Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | 5-May-14 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'TANGOE INC | ' |
Entity Central Index Key | '0001182325 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Mar-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 38,682,898 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS: | ' | ' |
Cash and cash equivalents | $46,079 | $43,182 |
Accounts receivable, less allowances of $283 and $313, respectively | 44,807 | 43,273 |
Prepaid expenses and other current assets | 5,791 | 4,537 |
Total current assets | 96,677 | 90,992 |
COMPUTERS, FURNITURE AND EQUIPMENT-NET | 4,888 | 4,317 |
OTHER ASSETS: | ' | ' |
Intangible assets-net | 34,548 | 36,637 |
Goodwill. | 65,900 | 65,963 |
Security deposits and other non-current assets | 1,052 | 935 |
TOTAL ASSETS | 203,065 | 198,844 |
CURRENT LIABILITIES: | ' | ' |
Accounts payable | 9,776 | 9,570 |
Accrued expenses | 8,179 | 8,871 |
Deferred revenue-current portion | 9,649 | 9,063 |
Notes payable-current portion | 1,705 | 1,831 |
Other current liabilities | ' | 160 |
Total current liabilities | 29,309 | 29,495 |
OTHER LIABILITIES: | ' | ' |
Deferred taxes and other non-current liabilities | 3,881 | 3,598 |
Deferred revenue-less current portion | 663 | 1,536 |
Notes payable-less current portion | 255 | 203 |
Total liabilities | 34,108 | 34,832 |
COMMITMENTS AND CONTINGENCIES (NOTE 13) | ' | ' |
STOCKHOLDERS' EQUITY | ' | ' |
Common stock, par value $0.0001 per share-150,000,000 shares authorized as of December 31, 2013 and March 31, 2014; 38,160,928 and 38,600,063 shares issued and outstanding as of December 31, 2013 and March 31, 2014, respectively | 4 | 4 |
Additional paid-in capital | 208,178 | 202,808 |
Warrants for common stock | 10,610 | 10,610 |
Accumulated deficit | -49,062 | -48,795 |
Other comprehensive loss | -773 | -615 |
Total stockholders' equity | 168,957 | 164,012 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $203,065 | $198,844 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Condensed Consolidated Balance Sheets | ' | ' |
Accounts receivable, allowances (in dollars) | $313 | $283 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 38,600,063 | 38,160,928 |
Common stock, shares outstanding | 38,600,063 | 38,160,928 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenue: | ' | ' |
Recurring technology and services | $45,999 | $40,048 |
Strategic consulting, software licenses and other | 4,395 | 4,812 |
Total revenue | 50,394 | 44,860 |
Cost of revenue: | ' | ' |
Recurring technology and services | 21,398 | 18,755 |
Strategic consulting, software licenses and other | 2,334 | 2,061 |
Total cost of revenue | 23,732 | 20,816 |
Gross profit | 26,662 | 24,044 |
Operating expenses: | ' | ' |
Sales and marketing | 9,945 | 7,392 |
General and administrative | 8,788 | 8,127 |
Research and development | 5,129 | 4,945 |
Depreciation and amortization | 2,607 | 2,489 |
Restructuring charge | ' | 155 |
Income from operations | 193 | 936 |
Other income (expense), net | ' | ' |
Interest expense | -37 | -162 |
Interest income | 9 | 19 |
Other income | 13 | 563 |
Income before income tax provision | 178 | 1,356 |
Income tax provision | 445 | 231 |
Net income (loss) | ($267) | $1,125 |
Income (loss) per common share: | ' | ' |
Basic (in dollars per share) | ($0.01) | $0.03 |
Diluted (in dollars per share) | ($0.01) | $0.03 |
Weighted average number of common shares: | ' | ' |
Basic (in shares) | 38,364 | 37,547 |
Diluted (in shares) | 38,364 | 40,459 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (Loss) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Condensed Consolidated Statements of Comprehensive Income (Loss) | ' | ' |
Net income (loss) | ($267) | $1,125 |
Foreign currency translation adjustment | -158 | -767 |
Total | ($425) | $358 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statement of Changes in Stockholders' Equity (USD $) | Total | Common Stock | Additional Paid-In Capital | Common Stock Warrants | Accumulated Deficit | Other Comprehensive loss |
In Thousands, except Share data, unless otherwise specified | ||||||
Balance at Dec. 31, 2013 | $164,012 | $4 | $202,808 | $10,610 | ($48,795) | ($615) |
Balance (in shares) at Dec. 31, 2013 | ' | 38,160,928 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' |
Net loss | -267 | ' | ' | ' | -267 | ' |
Foreign currency translation adjustment | -158 | ' | ' | ' | ' | -158 |
Issuance of shares to certain employees | 1,676 | ' | 1,676 | ' | ' | ' |
Issuance of shares to certain employees (in shares) | ' | 82,914 | ' | ' | ' | ' |
Issuance of shares from exercise of stock options | 1,172 | ' | 1,172 | ' | ' | ' |
Issuance of shares from exercise of stock options (in shares) | ' | 227,176 | ' | ' | ' | ' |
Issuance of shares from vesting of restricted stock units (in shares) | ' | 129,045 | ' | ' | ' | ' |
Stock-based compensation | 2,522 | ' | 2,522 | ' | ' | ' |
Balance at Mar. 31, 2014 | $168,957 | $4 | $208,178 | $10,610 | ($49,062) | ($773) |
Balance (in shares) at Mar. 31, 2014 | ' | 38,600,063 | ' | ' | ' | ' |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Operating activities: | ' | ' |
Net income (loss) | ($267) | $1,125 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ' | ' |
Amortization of debt discount | 25 | 136 |
Amortization of leasehold interest | -24 | -24 |
Depreciation and amortization | 2,607 | 2,489 |
Decrease in deferred rent liability | -31 | -15 |
Amortization of marketing agreement intangible assets | 108 | 55 |
Allowance for doubtful accounts | 30 | 23 |
Deferred income taxes | 307 | 111 |
Stock based compensation | 4,197 | 3,099 |
Foreign exchange adjustment | ' | -138 |
Decrease in fair value of contingent consideration | ' | -517 |
Changes in assets and liabilities, net of acquisitions: | ' | ' |
Accounts receivable | -1,593 | 452 |
Prepaid expenses and other assets | -1,035 | -198 |
Other assets | -340 | 35 |
Accounts payable | 183 | 1,529 |
Accrued expenses | -807 | -2,052 |
Deferred revenue | -283 | -268 |
Net cash provided by operating activities | 3,077 | 5,842 |
Investing activities: | ' | ' |
Purchases of computers, furniture and equipment | -1,218 | -273 |
Cash paid in connection with acquisitions, net of cash received | ' | -8,789 |
Net cash used in investing activities | -1,218 | -9,062 |
Financing activities: | ' | ' |
Borrowings of debt | 177 | ' |
Repayment of debt | -276 | -307 |
Repurchase of common stock | ' | -3,235 |
Proceeds from exercise of stock options and stock warrants | 1,172 | 306 |
Net cash (used in) provided by financing activities | 1,073 | -3,236 |
Effect of exchange rate on cash | -35 | -201 |
Net (decrease) increase in cash and cash equivalents | 2,897 | -6,657 |
Cash and cash equivalents, beginning of period | 43,182 | 50,211 |
Cash and cash equivalents, end of period | $46,079 | $43,554 |
Organization_Description_of_Bu
Organization, Description of Business | 3 Months Ended |
Mar. 31, 2014 | |
Organization, Description of Business | ' |
Organization, Description of Business | ' |
1. Organization, Description of Business | |
Nature of Operations | |
Tangoe, Inc. (the “Company”), a Delaware corporation, was incorporated on February 9, 2000 as TelecomRFQ, Inc. During 2001, the Company changed its name to Tangoe, Inc. The Company provides connection lifecycle management software and related services to a wide range of global enterprises and service providers. Connection lifecycle management covers the entire spectrum of an enterprise’s connection-based assets and services, such as voice and data services, mobile devices and usage, machine-to-machine connections, cloud software and services, enterprise social and information technology connections, and encompasses the entire lifecycle of these assets and services, including planning and sourcing, procurement and provisioning, inventory and usage management, mobile device management, real-time telecommunication expense management, invoice processing, expense allocation and accounting and asset decommissioning and disposal. The Company’s on-demand Matrix Solution Suite is a suite of software designed to manage and optimize the complex processes and expenses associated with this connection lifecycle. The Company’s Matrix Solution Suite and related services have historically focused on enterprises’ fixed and mobile connections and related assets, usage, expenses and analytics. The Company continues to enhance and expand its software and service offerings by developing and implementing additional capabilities, including planned capabilities designed to turn on, track, manage, secure and support various additional connections in an enterprise’s connection lifecycle, such as machine-to-machine, cloud software and services, enterprise social and information technology connections. The Company refers to its Matrix Solution Suite and related service offerings as Matrix. | |
Basis of Presentation of Interim Financial Statements | |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for the fair statement of the Company’s financial position and results of operations for the periods presented have been included. Operating results for the three months ended March 31, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014, for any other interim period or for any other future year. | |
The consolidated balance sheet at December 31, 2013 has been derived from the audited financial statements at that date, but does not include all of the disclosures required by GAAP. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013 as filed with the Securities Exchange Commission (“SEC”) on March 17, 2014 (the “2013 Form 10-K”). | |
Significant Accounting Policies | |
The Company’s significant accounting policies are disclosed in the audited consolidated financial statements for the year ended December 31, 2013 included in the 2013 Form 10-K. Since the date of those financial statements, there have been no material changes to the Company’s significant accounting policies. |
Business_Combinations
Business Combinations | 3 Months Ended | ||||||
Mar. 31, 2014 | |||||||
Business Combinations | ' | ||||||
Business Combinations | ' | ||||||
2. Business Combinations | |||||||
Anomalous Networks, Inc. | |||||||
On January 10, 2012, the Company entered into a Share Purchase Agreement (the “Anomalous Purchase Agreement”) with Anomalous Networks Inc., a corporation incorporated under the laws of Canada (“Anomalous”), and the shareholders of Anomalous, under which the Company agreed to purchase all of the outstanding equity of Anomalous (the “Anomalous Share Purchase”). This acquisition reflects the Company’s strategy to broaden its suite of offerings and to provide real-time telecommunication expense management capabilities. On the same day, the Anomalous Share Purchase was effected in accordance with the terms of the Anomalous Purchase Agreement with the Company acquiring all of the outstanding equity of Anomalous for aggregate consideration of (i) approximately $3,500,000 in cash paid at the closing, (ii) $979,000 in cash payable on the first anniversary of the closing, (iii) 165,775 unregistered shares of the Company’s common stock and (iv) 132,617 unvested and unregistered shares of the Company’s common stock with vesting based on achievement of revenue targets relating to sales of Anomalous products and services for periods through January 31, 2013. The Company paid the full $979,000 of deferred cash consideration in January 2013. In March 2013, the 132,617 unvested and unregistered shares of the Company’s common stock were cancelled and retired because the revenue targets related to sales of Anomalous products and services were not achieved. | |||||||
Anomalous Purchase Price Allocation | |||||||
The allocation of the total purchase price of Anomalous’ net tangible and identifiable intangible assets was based upon the estimated fair value of those assets as of January 10, 2012. In accordance with Accounting Standards Classification (“ASC”) 805, Business Combinations, the Company valued the 165,775 of unregistered shares of common stock by using the closing price of the Company’s common stock on the NASDAQ Global Market on the acquisition date and applying a 20% marketability discount to the fair value of the unregistered shares. The marketability discount was applied since the unregistered shares were subject to a lock-up period of one year. The Company allocated the excess of purchase price over the identifiable intangible and net tangible assets to goodwill. The following table presents the breakdown between cash and deferred purchase price and the allocation of the total purchase price (in thousands): | |||||||
Purchase consideration: | |||||||
Cash | $ | 3,521 | |||||
Common stock | 1,984 | ||||||
Deferred cash consideration | 1,495 | ||||||
$ | 7,000 | ||||||
Allocation of Purchase Consideration: | |||||||
Current assets | $ | 1,140 | |||||
Property and equipment | 47 | ||||||
Other assets | 10 | ||||||
Identifiable intangible assets | 2,857 | ||||||
Goodwill | 4,477 | ||||||
Total assets acquired | 8,531 | ||||||
Accounts payable and accrued expenses | (394 | ) | |||||
Deferred taxes | (767 | ) | |||||
Deferred revenue | (370 | ) | |||||
$ | 7,000 | ||||||
The goodwill and identifiable intangible assets related to the Anomalous acquisition are not tax deductible. The Company estimated the fair value of intangible assets using the income, cost and market approaches to value the identifiable intangible assets, which are subject to amortization. The following table presents the Company’s estimates of fair value of the identifiable intangible assets acquired: | |||||||
Description | Fair Value | Weighted Average | |||||
(in thousands) | Useful Life | ||||||
(in years) | |||||||
Technology | $ | 2,017 | 5 | ||||
Non-compete covenants | 553 | 2 | |||||
Customer relationships | 236 | 4 | |||||
Tradenames | 51 | 3 | |||||
Total identifiable intangible assets | $ | 2,857 | |||||
ttMobiles Limited | |||||||
On February 21, 2012 , the Company entered into a Share Purchase Agreement (the “ttMobiles Purchase Agreement”), with the holders of all of the issued share capital of ttMobiles Limited, a private limited company incorporated in England (“ttMobiles”), under which the Company agreed to purchase all of the issued share capital of ttMobiles (the “ttMobiles Share Purchase”). On the same day, the ttMobiles Share Purchase was effected in accordance with the terms of the ttMobiles Purchase Agreement, with the Company acquiring all of the outstanding equity of ttMobiles for aggregate consideration of (i) £4.0 million in cash paid at the closing, and (ii) £1.5 million in cash payable on the first anniversary of the closing (the “Deferred Consideration”). The Company paid the full £1.5 million of Deferred Consideration in February 2013. | |||||||
ttMobiles Purchase Price Allocation | |||||||
The allocation of the total purchase price of ttMobiles’ net tangible and identifiable intangible assets was based upon the estimated fair value of those assets as of February 21, 2012. The Company allocated the excess of purchase price over the identifiable intangible and net tangible assets to goodwill. The following table presents the breakdown between cash and deferred purchase price and the allocation of the total purchase price (in thousands): | |||||||
Purchase consideration: | |||||||
Cash | $ | 6,359 | |||||
Deferred cash consideration | 2,315 | ||||||
$ | 8,674 | ||||||
Allocation of Purchase Consideration: | |||||||
Current assets | $ | 2,469 | |||||
Property and equipment | 188 | ||||||
Identifiable intangible assets | 4,288 | ||||||
Goodwill | 3,557 | ||||||
Total assets acquired | 10,502 | ||||||
Accounts payable and accrued expenses | (848 | ) | |||||
Deferred taxes | (954 | ) | |||||
Deferred revenue | (26 | ) | |||||
$ | 8,674 | ||||||
The goodwill and identifiable intangible assets related to the ttMobiles acquisition are not tax deductible. The Company estimated the fair value of intangible assets using the income, cost and market approaches to value the identifiable intangible assets, which are subject to amortization. The following table presents the Company’s estimates of fair value of the identifiable intangible assets acquired: | |||||||
Description | Fair Value | Weighted Average | |||||
(in thousands) | Useful Life | ||||||
(in years) | |||||||
Customer relationships | $ | 2,606 | 9 | ||||
Technology | 1,178 | 5 | |||||
Tradenames | 388 | 4 | |||||
Non-compete covenants | 116 | 2 | |||||
Total identifiable intangible assets | $ | 4,288 | |||||
Symphony Teleca Services, Inc. | |||||||
On August 8, 2012, the Company entered into an Asset Purchase Agreement (the “Symphony Purchase Agreement”) with Symphony Teleca Services, Inc., a Delaware corporation (“Symphony”), under which the parties agreed to the purchase by the Company of Symphony’s telecommunications expense management business (the “TEM Business”) through an asset purchase (the “Symphony Acquisition”). As part of the Symphony Acquisition and also on August 8, 2012, a newly formed subsidiary of the Company, Tangoe India Softek Services Private Limited, an Indian private limited company (“Tangoe India”), entered into a Business Purchase Agreement (the “Indian Purchase Agreement”) with Symphony Services Corporation (India) Private Limited (“Symphony India”) with respect to the purchase of certain assets and hiring of employees of the acquired business located in India. On the same day, the Symphony Acquisition was effected in accordance with the terms of the Symphony Purchase Agreement. At the closing of the Symphony Acquisition, the Company acquired the TEM Business for net consideration of $40.2 million, subject to certain adjustments (the “Cash Purchase Price”), payable as described below, plus an earn-out payable in the amount of up to $4.0 million based on achievement of revenue targets for the acquired business for periods through June 30, 2013. No earn-out became payable because the revenue targets were not achieved. The Cash Purchase Price, after giving effect to certain adjustments, was payable as follows: (i) approximately $29.2 million in cash paid at the closing, (ii) approximately $4.4 million in cash payable on the six-month anniversary of the closing, which included $2.5 million related to the Indian Purchase Agreement, and (iii) approximately $6.4 million in cash payable on the one-year anniversary of the closing. As part of the Symphony Acquisition, the Company acquired a balance sheet for the TEM Business, which included net assets of approximately $5.4 million. The Company made the six-month anniversary payment of $4.4 million in February 2013. The full installment due on August 8, 2013 of approximately $6.4 million, and amounts that became payable under the earn-out, were subject to set-off rights of the Company with respect to indemnities given by Symphony under the Symphony Purchase Agreement. Among other things, these indemnity obligations related to representations and warranties given by Symphony under the Symphony Purchase Agreement and by Symphony India under the Indian Purchase Agreement. Certain of the indemnities were subject to limitations, including a threshold and deductible, certain caps and limited survival periods. The Company made a payment on the one-year anniversary of the closing in the amount of $4.9 million, consisting of the one-year anniversary payment of $6.4 million less $1.3 million withheld pending the resolution of certain indemnity matters, and less a net asset adjustment based on the final closing balance sheet of $0.2 million. In October 2013, the Company and Symphony resolved the indemnity matters and the Company paid the $1.3 million that it had previously deducted from the one-year anniversary payment. During a post-closing transition period that lasted through February 2013, Symphony and Symphony India provided to the Company certain transition services, pending completion of the opening of certain Tangoe India facilities, the procurement of certain Indian tax registrations and the subsequent transfer to Tangoe India of the Indian assets and employees being hired. These services included making available to the Company on a continuing basis the services previously provided by Symphony India to the TEM Business. | |||||||
Symphony Purchase Price Allocation | |||||||
The allocation of the total purchase price of Symphony’s net tangible and identifiable intangible assets was based upon estimated fair values of those assets as of August 8, 2012. The Company allocated the excess of purchase price over the identifiable intangible and net tangible assets to goodwill. The following table presents the breakdown between cash and deferred purchase price and the allocation of the total purchase price (in thousands): | |||||||
Purchase consideration: | |||||||
Cash | $ | 29,208 | |||||
Deferred cash consideration | 10,793 | ||||||
$ | 40,001 | ||||||
Allocation of Purchase Consideration: | |||||||
Current assets | $ | 5,628 | |||||
Property and equipment | 602 | ||||||
Identifiable intangible assets | 13,790 | ||||||
Goodwill | 20,936 | ||||||
Total assets acquired | 40,956 | ||||||
Accounts payable and accrued expenses | (335 | ) | |||||
Deferred revenue | (620 | ) | |||||
$ | 40,001 | ||||||
The goodwill and identifiable intangible assets related to the Symphony’s acquisition are tax deductible. The Company estimated the fair value of intangible assets using the income, cost and market approaches to value the identifiable intangible assets, which are subject to amortization. The following table presents the Company’s estimates of fair value of the identifiable intangible assets acquired: | |||||||
Description | Fair Value | Weighted Average | |||||
(in thousands) | Useful Life | ||||||
(in years) | |||||||
Customer relationships | $ | 9,680 | 9 | ||||
Technology | 4,050 | 5 | |||||
Tradename | 60 | 3 | |||||
Total identifiable intangible assets | $ | 13,790 | |||||
oneTEM GmbH | |||||||
On April 18, 2013 (“oneTEM Closing Date”), the Company entered into a Share Purchase Agreement (the “oneTEM Purchase Agreement”), with the holders of all of the issued share capital of oneTEM GmbH, a private limited company incorporated in Germany (“oneTEM”), under which the Company agreed to purchase all of the issued share capital of oneTEM (the “oneTEM Share Purchase”). On the oneTEM Closing Date, the oneTEM Share Purchase was effected in accordance with the terms of the oneTEM Purchase Agreement, with the Company acquiring all of the outstanding equity of oneTEM for aggregate consideration of (i) €0.9 million in cash paid at the closing and (ii) deferred consideration of €0.4 million in cash payable on the first anniversary of the closing. In addition, the Company is obligated to pay additional contingent, earn-out cash consideration following the first four anniversaries of the oneTEM Closing Date, pursuant to an earn-out formula based upon the business, whose historic revenue had been one-time consulting revenue, beginning to generate annual recurring revenue from specified customers and then year-over-year increases in annual recurring revenue from those specified customers during the earn-out periods. The earn-out period begins with the first full month after the oneTEM Closing Date and continues for four consecutive 12-month periods. The Company valued this contingent earn-out cash consideration at €0.2 million. The purchase was subject to a net asset adjustment pursuant to which the purchase price would be increased or decreased to the extent the net asset position of oneTEM was more or less than a specified target. The deferred consideration was and the contingent earn-out consideration is subject to set-off rights of the Company with respect to certain indemnities given by the former holders of the issued share capital of oneTEM under the oneTEM Purchase Agreement. The Company paid the full €0.4 million of deferred consideration that was payable on the first anniversary of the oneTEM Closing Date in April 2014. This payment did not include any amounts related to the earn-out. | |||||||
oneTEM Purchase Price Allocation | |||||||
The allocation of the total purchase price of oneTEM’s net tangible and identifiable intangible assets was based upon estimated fair values of those assets as of April 18, 2013. The Company allocated the excess of purchase price over the identifiable intangible and net tangible assets to goodwill. The following table presents the breakdown between cash and deferred purchase price and the allocation of the total purchase price (in thousands): | |||||||
Purchase consideration: | |||||||
Cash | $ | 1,221 | |||||
Deferred cash consideration | 433 | ||||||
Fair value of contingent consideration | 183 | ||||||
$ | 1,837 | ||||||
Allocation of Purchase Consideration: | |||||||
Current assets | $ | 565 | |||||
Property and equipment | 10 | ||||||
Identifiable intangible assets | 870 | ||||||
Goodwill | 655 | ||||||
Total assets acquired | 2,100 | ||||||
Accounts payable and accrued expenses | (152 | ) | |||||
Taxes payable | (111 | ) | |||||
$ | 1,837 | ||||||
The goodwill and identifiable intangible assets related to the oneTEM acquisition are not tax deductible. The Company estimated the fair value of intangible assets using the income, cost and market approaches to value the identifiable intangible assets, which are subject to amortization. The following table presents the Company’s estimates of fair value of the identifiable intangible assets acquired: | |||||||
Description | Fair Value | Weighted Average | |||||
(in thousands) | Useful Life | ||||||
(in years) | |||||||
Customer relationships | $ | 535 | 8 | ||||
Covenants not to compete | 298 | 2 | |||||
Tradename | 37 | 2.7 | |||||
Total identifiable intangible assets | $ | 870 |
Unaudited_Pro_Forma_Results
Unaudited Pro Forma Results | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Unaudited Pro Forma Results | ' | |||||||
Unaudited Pro Forma Results | ' | |||||||
3. Unaudited Pro Forma Results | ||||||||
The following table presents the unaudited pro forma results of the Company for the three months ended March 31, 2013 and 2014 as if the acquisition of oneTEM occurred at the beginning of 2013. These results are not intended to reflect the actual operations of the Company had this acquisition occurred at January 1, 2013. | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(in thousands, except per share amounts) | 2013 | 2014 | ||||||
Revenue | $ | 45,003 | $ | 50,394 | ||||
Operating income | 838 | 193 | ||||||
Net income (loss) | 1,024 | (267 | ) | |||||
Basic income (loss) per common share | $ | 0.03 | $ | (0.01 | ) | |||
Diluted income (loss) per common share | $ | 0.03 | $ | (0.01 | ) |
Income_Loss_per_Share_Applicab
Income (Loss) per Share Applicable to Common Stockholders | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Income (Loss) per Share Applicable to Common Stockholders | ' | |||||||
Income (Loss) per Share Applicable to Common Stockholders | ' | |||||||
4. Income (Loss) per Share Applicable to Common Stockholders | ||||||||
The following table sets forth the computations of income (loss) per share applicable to common stockholders for the three months ended March 31, 2013 and 2014: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(in thousands, except per share amounts) | 2013 | 2014 | ||||||
Basic net income (loss) per common share | ||||||||
Net income (loss) | $ | 1,125 | $ | (267 | ) | |||
Basic income (loss) per common share | $ | 0.03 | $ | (0.01 | ) | |||
Weighted-average common shares outstanding | 37,547 | 38,364 | ||||||
Diluted net income (loss) per common share | ||||||||
Net income (loss) | $ | 1,125 | $ | (267 | ) | |||
Diluted income (loss) per common share | $ | 0.03 | $ | (0.01 | ) | |||
Weighted-average common shares used to compute diluted net income (loss) per share | 40,459 | 38,364 | ||||||
Diluted income (loss) per common share for the periods presented does not reflect the following potential common shares as the effect would be anti-dilutive. | ||||||||
Outstanding stock options | 2,689 | 2,240 | ||||||
Outstanding restricted stock units | 717 | 1,020 | ||||||
Common stock warrants | 11 | 8 |
Computers_Furniture_and_Equipm
Computers, Furniture and Equipment-Net | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Computers, Furniture and Equipment-Net | ' | |||||||
Computers, Furniture and Equipment-Net | ' | |||||||
5. Computers, Furniture and Equipment-Net | ||||||||
Computers, furniture and equipment-net consist of: | ||||||||
As of | ||||||||
December 31, | March 31, | |||||||
(in thousands) | 2013 | 2014 | ||||||
Computers and software | $ | 12,316 | $ | 13,463 | ||||
Furniture and fixtures | 1,194 | 1,206 | ||||||
Leasehold improvements | 1,380 | 1,439 | ||||||
14,890 | 16,108 | |||||||
Less accumulated depreciation | (10,573 | ) | (11,220 | ) | ||||
Computers, furniture and equipment-net | $ | 4,317 | $ | 4,888 | ||||
Computers and software includes equipment under capital leases totaling approximately $2.5 million at each of December 31, 2013 and March 31, 2014. Accumulated depreciation on equipment under capital leases totaled approximately $2.4 million at each of December 31, 2013 and March 31, 2014. Depreciation and amortization expense associated with computers, furniture and equipment was $0.5 million and $0.6 million for the three months ended March 31, 2013 and 2014, respectively. |
Intangible_Assets_and_Goodwill
Intangible Assets and Goodwill | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Intangible Assets and Goodwill | ' | |||||||||
Intangible Assets and Goodwill | ' | |||||||||
6. Intangible Assets and Goodwill | ||||||||||
The following table presents the components of the Company’s intangible assets as of December 31, 2013 and March 31, 2014: | ||||||||||
Weighted | ||||||||||
December 31, | March 31, | Average Useful | ||||||||
(in thousands) | 2013 | 2014 | Life (in years) | |||||||
Patents | $ | 1,054 | $ | 1,054 | 8 | |||||
Less: accumulated amortization | (897 | ) | (930 | ) | ||||||
Patents, net | 157 | 124 | ||||||||
Technological know-how | 15,033 | 14,970 | 6.1 | |||||||
Less: accumulated amortization | (7,853 | ) | (8,560 | ) | ||||||
Technological know-how, net | 7,180 | 6,410 | ||||||||
Customer relationships | 37,935 | 37,943 | 8.7 | |||||||
Less: accumulated amortization | (15,155 | ) | (16,230 | ) | ||||||
Customer relationships, net | 22,780 | 21,713 | ||||||||
Convenants not to compete | 1,144 | 1,126 | 2 | |||||||
Less: accumulated amortization | (935 | ) | (970 | ) | ||||||
Convenants not to compete, net | 209 | 156 | ||||||||
Strategic marketing agreement | 6,203 | 6,203 | 10 | |||||||
Less: accumulated amortization | (597 | ) | (705 | ) | ||||||
Strategic marketing agreement, net | 5,606 | 5,498 | ||||||||
Tradenames | 885 | 885 | 3.8 | |||||||
Less: accumulated amortization | (427 | ) | (485 | ) | ||||||
Tradenames, net | 458 | 400 | ||||||||
Trademarks | 247 | 247 | Indefinite | |||||||
Intangible assets, net | $ | 36,637 | $ | 34,548 | ||||||
The related amortization expense of intangible assets for each of the three months ended March 31, 2013 and 2014 was $2.0 million. The Company’s estimate of future amortization expense for acquired intangible assets that exist at March 31, 2014 is as follows: | ||||||||||
(in thousands) | ||||||||||
April 1, 2014 to December 31, 2014 | $ | 5,533 | ||||||||
2015 | 6,045 | |||||||||
2016 | 5,717 | |||||||||
2017 | 5,066 | |||||||||
2018 | 4,595 | |||||||||
Thereafter | 7,345 | |||||||||
Total | $ | 34,301 | ||||||||
The following table presents the changes in the carrying amounts of goodwill for the three months ended March 31, 2014. | ||||||||||
Carrying | ||||||||||
(in thousands) | Amount | |||||||||
Balance at December 31, 2013 | $ | 65,963 | ||||||||
Foreign exchange translation effect | (63 | ) | ||||||||
Balance at March 31, 2014 | $ | 65,900 |
Restructuring_Charge
Restructuring Charge | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Restructuring Charge | ' | |||||||
Restructuring Charge | ' | |||||||
7. Restructuring Charge | ||||||||
In September 2011, the Company recorded a restructuring charge as a result of the consolidation of office space in New Jersey. The consolidation of office space eliminated redundant office space acquired as part of the acquisition of substantially all of the assets and certain liabilities of HCL Expense Management Services, Inc. (“HCL-EMS”) in January 2011 and of certain assets and liabilities of Telwares, Inc. and its subsidiary Vercuity, Inc. (“Telwares”) in March 2011. The original charge reflected the fair value of the remaining rent payments for the office space the Company ceased using, net of estimated sublease income, plus real estate commissions and office relocation costs. During 2013, the Company recorded an adjustment of $0.1 million to the original restructuring charge as a result of the Company’s inability to sublease the office space in the time period originally expected. In 2013, the Company also negotiated a lease termination agreement with the landlord of its New Jersey office space. The agreement terminated the remaining term of the lease effective June 30, 2013 for a termination fee of $0.9 million. The Company recorded an adjustment of $0.5 million to the restructuring charge as a result of the lease termination agreement. The Company paid the final termination fee payment of $0.2 million in January 2014. The liability related to the restructuring charge was included in other current liabilities on the Company’s condensed consolidated balance sheet as of December 31, 2013. The following table summarizes the activity in the liabilities related to the restructuring charge for the three months ended March 31, 2014: | ||||||||
Lease costs, net | ||||||||
of estimated | ||||||||
(in thousands) | sublease income | Total | ||||||
Remaining liability at December 31, 2013 | $ | 160 | $ | 160 | ||||
Cash payments | (157 | ) | (157 | ) | ||||
Non-cash charges and other | (3 | ) | (3 | ) | ||||
Remaining liability at March 31, 2014 | $ | — | $ | — | ||||
less: current portion | — | |||||||
Long-term portion | $ | — |
Debt
Debt | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Debt | ' | |||||||
Debt | ' | |||||||
8. Debt | ||||||||
As of December 31, 2013 and March 31, 2014, debt outstanding included the following: | ||||||||
December 31, | March 31, | |||||||
(in thousands) | 2013 | 2014 | ||||||
HCL-EMS contingent consideration, net of unamortized discount of $0 at December 31, 2013 and March 31, 2014. Payable as decribed below. | $ | 891 | $ | 891 | ||||
Deferred oneTEM purchase price, net of unamortized discount of $87 and $63 at December 31, 2013 and March 31, 2014, respectively. Payable as described below. | 684 | 708 | ||||||
Capital lease and other obligations | 459 | 361 | ||||||
Total notes payable | $ | 2,034 | $ | 1,960 | ||||
Less current portion | $ | (1,831 | ) | $ | (1,705 | ) | ||
Notes payable, less current portion | $ | 203 | $ | 255 | ||||
Line of Credit | ||||||||
The Company has a line of credit of up to $8.0 million based upon 80% of the Company’s eligible accounts receivable with JP Morgan Chase Bank, N.A. The line of credit bears interest at the London Inter-Bank Offered Rate (“Libor”) plus a 2.0% spread. The line of credit matures in September 2014. As of December 31, 2013 and March 31, 2014, there were no balances outstanding on the line of credit. The line of credit has a financial covenant relative to minimum cash balance requirements and is secured by all of the Company’s tangible and intangible property. | ||||||||
Contingent HCL-EMS Consideration | ||||||||
The purchase consideration for the acquisition of HCL-EMS included deferred cash consideration. The deferred cash consideration included contingent cash payments following each of the first and second anniversaries of the closing date of the HCL-EMS acquisition on January 25, 2011 (the “HCL-EMS Closing Date”), pursuant to an earn-out formula based upon specified revenues from specified customers acquired from HCL-EMS, subject to set-off rights of the Company with respect to indemnities given by HCL-EMS under the Asset Purchase Agreement entered into in December 2010 in connection with the HCL-EMS acquisition (the “HCL-EMS APA”). No interest accrued on the deferred cash consideration; however, the Company recorded imputed interest in the amount of $0.6 million based on the Company’s weighted average cost of debt as of the date of the acquisition. The obligation to pay the deferred cash consideration is unsecured. In 2012, the Company and HCL-EMS agreed that the gross amount of the first year earn-out would be $1.9 million and the Company paid that amount to HCL-EMS. In April 2013, the Company and HCL-EMS agreed that the gross amount of the second year earn-out would be $1.9 million. In early August 2013, the Company paid $1.0 million of the second year earn-out to HCL-EMS, and retained the balance of the second year earn-out in the amount of $0.9 million pending resolution of an outstanding indemnity matter. There were no adjustments to the balance in 2014. | ||||||||
Deferred oneTEM Purchase Price | ||||||||
As described in Note 2, the purchase consideration for the acquisition of oneTEM includes deferred cash consideration and contingent earn-out cash consideration. The deferred cash consideration includes a payment of €0.4 million in cash payable on the first year anniversary of the closing of the oneTEM acquisition. The contingent earn-out cash consideration is payable pursuant to an earn-out formula based upon the business, whose historic revenue had been one-time consulting revenue, beginning to generate annual recurring revenue from specified customers and then year-over-year increases in annual recurring revenue from those specified customers during the earn-out periods. The earn-out period begins with the first full month after the oneTEM Closing Date and continues for four consecutive 12-month periods. The Company valued this contingent earn-out cash consideration at €0.2 million. No interest accrues on the deferred cash consideration or contingent earn-out consideration; however, the Company recorded imputed interest in the amount of €0.1 million based on weighted average cost of capital as of the date of the acquisition. The deferred consideration was and the contingent earn-out cash consideration is subject to set-off rights of the Company with respect to certain indemnities given by the former holders of the issued share capital of oneTEM under the oneTEM Purchase Agreement. The Company paid the full €0.4 million of deferred consideration which was payable on the first anniversary of the oneTEM Closing Date in April 2014. This payment did not include any amounts related to the earn-out. The only adjustment to the balance for the three months ended March 31, 2014 was the accretion of imputed interest. |
Stockholders_Equity
Stockholders' Equity | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Stockholders' Equity | ' | ||||||||
Stockholders' Equity | ' | ||||||||
9. Stockholders’ Equity | |||||||||
Common Stock—As of December 31, 2013 and March 31, 2014, the number of authorized shares of common stock, par value $0.0001 per share, was 150,000,000, of which 38,160,928 and 38,600,063 were issued and outstanding, respectively. | |||||||||
During the three months ended March 31, 2014, the Company issued 82,914 shares of its common stock to certain of its employees under the provisions of the Company’s 2011 Stock Incentive Plan (the “2011 Plan”) in the form of stock awards, as well as additional shares of common stock upon the exercise of stock options and the vesting of restricted stock units as described below. | |||||||||
Preferred Stock—As of December 31, 2013 and March 31, 2014, the number of authorized shares of preferred stock, par value $0.0001 per share, was 5,000,000, of which 0 were issued and outstanding. | |||||||||
Common Stock Warrants— On March 22, 2011, the Company issued a warrant to purchase up to 1,282,789 shares of its common stock to Dell Products, L.P. (“Dell”) in connection with the entry of the Company and Dell into a 49-month strategic relationship agreement. Under the terms of the warrant, the 1,282,789 shares of common stock may become exercisable upon the achievement of certain annual recurring revenue thresholds over the 49-month period. The warrant is exercisable at $5.987 per share. As of March 31, 2014, none of the shares that may become exercisable under this warrant were probable of being earned and becoming vested and accordingly no value was ascribed to this warrant. On a quarterly basis, the Company reviews the actual annual recurring revenue related to the Dell strategic relationship agreement to determine if it is probable that Dell will reach any of the annual recurring revenue thresholds that would result in warrant shares being earned and becoming vested, and to the extent the Company deems it probable that any warrant shares will be earned and become vested, the Company will record the fair value of those shares to intangible assets and non-current liabilities using a Black-Scholes valuation model and mark to market each period thereafter until such time as the warrant shares are actually earned and vest. | |||||||||
A summary of activity with respect to warrants to purchase common stock during the three months ended March 31, 2014 is presented below: | |||||||||
Common | |||||||||
Stock | |||||||||
Warrants | |||||||||
Outstanding at beginning of the year | 10,710 | ||||||||
Exercised | — | ||||||||
Issued | — | ||||||||
Cancelled | — | ||||||||
Outstanding at end of the period | 10,710 | ||||||||
Weighted average exercise price | $ | 13.26 | |||||||
Stock Options—As of March 31, 2014, the Company had five stock-based compensation plans, the Employee Stock Option/Stock Issuance Plan (the “Employee Plan”), the Executive Stock Option/Stock Issuance Plan (the “Executive Plan”), the 2005 Stock Incentive Plan (the “2005 Plan”), the Traq Amended and Restated 1999 Stock Plan (the “1999 Plan”) and the 2011 Plan. In connection with the Company’s initial public offering, the Company’s board of directors determined that no future stock awards would be made under the Employee Plan, the Executive Plan, the 2005 Plan and the 1999 Plan. The 2011 Plan provides for the grant of incentive stock options, nonstatutory stock options, restricted stock awards and other stock-based awards. | |||||||||
Under the provisions of the Employee Plan, the Executive Plan, the 2005 Plan, the 1999 Plan and the 2011 Plan (the “Plans”), the exercise price of each option is determined by the Company’s board of directors or by a committee appointed by the board of directors. Under the 2011 Plan, the exercise price of all stock options must not be less than the fair market value of a share of common stock on the date of grant. The period over which options vest and become exercisable, as well as the term of the options, is determined by the board of directors or the committee appointed by the board of directors. The options generally vest over 4 years and expire 10 years after the date of the grant. | |||||||||
A summary of the status of stock options issued pursuant to the Plans during the three months ended March 31, 2014 is presented below: | |||||||||
Options | Number of Shares | Weighted | Weighted | ||||||
Average | Average | ||||||||
Exercise | Contractual | ||||||||
Price | Life (years) | ||||||||
Outstanding at beginning of the year | 6,166,401 | $ | 8.81 | ||||||
Granted | — | $ | — | ||||||
Forfeited | (28,166 | ) | $ | 14.34 | |||||
Exercised | (227,176 | ) | $ | 5.16 | |||||
Outstanding at end of the period | 5,911,059 | $ | 8.92 | 6.7 | |||||
Exercisable at end of the period | 4,237,671 | $ | 7.26 | 6.1 | |||||
Available for future grants at March 31, 2014 | 197,404 | ||||||||
The intrinsic values of options outstanding, vested and exercised during the three months ended March 31, 2014 were as follows: | |||||||||
Number of | Intrinsic | ||||||||
Options | Value | ||||||||
Outstanding | 5,911,059 | $ | 57,614,720 | ||||||
Vested | 4,237,671 | $ | 48,336,200 | ||||||
Exercised | 227,176 | $ | 3,057,832 | ||||||
During the three months ended March 31, 2014, employees and former employees of the Company exercised options to purchase a total of 227,176 shares of common stock at exercise prices ranging from $0.88 to $17.74 per share. Proceeds from the stock option exercises totaled $1.2 million. | |||||||||
Restricted Stock Units—During the three months ended March 31, 2014, the Company issued 852,639 restricted stock units to certain employees under the provisions of the 2011 Plan, of which 271,000 were performance stock units and 129,045 restricted stock units vested resulting in an equal number of shares of common stock being issued. The grants of restricted stock units made during the three months ended March 31, 2014 had an aggregate value of $16.2 million. The value of a restricted stock unit award is determined based on the closing price of the Company’s common stock on the date of grant. A restricted stock unit award entitles the holder to receive shares of the Company’s common stock as the award vests. The restricted stock units vest over periods that range from 3 months to 4 years. The performance stock units vest based on achievement of a specified financial metric, over 1 year beginning on the first anniversary of the grant date of February 19, 2014. Stock-based compensation expense is amortized on a straight-line basis over the vesting period. | |||||||||
For the three months ended March 31, 2014, the Company recorded stock-based compensation expenses of $0.7 million related to restricted stock units. | |||||||||
As of March 31, 2014, there was $21.4 million of total unrecognized compensation cost, net of estimated forfeitures, related to unvested restricted stock units. This amount will be amortized on a straight-line basis over the requisite service period related to the restricted unit grants. | |||||||||
A summary of the status of restricted stock units issued pursuant to the Plans during the three months ended March 31, 2014 is presented below: | |||||||||
Restricted Stock Units | Number of Shares | Weighted | |||||||
Average Fair | |||||||||
Value | |||||||||
Outstanding at beginning of the year | 808,793 | $ | 15.29 | ||||||
Granted | 852,639 | $ | 19.02 | ||||||
Forfeited | (195,967 | ) | $ | 15.11 | |||||
Vested | (129,045 | ) | $ | 15.03 | |||||
Outstanding at end of the period | 1,336,420 | $ | 17.72 | ||||||
In accordance with ASC 718, Share Based Payment (“ASC 718”), total compensation expense for stock-based compensation awards was $3.1 million and $4.2 million for the three months ended March 31, 2013 and 2014, respectively, which is included on the accompanying condensed consolidated statements of operations as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2013 | 2014 | ||||||||
Cost of goods sold | $ | 554 | $ | 1,488 | |||||
Sales and marketing expenses | 813 | 1,256 | |||||||
General and administrative expenses | 1,472 | 1,035 | |||||||
Research and development | 260 | 418 | |||||||
Total stock-based employee compensation | $ | 3,099 | $ | 4,197 | |||||
Stock-based compensation expense for equity awards outstanding as of March 31, 2014 will be recognized over the following periods as follows (in thousands): | |||||||||
Years Ending December 31, | |||||||||
April 1, 2014 to December 31, 2014 | $ | 12,418 | |||||||
2015 | 13,740 | ||||||||
2016 | 6,628 | ||||||||
2017 | 796 | ||||||||
$ | 33,582 | ||||||||
Stock-based compensation costs for stock options are generally based on the fair value calculated from the Black-Scholes valuation model on the date of grant. The Black-Scholes valuation model requires the Company to estimate key assumptions such as expected volatility, expected terms, risk-free interest rates and dividend yields. The Company determined the assumptions in the Black-Scholes valuation model as follows: expected volatility is a combination of the Company’s competitors’ historical volatility; expected term is calculated using the “simplified” method prescribed in ASC 718; and the risk free rate is based on the U.S. Treasury yield on 5 and 7-year instruments in effect at the time of grant. A dividend yield is not used, as the Company has never paid cash dividends and does not currently intend to pay cash dividends. The Company periodically reviews the assumptions and modifies the assumptions accordingly. | |||||||||
As part of the requirements of ASC 718, the Company is required to estimate potential forfeitures of stock grants and adjust compensation cost recorded accordingly. The estimate of forfeitures will be adjusted over the requisite service period to the extent that actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of stock-based compensation expense to be recognized in future periods. The fair values of stock grants are amortized as compensation expense on a straight-line basis over the vesting period of the grants. Compensation expense recognized is shown in the operating activities section of the statement of cash flows. |
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2014 | |
Income Taxes | ' |
Income Taxes | ' |
10. Income Taxes | |
The income tax provision differs from the expected tax provisions computed by applying the U.S. Federal statutory rate to loss before income taxes primarily because the Company has historically maintained a full valuation allowance on its deferred tax assets and to a lesser extent because of the impact of state income taxes. As described in the 2013 Form 10-K, the Company maintains a full valuation allowance in accordance with ASC 740, Accounting for Income Taxes, on its net deferred tax assets. Until the Company achieves and sustains an appropriate level of profitability, it plans to maintain a valuation allowance on its net deferred tax assets. |
Fair_Value_Measurement
Fair Value Measurement | 3 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Fair Value Measurement | ' | |||||||||||||
Fair Value Measurement | ' | |||||||||||||
11. Fair Value Measurement | ||||||||||||||
The Company records certain financial assets and liabilities at fair value on a recurring basis. The Company determines fair values based on that price it would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. | ||||||||||||||
The prescribed fair value hierarchy and related valuation methodologies are as follows: | ||||||||||||||
Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. | ||||||||||||||
Level 2—Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, directly or indirectly, such as a quoted price for similar assets or liabilities in active markets. | ||||||||||||||
Level 3—Inputs are unobservable and are only used to measure fair value when observable inputs are not available. The inputs reflect the entity’s own assumptions and are based on the best information available. This allows for the fair value of an asset or liability to be measured when no active market for that asset or liability exists. | ||||||||||||||
The following tables disclose the assets and liabilities measured at fair value on a recurring basis as of December 31, 2013 and March 31, 2014 and the basis for that measurement: | ||||||||||||||
Fair Value Measurement at December 31, 2013 | ||||||||||||||
(in thousands) | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Money market | $ | 18,345 | $ | 18,345 | $ | — | $ | — | ||||||
Contingent HCL-EMS acquisition consideration | 891 | — | — | 891 | ||||||||||
Contingent oneTEM acquisition consideration | 206 | — | — | 206 | ||||||||||
$ | 19,442 | $ | 18,345 | $ | — | $ | 1,097 | |||||||
Fair Value Measurement at March 31, 2014 | ||||||||||||||
(in thousands) | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Money market | $ | 18,352 | $ | 18,352 | $ | — | $ | — | ||||||
Contingent HCL-EMS acquisition consideration | 891 | — | — | 891 | ||||||||||
Contingent oneTEM acquisition consideration | 214 | — | — | 214 | ||||||||||
$ | 19,457 | $ | 18,352 | $ | — | $ | 1,105 | |||||||
The changes in the fair value of the Level 3 liability for the three months ended March 31, 2014 are as follows: | ||||||||||||||
Contingent Acquisition Consideration | ||||||||||||||
Three Months Ended March 31, 2014 | ||||||||||||||
(in thousands) | HCL-EMS | oneTEM | ||||||||||||
Balance, Beginning of Period | $ | 891 | $ | 206 | ||||||||||
Imputed interest | — | 8 | ||||||||||||
Balance, End of Period | $ | 891 | $ | 214 | ||||||||||
The Company’s investment in overnight money market institutional funds, which amounted to $18.3 million and $18.4 million at December 31, 2013 and March 31, 2014, respectively, is included in cash and cash equivalents on the accompanying condensed consolidated balance sheets and is classified as a Level 1 input. | ||||||||||||||
The acquisition of HCL-EMS includes a contingent consideration agreement that requires additional consideration to be paid by the Company following each of the first and second anniversaries of the HCL-EMS Closing Date, pursuant to an earn-out formula ranging from 7.5% to 15% of specified revenues from specified customers acquired, subject to set-off rights of the Company with respect to indemnities given by HCL-EMS under the HCL-EMS APA. The fair value of the contingent consideration recognized was $3.4 million which was estimated by applying the income approach. The remaining balance of $0.9 million represents the balance retained by the Company pending resolution of an outstanding indemnity matter. The key assumptions include (a) a discount rate of 10.5% and (b) probability adjusted levels of revenue between approximately $12.6 million and $13.9 million. As of March 31, 2014, there were no changes in the recognized amounts. | ||||||||||||||
The acquisition of oneTEM includes a contingent earn-out cash consideration agreement that requires additional consideration to be paid by the Company following each of the first four anniversaries of the oneTEM Closing Date. Historically, the oneTEM business had generated one-time consulting revenue. Under the earn-out formula, the earn-out consideration is equal to 9% of annual recurring revenue that the business begins to generate from specified customers in the first year and then 9% of year-over-year increases in annual recurring revenue growth from those specified customers during the earn-out periods. The earn-out period begins with the first full month after the oneTEM Closing Date and continues for four consecutive 12- month periods. The contingent earn-out cash consideration is subject to set-off rights of the Company with respect to indemnities given by the former holders of the issued share capital of oneTEM under the oneTEM Purchase Agreement. The fair value of the contingent earn-out cash consideration recognized was $0.2 million, which was estimated by applying the income approach. The key assumptions include (a) a discount rate of 15% and (b) probability adjusted levels of initial and then increased annual recurring revenue between approximately $0.2 million and $0.3 million. As of March 31, 2014, there were no changes in the recognized amounts, except for the accretion of imputed interest. | ||||||||||||||
The carrying amounts of the Company’s other non-cash financial instruments including accounts receivable and accounts payable approximate their fair values due to the relatively short-term nature of these instruments. |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information: | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Supplemental Cash Flow Information: | ' | |||||||
Supplemental Cash Flow Information: | ' | |||||||
12. Supplemental Cash Flow Information: | ||||||||
Information about other cash flow activities during the three months ended March 31, 2013 and 2014 are as follows: | ||||||||
Three months ended March 31, | ||||||||
(in thousands) | 2013 | 2014 | ||||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||||||||
Cash paid for: | ||||||||
Interest | $ | 21 | $ | 9 | ||||
Income tax payments | $ | 32 | $ | 114 |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2014 | |
Commitments and Contingencies | ' |
Commitments and Contingencies | ' |
13. Commitments and Contingencies | |
During the normal course of business, the Company becomes involved in various routine legal proceedings including issues pertaining to patent and trademark infringement, customer disputes, employee matters and acquisition-related post-closing disputes. The Company does not believe that the outcome of these matters will have a material adverse effect on its financial condition. | |
The Company has entered into non-cancellable operating leases for the rental of office space in various locations that expire between 2014 and 2019. Some of the leases provide for lower payments in the beginning of the term which gradually escalate during the term of the lease. The Company recognizes rent expense on a straight-line basis over the lease term, which gives rise to a deferred rent liability on the balance sheet. The Company also has entered into agreements with third-party hosting facilities, which expire between 2014 and 2016. | |
The Company is also obligated under several leases covering computer equipment and software, which the Company has classified as capital leases. Additionally, the Company has entered into several operating leases for various office equipment items, which expire between 2014 and 2015. | |
Rent expense, included in general and administrative expense, was approximately $1.4 million and $1.5 million for the three months ended March 31, 2013 and 2014, respectively. |
Business_Combinations_Tables
Business Combinations (Tables) | 3 Months Ended | ||||||
Mar. 31, 2014 | |||||||
Anomalous | ' | ||||||
Business combinations | ' | ||||||
Schedule of breakdown between purchase price and the allocation of the total purchase price | ' | ||||||
The following table presents the breakdown between cash and deferred purchase price and the allocation of the total purchase price (in thousands): | |||||||
Purchase consideration: | |||||||
Cash | $ | 3,521 | |||||
Common stock | 1,984 | ||||||
Deferred cash consideration | 1,495 | ||||||
$ | 7,000 | ||||||
Allocation of Purchase Consideration: | |||||||
Current assets | $ | 1,140 | |||||
Property and equipment | 47 | ||||||
Other assets | 10 | ||||||
Identifiable intangible assets | 2,857 | ||||||
Goodwill | 4,477 | ||||||
Total assets acquired | 8,531 | ||||||
Accounts payable and accrued expenses | (394 | ) | |||||
Deferred taxes | (767 | ) | |||||
Deferred revenue | (370 | ) | |||||
$ | 7,000 | ||||||
Schedule of estimates of fair value of the identifiable intangible assets acquired | ' | ||||||
Description | Fair Value | Weighted Average | |||||
(in thousands) | Useful Life | ||||||
(in years) | |||||||
Technology | $ | 2,017 | 5 | ||||
Non-compete covenants | 553 | 2 | |||||
Customer relationships | 236 | 4 | |||||
Tradenames | 51 | 3 | |||||
Total identifiable intangible assets | $ | 2,857 | |||||
ttMobiles | ' | ||||||
Business combinations | ' | ||||||
Schedule of breakdown between purchase price and the allocation of the total purchase price | ' | ||||||
The following table presents the breakdown between cash and deferred purchase price and the allocation of the total purchase price (in thousands): | |||||||
Purchase consideration: | |||||||
Cash | $ | 6,359 | |||||
Deferred cash consideration | 2,315 | ||||||
$ | 8,674 | ||||||
Allocation of Purchase Consideration: | |||||||
Current assets | $ | 2,469 | |||||
Property and equipment | 188 | ||||||
Identifiable intangible assets | 4,288 | ||||||
Goodwill | 3,557 | ||||||
Total assets acquired | 10,502 | ||||||
Accounts payable and accrued expenses | (848 | ) | |||||
Deferred taxes | (954 | ) | |||||
Deferred revenue | (26 | ) | |||||
$ | 8,674 | ||||||
Schedule of estimates of fair value of the identifiable intangible assets acquired | ' | ||||||
Description | Fair Value | Weighted Average | |||||
(in thousands) | Useful Life | ||||||
(in years) | |||||||
Customer relationships | $ | 2,606 | 9 | ||||
Technology | 1,178 | 5 | |||||
Tradenames | 388 | 4 | |||||
Non-compete covenants | 116 | 2 | |||||
Total identifiable intangible assets | $ | 4,288 | |||||
Symphony | ' | ||||||
Business combinations | ' | ||||||
Schedule of breakdown between purchase price and the allocation of the total purchase price | ' | ||||||
The following table presents the breakdown between cash and deferred purchase price and the allocation of the total purchase price (in thousands): | |||||||
Purchase consideration: | |||||||
Cash | $ | 29,208 | |||||
Deferred cash consideration | 10,793 | ||||||
$ | 40,001 | ||||||
Allocation of Purchase Consideration: | |||||||
Current assets | $ | 5,628 | |||||
Property and equipment | 602 | ||||||
Identifiable intangible assets | 13,790 | ||||||
Goodwill | 20,936 | ||||||
Total assets acquired | 40,956 | ||||||
Accounts payable and accrued expenses | (335 | ) | |||||
Deferred revenue | (620 | ) | |||||
$ | 40,001 | ||||||
Schedule of estimates of fair value of the identifiable intangible assets acquired | ' | ||||||
Description | Fair Value | Weighted Average | |||||
(in thousands) | Useful Life | ||||||
(in years) | |||||||
Customer relationships | $ | 9,680 | 9 | ||||
Technology | 4,050 | 5 | |||||
Tradename | 60 | 3 | |||||
Total identifiable intangible assets | $ | 13,790 | |||||
oneTEM | ' | ||||||
Business combinations | ' | ||||||
Schedule of breakdown between purchase price and the allocation of the total purchase price | ' | ||||||
The following table presents the breakdown between cash and deferred purchase price and the allocation of the total purchase price (in thousands): | |||||||
Purchase consideration: | |||||||
Cash | $ | 1,221 | |||||
Deferred cash consideration | 433 | ||||||
Fair value of contingent consideration | 183 | ||||||
$ | 1,837 | ||||||
Allocation of Purchase Consideration: | |||||||
Current assets | $ | 565 | |||||
Property and equipment | 10 | ||||||
Identifiable intangible assets | 870 | ||||||
Goodwill | 655 | ||||||
Total assets acquired | 2,100 | ||||||
Accounts payable and accrued expenses | (152 | ) | |||||
Taxes payable | (111 | ) | |||||
$ | 1,837 | ||||||
Schedule of estimates of fair value of the identifiable intangible assets acquired | ' | ||||||
Description | Fair Value | Weighted Average | |||||
(in thousands) | Useful Life | ||||||
(in years) | |||||||
Customer relationships | $ | 535 | 8 | ||||
Covenants not to compete | 298 | 2 | |||||
Tradename | 37 | 2.7 | |||||
Total identifiable intangible assets | $ | 870 |
Unaudited_Pro_Forma_Results_Ta
Unaudited Pro Forma Results (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Unaudited Pro Forma Results | ' | |||||||
Schedule of unaudited pro forma results, as if the acquisition occurred at beginning of the period | ' | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(in thousands, except per share amounts) | 2013 | 2014 | ||||||
Revenue | $ | 45,003 | $ | 50,394 | ||||
Operating income | 838 | 193 | ||||||
Net income (loss) | 1,024 | (267 | ) | |||||
Basic income (loss) per common share | $ | 0.03 | $ | (0.01 | ) | |||
Diluted income (loss) per common share | $ | 0.03 | $ | (0.01 | ) |
Income_Loss_per_Share_Applicab1
Income (Loss) per Share Applicable to Common Stockholders (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Income (Loss) per Share Applicable to Common Stockholders | ' | |||||||
Schedule of computations of income (loss) per share applicable to common stockholders | ' | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(in thousands, except per share amounts) | 2013 | 2014 | ||||||
Basic net income (loss) per common share | ||||||||
Net income (loss) | $ | 1,125 | $ | (267 | ) | |||
Basic income (loss) per common share | $ | 0.03 | $ | (0.01 | ) | |||
Weighted-average common shares outstanding | 37,547 | 38,364 | ||||||
Diluted net income (loss) per common share | ||||||||
Net income (loss) | $ | 1,125 | $ | (267 | ) | |||
Diluted income (loss) per common share | $ | 0.03 | $ | (0.01 | ) | |||
Weighted-average common shares used to compute diluted net income (loss) per share | 40,459 | 38,364 | ||||||
Schedule of potential common shares excluded from computation of diluted income (loss) per common share as the effect would be anti-dilutive | ' | |||||||
Outstanding stock options | 2,689 | 2,240 | ||||||
Outstanding restricted stock units | 717 | 1,020 | ||||||
Common stock warrants | 11 | 8 |
Computers_Furniture_and_Equipm1
Computers, Furniture and Equipment-Net (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Computers, Furniture and Equipment-Net | ' | |||||||
Schedule of computers, furniture and equipment-net | ' | |||||||
As of | ||||||||
December 31, | March 31, | |||||||
(in thousands) | 2013 | 2014 | ||||||
Computers and software | $ | 12,316 | $ | 13,463 | ||||
Furniture and fixtures | 1,194 | 1,206 | ||||||
Leasehold improvements | 1,380 | 1,439 | ||||||
14,890 | 16,108 | |||||||
Less accumulated depreciation | (10,573 | ) | (11,220 | ) | ||||
Computers, furniture and equipment-net | $ | 4,317 | $ | 4,888 |
Intangible_Assets_and_Goodwill1
Intangible Assets and Goodwill (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Intangible Assets and Goodwill | ' | |||||||||
Schedule of components of intangible assets | ' | |||||||||
Weighted | ||||||||||
December 31, | March 31, | Average Useful | ||||||||
(in thousands) | 2013 | 2014 | Life (in years) | |||||||
Patents | $ | 1,054 | $ | 1,054 | 8 | |||||
Less: accumulated amortization | (897 | ) | (930 | ) | ||||||
Patents, net | 157 | 124 | ||||||||
Technological know-how | 15,033 | 14,970 | 6.1 | |||||||
Less: accumulated amortization | (7,853 | ) | (8,560 | ) | ||||||
Technological know-how, net | 7,180 | 6,410 | ||||||||
Customer relationships | 37,935 | 37,943 | 8.7 | |||||||
Less: accumulated amortization | (15,155 | ) | (16,230 | ) | ||||||
Customer relationships, net | 22,780 | 21,713 | ||||||||
Convenants not to compete | 1,144 | 1,126 | 2 | |||||||
Less: accumulated amortization | (935 | ) | (970 | ) | ||||||
Convenants not to compete, net | 209 | 156 | ||||||||
Strategic marketing agreement | 6,203 | 6,203 | 10 | |||||||
Less: accumulated amortization | (597 | ) | (705 | ) | ||||||
Strategic marketing agreement, net | 5,606 | 5,498 | ||||||||
Tradenames | 885 | 885 | 3.8 | |||||||
Less: accumulated amortization | (427 | ) | (485 | ) | ||||||
Tradenames, net | 458 | 400 | ||||||||
Trademarks | 247 | 247 | Indefinite | |||||||
Intangible assets, net | $ | 36,637 | $ | 34,548 | ||||||
Schedule of estimate of future amortization expense for acquired intangible assets | ' | |||||||||
The Company’s estimate of future amortization expense for acquired intangible assets that exist at March 31, 2014 is as follows: | ||||||||||
(in thousands) | ||||||||||
April 1, 2014 to December 31, 2014 | $ | 5,533 | ||||||||
2015 | 6,045 | |||||||||
2016 | 5,717 | |||||||||
2017 | 5,066 | |||||||||
2018 | 4,595 | |||||||||
Thereafter | 7,345 | |||||||||
Total | $ | 34,301 | ||||||||
Schedule of changes in carrying amounts of goodwill | ' | |||||||||
Carrying | ||||||||||
(in thousands) | Amount | |||||||||
Balance at December 31, 2013 | $ | 65,963 | ||||||||
Foreign exchange translation effect | (63 | ) | ||||||||
Balance at March 31, 2014 | $ | 65,900 |
Restructuring_Charge_Tables
Restructuring Charge (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Restructuring Charge | ' | |||||||
Summary of the activity in the liabilities related to the restructuring charge | ' | |||||||
Lease costs, net | ||||||||
of estimated | ||||||||
(in thousands) | sublease income | Total | ||||||
Remaining liability at December 31, 2013 | $ | 160 | $ | 160 | ||||
Cash payments | (157 | ) | (157 | ) | ||||
Non-cash charges and other | (3 | ) | (3 | ) | ||||
Remaining liability at March 31, 2014 | $ | — | $ | — | ||||
less: current portion | — | |||||||
Long-term portion | $ | — |
Debt_Tables
Debt (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Debt | ' | |||||||
Schedule of debt outstanding | ' | |||||||
December 31, | March 31, | |||||||
(in thousands) | 2013 | 2014 | ||||||
HCL-EMS contingent consideration, net of unamortized discount of $0 at December 31, 2013 and March 31, 2014. Payable as decribed below. | $ | 891 | $ | 891 | ||||
Deferred oneTEM purchase price, net of unamortized discount of $87 and $63 at December 31, 2013 and March 31, 2014, respectively. Payable as described below. | 684 | 708 | ||||||
Capital lease and other obligations | 459 | 361 | ||||||
Total notes payable | $ | 2,034 | $ | 1,960 | ||||
Less current portion | $ | (1,831 | ) | $ | (1,705 | ) | ||
Notes payable, less current portion | $ | 203 | $ | 255 |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Stockholders' Equity | ' | ||||||||
Summary of activity with respect to warrants to purchase common stock | ' | ||||||||
A summary of activity with respect to warrants to purchase common stock during the three months ended March 31, 2014 is presented below: | |||||||||
Common | |||||||||
Stock | |||||||||
Warrants | |||||||||
Outstanding at beginning of the year | 10,710 | ||||||||
Exercised | — | ||||||||
Issued | — | ||||||||
Cancelled | — | ||||||||
Outstanding at end of the period | 10,710 | ||||||||
Weighted average exercise price | $ | 13.26 | |||||||
Summary of status of stock options issued pursuant to the plans | ' | ||||||||
A summary of the status of stock options issued pursuant to the Plans during the three months ended March 31, 2014 is presented below: | |||||||||
Options | Number of Shares | Weighted | Weighted | ||||||
Average | Average | ||||||||
Exercise | Contractual | ||||||||
Price | Life (years) | ||||||||
Outstanding at beginning of the year | 6,166,401 | $ | 8.81 | ||||||
Granted | — | $ | — | ||||||
Forfeited | (28,166 | ) | $ | 14.34 | |||||
Exercised | (227,176 | ) | $ | 5.16 | |||||
Outstanding at end of the period | 5,911,059 | $ | 8.92 | 6.7 | |||||
Exercisable at end of the period | 4,237,671 | $ | 7.26 | 6.1 | |||||
Available for future grants at March 31, 2014 | 197,404 | ||||||||
Summary of intrinsic values of options outstanding, vested and exercised | ' | ||||||||
The intrinsic values of options outstanding, vested and exercised during the three months ended March 31, 2014 were as follows: | |||||||||
Number of | Intrinsic | ||||||||
Options | Value | ||||||||
Outstanding | 5,911,059 | $ | 57,614,720 | ||||||
Vested | 4,237,671 | $ | 48,336,200 | ||||||
Exercised | 227,176 | $ | 3,057,832 | ||||||
Summary of status of restricted stock units issued pursuant to the plans | ' | ||||||||
A summary of the status of restricted stock units issued pursuant to the Plans during the three months ended March 31, 2014 is presented below: | |||||||||
Restricted Stock Units | Number of Shares | Weighted | |||||||
Average Fair | |||||||||
Value | |||||||||
Outstanding at beginning of the year | 808,793 | $ | 15.29 | ||||||
Granted | 852,639 | $ | 19.02 | ||||||
Forfeited | (195,967 | ) | $ | 15.11 | |||||
Vested | (129,045 | ) | $ | 15.03 | |||||
Outstanding at end of the period | 1,336,420 | $ | 17.72 | ||||||
Schedule of total compensation expense for stock-based compensation awards included in the accompanying condensed consolidated statements of operations | ' | ||||||||
In accordance with ASC 718, Share Based Payment (“ASC 718”), total compensation expense for stock-based compensation awards was $3.1 million and $4.2 million for the three months ended March 31, 2013 and 2014, respectively, which is included on the accompanying condensed consolidated statements of operations as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2013 | 2014 | ||||||||
Cost of goods sold | $ | 554 | $ | 1,488 | |||||
Sales and marketing expenses | 813 | 1,256 | |||||||
General and administrative expenses | 1,472 | 1,035 | |||||||
Research and development | 260 | 418 | |||||||
Total stock-based employee compensation | $ | 3,099 | $ | 4,197 | |||||
Schedule of stock-based compensation expense for equity awards outstanding | ' | ||||||||
Stock-based compensation expense for equity awards outstanding as of March 31, 2014 will be recognized over the following periods as follows (in thousands): | |||||||||
Years Ending December 31, | |||||||||
April 1, 2014 to December 31, 2014 | $ | 12,418 | |||||||
2015 | 13,740 | ||||||||
2016 | 6,628 | ||||||||
2017 | 796 | ||||||||
$ | 33,582 |
Fair_Value_Measurement_Tables
Fair Value Measurement (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Fair Value Measurement | ' | |||||||||||||
Schedule of assets and liabilities measured at fair value on a recurring basis | ' | |||||||||||||
Fair Value Measurement at December 31, 2013 | ||||||||||||||
(in thousands) | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Money market | $ | 18,345 | $ | 18,345 | $ | — | $ | — | ||||||
Contingent HCL-EMS acquisition consideration | 891 | — | — | 891 | ||||||||||
Contingent oneTEM acquisition consideration | 206 | — | — | 206 | ||||||||||
$ | 19,442 | $ | 18,345 | $ | — | $ | 1,097 | |||||||
Fair Value Measurement at March 31, 2014 | ||||||||||||||
(in thousands) | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Money market | $ | 18,352 | $ | 18,352 | $ | — | $ | — | ||||||
Contingent HCL-EMS acquisition consideration | 891 | — | — | 891 | ||||||||||
Contingent oneTEM acquisition consideration | 214 | — | — | 214 | ||||||||||
$ | 19,457 | $ | 18,352 | $ | — | $ | 1,105 | |||||||
Changes in the fair value of the Level 3 liability | ' | |||||||||||||
Contingent Acquisition Consideration | ||||||||||||||
Three Months Ended March 31, 2014 | ||||||||||||||
(in thousands) | HCL-EMS | oneTEM | ||||||||||||
Balance, Beginning of Period | $ | 891 | $ | 206 | ||||||||||
Imputed interest | — | 8 | ||||||||||||
Balance, End of Period | $ | 891 | $ | 214 |
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information: (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Supplemental Cash Flow Information: | ' | |||||||
Schedule of information about other cash flow activities | ' | |||||||
Three months ended March 31, | ||||||||
(in thousands) | 2013 | 2014 | ||||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||||||||
Cash paid for: | ||||||||
Interest | $ | 21 | $ | 9 | ||||
Income tax payments | $ | 32 | $ | 114 |
Business_Combinations_Details
Business Combinations (Details) | 3 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | |||||||||||||||||||||||||||
Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Jan. 31, 2012 | Mar. 31, 2014 | Jan. 10, 2012 | Jan. 31, 2013 | Jan. 31, 2012 | Jan. 10, 2012 | Jan. 31, 2012 | Jan. 10, 2012 | Jan. 31, 2012 | Jan. 10, 2012 | Jan. 31, 2012 | Jan. 10, 2012 | Feb. 21, 2012 | Feb. 21, 2012 | Feb. 21, 2013 | Feb. 28, 2013 | Feb. 21, 2012 | Feb. 21, 2012 | Feb. 21, 2012 | Feb. 21, 2012 | Mar. 31, 2014 | Aug. 08, 2012 | Dec. 31, 2013 | Mar. 31, 2014 | Feb. 28, 2013 | Mar. 31, 2014 | Aug. 08, 2013 | Oct. 31, 2013 | Aug. 08, 2012 | Aug. 08, 2012 | Aug. 08, 2012 | Apr. 18, 2013 | Apr. 18, 2013 | Apr. 18, 2013 | Apr. 30, 2014 | Apr. 18, 2013 | Mar. 31, 2014 | Apr. 18, 2013 | Apr. 18, 2013 | Apr. 18, 2013 | |
Technology | Customer relationships | Non-compete covenants | Tradenames | Anomalous | Anomalous | Anomalous | Anomalous | Anomalous | Anomalous | Anomalous | Anomalous | Anomalous | Anomalous | Anomalous | Anomalous | Anomalous | ttMobiles | ttMobiles | ttMobiles | ttMobiles | ttMobiles | ttMobiles | ttMobiles | ttMobiles | Symphony | Symphony | Symphony | Symphony | Symphony | Symphony | Symphony | Symphony | Symphony | Symphony | Symphony | oneTEM | oneTEM | oneTEM | oneTEM | oneTEM | oneTEM | oneTEM | oneTEM | oneTEM | |
USD ($) | Installment Payment Due 10 January 2013 | Technology | Technology | Customer relationships | Customer relationships | Non-compete covenants | Non-compete covenants | Tradenames | Tradenames | USD ($) | GBP (£) | Installment Payment Due 21 February 2013 | Installment Payment Due 21 February 2013 | Technology | Customer relationships | Non-compete covenants | Tradenames | USD ($) | USD ($) | Maximum | Consideration Payable on Achievement of Revenue Targets | Installment Payment Due 08 May 2013 | Installment Payment Due 08 May 2013 | Installment Payment Due 08 August 2013 | Installment Payment Due 08 August 2013 | Technology | Customer relationships | Tradenames | USD ($) | EUR (€) | Installment Payment Due on First Year Anniversary of Closing | Installment Payment Due on First Year Anniversary of Closing | Installment Payment Due on First Year Anniversary of Closing | Installment Payment Due on First Year Anniversary of Closing | Customer relationships | Non-compete covenants | Tradenames | ||||||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | GBP (£) | GBP (£) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | item | item | EUR (€) | Subsequent events | Contingent consideration | Contingent consideration | USD ($) | USD ($) | USD ($) | |||||||||||||||||
EUR (€) | EUR (€) | EUR (€) | |||||||||||||||||||||||||||||||||||||||||||
item | item | ||||||||||||||||||||||||||||||||||||||||||||
Business combinations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred cash consideration | ' | ' | ' | ' | ' | ' | ' | $979,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contingent consideration under Indian purchase agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred cash consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' | ' | 400,000 | ' | ' | ' |
Contingent consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,000,000 | 40,200,000 | ' | ' | 6,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred cash consideration paid | ' | ' | ' | ' | ' | ' | ' | ' | 979,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | 4,400,000 | ' | 4,900,000 | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' |
Unregistered shares of common stock issued as a consideration | ' | ' | ' | ' | ' | 165,775 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested and unregistered shares of common stock with vesting based upon achievement of revenue targets | ' | ' | ' | ' | ' | 132,617 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested and unregistered shares of common stock cancelled and retired | ' | ' | ' | ' | 132,617 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of unregistered and unvested shares of the common stock valued by using closing price | ' | ' | ' | ' | ' | ' | 165,775 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Marketability discount rate applied to the fair value of the unregistered and unvested shares (as a percent) | ' | ' | ' | ' | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lock-up period of unregistered shares | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of anniversaries for which additional consideration payable following the closing date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | 4 | ' | ' | 4 | ' | ' | ' | ' |
Number of consecutive 12-month earn-out period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | 4 | ' | ' | 4 | 4 | ' | ' | ' |
Earn-out period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '12 months | '12 months | ' | ' | ' |
Deferred cash consideration for four consecutive 12-month earn-out periods | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | 200,000 | ' | ' | ' |
Anniversary payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred cash consideration paid related to indemnity matters | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred cash consideration change in purchase price due to net asset adjustment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount paid for indemnity matters resolved which was previously deducted from deferred cash consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earn-out payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Breakdown of purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | ' | ' | ' | ' | 3,521,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,359,000 | 4,000,000 | ' | ' | ' | ' | ' | ' | ' | 29,208,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,221,000 | 900,000 | ' | ' | ' | ' | ' | ' | ' |
Common stock | ' | ' | ' | ' | ' | ' | ' | 1,984,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of deferred purchase price | ' | ' | ' | ' | ' | ' | ' | 1,495,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,315,000 | ' | ' | ' | ' | ' | ' | ' | ' | 10,793,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 433,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of contingent consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 183,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Total | ' | ' | ' | ' | ' | ' | ' | 7,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,674,000 | ' | ' | ' | ' | ' | ' | ' | ' | 40,001,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,837,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Allocation of Purchase Consideration: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Current assets | ' | ' | ' | ' | ' | ' | ' | 1,140,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,469,000 | ' | ' | ' | ' | ' | ' | ' | ' | 5,628,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 565,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Property and equipment | ' | ' | ' | ' | ' | ' | ' | 47,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 188,000 | ' | ' | ' | ' | ' | ' | ' | ' | 602,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Other assets | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Identifiable intangible assets | ' | ' | ' | ' | ' | ' | ' | 2,857,000 | ' | ' | 2,017,000 | ' | 236,000 | ' | 553,000 | ' | 51,000 | 4,288,000 | ' | ' | ' | 1,178,000 | 2,606,000 | 116,000 | 388,000 | ' | 13,790,000 | ' | ' | ' | ' | ' | ' | 4,050,000 | 9,680,000 | 60,000 | 870,000 | ' | ' | ' | ' | ' | 535,000 | 298,000 | 37,000 |
Goodwill | ' | ' | ' | ' | ' | ' | ' | 4,477,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,557,000 | ' | ' | ' | ' | ' | ' | ' | ' | 20,936,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 655,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Total assets acquired | ' | ' | ' | ' | ' | ' | ' | 8,531,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,502,000 | ' | ' | ' | ' | ' | ' | ' | ' | 40,956,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,100,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Accounts payable and accrued expenses | ' | ' | ' | ' | ' | ' | ' | -394,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -848,000 | ' | ' | ' | ' | ' | ' | ' | ' | -335,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -152,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Taxes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -111,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred taxes | ' | ' | ' | ' | ' | ' | ' | -767,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -954,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred revenue | ' | ' | ' | ' | ' | ' | ' | -370,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -26,000 | ' | ' | ' | ' | ' | ' | ' | ' | -620,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total | ' | ' | ' | ' | ' | ' | ' | $7,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $8,674,000 | ' | ' | ' | ' | ' | ' | ' | ' | $40,001,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,837,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted Average Useful Life | '6 years 1 month 6 days | '8 years 8 months 12 days | '2 years | '3 years 10 months 24 days | ' | ' | ' | ' | ' | '5 years | ' | '4 years | ' | '2 years | ' | '3 years | ' | ' | ' | ' | ' | '5 years | '9 years | '2 years | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | '9 years | '3 years | ' | ' | ' | ' | ' | ' | '8 years | '2 years | '2 years 8 months 12 days |
Unaudited_Pro_Forma_Results_De
Unaudited Pro Forma Results (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Unaudited Pro Forma Results | ' | ' |
Revenue | $50,394 | $45,003 |
Operating income | 193 | 838 |
Net income (loss) | ($267) | $1,024 |
Basic income (loss) per common share (in dollars per share) | ($0.01) | $0.03 |
Diluted income (loss) per common share (in dollars per share) | ($0.01) | $0.03 |
Income_Loss_per_Share_Applicab2
Income (Loss) per Share Applicable to Common Stockholders (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Basic net income (loss) per common share | ' | ' |
Net income (loss) | ($267) | $1,125 |
Basic income (loss) per common share (in dollars per share) | ($0.01) | $0.03 |
Weighted-average common shares outstanding | 38,364 | 37,547 |
Diluted net income (loss) per common share | ' | ' |
Net income (loss) | ($267) | $1,125 |
Diluted income (loss) per common share (in dollars per share) | ($0.01) | $0.03 |
Weighted-average common shares used to compute diluted net income (loss) per share | 38,364 | 40,459 |
Income_Loss_per_Share_Applicab3
Income (Loss) per Share Applicable to Common Stockholders (Details 2) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Outstanding stock options | ' | ' |
Potentially dilutive securities | ' | ' |
Potential dilutive securities considered as anti-dilutive (in shares) | 2,240 | 2,689 |
Outstanding restricted stock units | ' | ' |
Potentially dilutive securities | ' | ' |
Potential dilutive securities considered as anti-dilutive (in shares) | 1,020 | 717 |
Common stock warrants | ' | ' |
Potentially dilutive securities | ' | ' |
Potential dilutive securities considered as anti-dilutive (in shares) | 8 | 11 |
Computers_Furniture_and_Equipm2
Computers, Furniture and Equipment-Net (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Computers, furniture and equipment-net | ' | ' | ' |
Computers, furniture and equipment-gross | $16,108,000 | ' | $14,890,000 |
Less: accumulated depreciation | -11,220,000 | ' | -10,573,000 |
Computers, furniture and equipment-net | 4,888,000 | ' | 4,317,000 |
Depreciation and amortization expense | 600,000 | 500,000 | ' |
Computers and software | ' | ' | ' |
Computers, furniture and equipment-net | ' | ' | ' |
Computers, furniture and equipment-gross | 13,463,000 | ' | 12,316,000 |
Equipment under capital leases | ' | ' | ' |
Computers, furniture and equipment-net | ' | ' | ' |
Computers, furniture and equipment-gross | 2,500,000 | ' | 2,500,000 |
Less: accumulated depreciation | -2,400,000 | ' | -2,400,000 |
Furniture and fixtures | ' | ' | ' |
Computers, furniture and equipment-net | ' | ' | ' |
Computers, furniture and equipment-gross | 1,206,000 | ' | 1,194,000 |
Leasehold improvements | ' | ' | ' |
Computers, furniture and equipment-net | ' | ' | ' |
Computers, furniture and equipment-gross | $1,439,000 | ' | $1,380,000 |
Intangible_Assets_and_Goodwill2
Intangible Assets and Goodwill (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Intangible assets | ' | ' | ' |
Net | $34,301,000 | ' | ' |
Trademarks | 247,000 | ' | 247,000 |
Intangible assets, net | 34,548,000 | ' | 36,637,000 |
Amortization expense of intangible assets | 2,000,000 | 2,000,000 | ' |
Estimate of future amortization expense for acquired intangible assets | ' | ' | ' |
April 1, 2014 to December 31, 2014 | 5,533,000 | ' | ' |
2015 | 6,045,000 | ' | ' |
2016 | 5,717,000 | ' | ' |
2017 | 5,066,000 | ' | ' |
2018 | 4,595,000 | ' | ' |
Thereafter | 7,345,000 | ' | ' |
Net | 34,301,000 | ' | ' |
Patents | ' | ' | ' |
Intangible assets | ' | ' | ' |
Gross | 1,054,000 | ' | 1,054,000 |
Less: accumulated amortization | -930,000 | ' | -897,000 |
Net | 124,000 | ' | 157,000 |
Weighted Average Useful Life | '8 years | ' | ' |
Estimate of future amortization expense for acquired intangible assets | ' | ' | ' |
Net | 124,000 | ' | 157,000 |
Technological know-how | ' | ' | ' |
Intangible assets | ' | ' | ' |
Gross | 14,970,000 | ' | 15,033,000 |
Less: accumulated amortization | -8,560,000 | ' | -7,853,000 |
Net | 6,410,000 | ' | 7,180,000 |
Weighted Average Useful Life | '6 years 1 month 6 days | ' | ' |
Estimate of future amortization expense for acquired intangible assets | ' | ' | ' |
Net | 6,410,000 | ' | 7,180,000 |
Customer relationships | ' | ' | ' |
Intangible assets | ' | ' | ' |
Gross | 37,943,000 | ' | 37,935,000 |
Less: accumulated amortization | -16,230,000 | ' | -15,155,000 |
Net | 21,713,000 | ' | 22,780,000 |
Weighted Average Useful Life | '8 years 8 months 12 days | ' | ' |
Estimate of future amortization expense for acquired intangible assets | ' | ' | ' |
Net | 21,713,000 | ' | 22,780,000 |
Covenants not to compete | ' | ' | ' |
Intangible assets | ' | ' | ' |
Gross | 1,126,000 | ' | 1,144,000 |
Less: accumulated amortization | -970,000 | ' | -935,000 |
Net | 156,000 | ' | 209,000 |
Weighted Average Useful Life | '2 years | ' | ' |
Estimate of future amortization expense for acquired intangible assets | ' | ' | ' |
Net | 156,000 | ' | 209,000 |
Strategic marketing agreement | ' | ' | ' |
Intangible assets | ' | ' | ' |
Gross | 6,203,000 | ' | 6,203,000 |
Less: accumulated amortization | -705,000 | ' | -597,000 |
Net | 5,498,000 | ' | 5,606,000 |
Weighted Average Useful Life | '10 years | ' | ' |
Estimate of future amortization expense for acquired intangible assets | ' | ' | ' |
Net | 5,498,000 | ' | 5,606,000 |
Tradenames | ' | ' | ' |
Intangible assets | ' | ' | ' |
Gross | 885,000 | ' | 885,000 |
Less: accumulated amortization | -485,000 | ' | -427,000 |
Net | 400,000 | ' | 458,000 |
Weighted Average Useful Life | '3 years 10 months 24 days | ' | ' |
Estimate of future amortization expense for acquired intangible assets | ' | ' | ' |
Net | $400,000 | ' | $458,000 |
Intangible_Assets_and_Goodwill3
Intangible Assets and Goodwill (Details 2) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 |
Changes in carrying amounts of goodwill | ' |
Balance at the beginning of the period | $65,963 |
Foreign exchange translation effect | -63 |
Balance at the end of the period | $65,900 |
Restructuring_Charge_Details
Restructuring Charge (Details) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Jan. 31, 2014 | Jun. 30, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | |
Restructuring Charge | ' | ' | ' | ' |
Adjustment to restructuring charges for inability to sublease the office space | ' | ' | ' | $100,000 |
Adjustment to restructuring charges for lease termination | ' | 500,000 | ' | ' |
Final termination fees for lease termination | 200,000 | 900,000 | ' | ' |
Activity in the liabilities related to the restructuring charge | ' | ' | ' | ' |
Remaining liability at the beginning of the period | 160,000 | ' | 160,000 | ' |
Cash payments | ' | ' | -157,000 | ' |
Non-cash charges and other | ' | ' | -3,000 | ' |
Remaining liability at the end of the period | ' | ' | ' | 160,000 |
Lease costs, net of estimated sublease income | ' | ' | ' | ' |
Activity in the liabilities related to the restructuring charge | ' | ' | ' | ' |
Remaining liability at the beginning of the period | 160,000 | ' | 160,000 | ' |
Cash payments | ' | ' | -157,000 | ' |
Non-cash charges and other | ' | ' | ($3,000) | ' |
Debt_Details
Debt (Details) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2012 | Aug. 31, 2013 | Apr. 30, 2013 | Apr. 18, 2013 | Mar. 31, 2014 | Apr. 18, 2013 | Apr. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jan. 25, 2011 | Apr. 18, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 |
USD ($) | USD ($) | HCL-EMS | HCL-EMS | HCL-EMS | HCL-EMS | oneTEM | oneTEM | oneTEM | oneTEM | Contingent consideration | Contingent consideration | Contingent consideration | Contingent consideration | Contingent consideration | Deferred purchase price | Deferred purchase price | Capital lease and other obligations | Capital lease and other obligations | Line of credit | Line of credit | |
USD ($) | First year earn-out | Second year earn-out | Second year earn-out | item | USD ($) | Cash payable on first year anniversary of the closing | Cash payable on first year anniversary of the closing | HCL-EMS | HCL-EMS | HCL-EMS | oneTEM | oneTEM | oneTEM | oneTEM | USD ($) | USD ($) | USD ($) | USD ($) | |||
USD ($) | USD ($) | USD ($) | EUR (€) | Subsequent events | USD ($) | USD ($) | USD ($) | Cash payable on first year anniversary of the closing | Cash payable on first year anniversary of the closing | USD ($) | USD ($) | ||||||||||
EUR (€) | EUR (€) | EUR (€) | |||||||||||||||||||
item | item | ||||||||||||||||||||
Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total notes payable | $1,960,000 | $2,034,000 | ' | ' | ' | ' | ' | ' | ' | ' | $891,000 | $891,000 | ' | ' | ' | $708,000 | $684,000 | $361,000 | $459,000 | ' | ' |
Less current portion | -1,705,000 | -1,831,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes payable, less current portion | 255,000 | 203,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | 63,000 | 87,000 | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,000,000 | ' |
Percentage of accounts receivable with JP Morgan Chase Bank, N.A | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 80.00% | ' |
Variable rate basis | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'LIBOR | ' |
Interest rate margin (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' |
Outstanding principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 |
Gross amount of earn-out | ' | ' | ' | 1,900,000 | ' | 1,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred cash consideration paid | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred cash consideration retained | ' | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
interest accrues on the deferred cash consideration or contingent earn-out consideration | ' | ' | 0 | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred cash consideration | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' |
Imputed interest recorded based on weighted average cost of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | ' | 100,000 | ' | ' | ' | ' | ' | ' |
Number of consecutive 12-month earn-out period | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | ' | 4 | 4 | ' | ' | ' | ' | ' | ' |
Earn-out period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '12 months | '12 months | ' | ' | ' | ' | ' | ' |
Deferred cash consideration for four consecutive 12-month earn-out periods | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | € 200,000 | € 200,000 | ' | ' | ' | ' | ' | ' |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2014 |
Employees | |||||
Common Stock | ' | ' | ' | ' | ' |
Common stock, par value (in dollars per share) | $0.00 | $0.00 | ' | ' | ' |
Common stock, shares authorized | 150,000,000 | 150,000,000 | ' | ' | ' |
Common stock, shares issued | 38,600,063 | 38,160,928 | ' | ' | ' |
Common stock, shares outstanding | 38,600,063 | 38,160,928 | ' | ' | ' |
Shares issued | ' | ' | ' | ' | 82,914 |
Preferred Stock | ' | ' | ' | ' | ' |
Preferred stock, par value (in dollars per share) | ' | ' | $0.00 | $0.00 | ' |
Preferred stock, shares authorized | ' | ' | 5,000,000 | 5,000,000 | ' |
Preferred stock, shares issued | ' | ' | 0 | 0 | ' |
Preferred stock, shares outstanding | ' | ' | 0 | 0 | ' |
Stockholders_Equity_Details_2
Stockholders' Equity (Details 2) (USD $) | 1 Months Ended | 1 Months Ended | |||||
Mar. 31, 2011 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 22, 2011 | Mar. 22, 2011 | Mar. 31, 2011 | Mar. 22, 2011 | |
Dell strategic relationship agreement | Common Stock Warrants | Common Stock Warrants | Common Stock Warrants | Common Stock Warrants | Common Stock Warrants | Common Stock Warrants | |
Dell strategic relationship agreement | Dell strategic relationship agreement | Dell strategic relationship agreement | Dell strategic relationship agreement | ||||
Maximum | Achievement of certain thresholds | Achievement of certain thresholds | |||||
Maximum | |||||||
Warrants | ' | ' | ' | ' | ' | ' | ' |
Number of shares which can be purchased from issuance of warrant | ' | ' | ' | ' | 1,282,789 | ' | 1,282,789 |
Term of strategic relationship agreement | '49 months | ' | ' | ' | ' | '49 months | ' |
Exercise price of warrant (in dollars per share) | ' | $13.26 | ' | $5.99 | ' | ' | ' |
Warrants to purchase common stock | ' | ' | ' | ' | ' | ' | ' |
Outstanding at beginning of the year (in shares) | ' | 10,710 | 10,710 | ' | ' | ' | ' |
Outstanding at end of the period (in shares) | ' | 10,710 | 10,710 | ' | ' | ' | ' |
Weighted average exercise price (in dollars per share) | ' | $13.26 | ' | $5.99 | ' | ' | ' |
Stockholders_Equity_Details_3
Stockholders' Equity (Details 3) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
item | ||
Stock option | ' | ' |
Number of stock-based compensation plans | 5 | ' |
Proceeds from stock option exercises | ' | ' |
Stock-based compensation expenses | $4,197,000 | $3,099,000 |
Stock Options | ' | ' |
Stock option | ' | ' |
Vesting period | '4 years | ' |
Award expiration from grant date | '10 years | ' |
Number of Shares | ' | ' |
Outstanding at beginning of the year (in shares) | 6,166,401 | ' |
Forfeited (in shares) | -28,166 | ' |
Exercised (in shares) | -227,176 | ' |
Outstanding at end of the period (in shares) | 5,911,059 | ' |
Exercisable (vested) at end of the period (in shares) | 4,237,671 | ' |
Available for future grants at the end of the period (in shares) | 197,404 | ' |
Weighted Average Exercise Price | ' | ' |
Outstanding at beginning of the year (in dollars per share) | $8.81 | ' |
Forfeited (in dollars per share) | $14.34 | ' |
Exercised (in dollars per share) | $5.16 | ' |
Outstanding at end of the period (in dollars per share) | $8.92 | ' |
Exercisable at end of the period (in dollars per share) | $7.26 | ' |
Weighted Average Contractual Life (years) | ' | ' |
Outstanding at end of the period | '6 years 8 months 12 days | ' |
Exercisable at end of the period | '6 years 1 month 6 days | ' |
Intrinsic Value | ' | ' |
Outstanding | 57,614,720 | ' |
Vested | 48,336,200 | ' |
Exercised | 3,057,832 | ' |
Proceeds from stock option exercises | ' | ' |
Proceeds from stock option exercises | 1,200,000 | ' |
Stock Options | Minimum | ' | ' |
Weighted Average Exercise Price | ' | ' |
Exercised (in dollars per share) | $0.88 | ' |
Stock Options | Maximum | ' | ' |
Weighted Average Exercise Price | ' | ' |
Exercised (in dollars per share) | $17.74 | ' |
Restricted Stock Units | ' | ' |
Proceeds from stock option exercises | ' | ' |
Aggregate fair value of grant | 16,200,000 | ' |
Stock-based compensation expenses | 700,000 | ' |
Total unrecognized compensation cost, net of estimated forfeitures, related to unvested units | $21,400,000 | ' |
Number of Shares | ' | ' |
Outstanding at beginning of the year (in shares) | 808,793 | ' |
Granted (in shares) | 852,639 | ' |
Forfeited (in shares) | -195,967 | ' |
Vested (in shares) | -129,045 | ' |
Outstanding at end of the period (in shares) | 1,336,420 | ' |
Weighted Average Fair Value | ' | ' |
Outstanding at beginning of the year (in dollars per share) | $15.29 | ' |
Granted (in dollars per share) | $19.02 | ' |
Forfeited (in dollars per share) | $15.11 | ' |
Vested (in dollars per share) | $15.03 | ' |
Outstanding at end of the period (in dollars per share) | $17.72 | ' |
Restricted Stock Units | Minimum | ' | ' |
Stock option | ' | ' |
Vesting period | '3 months | ' |
Restricted Stock Units | Maximum | ' | ' |
Stock option | ' | ' |
Vesting period | '4 years | ' |
Performance Stock unit | ' | ' |
Stock option | ' | ' |
Vesting period | '1 year | ' |
Number of Shares | ' | ' |
Granted (in shares) | 271,000 | ' |
Stockholders_Equity_Details_4
Stockholders' Equity (Details 4) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Total compensation expense for stock-based employee compensation awards | ' | ' |
Total stock-based employee compensation | $4,197 | $3,099 |
Stock-based compensation expense to be recognized for equity awards outstanding | ' | ' |
April 1, 2014 to December 31, 2014 | 12,418 | ' |
2015 | 13,740 | ' |
2016 | 6,628 | ' |
2017 | 796 | ' |
Total stock-based employee compensation yet to be recognized | 33,582 | ' |
Cost of goods sold | ' | ' |
Total compensation expense for stock-based employee compensation awards | ' | ' |
Total stock-based employee compensation | 1,488 | 554 |
Sales and marketing expenses | ' | ' |
Total compensation expense for stock-based employee compensation awards | ' | ' |
Total stock-based employee compensation | 1,256 | 813 |
General and administrative expenses | ' | ' |
Total compensation expense for stock-based employee compensation awards | ' | ' |
Total stock-based employee compensation | 1,035 | 1,472 |
Research and development | ' | ' |
Total compensation expense for stock-based employee compensation awards | ' | ' |
Total stock-based employee compensation | $418 | $260 |
Stockholders_Equity_Details_5
Stockholders' Equity (Details 5) (Stock Options) | 3 Months Ended |
Mar. 31, 2014 | |
Minimum | ' |
Assumption for fair value of the option granted | ' |
Term of U.S. Treasury yield used in determining risk-free rate | '5 years |
Maximum | ' |
Assumption for fair value of the option granted | ' |
Term of U.S. Treasury yield used in determining risk-free rate | '7 years |
Fair_Value_Measurement_Details
Fair Value Measurement (Details) (USD $) | 1 Months Ended | 0 Months Ended | 3 Months Ended | 1 Months Ended | 0 Months Ended | 3 Months Ended | ||||||||||||||||||||||||
Jan. 31, 2011 | Jan. 31, 2011 | Apr. 18, 2013 | Mar. 31, 2014 | Jan. 25, 2011 | Apr. 18, 2013 | Jan. 31, 2011 | Jan. 31, 2011 | Jan. 31, 2011 | Apr. 18, 2013 | Apr. 18, 2013 | Apr. 18, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | |
HCL-EMS | HCL-EMS | oneTEM | oneTEM | Level 3 | Level 3 | Level 3 | Level 3 | Level 3 | Level 3 | Level 3 | Level 3 | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | |
Minimum | Maximum | item | HCL-EMS | oneTEM | Contingent Consideration | Contingent Consideration | Contingent Consideration | Contingent Consideration | Contingent Consideration | Contingent Consideration | Total | Total | Total | Total | Total | Total | Total | Total | Level 1 | Level 1 | Level 1 | Level 1 | Level 3 | Level 3 | Level 3 | Level 3 | Level 3 | Level 3 | ||
Income approach | Income approach | HCL-EMS | HCL-EMS | HCL-EMS | oneTEM | oneTEM | oneTEM | Contingent Consideration | Contingent Consideration | Contingent Consideration | Contingent Consideration | Money market institutional funds | Money market institutional funds | Money market institutional funds | Money market institutional funds | Contingent Consideration | Contingent Consideration | Contingent Consideration | Contingent Consideration | |||||||||||
Income approach | Income approach | Income approach | Income approach | Income approach | Income approach | HCL-EMS | HCL-EMS | oneTEM | oneTEM | HCL-EMS | HCL-EMS | oneTEM | oneTEM | |||||||||||||||||
Minimum | Maximum | Minimum | Maximum | |||||||||||||||||||||||||||
Fair value measurement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash and cash equivalents | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $18,352,000 | $18,345,000 | ' | ' | $18,352,000 | $18,345,000 | ' | ' | ' | ' | ' | ' |
Recognized amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 891,000 | 891,000 | 214,000 | 206,000 | ' | ' | ' | ' | ' | ' | ' | ' | 891,000 | 891,000 | 214,000 | 206,000 |
Total | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 19,457,000 | 19,442,000 | ' | ' | ' | ' | ' | ' | 18,352,000 | 18,345,000 | ' | ' | 1,105,000 | 1,097,000 | ' | ' | ' | ' |
Changes in the fair value of the Level 3 liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance, Beginning of Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 891,000 | 891,000 | 206,000 | ' |
Imputed interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,000 | ' |
Balance, End of Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 891,000 | 891,000 | 214,000 | ' |
Percentage of specified revenues from specified customers acquired, used in determining contingent consideration | 7.50% | 15.00% | 9.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contingent earn-out cash consideration recognized | ' | ' | -183,000 | ' | 3,400,000 | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Discount rate assumption, used in determining contingent consideration (as a percent) | ' | ' | ' | ' | ' | ' | 10.50% | ' | ' | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Probability adjusted levels of revenue assumption, used in determining contingent consideration | ' | ' | ' | ' | ' | ' | ' | $12,600,000 | $13,900,000 | ' | $200,000 | $300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of anniversaries for which additional consideration payable following the closing date | ' | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of growth in specified revenues from specified customers during earn out period | ' | ' | ' | 9.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of consecutive 12-month earn-out period | ' | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information: (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ' | ' |
Cash paid for interest | $9 | $21 |
Cash paid for income tax payments | $114 | $32 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Rent expense, included in general and administrative expense | ' | ' |
Rent expense | $1.50 | $1.40 |