millions, unless otherwise specified | ||
Income Tax Disclosure [Abstract] | ' | ' |
Unrecognized Tax Benefits | $153.60 | $145.40 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 11 | 8.7 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 147.8 | 139.7 |
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit | $3.20 | ' |
FAIR_VALUE_MEASUREMENTS_FAIR_V
FAIR VALUE MEASUREMENTS - FAIR VALUE TABLE (Details) (Recurring, USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Level 1 | ' | ' |
Assets: | ' | ' |
Money market funds | $376 | $14,023 |
Commercial Paper (with remaining maturities of three months or less at time of purchase, classified within cash and cash equivalents) | 0 | 0 |
Short-term investments, classified as available-for-sale | 0 | 0 |
Foreign currency forward contracts | 0 | 0 |
Total assets | 376 | 14,023 |
Liabilities: | ' | ' |
Foreign currency forward contracts | 0 | 0 |
Contingent consideration- business combinations | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 | ' | ' |
Assets: | ' | ' |
Money market funds | 0 | 0 |
Commercial Paper (with remaining maturities of three months or less at time of purchase, classified within cash and cash equivalents) | 2,825 | 49,991 |
Short-term investments, classified as available-for-sale | 13,869 | 9,406 |
Foreign currency forward contracts | 2,629 | 2,466 |
Total assets | 19,323 | 61,863 |
Liabilities: | ' | ' |
Foreign currency forward contracts | 201 | 846 |
Contingent consideration- business combinations | 0 | 0 |
Total liabilities | 201 | 846 |
Level 3 | ' | ' |
Assets: | ' | ' |
Money market funds | 0 | 0 |
Commercial Paper (with remaining maturities of three months or less at time of purchase, classified within cash and cash equivalents) | 0 | 0 |
Short-term investments, classified as available-for-sale | 0 | 0 |
Foreign currency forward contracts | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ' | ' |
Foreign currency forward contracts | 0 | 0 |
Contingent consideration- business combinations | 15,721 | 17,307 |
Total liabilities | $15,721 | $17,307 |
FAIR_VALUE_MEASUREMENTS_CONTIN
FAIR VALUE MEASUREMENTS - CONTINGENT CONSIDERATION TABLE (Details) (Liability for contingent consideration, USD $) | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | Jan. 31, 2014 |
Minimum | Minimum | Maximum | Maximum | |||
Changes in the estimated fair value of liability for contingent consideration measured using significant unobservable inputs (Level 3) | ' | ' | ' | ' | ' | ' |
Fair value measurement at the beginning of the period | $17,307 | $25,041 | ' | ' | ' | ' |
Contingent consideration liabilities recorded for business combinations | 4,947 | 0 | ' | ' | ' | ' |
Changes in fair values, recorded in operating expenses | 350 | 217 | ' | ' | ' | ' |
Payments of contingent consideration | -6,972 | -16,215 | ' | ' | ' | ' |
Foreign exchange translation and other | 89 | 0 | ' | ' | ' | ' |
Fair value measurement at the end of the period | $15,721 | $9,043 | ' | ' | ' | ' |
Discount rates used in calculating fair values of contingent consideration liabilities (as a percent) | ' | ' | 2.00% | 1.10% | 40.00% | 27.00% |
FAIR_VALUE_MEASUREMENTS_OTHER_
FAIR VALUE MEASUREMENTS - OTHER FAIR VALUE DISCLOSURES (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Millions, unless otherwise specified | ||
Term Loans | Level 3 | ' | ' |
Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | ' |
Term Loans - Disclosure of Fair Value | $411 | $647 |
1.50% Convertible Senior Notes | Level 2 | ' | ' |
Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | ' |
Convertible Notes - Disclosure of Fair Value | $407 | ' |
DERIVATIVE_FINANCIAL_INSTRUMEN2
DERIVATIVE FINANCIAL INSTRUMENTS - ASSETS AND LIABILITIES (Details) (USD $) | 6 Months Ended | |
Jul. 31, 2014 | Jan. 31, 2014 | |
Derivative designated as hedging instruments | ' | ' |
Fair Values of Derivative Financial Instruments | ' | ' |
Assets, Fair Value | $2,279,000 | $2,245,000 |
Liabilities, Fair Value | 177,000 | 769,000 |
Derivative not designated as hedging instruments | ' | ' |
Fair Values of Derivative Financial Instruments | ' | ' |
Assets, Fair Value | 350,000 | 221,000 |
Liabilities, Fair Value | 24,000 | 77,000 |
Foreign currency forward contracts | ' | ' |
Fair Values of Derivative Financial Instruments | ' | ' |
Term to maturity of derivative contracts is generally this period (in months) | '12 months | ' |
Notional amounts of derivative financial instruments | 135,400,000 | 127,600,000 |
Foreign currency forward contracts | Derivative designated as hedging instruments | ' | ' |
Fair Values of Derivative Financial Instruments | ' | ' |
Assets, Fair Value | 2,279,000 | 2,245,000 |
Liabilities, Fair Value | 177,000 | 769,000 |
Foreign currency forward contracts | Derivative not designated as hedging instruments | ' | ' |
Fair Values of Derivative Financial Instruments | ' | ' |
Assets, Fair Value | 350,000 | 221,000 |
Liabilities, Fair Value | $24,000 | $77,000 |
DERIVATIVE_FINANCIAL_INSTRUMEN3
DERIVATIVE FINANCIAL INSTRUMENTS - GAINS AND LOSSES (Details) (USD $) | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jan. 31, 2014 | |
DERIVATIVE FINANCIAL INSTRUMENTS | ' | ' | ' | ' | ' |
Net Gains Reclassified from Other Comprehensive Income (Loss) into the Consolidated Statements of Operations | ($1,039,000) | ($1,584,000) | ($1,869,000) | ($2,364,000) | ' |
Derivative not designated as hedging instruments | ' | ' | ' | ' | ' |
DERIVATIVE FINANCIAL INSTRUMENTS | ' | ' | ' | ' | ' |
Gain recognized on derivative | 840,000 | 247,000 | 103,000 | 677,000 | ' |
Foreign currency forward contracts | Derivative designated as hedging instruments | ' | ' | ' | ' | ' |
DERIVATIVE FINANCIAL INSTRUMENTS | ' | ' | ' | ' | ' |
Foreign currency forward contracts underlying net losses recorded in accumulated other comprehensive loss expected to be reclassified into earnings within the next twelve months | -1,900,000 | ' | -1,900,000 | ' | ' |
Foreign currency forward contracts | Derivative not designated as hedging instruments | ' | ' | ' | ' | ' |
DERIVATIVE FINANCIAL INSTRUMENTS | ' | ' | ' | ' | ' |
Gain recognized on derivative | 840,000 | 247,000 | 103,000 | 677,000 | ' |
Foreign currency forward contracts | Cash flow hedging | Derivative designated as hedging instruments | ' | ' | ' | ' | ' |
DERIVATIVE FINANCIAL INSTRUMENTS | ' | ' | ' | ' | ' |
Net Gains Recognized in Accumulated Other Comprehensive Income (Loss) | 1,912,000 | ' | 1,912,000 | ' | 1,485,000 |
Net Gains Reclassified from Other Comprehensive Income (Loss) into the Consolidated Statements of Operations | 1,039,000 | 1,584,000 | 1,869,000 | 2,364,000 | ' |
Gains (losses) from ineffectiveness | ' | ' | $0 | $0 | ' |
STOCKBASED_COMPENSATION_STOCKB
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION - STOCK-BASED COMPENSATION EXPENSE (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | $14,438 | $9,192 | $25,927 | $15,425 |
Equity Classified Awards | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 13,042 | 8,267 | 23,760 | 13,986 |
Stock Bonus Program | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 0 | 0 | -654 | -298 |
Equity-Settled Awards | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 13,042 | 8,267 | 23,106 | 13,688 |
Liability Classified Awards | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 1,396 | 925 | 2,821 | 1,737 |
Restricted stock units and restricted stock awards | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 13,042 | 8,030 | 23,431 | 13,391 |
Stock options | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 0 | 54 | 15 | 107 |
Phantom stock units | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 59 | 33 | 80 | 64 |
Stock Bonus Program | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 1,337 | 1,075 | 2,401 | 1,863 |
Cost of revenue - product | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 253 | 199 | 451 | 329 |
Cost of revenue - service and support | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 988 | 483 | 1,875 | 750 |
Research and development, net | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 1,408 | 929 | 2,610 | 1,542 |
Selling, general and administrative | ' | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | $11,789 | $7,581 | $20,991 | $12,804 |
STOCKBASED_COMPENSATION_STOCKB1
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION - STOCK OPTIONS (Details) (USD $) | 6 Months Ended |
Share data in Thousands, except Per Share data, unless otherwise specified | Jul. 31, 2014 |
Stock option activity | ' |
Beginning balance (in shares) | 516 |
Exercised (in shares) | -246 |
Forfeitures and expirations (in shares) | -1 |
Ending balance (in shares) | 269 |
Stock options exercisable (in shares) | 269 |
Weighted-Average Exercise Price | ' |
Beginning balance (in dollars per share) | $34.60 |
Exercised (in dollars per share) | $34.60 |
Forfeitures and expirations (in dollars per share) | $28.41 |
Ending balance (in dollars per share) | $34.62 |
Stock options exercisable (in dollars per share) | $34.62 |
Additional disclosures | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $0 |
Stock options | ' |
Additional disclosures | ' |
Employee Service Share-based Compensation, Cash Received from Exercise of Stock Options | $8,600,000 |
STOCKBASED_COMPENSATION_STOCKB2
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION - RESTRICTED STOCK UNITS (Details) (USD $) | 6 Months Ended | |
In Millions, except Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 27, 2014 |
RSUs | Long-term Stock Incentive Plan 2010 | |
Summary of award activity | ' | ' |
Beginning balance (in shares) | 2,250,000 | ' |
Granted (in shares) | 1,510,000 | ' |
Released (in shares) | -1,013,000 | ' |
Forfeited (in shares) | -141,000 | ' |
Ending balance (in shares) | 2,606,000 | ' |
Weighted-Average Grant-Date Fair Value | ' | ' |
Beginning balance (in dollars per share) | $33.77 | ' |
Granted (in dollars per share) | $46.02 | ' |
Released (in dollars per share) | $34.31 | ' |
Forfeited (in dollars per share) | $38.91 | ' |
Ending balance (in dollars per share) | $40.39 | ' |
Additional disclosures | ' | ' |
Unrecognized compensation expense | $79.60 | ' |
Remaining period over which unrecognized compensation is to be recognized | '1 year 11 months | ' |
Increase of shares available for issuance | ' | 53,000 |
STOCKBASED_COMPENSATION_STOCKB3
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION - PHANTOM STOCK (Details) (Phantom stock units, USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Phantom stock units | ' | ' |
Stock-Based Compensation Plans | ' | ' |
Total accrued liability | $0 | $0 |
Total cash payments made upon vesting of phantom stock | $0 | ' |
STOCKBASED_COMPENSATION_STOCKB4
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION - STOCK BONUS PROGRAM (Details) (Stock Bonus Program, USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jul. 31, 2014 |
Stock Bonus Program | ' | ' | ' |
Stock-Based Compensation Plans | ' | ' | ' |
Stock Bonus Program, Number of Shares Authorized | 125,000 | 150,000 | ' |
Discount from market price (as a percent) | 15.00% | 15.00% | ' |
Vesting period for executive officers | '1 year | ' | ' |
Total accrued liability | ' | $4,900 | $2,700 |
MERGER_WITH_CTI_MERGER_WITH_CT
MERGER WITH CTI MERGER WITH CTI - EXCHANGE OF SHARES (Details) | Jul. 31, 2014 | Jan. 31, 2014 | Feb. 04, 2013 |
CTI Merger | |||
Merger with CTI | ' | ' | ' |
Number of common stock shares issued to CTI shareholders in the Merger (in shares) | ' | ' | 28,600,000 |
CTI common stock shares issued and outstanding (in shares) | 60,568,000 | 53,605,000 | 220,000,000 |
Shares of Common Stock Held by CTI (in shares) | ' | ' | 16,300,000 |
MERGER_WITH_CTI_MERGER_WITH_CT1
MERGER WITH CTI MERGER WITH CTI - OTHER DISCLOSURES (Details) (USD $) | Feb. 04, 2013 | Jan. 31, 2013 |
In Millions, unless otherwise specified | CTI Merger | Comverse |
Business Acquisition | ' | ' |
Beneficial ownership position held by CTI (as a percent) | ' | 53.50% |
Indemnification Obligations | $25 | ' |
Amount in escrow account to support indemnification claims | $25 | ' |
MERGER_WITH_CTI_MERGER_WITH_CT2
MERGER WITH CTI MERGER WITH CTI - CONSOLIDATED FINANCIAL STATEMENT IMPACT (Details) (USD $) | Feb. 04, 2013 |
In Millions, unless otherwise specified | |
Series A Preferred Stock [Member] | ' |
Business Acquisition | ' |
Preferred Stock, Carrying Amount | $285.50 |
CTI Merger | ' |
Business Acquisition | ' |
CTI's net assets at closing | $14.10 |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details) (USD $) | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jan. 31, 2013 |
Corporate Joint Venture | Corporate Joint Venture | Comverse | |
Related Party Transaction [Line Items] | ' | ' | ' |
Beneficial ownership position held by CTI (as a percent) | ' | ' | 53.50% |
Payments to Noncontrolling Shareholder of Joint Venture | $0 | $0 | ' |
Expenses from Transactions with Noncontrolling Shareholder of Joint Venture | 0 | 0 | ' |
Revenue from Transactions with Noncontrolling Shareholder of Joint Venture | $0 | $0 | ' |
COMMITMENTS_AND_CONTINGENCIES_1
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES - WARRANTY OBLIGATIONS (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Product Warranties Disclosures [Abstract] | ' | ' |
Warranty liability, beginning of period | $706 | $1,045 |
Provision credited against expenses | -94 | -32 |
Foreign currency translation and other | -1 | -3 |
Warranty liability, end of period | $611 | $1,010 |
COMMITMENTS_AND_CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES - LITIGATION (Details) (USD $) | 6 Months Ended |
In Millions, unless otherwise specified | Jul. 31, 2014 |
Loss Contingency, Information about Litigation Matters [Abstract] | ' |
Loss Contingency, Damages Sought, Value | $150 |
SEGMENT_INFORMATION_SEGMENT_OP
SEGMENT INFORMATION - SEGMENT OPERATING RESULTS (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
segment | ||||
Revenue and segment contribution: | ' | ' | ' | ' |
Revenues | $276,816 | $222,447 | $534,209 | $427,233 |
Segment Contribution | 98,644 | 81,395 | 188,649 | 151,099 |
Reconciliation of segment contribution to operating income | ' | ' | ' | ' |
Amortization of acquired intangible assets | 20,100 | 8,400 | 37,700 | 18,000 |
Allocated Share-based Compensation Expense | 14,438 | 9,192 | 25,927 | 15,425 |
Total operating expenses | 162,791 | 118,577 | 316,365 | 236,342 |
Operating income | 11,470 | 31,263 | 12,466 | 44,976 |
Other Income (Expense) and Income Before Taxes | ' | ' | ' | ' |
Other expense, net | -16,316 | -9,949 | -30,581 | -28,496 |
(Loss) income before provision for (benefit from) income taxes | -4,846 | 21,314 | -18,115 | 16,480 |
Number of operating segments | ' | ' | 3 | ' |
Enterprise Intelligence | ' | ' | ' | ' |
Revenue and segment contribution: | ' | ' | ' | ' |
Revenues | 160,775 | 125,873 | 315,593 | 238,796 |
Segment Contribution | 62,441 | 54,594 | 127,570 | 98,397 |
Enterprise Intelligence | Segment revenue | ' | ' | ' | ' |
Revenue and segment contribution: | ' | ' | ' | ' |
Revenues | 168,479 | 125,989 | 335,112 | 239,165 |
Enterprise Intelligence | Segment Reconciling Items | ' | ' | ' | ' |
Revenue and segment contribution: | ' | ' | ' | ' |
Revenues | -7,704 | -116 | -19,519 | -369 |
Communications Intelligence | ' | ' | ' | ' |
Revenue and segment contribution: | ' | ' | ' | ' |
Revenues | 86,990 | 64,438 | 163,125 | 127,503 |
Segment Contribution | 27,836 | 18,077 | 47,472 | 37,766 |
Communications Intelligence | Segment revenue | ' | ' | ' | ' |
Revenue and segment contribution: | ' | ' | ' | ' |
Revenues | 87,198 | 64,651 | 163,447 | 127,914 |
Communications Intelligence | Segment Reconciling Items | ' | ' | ' | ' |
Revenue and segment contribution: | ' | ' | ' | ' |
Revenues | -208 | -213 | -322 | -411 |
Video Intelligence | ' | ' | ' | ' |
Revenue and segment contribution: | ' | ' | ' | ' |
Revenues | 29,051 | 32,136 | 55,491 | 60,934 |
Segment Contribution | 8,367 | 8,724 | 13,607 | 14,936 |
Video Intelligence | Segment revenue | ' | ' | ' | ' |
Revenue and segment contribution: | ' | ' | ' | ' |
Revenues | 29,051 | 32,136 | 55,491 | 61,101 |
Video Intelligence | Segment Reconciling Items | ' | ' | ' | ' |
Revenue and segment contribution: | ' | ' | ' | ' |
Revenues | 0 | 0 | 0 | -167 |
Segment Reconciling Items | ' | ' | ' | ' |
Reconciliation of segment contribution to operating income | ' | ' | ' | ' |
Amortization of acquired intangible assets | 20,118 | 8,357 | 37,679 | 18,028 |
Allocated Share-based Compensation Expense | 14,438 | 9,192 | 25,927 | 15,425 |
Other unallocated expenses | 52,618 | 32,583 | 112,577 | 72,670 |
Total operating expenses | $87,174 | $50,132 | $176,183 | $106,123 |