Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Jun. 30, 2013 |
Document and Entity Information [Abstract] | ' | ' |
Document Type | '10-K | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Dec-13 | ' |
Entity Registrant Name | 'Jazz Technologies, Inc. | ' |
Entity Central Index Key | '0001337675 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Document Fiscal Period Focus | 'FY | ' |
Document Fiscal Year Focus | '2013 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Voluntary Filers | 'Yes | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Common Stock, Shares Outstanding | 100 | ' |
Entity Public Float | ' | $0 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $51,351 | $43,306 |
Receivables: | ' | ' |
Trade receivables, net of allowance for doubtful accounts of $0 and $67 at December 31, 2013 and December 31, 2012, respectively | 20,426 | 20,056 |
Other receivables | 9,835 | 1,727 |
Inventories | 26,297 | 24,020 |
Deferred tax asset | 3,846 | 4,207 |
Other current assets | 1,303 | 2,896 |
Total current assets | 113,058 | 96,212 |
Long-term investments | 778 | ' |
Property, plant and equipment, net | 78,345 | 91,464 |
Intangible assets, net | 28,302 | 39,126 |
Goodwill | 7,000 | 7,000 |
Other assets - related parties | 1,686 | 4,055 |
Other assets - others | 1,647 | 1,903 |
Total assets | 230,816 | 239,760 |
Current liabilities: | ' | ' |
Short-term bank debt | ' | 19,100 |
Accounts payable | 15,290 | 16,113 |
Accrued compensation and benefits | 5,985 | 6,325 |
Deferred revenues | 2,492 | 573 |
Other current liabilities | 5,205 | 4,633 |
Total current liabilities | 28,972 | 46,744 |
Long term liabilities: | ' | ' |
Long-term debt from banks | 19,100 | ' |
Notes | 81,181 | 74,584 |
Deferred tax liability | 2,429 | 6,089 |
Employee related liabilties | 2,551 | 7,592 |
Other long-term liabilities | 12,780 | 12,602 |
Total liabilities | 147,013 | 147,611 |
Stockholder's equity: | ' | ' |
Ordinary shares of $1 par value; Authorized: 200 shares; Issued: 100 shares; Outstanding: 100 shares; | ' | ' |
Additional paid-in capital | 63,576 | 63,576 |
Cumulative stock based compensation | 2,173 | 2,093 |
Accumulated other comprehensive earnings | 3,357 | 1,007 |
Retained earnings | 14,697 | 25,473 |
Total stockholders' equity | 83,803 | 92,149 |
Total liabilities and stockholders' equity | $230,816 | $239,760 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Consolidated Balance Sheets [Abstract] | ' | ' |
Trade receivables, allowance for doubtful accounts | $0 | $67 |
Ordinary shares, par value | $1 | $1 |
Ordinary shares, authorized | 200 | 200 |
Ordinary shares, issued | 100 | 100 |
Ordinary shares, outstanding | 100 | 100 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Consolidated Statements of Operations [Abstract] | ' | ' | ' |
Revenues | $166,485 | $164,395 | $168,511 |
Cost of revenues | 136,200 | 134,393 | 130,352 |
Gross profit | 30,285 | 30,002 | 38,159 |
Operating expenses: | ' | ' | ' |
Research and development | 11,662 | 12,930 | 11,936 |
Selling, general and administrative | 12,485 | 14,166 | 16,026 |
Amortization related to a lease agreement early termination | 7,464 | ' | ' |
Total operating expenses | 31,611 | 27,096 | 27,962 |
Operating profit (loss) | -1,326 | 2,906 | 10,197 |
Financing expense, net | -14,363 | -13,438 | -16,380 |
Other income (expense), net | -433 | 159 | 13,708 |
Profit (loss) before income taxes | -16,122 | -10,373 | 7,525 |
Income tax benefit (expense) | 5,346 | 3,052 | -3,125 |
Net income (loss) | ($10,776) | ($7,321) | $4,400 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (Loss) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Consolidated Statements of Comprehensive Income (Loss) [Abstract] | ' | ' | ' |
Net income (loss) | ($10,776) | ($7,321) | $4,400 |
Change in employees plan assets and benefit obligations, net of taxes $1,268, $1,591 and $174 for the years ended December 31, 2013, 2012 and 2011, respectively | 2,350 | 2,440 | 518 |
Foreign currency translation adjustment | ' | ' | -48 |
Comprehensive income (loss) | ($8,426) | ($4,881) | $4,870 |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Consolidated Statements of Comprehensive Income (Loss) [Abstract] | ' | ' | ' |
Change in employees plan assets and benefit obligations, tax | $1,268 | $1,591 | $174 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholder's Equity (USD $) | Total | Common Stock [Member] | Additional paid-in capital and cumulative stock based compensation [Member] | Accumulated other comprehensive income (loss) [Member] | Accumulated deficit [Member] |
In Thousands, except Share data | |||||
Balance at Dec. 31, 2010 | $90,909 | ' | $64,418 | ($1,903) | $28,394 |
Balance, shares at Dec. 31, 2010 | ' | 100 | ' | ' | ' |
Stock compensation expense | 652 | ' | 652 | ' | ' |
Tax benefit relating to stock based compensation | 45 | ' | 45 | ' | ' |
Other comprehensive income | 470 | ' | ' | 470 | ' |
Net profit (loss) | 4,400 | ' | ' | ' | 4,400 |
Balance at Dec. 31, 2011 | 96,476 | ' | 65,115 | -1,433 | 32,794 |
Balance, shares at Dec. 31, 2011 | ' | 100 | ' | ' | ' |
Stock compensation expense | 554 | ' | 554 | ' | ' |
Other comprehensive income | 2,440 | ' | ' | 2,440 | ' |
Net profit (loss) | -7,321 | ' | ' | ' | -7,321 |
Balance at Dec. 31, 2012 | 92,149 | ' | 65,669 | 1,007 | 25,473 |
Balance, shares at Dec. 31, 2012 | 100 | 100 | ' | ' | ' |
Stock compensation expense | 261 | ' | 261 | ' | ' |
Tax benefit relating to stock based compensation | -181 | ' | -181 | ' | ' |
Other comprehensive income | 2,350 | ' | ' | 2,350 | ' |
Net profit (loss) | -10,776 | ' | ' | ' | -10,776 |
Balance at Dec. 31, 2013 | $83,803 | ' | $65,749 | $3,357 | $14,697 |
Balance, shares at Dec. 31, 2013 | 100 | 100 | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Operating activities: | ' | ' | ' |
Net income (loss) | ($10,776) | ($7,321) | $4,400 |
Adjustments to reconcile net income (loss) for the period to net cash provided by operating activities: | ' | ' | ' |
Depreciation and amortization of intangible assets | 47,720 | 35,883 | 33,247 |
Notes accretion and amortization of deferred financing costs | 6,931 | 5,865 | 6,992 |
Stock based compensation expense | 261 | 554 | 652 |
Other income, net | 433 | -159 | -13,708 |
Changes in operating assets and liabilities | ' | ' | ' |
Trade receivables | -688 | -3,596 | 13,545 |
Inventories | -2,277 | 1,356 | -6,280 |
Other receivables and other current assets | -4,522 | 1,251 | -379 |
Accounts payable | -2,598 | 1,947 | -6,440 |
Due to related parties, net | -2,021 | -1,668 | -2,748 |
Accrued compensation and benefits | -340 | 911 | -285 |
Deferred revenue | 1,919 | -2,024 | 763 |
Other current liabilities | 480 | -1,375 | -4,553 |
Deferred tax liability, net | -4,550 | -1,074 | -3,783 |
Employee related liabilities and long-term liabilities | -1,945 | -3,367 | 9,996 |
Net cash provided by operating activities | 28,027 | 27,183 | 31,419 |
Investing activities: | ' | ' | ' |
Purchases of property and equipment | -21,314 | -21,178 | -28,011 |
Proceeds related to property and equipment | 1,332 | 14,030 | 6,115 |
Proceeds from investment realization | ' | ' | 31,400 |
Net cash provided by (used in) investing activities | -19,982 | -7,148 | 9,504 |
Financing activities: | ' | ' | ' |
Debt repayment | ' | ' | -43,735 |
Short-term debt from bank | ' | 3,800 | -6,700 |
Net cash provided by (used in) financing activities | ' | 3,800 | -50,435 |
Effect of foreign exchange rate change | ' | ' | -48 |
Net increase (decrease) in cash and cash equivalents | 8,045 | 23,835 | -9,560 |
Cash and cash equivalents at beginning of the period | 43,306 | 19,471 | 29,031 |
Cash and cash equivalents at end of the period | 51,351 | 43,306 | 19,471 |
Non-cash activities: | ' | ' | ' |
Investments in property, plant and equipment | 6,304 | 4,049 | 3,443 |
Supplemental disclosure of cash flow information: | ' | ' | ' |
Cash paid during the period for interest | 7,500 | 7,734 | 11,965 |
Cash paid during the period for income taxes | ' | $852 | ($97) |
Business_and_Formation
Business and Formation | 12 Months Ended |
Dec. 31, 2013 | |
Business and Formation [Abstract] | ' |
Business and Formation | ' |
Note 1: Business and Formation | |
Unless specifically noted otherwise, as used throughout these notes to the consolidated financial statements, "Jazz", "Company" refers to the business of Jazz Technologies, Inc. and "Jazz Semiconductor" refers only to the business of Jazz Semiconductor, Inc. | |
The Company | |
Since the merger with Tower in 2008, the Company is a 100% subsidiary of Tower. | |
The Company is based in Newport Beach, California and is an independent semiconductor foundry focused on specialty process technologies for the manufacture of analog intensive mixed-signal semiconductor devices. The Company's specialty process technologies include advanced analog, radio frequency, high voltage, bipolar and silicon germanium bipolar complementary metal oxide ("SiGe") semiconductor processes, for the manufacture of analog and mixed-signal semiconductors. Its customers' analog and mixed-signal semiconductor devices are used in cellular phones, wireless local area networking devices, digital TVs, set-top boxes, gaming devices, switches, routers and broadband modems. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Summary of Significant Accounting Policies [Abstract] | ' | ||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||
Note 2: Summary of Significant Accounting Policies | |||||||||||||
Basis of Presentation | |||||||||||||
The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. They contain all accruals and adjustments that, in the opinion of management, are necessary to present fairly the Company's consolidated financial position at December 31, 2013 and December 31, 2012, and the consolidated results of its operations and cash flows for the years ended December 31, 2013, December 31, 2012 and December 31, 2011. All intercompany accounts and transactions have been eliminated. | |||||||||||||
Reclassifications | |||||||||||||
Certain amounts in prior years' financial statements have been reclassified in order to conform to the 2013 presentation. | |||||||||||||
Use of Estimates | |||||||||||||
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ materially from those estimates. | |||||||||||||
Revenue Recognition | |||||||||||||
The Company's net revenues are generated principally from sales of semiconductor wafers. The Company also derives revenues from engineering and design support and other technical and support services. The majority of the Company's sales are achieved through the efforts of its direct sales force. | |||||||||||||
In accordance with ASC Topic 605 "Revenue Recognition", the Company recognizes revenues from sale of products when the following fundamental criteria are met: (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered, (iii) the price to the customer is fixed or determinable; and (iv) collection of the resulting receivable is reasonably assured. These criteria are usually met at the time of product shipment. Revenues are recognized when the acceptance criteria are satisfied, based on performing electronic, functional and quality tests on the products prior to shipment. Such Company testing reliably demonstrates that the products meet all of the specified criteria prior to formal customer acceptance. | |||||||||||||
The Company provides for sales returns and allowances relating to specified yield or quality commitments as a reduction of revenues at the time of shipment based on historical experience and specific identification of events necessitating an allowance. | |||||||||||||
Revenues for engineering, design and other support services are recognized ratably over the contract term or as services are performed. | |||||||||||||
Advances received from customers towards future engineering services and/or product purchases are deferred until services are rendered or products are shipped to the customer. | |||||||||||||
Cash and Cash Equivalents | |||||||||||||
Cash and cash equivalents consist of banks deposits and short-term investments (with original maturities of three months or less). | |||||||||||||
Allowance for Doubtful Accounts | |||||||||||||
The allowance for doubtful accounts is computed mainly on the specific identification basis for accounts whose collectability, in the Company's estimation, is uncertain. | |||||||||||||
Fair Value of Financial Instruments | |||||||||||||
The Company measures its financial assets and liabilities in accordance with US GAAP. For financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, the carrying amounts approximate fair value due to their short maturities. | |||||||||||||
Foreign Currency Translation | |||||||||||||
The Company uses the U.S. dollar as its functional currency. All of the Company's sales and a substantial majority of its costs are transacted in U.S. dollars. | |||||||||||||
Inventories | |||||||||||||
Inventories are stated at the lower of cost or market. Cost is determined for raw materials and supplies mainly on the basis of the weighted average moving price per unit. Cost is determined for work in process and finished goods on the basis of actual production costs. | |||||||||||||
Property, Plant and Equipment | |||||||||||||
Property and equipment are presented at cost, including capitalizable costs. Capitalizable costs include only costs that are identifiable with, and related to, the property and equipment and are incurred prior to its initial operation. | |||||||||||||
Maintenance and repairs are charged to expense as incurred. | |||||||||||||
Cost is presented net of accumulated depreciation and amortization. Depreciation is calculated based on the straight-line method over the estimated economic lives commonly used in the industry of the assets or terms of the related leases, and range from 3 to 14 years. Leasehold improvements are amortized over the life of the asset or term of the lease, whichever is shorter. For impairment of assets tests see below. | |||||||||||||
Investment | |||||||||||||
In connection with the acquisition of Jazz Semiconductor in February 2007, the Company acquired an investment in Hua Hong Semiconductor Ltd ("HHSL"), which owns 100% of Shanghai Hua Hong NEC Electronics Company Ltd (also known as "HHNEC"). The investment represented a minority interest of approximately 10% in HHSL, hence the investment in HHSL was recorded at fair value as of the date of the Merger with Tower and subsequently carried using the cost method of accounting for investments, as the Company did not have the ability to exercise significant influence. | |||||||||||||
During 2011, the Company sold its 10% holdings in "HHSL", in an HHSL buyback transaction for gross amount of approximately $32 million in cash, before tax and other payments and recorded a gross gain of approximately $15 million from this transaction which is included in the Statements of Operations in Other Income, Net for the year ended December 31, 2011. | |||||||||||||
Impairment of Assets | |||||||||||||
The Company reviews long-lived assets and intangible assets on a periodic basis, as well as when such a review is required based upon relevant circumstances, to determine whether events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Impairment loss, if required is recognized based upon the difference between the carrying amount and the fair value of such assets, in accordance with ASC 360-10, "Property, Plant and Equipment". | |||||||||||||
Impairment of Goodwill | |||||||||||||
Goodwill is subject to an impairment test on an annual basis or upon the occurrence of certain events or circumstances. Goodwill impairment is assessed based on a comparison of the fair value of the unit, to which the goodwill is ascribed, as against the underlying carrying value of its net assets, including goodwill. If the carrying amount of the unit exceeds its fair value, the implied fair value of the Company's goodwill is compared with its carrying amount to measure the amount of impairment loss, if any. | |||||||||||||
The Company conducted an impairment analysis as of December 31, 2013. The Company used the income approach methodology of valuation that includes discounted cash flows to determine the fair value of the Company. Significant management judgment is required in the forecasts of future operating results used for this methodology. As a result of this analysis, the carrying amount of the Company's net assets, including goodwill were not considered to be impaired and the Company did not recognize any impairment of goodwill for the period ended December 31, 2013. | |||||||||||||
Accounting for Income Taxes | |||||||||||||
The Company accounts for income taxes in accordance with ASC 740, "Income Taxes". This topic prescribes the use of the liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities. Deferred taxes are computed based on the tax rates anticipated (under applicable law as of the balance sheet date) to be in effect when the deferred taxes are expected to be paid or realized. | |||||||||||||
We evaluate the realizability of our deferred tax assets and establish valuation allowances when it is more likely than not that all or a portion of our deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income. We consider all available positive and negative evidence in making this assessment, including, but not limited to, the scheduled reversal of deferred tax liabilities and projected future taxable income. In circumstances where there is sufficient negative evidence indicating that our deferred tax assets are not more-likely-than-not realizable, we establish a valuation allowance. | |||||||||||||
The future utilization of the Company's net operating loss carry forwards to offset future taxable income is subject to an annual limitation as a result of ownership changes that have occurred or that could occur in the future. The Company has had two "change in ownership" events that limit the utilization of net operating loss carry forwards. The second "change in ownership" event occurred on September 19, 2008, the date of the Company's merger with Tower. | |||||||||||||
We use a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate tax positions taken or expected to be taken in a tax return by assessing whether they are more-likely-than-not sustainable, based solely on their technical merits, upon examination and including resolution of any related appeals or litigation process. The second step is to measure the associated tax benefit of each position as the largest amount that we believe is more-likely-than-not realizable. Differences between the amount of tax benefits taken or expected to be taken in our income tax returns and the amount of tax benefits recognized in our financial statements, represent our unrecognized income tax benefits, which are recorded as a liability. Our policy is to include interest and penalties related to unrecognized income tax benefits as a component of income tax expense. | |||||||||||||
Stock Based Compensation | |||||||||||||
The Company applies the provisions of ASC 718 Compensation- Stock Compensation, under which employee share-based equity awards are accounted for under the fair value method. Accordingly, stock-based compensation to employees and directors is measured at the grant date, based on the fair value of the award. The Company estimates stock price volatility based on historical volatility of Tower's stock price. The Company uses the straight-line attribution method to recognize stock-based compensation costs over the vesting period of the award. | |||||||||||||
The key assumptions used in the Black-Scholes model in determining the fair value of options granted during the years ended December 31, 2013, 2012 and 2011 are as follows: | |||||||||||||
Year ended December 31, 2013 | Year ended December 31, 2012 | Year ended December 31, 2011 | |||||||||||
Expected life in years | 4.75 years | 4.75 years | 4.75 years | ||||||||||
Expected annual volatility | 51.16%-64.52 | % | 52.81%-55.04 | % | 50.84%-54.45 | % | |||||||
Risk-free interest rate | 0.77%-1.77 | % | 0.65%-1.03 | % | 0.94%-2.3 | % | |||||||
Dividend yield | 0 | % | 0 | % | 0 | % | |||||||
Concentrations | |||||||||||||
Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents and trade accounts receivable. | |||||||||||||
The Company generally does not require collateral for insurance of receivables. An allowance for doubtful accounts is determined with respect to those amounts that were determined to be doubtful of collection. The Company performs ongoing credit evaluations of its customers . | |||||||||||||
Accounts receivable from significant customers representing 10% or more of the net accounts receivable balance as of December 31, 2013 and December 31, 2012 consists of: | |||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||
Customer 1 | 36 | % | 24 | % | |||||||||
Customer 2 | 12 | * | |||||||||||
Net revenues from significant customers representing 10% or more of net revenues are provided by customers as follows: | |||||||||||||
Year ended | Year ended | Year ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Customer A | 23 | % | 17 | % | 17 | % | |||||||
Customer B | * | * | 10 | ||||||||||
* Indicates less than 10%. | |||||||||||||
As a result of the Company's concentration of its customer base, loss or cancellation of business from, or significant changes in scheduled deliveries of product sold to these customers or a change in their financial position could materially and adversely affect the Company's consolidated financial position, results of operations and cash flows. | |||||||||||||
The Company operates a single manufacturing facility located in Newport Beach, California. A major interruption in the manufacturing operations at this facility would have a material adverse affect on the consolidated financial position and results of operations of the Company. | |||||||||||||
Initial Adoption of New Standards | |||||||||||||
On January 31, 2013, the FASB issued ASU 2013-01, which clarifies the scope of the offsetting disclosure requirements in ASU 2011-11. Under ASU 2013-01, the disclosure requirements would apply to derivative instruments accounted for in accordance with ASC 815, including bifurcated embedded derivatives, repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending arrangements that are either offset on the balance sheet or subject to an enforceable master netting arrangement or similar agreement. The adoption of ASU 2013-01 had no impact on the Company's financial position or results of operations. | |||||||||||||
On February 5, 2013, the FASB issued ASU 2013-02, which requires entities to disclose the following additional information about items reclassified out of accumulated other comprehensive income (AOCI): | |||||||||||||
• Changes in AOCI balances by component (e.g., unrealized gains or losses on available-for-sale securities or foreign-currency items). Both before-tax and net-of-tax presentations of the information are acceptable as long as an entity presents the income tax benefit or expense attributed to each component of OCI and reclassification adjustments in either the financial statements or the notes to the financial statements. | |||||||||||||
• Significant items reclassified out of AOCI by component either on the face of the income statement or as a separate footnote to the financial statements. | |||||||||||||
The ASU does not change the current U.S. GAAP requirements, for either public or nonpublic entities, for financial statement reporting of comprehensive income. That is, a total for comprehensive income must be reported in either (1) a single continuous statement or (2) two separate but consecutive statements. However, public entities would also need to include information about (1) changes in AOCI balances by component and (2) significant items reclassified out of AOCI. ASU 2013-02 is effective for annual and interim reporting periods beginning after December 15, 2012. Adoption of this guidance had no impact on our financial position or results of operations. | |||||||||||||
In July 2013, the FASB issued ASU No. 2013-11 amending requirements for the presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. ASU No. 2013-11 requires entities to present in the financial statements an unrecognized tax benefit, or a portion of an unrecognized tax benefit as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward except to the extent such items are not available or not intended to be used at the reporting date to settle any additional income taxes that would result from the disallowance of a tax position. In such instances, the unrecognized tax benefit is required to be presented in the financial statements as a liability and not be combined with deferred tax assets. ASU No. 2013-11 is effective for annual and interim periods beginning after December 15, 2013. The adoption of ASU No. 2013-11 had no impact on the Company's financial position or results of operations. |
Other_Balance_Sheet_Details
Other Balance Sheet Details | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Other Balance Sheet Details [Abstract] | ' | |||||||||||||||
Other Balance Sheet Details | ' | |||||||||||||||
Note 3: Other Balance Sheet Details | ||||||||||||||||
Inventories | ||||||||||||||||
Inventories, net of reserves, consist of the following at December 31, 2013 and December 31, 2012 (in thousands): | ||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||
Raw material | $ | 4,434 | $ | 4,144 | ||||||||||||
Work in process | 15,618 | 9,366 | ||||||||||||||
Finished goods | 6,245 | 10,510 | ||||||||||||||
$ | 26,297 | $ | 24,020 | |||||||||||||
Property, plant and equipment | ||||||||||||||||
Property, plant and equipment consist of the following at December 31, 2013 and December 31, 2012 (in thousands): | ||||||||||||||||
Useful life (In years) | 31-Dec-13 | 31-Dec-12 | ||||||||||||||
Building (including facility infrastructure) | 14-Oct | $ | 26,809 | $ | 25,237 | |||||||||||
Machinery and equipment | 7-Mar | 196,812 | 176,294 | |||||||||||||
223,621 | 201,531 | |||||||||||||||
Accumulated depreciation | (145,276 | ) | (110,067 | ) | ||||||||||||
$ | 78,345 | $ | 91,464 | |||||||||||||
Intangible Assets | ||||||||||||||||
Intangible assets consist of the following at December 31, 2013 (in thousands): | ||||||||||||||||
Weighted Average Life (years) | Cost | Accumulated Amortization | Net | |||||||||||||
Technology | 4;9 | $ | 3,300 | $ | 2,046 | $ | 1,254 | |||||||||
Patents and other core technology rights | 9 | 15,100 | 8,870 | 6,230 | ||||||||||||
In process research and development | -- | 1,800 | 1,800 | -- | ||||||||||||
Customer relationships | 15 | 2,600 | 916 | 1,684 | ||||||||||||
Trade name | 9 | 5,200 | 3,054 | 2,146 | ||||||||||||
Facilities lease | 1,19 | 33,500 | 16,512 | 16,988 | ||||||||||||
Total identifiable intangible assets | $ | 61,500 | $ | 33,198 | $ | 28,302 | ||||||||||
Intangible assets consist of the following at December 31, 2012 (in thousands): | ||||||||||||||||
Weighted Average Life (years) | Cost | Accumulated Amortization | Net | |||||||||||||
Technology | 4;9 | $ | 2,300 | $ | 1,400 | $ | 900 | |||||||||
Patents and other core technology rights | 9 | 15,100 | 7,192 | 7,908 | ||||||||||||
In process research and development | -- | 1,800 | 1,800 | -- | ||||||||||||
Customer relationships | 15 | 2,600 | 743 | 1,857 | ||||||||||||
Trade name | 9 | 5,200 | 2,477 | 2,723 | ||||||||||||
Facilities lease | 1,19 | 33,500 | 7,762 | 25,738 | ||||||||||||
Total identifiable intangible assets | $ | 60,500 | $ | 21,374 | $ | 39,126 | ||||||||||
The amortization related to technology, patents and other core technologies rights, and facilities lease is charged to cost of revenues. The amortization related to customer relationships and trade name is charged to operating expenses. |
Wells_Fargo_AssetBased_Revolvi
Wells Fargo Asset-Based Revolving Credit Line | 12 Months Ended |
Dec. 31, 2013 | |
Wells Fargo Asset-Based Revolving Credit Line [Abstract] | ' |
Wells Fargo Asset-Based Revolving Credit Line | ' |
Note 4: Wells Fargo Asset-Based Revolving Credit Line | |
In December 2013, the Company entered into an agreement with Wells Fargo Capital Finance, part of Wells Fargo & Company ("Wells Fargo"), for a five-year secured asset-based revolving credit line in the total amount of up to $70 million maturing in December 2018 (the "Credit Line Agreement"). Loans under the Credit Line Agreement bear interest at a rate equal to, at lender's option, either the lender's prime rate plus a margin ranging from 0.50% to 1.0% or the LIBOR rate plus a margin ranging from 1.75% to 2.25% per annum. | |
The outstanding borrowing availability varies from time to time based on the levels of the Company's eligible accounts receivable, eligible equipment, eligible inventories and other terms and conditions described in the Credit Line Agreement. The Credit Line Agreement is secured by the assets of the Company. The Loan Agreement contains customary covenants and other terms, including covenants, as well as customary events of default and a requirement to provide assurance in a form satisfactory to Wells Fargo for the ability of the Company to address its approximately $94 million notes due June 2015 prior to its maturity. If any event of default occurs, Wells Fargo may declare due immediately, all borrowings under the facility and foreclose on the collateral. Furthermore, an event of default under the Loan Agreement would result in an increase in the interest rate on any amounts outstanding. | |
Borrowing availability under the Credit Line Agreement as of December 31, 2013 was approximately $52 million. | |
As of December 31, 2013, the Company was in compliance with all the covenants under this facility. | |
Outstanding borrowing as of December 31, 2013 was approximately $19 million. |
Notes
Notes | 12 Months Ended |
Dec. 31, 2013 | |
Notes [Abstract] | ' |
Notes | ' |
Note 5: Notes | |
In July 2010, the Company issued notes in the principal amount of approximately $94 million due June 2015 (the "2010 Notes"). Interest on the 2010 Notes at a rate of 8% per annum is payable semiannually. | |
The 2010 Notes constitute unsecured obligations of the Company, rank on parity in right of payment with all other debt of the Company, are effectively subordinated to all secured debt of the Company to the extent of the value of the collateral securing such debt, including debt to Wells Fargo under the Credit Line Agreement, see Note 4. The 2010 Notes are not guaranteed by Tower. The 2010 Notes shall rank senior to all future debt of the Company to the extent the future debt is expressly subordinated to the 2010 Notes. The 2010 Notes are jointly and severally guaranteed on a senior unsecured basis by the Company's domestic subsidiaries. | |
Beginning July 1, 2013, the Company may redeem some or all of the 2010 Notes for cash at a redemption price equal to par plus accrued and unpaid interest plus a redemption premium equal to 4% if redemption occurs prior to July 1, 2014 and 2% if redemption occurs between July 1, 2014 and maturity. | |
The indenture of the 2010 Notes contains certain customary covenants as set forth in the Indenture. | |
Holders of the 2010 Notes are entitled, subject to certain conditions and restrictions, to require the Company to repurchase the 2010 Notes at par plus accrued interest and a 1% redemption premium in the event of certain change of control transactions. | |
If there is an event of default on the 2010 Notes, all of the 2010 Notes may become immediately due and payable, subject to certain conditions set forth in the Indenture. | |
The Company's obligations under the 2010 Notes are guaranteed by the Company's wholly owned domestic subsidiaries. The Company has not provided condensed consolidated financial information for such subsidiaries because the subsidiaries have no independent assets or operations, the subsidiary guarantees are full and unconditional and joint and several and the subsidiaries of the Company, other than the subsidiary guarantors, are minor. | |
For disclosure purpose, the 2010 Notes fair value of $89 million is determined by taking in consideration (i) the market approach, using the last quotations of the notes and (ii) the income approach utilizing the present value method at discount rate with credit worthiness appropriate for the Company. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Taxes [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
Note 6: Income Taxes | |||||||||||||
The Company's effective tax rate differs from the statutory rate as follows (in thousands): | |||||||||||||
Year ended | Year ended | Year ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Tax provision (benefit) computed at the federal statutory rate | $ | (5,643 | ) | $ | (3,630 | ) | $ | 2,634 | |||||
State tax, net of federal provision (benefit) | 262 | 100 | 96 | ||||||||||
Research Credits | (186 | ) | -- | (201 | ) | ||||||||
Unrecognized tax benefits | 298 | 248 | 447 | ||||||||||
Permanent items & others | (77 | ) | 230 | 149 | |||||||||
Income tax provision (benefit) | $ | (5,346 | ) | $ | (3,052 | ) | $ | 3,125 | |||||
The Company's tax provision (benefit) is as follows (in thousands): | |||||||||||||
Year ended December | Year ended December | Year ended | |||||||||||
31, 2013 | 31, 2012 | 31-Dec-11 | |||||||||||
Current tax expense (benefit): | |||||||||||||
Federal | $ | (633 | ) | $ | (1,948 | ) | $ | 6,687 | |||||
State | 41 | (51 | ) | 95 | |||||||||
Foreign | 12 | 21 | 59 | ||||||||||
Total current | (580 | ) | (1,978 | ) | 6,841 | ||||||||
Deferred tax benefit: | |||||||||||||
Federal | (4,766 | ) | (1,074 | ) | (3,716 | ) | |||||||
State | -- | -- | -- | ||||||||||
Total deferred | (4,766 | ) | (1,074 | ) | (3,716 | ) | |||||||
Income tax provision (benefit) | $ | (5,346 | ) | $ | (3,052 | ) | $ | 3,125 | |||||
The Company's effective tax rate for the year ended December 31, 2013 is lower than the statutory rate primarily due to interest expense on unrecognized tax benefits. | |||||||||||||
The Company establishes a valuation allowance for deferred tax assets, when it is unable to conclude that it is more likely than not that such deferred tax assets will be realized. In making this determination the Company evaluates both positive and negative evidence. The state deferred tax assets exceed the reversal of taxable temporary differences. Without other significant positive evidence, the Company has determined that the state deferred tax assets are not more likely than not to be realized. | |||||||||||||
Significant components of the Company's deferred tax assets and liabilities from federal and state income taxes are as follows (in thousands): | |||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||
Deferred tax assets- current: | |||||||||||||
Net operating loss carryforwards | $ | 2,026 | $ | 758 | |||||||||
Employees benefits and compensation | 1,520 | 1,566 | |||||||||||
Accruals, reserves and others | 1,757 | 2,449 | |||||||||||
Total deferred tax assets | 5,303 | 4,773 | |||||||||||
Valuation allowance | (1,457 | ) | (566 | ) | |||||||||
Total current deferred tax benefit | $ | 3,846 | $ | 4,207 | |||||||||
Net deferred tax liability- long-term: | |||||||||||||
Deferred tax assets | |||||||||||||
Net operating loss carry forward | $ | 10,751 | $ | 11,871 | |||||||||
Employees benefits and compensation | 2,829 | 3,413 | |||||||||||
Other | -- | 104 | |||||||||||
13,580 | 15,388 | ||||||||||||
Valuation allowance | (4,983 | ) | (5,779 | ) | |||||||||
8,597 | 9,609 | ||||||||||||
Deferred tax liability - property, plant and equipment | $ | (1,230 | ) | $ | (2,504 | ) | |||||||
Intangible assets | (7,253 | ) | (11,063 | ) | |||||||||
Debt discount | (884 | ) | (1,203 | ) | |||||||||
Other | (1,659 | ) | (928 | ) | |||||||||
Total deferred tax liabilities | (2,429 | ) | (6,089 | ) | |||||||||
Net deferred taxes | $ | 1,417 | $ | (1,882 | ) | ||||||||
The future utilization of the Company's net operating loss carry forwards to offset future taxable income is subject to an annual limitation as a result of ownership changes that have occurred. Additional limitations could apply if ownership changes occur in the future. The Company has had two "change in ownership" events that limit the utilization of net operating loss carry forwards. The first "change in ownership" event occurred in February 2007 upon our acquisition of Jazz Semiconductor. The second "change in ownership" event occurred on September 19, 2008, the date of the Company's Merger with Tower. The Company concluded that the net operating loss limitation for the change in ownership which occurred in September 2008 will be an annual utilization of $2.1 million for the use in its tax return. The Company had at December 31, 2013 federal net operating loss carry forwards of approximately $36 million that will begin to expire in 2021 unless previously utilized. | |||||||||||||
At December 31, 2013, the Company had state net operating loss carry forwards of approximately $123.9 million. The state tax loss carry forwards will begin to expire in 2014, unless previously utilized. | |||||||||||||
At December 31, 2013, the Company had combined federal and state alternative minimum tax credits of $0.2 million. The alternative minimum tax credits do not expire. At December 31, 2013, the Company had approximately $0.8 million of federal research and development credits that will begin to expire in 2014. | |||||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: | |||||||||||||
Unrecognized tax benefits | |||||||||||||
(in thousands) | |||||||||||||
Balance at January 1, 2013 | $ | 19,721 | |||||||||||
Additions for tax positions of current year | 12 | ||||||||||||
Reductions for tax positions of prior years | (371 | ) | |||||||||||
Balance at December 31, 2013 | $ | 19,362 | |||||||||||
Unrecognized tax benefits | |||||||||||||
(in thousands) | |||||||||||||
Balance at January 1, 2012 | $ | 23,965 | |||||||||||
Reductions for tax positions of prior year | (275 | ) | |||||||||||
Settlements | (3,969 | ) | |||||||||||
Balance at December 31, 2012 | $ | 19,721 | |||||||||||
Unrecognized tax benefits | |||||||||||||
(in thousands) | |||||||||||||
Balance at January 1, 2011 | $ | 14,908 | |||||||||||
Additions for tax positions of current year | 50 | ||||||||||||
Additions for tax positions of prior year | 9,730 | ||||||||||||
Reductions for tax positions of prior year | (723 | ) | |||||||||||
Balance at December 31, 2011 | $ | 23,965 | |||||||||||
The Company accounts for its uncertain tax provisions in accordance with ASC 740. The Company's policy is to recognize interest and penalties that would be assessed in relation to the settlement value of unrecognized tax benefits as a component of income tax expense. At December 31, 2013, the Company had unrecognized tax benefits of $19.4 million. The amount of unrecognized tax benefit that, if recognized and realized, would affect the effective tax rate is $19.0 million as of December 31, 2013. | |||||||||||||
In 2013, the U.S. tax authorities commenced an audit of the Company's 2011 tax returns, and asked the Company for certain reports and data in connection with said year's tax returns. There is no indication to date whether the Company will be required to pay any additional taxes pursuant to said audit. | |||||||||||||
During 2012, the Internal Revenue Service ("IRS") performed an audit of the Company's 2009 and 2010 federal income tax returns. The audit did not materially change the Company's consolidated statements of operations. The change in the company's balance sheet resulted primarily in a classification of a long term liability to a current liability, which was partially paid as of December 31, 2012. | |||||||||||||
The Company and its subsidiaries are subject to U.S. federal income tax as well as income tax in multiple state and foreign jurisdictions. With few exceptions, the Company is no longer subject to U.S. federal income tax examinations for years before 2010; state and local income tax examinations before 2009; and foreign income tax examinations before 2010. However, to the extent allowed by law, the tax authorities may have the right to examine prior periods where net operating losses were generated and carried forward, and make adjustments up to the amount of the net operating loss carry forward amount. | |||||||||||||
The American Taxpayer Relief Act of 2012 (the "Act") cleared the House of Representatives and the Senate on January 1, 2013, and was signed into law by President Obama on January 2, 2013. Among other things, the Act extended the research tax credit retroactively to 2012 and prospectively through the end of 2013. Had the Act been enacted as of December 31, 2012, the research tax credit would have increased our effective tax rate for the year ended December 31, 2012 by approximately 1.4%. | |||||||||||||
In September 2013, the U.S. Treasury Department released final income tax regulations on the deduction and capitalization of expenditures related to tangible property. These final regulations apply to tax years beginning on or after January 1, 2014, and may be adopted in earlier years. The Company does not intend to early adopt the tax regulations. The tangible property regulations will require the Company to make additional tax accounting method changes as of January 1, 2014; however, the Company does not anticipate the impact of these changes to be material to the Company's consolidated financial position, its results of operations and its footnote disclosures. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Employee Benefit Plans [Abstract] | ' | ||||||||||||
Employee Benefit Plans | ' | ||||||||||||
Note 7: Employee Benefit Plans | |||||||||||||
The following information provided recognizes the changes in 2013, 2012 and 2011 periodic expenses and benefit obligations due to the bargaining agreement effective December 19, 2009 entered into by the Company with its collective bargaining unit employees. | |||||||||||||
Postretirement Medical Plan | |||||||||||||
The components of the net periodic benefit cost and other amounts recognized in other comprehensive income (loss) for the Company's postretirement medical plan expense are as follows (in thousands, except percentages): | |||||||||||||
Year Ended | |||||||||||||
Year Ended | Year Ended | 31-Dec-11 | |||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||
Net periodic benefit cost | |||||||||||||
Service cost | $ | 32 | $ | 146 | $ | 193 | |||||||
Interest cost | 126 | 399 | 573 | ||||||||||
Expected return on plan assets | -- | -- | -- | ||||||||||
Amortization of transition obligation/(asset) | -- | -- | -- | ||||||||||
Amortization of prior service costs | (1,703 | ) | (244 | ) | 114 | ||||||||
Amortization of net (gain) or loss | (132 | ) | -- | 109 | |||||||||
Total net periodic benefit cost | $ | (1,677 | ) | $ | 301 | $ | 989 | ||||||
Other changes in plan assets and benefits obligations recognized in other comprehensive income | |||||||||||||
Prior service cost for the period | $ | (91 | ) | $ | (3,851 | ) | $ | (990 | ) | ||||
Net (gain) or loss for the period | (668 | ) | (1,355 | ) | (1,752 | ) | |||||||
Amortization of transition obligation (asset) | -- | -- | -- | ||||||||||
Amortization of prior service costs | 1,703 | 244 | (114 | ) | |||||||||
Amortization of net gain or (loss) | 132 | -- | (109 | ) | |||||||||
Total recognized in other comprehensive income | $ | 1,076 | $ | (4,962 | ) | $ | (2,965 | ) | |||||
Total recognized in net periodic benefit cost and other comprehensive income | $ | (601 | ) | $ | (4,661 | ) | $ | (1,976 | ) | ||||
Weighted average assumptions used: | |||||||||||||
Discount rate | 4.3 | % | 5.2 | % | 5.9 | % | |||||||
Expected return on plan assets | N/A | N/A | N/A | ||||||||||
Rate of compensation increases | N/A | N/A | N/A | ||||||||||
Assumed health care cost trend rates: | |||||||||||||
Health care cost trend rate assumed for current year (Pre-65/Post-65) | 8.25%/35.00 | % | 8.25%/57.00 | % | 10.00%/21.00 | % | |||||||
Ultimate rate (Pre-65/Post-65) | 5.00%/5.00 | % | 5.00%/5.00 | % | 5.00%/5.00 | % | |||||||
Year the ultimate rate is reached (Pre-65/Post-65) | 2022/2022 | 2021/2019 | 2021/2019 | ||||||||||
Measurement date | 31-Dec-13 | 31-Dec-12 | 31-Dec-11 | ||||||||||
Impact of one-percentage point change in assumed health care cost trend rates as of December 31, 2013: | Increase | Decrease | |||||||||||
Effect on service cost and interest cost | 13 | $ | (10 | ) | |||||||||
Effect on postretirement benefit obligation | 145 | (116 | ) | ||||||||||
The components of the change in benefit obligation; change in plan assets and funded status for the Company's postretirement medical plan are as follows (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Change in benefit obligation: | |||||||||||||
Benefit obligation at beginning of period | $ | 2,995 | $ | 7,749 | $ | 9,811 | |||||||
Service cost | 32 | 146 | 193 | ||||||||||
Interest cost | 126 | 399 | 573 | ||||||||||
Benefits paid | (77 | ) | (93 | ) | (86 | ) | |||||||
Change in plan provisions | (91 | ) | (3,851 | ) | (990 | ) | |||||||
Actuarial loss (gain) | (668 | ) | (1,355 | ) | (1,752 | ) | |||||||
Benefit obligation end of period | $ | 2,317 | $ | 2,995 | $ | 7,749 | |||||||
Change in plan assets: | |||||||||||||
Fair value of plan assets at beginning of period | $ | -- | $ | -- | $ | -- | |||||||
Actual return on plan assets | -- | -- | -- | ||||||||||
Employer contribution | 77 | 93 | 86 | ||||||||||
Benefits paid | (77 | ) | (93 | ) | (86 | ) | |||||||
Fair value of plan assets at end of period | $ | -- | $ | -- | $ | -- | |||||||
Funded status | $ | (2,317 | ) | $ | (2,995 | ) | $ | (7,749 | ) | ||||
Non-current assets | $ | -- | $ | -- | $ | -- | |||||||
Current liabilities | (89 | ) | (132 | ) | (137 | ) | |||||||
Non-current liabilities | (2,228 | ) | (2,863 | ) | (7,612 | ) | |||||||
Net amount recognized | $ | (2,317 | ) | $ | (2,995 | ) | $ | (7,749 | ) | ||||
Weighted average assumptions used: | |||||||||||||
Discount rate | 5.2 | % | 4.3 | % | 5.2 | % | |||||||
Rate of compensation increases | N/A | N/A | N/A | ||||||||||
Assumed health care cost trend rates: | |||||||||||||
Health care cost trend rate assumed for next year (Pre 65/Post 65) | 7.75%/25.00 | % | 8.25%/35.00 | % | 8.25%/57.00 | % | |||||||
Ultimate rate (Pre 65/ Post 65) | 5.00%/5.00 | % | 5.00%/5.00 | % | 5.00%/5.00 | % | |||||||
Year the ultimate rate is reached (Pre 65/ Post 65) | 2022/2022 | 2022/2022 | 2021/2019 | ||||||||||
The following benefit payments are expected to be paid in each of the next five fiscal years and in the aggregate for the five fiscal years thereafter (in thousands): | |||||||||||||
Fiscal Year | Other Benefits ($) | ||||||||||||
2014 | $ | 89 | |||||||||||
2015 | 83 | ||||||||||||
2016 | 82 | ||||||||||||
2017 | 101 | ||||||||||||
2018 | 116 | ||||||||||||
2019-2023 | $ | 678 | |||||||||||
The Company adopted several changes to the postretirement medical plan in 2012 that cumulatively reduced obligations by approximately $3.9 million. The changes in the plan will be implemented through 2015 and include the phase out of spousal coverage, introduction of an employer-paid cap, and acceleration of increases in retiree contribution rates. | |||||||||||||
Pension Plan | |||||||||||||
The Company has a pension plan that provides for monthly pension payments to eligible employees upon retirement. The pension benefits are based on years of service and specified benefit amounts. The Company uses a December 31 measurement date. The Company makes quarterly contributions in accordance with the minimum actuarially determined amounts. | |||||||||||||
The components of the change in benefit obligation, the change in plan assets and funded status for the Company's pension plan are as follows (in thousands, except percentages): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Net periodic benefit cost | |||||||||||||
Service cost | $ | -- | $ | -- | $ | -- | |||||||
Interest cost | 732 | 761 | 736 | ||||||||||
Expected return on plan assets | (948 | ) | (817 | ) | (810 | ) | |||||||
Amortization of transition obligation/(asset) | -- | -- | -- | ||||||||||
Amortization of prior service costs | -- | -- | -- | ||||||||||
Amortization of net (gain) or loss | 97 | 70 | -- | ||||||||||
Total net periodic benefit cost | $ | (119 | ) | $ | 14 | $ | (74 | ) | |||||
Prior service cost for the period | $ | 93 | $ | -- | $ | -- | |||||||
Net (gain) or loss for the period | (4,696 | ) | 1,000 | 2,468 | |||||||||
Amortization of transition obligation (asset) | -- | -- | -- | ||||||||||
Amortization of prior service costs | -- | -- | -- | ||||||||||
Amortization of net gain or (loss) | (97 | ) | (70 | ) | -- | ||||||||
Total recognized in other comprehensive income | $ | (4,700 | ) | $ | 930 | $ | 2,468 | ||||||
Total recognized in net periodic benefit cost and other comprehensive income | $ | (4,819 | ) | $ | 944 | $ | 2,394 | ||||||
Weighted average assumptions used: | |||||||||||||
Discount rate | 4.3 | % | 5.1 | % | 5.7 | % | |||||||
Expected return on plan assets | 7.5 | % | 7.5 | % | 7.5 | % | |||||||
Rate of compensation increases | N/A | N/A | N/A | ||||||||||
Estimated amounts that will be amortized from accumulated other comprehensive income in the next fiscal year: | |||||||||||||
Transition obligation (asset) | $ | -- | $ | -- | $ | -- | |||||||
Prior service cost | 3 | -- | -- | ||||||||||
Net actuarial (gain) or loss | $ | -- | $ | 97 | $ | -- | |||||||
The components of the change in benefit obligation; change in plan assets and funded status for the Company's pension plan are as follows (in thousands, except percentages): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Change in benefit obligation: | |||||||||||||
Benefit obligation at beginning of period | $ | 17,272 | $ | 15,134 | $ | 13,105 | |||||||
Service cost | -- | -- | -- | ||||||||||
Interest cost | 732 | 761 | 736 | ||||||||||
Benefits paid | (437 | ) | (293 | ) | (273 | ) | |||||||
Change in plan provisions | 93 | -- | -- | ||||||||||
Actuarial loss (gain) | (1,787 | ) | 1,670 | 1,566 | |||||||||
Benefit obligation end of period | $ | 15,873 | $ | 17,272 | $ | 15,134 | |||||||
Change in plan assets | |||||||||||||
Fair value of plan assets at beginning of period | $ | 12,543 | $ | 10,842 | $ | 10,742 | |||||||
Actual return on plan assets | 3,857 | 1,488 | (92 | ) | |||||||||
Employer contribution | 689 | 506 | 465 | ||||||||||
Benefits paid | (437 | ) | (293 | ) | (273 | ) | |||||||
Fair value of plan assets at end of period | $ | 16,652 | $ | 12,543 | $ | 10,842 | |||||||
Funded status | $ | 779 | $ | (4,729 | ) | $ | (4,292 | ) | |||||
Accumulated benefit obligation | $ | 15,873 | $ | 17,272 | $ | 15,134 | |||||||
Non-current assets | $ | 779 | $ | -- | $ | -- | |||||||
Current liabilities | -- | -- | -- | ||||||||||
Non-current liabilities | -- | (4,729 | ) | (4,292 | ) | ||||||||
Net amount recognized | $ | 779 | $ | (4,729 | ) | $ | (4,292 | ) | |||||
Weighted average assumptions used | |||||||||||||
Discount rate | 5.1 | % | 4.3 | % | 5.1 | % | |||||||
Expected return on plan assets | 7.5 | % | 7.5 | % | 7.5 | % | |||||||
Rate of compensation increases | N/A | N/A | N/A | ||||||||||
The following benefit payments are expected to be paid in each of the next five fiscal years and in the aggregate for the five fiscal years thereafter (in thousands): | |||||||||||||
Fiscal Year | Other Benefits | ||||||||||||
2014 | $ | 540 | |||||||||||
2015 | 615 | ||||||||||||
2016 | 684 | ||||||||||||
2017 | 748 | ||||||||||||
2018 | 806 | ||||||||||||
2019-2023 | $ | 4,829 | |||||||||||
The Plan's assets measured at fair value on a recurring basis consisted of the following as of December 31, 2013: | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Investments in Mutual Funds | $ | -- | $ | 16,652 | $ | -- | |||||||
Total plan assets at fair value | $ | -- | $ | 16,652 | $ | -- | |||||||
The Plan's assets measured at fair value on a recurring basis consisted of the following as of December 31, 2012: | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Investments in Mutual Funds | $ | -- | $ | 12,543 | $ | -- | |||||||
Total plan assets at fair value | $ | -- | $ | 12,543 | $ | -- | |||||||
The Company's pension plan weighted average asset allocations at December 31, 2013 by asset category are as follows: | |||||||||||||
Asset Category: | 31-Dec-13 | Target allocation 2014 | |||||||||||
Equity securities | 86 | % | 65%-75 | % | |||||||||
Debt securities | 14 | % | 25%-35 | % | |||||||||
Real estate | 0 | % | 0 | % | |||||||||
Other | 0 | % | 0 | % | |||||||||
Total | 100 | % | 100 | % | |||||||||
The Company's primary policy goals regarding plan assets are cost-effective diversification of plan assets, competitive returns on investment, and preservation of capital. Plan assets are currently invested in mutual funds with various debt and equity investment objectives. The target asset allocation for the plan assets is 25-35% debt, or fixed income securities, and 65-75% equity securities. Individual funds are evaluated periodically based on comparisons to benchmark indices and peer group funds and necessary investment decisions are made in accordance with the policy goals of the plan investments by management. Actual allocation to each asset category fluctuate and might be outside the target range due to changes in market conditions. In 2014 Jazz rebalanced its assets allocation to align with the target asset allocation. | |||||||||||||
The Company has estimated the expected return on assets of the plan of 7.5% based on assumptions derived from, among other things, the historical return on assets of the plan, the current and expected investment allocation of assets held by the plan and the current and expected future rates of return in the debt and equity markets for investments held by the plan. The obligations under the plan could differ from the obligation currently recorded if management's estimates are not consistent with actual investment performance. |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||||
Stockholders' Equity | ' | ||||||||||||||
Note 8: Stockholders' Equity | |||||||||||||||
In August 2012, Tower completed a reverse split of its ordinary shares at a ratio of 1 for 15. Proportional adjustments were made to all of Tower's outstanding convertible securities. | |||||||||||||||
All numbers of shares and other convertible securities of Tower and Tower's share price in these financial statements reflect the effect of the reverse share split. | |||||||||||||||
Common Stock | |||||||||||||||
As of December 31, 2013 and December 31, 2012, the Company had 200 authorized shares. | |||||||||||||||
The number of outstanding shares of the Company's common stock at December 31, 2013 was 100, all of which are owned by Tower. | |||||||||||||||
Stock Options | |||||||||||||||
Pursuant to the Merger with Tower, options to purchase shares of the Company's common stock that were outstanding immediately prior to the effective date of the Merger became exercisable for Tower ordinary shares. As of December 31, 2013 61,325 non-qualified stock options outstanding under those plans. No further grants may be made under these plans. | |||||||||||||||
On September 19, 2008, Tower awarded non-statutory stock options to employees of the Company. The stock option grants vest on the second anniversary from the date of grant. | |||||||||||||||
As of December 31, 2013 9,337 non-qualified stock options outstanding under this plan. | |||||||||||||||
No further grants may be made under this plan. | |||||||||||||||
Tower's 2009 Share Incentive Plans (the "2009 Plans") - | |||||||||||||||
In 2009 the Company adopted new share incentive Plans to directors officers, employees and its subsidiaries. The options granted at an exercise price which equals the closing market price of the ordinary shares immediately prior to the date of grant, vest over up to a three, and are not exercisable beyond seven years from the grant date. | |||||||||||||||
As of December 31, 2013 166,451 non-qualified stock options outstanding under the 2009 Plans. No further grants may be made under these plans | |||||||||||||||
Tower's 2013 Share Incentive Plan (the "2013 Plan") - | |||||||||||||||
In 2013 the Company adopted new share incentive Plan to directors, officers, employees and its subsidiaries. Options to be granted under the plan will bear exercise price which equals an average of the closing price in the thirty trading days immediately prior to the date of grant, vest over up to a three year period and are not exercisable beyond seven years from the grant date. | |||||||||||||||
As of December 31, 2013 886,634 non-qualified stock options are outstanding under the 2013 Plan. Further grants may be approved in accordance with the Board of Directors of the Company's decision. | |||||||||||||||
During 2012, Tower awarded 5,001 non-qualified stock options to Company employees that vest over a three year period from the date of grant. The weighted average exercise price was $12.91. | |||||||||||||||
During 2013, Tower awarded 894,634 non-qualified stock options to Company employees that vest over a three year period from the date of grant. The weighted average exercise price was $4.48. | |||||||||||||||
The Company recorded $261,000, $553,000 and $652,000 of compensation expenses relating to options granted to employees, for the years ended December 31, 2013, 2012 and 2011, respectively. Stock-based compensation expense was recognized in the following line items in the statement of operations (in thousands): | |||||||||||||||
Year Ended December 31, | |||||||||||||||
2013 | 2012 | 2011 | |||||||||||||
Component of income (loss) before provision for income taxes: | |||||||||||||||
Cost of revenue | $ | 190 | $ | 291 | $ | 346 | |||||||||
Research and development, net | 120 | 126 | 153 | ||||||||||||
Selling, general and administrative | (49 | ) | 136 | 153 | |||||||||||
Stock-based compensation expense | 261 | 553 | 652 | ||||||||||||
Income tax benefits related to stock-based compensation (before consideration of valuation allowance) | (92 | ) | (196 | ) | (244 | ) | |||||||||
Stock-based compensation, net of taxes | $ | 169 | $ | 357 | $ | 408 | |||||||||
The following table summarizes stock option award activity: | |||||||||||||||
Number of options | Weighted average exercise price per option | ||||||||||||||
(in thousands) | |||||||||||||||
Outstanding at December 31, 2012 | 364 | $ | 15.51 | ||||||||||||
Granted | 895 | 4.48 | |||||||||||||
Exercised | (19 | ) | 4.35 | ||||||||||||
Cancelled or expired | (116 | ) | 21.49 | ||||||||||||
Outstanding at December 31, 2013 | 1,124 | 6.3 | |||||||||||||
Options exercisable at December 31, 2013 | 203 | $ | 12.08 | ||||||||||||
Number of options | Weighted average exercise price per option | ||||||||||||||
(in thousands) | |||||||||||||||
Outstanding at December 31, 2011 | 364 | $ | 15.55 | ||||||||||||
Granted | 5 | 12.91 | |||||||||||||
Exercised | (1 | ) | 5.58 | ||||||||||||
Cancelled or expired | (4 | ) | 17 | ||||||||||||
Outstanding at December 31, 2012 | 364 | 15.51 | |||||||||||||
Options exercisable at December 31, 2012 | 251 | $ | 13.07 | ||||||||||||
Number of options | Weighted average exercise price per option | ||||||||||||||
(in thousands) | |||||||||||||||
Outstanding at December 31, 2010 | 299 | $ | 13.14 | ||||||||||||
Granted | 101 | 21.16 | |||||||||||||
Exercised | (16 | ) | 7.03 | ||||||||||||
Cancelled or expired | (20 | ) | 14.54 | ||||||||||||
Outstanding at December 31, 2011 | 364 | 15.55 | |||||||||||||
Options exercisable at December 31, 2011 | 185 | $ | 15.38 | ||||||||||||
The aggregate pretax intrinsic value, weighted average remaining contractual life, and weighted average per share exercise price of options outstanding and of options exercisable as of December 31, 2013 were as follows: | |||||||||||||||
Options Outstanding: | |||||||||||||||
Range of Exercise Prices | Number of Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Life (In years) | ||||||||||||
(In thousands) | |||||||||||||||
$ | 4.35-13.2 | 1,027 | $ | 4.67 | 6.35 | ||||||||||
$ | 21-28.2 | 97 | $ | 23.51 | 3.78 | ||||||||||
1,124 | $ | 6.3 | 6.13 | ||||||||||||
Options Exercisable: | |||||||||||||||
Range of Exercise Prices | Number of Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Life (In years) | ||||||||||||
(In thousands) | |||||||||||||||
$ | 4.35-13.2 | 133 | $ | 5.62 | 3.07 | ||||||||||
$ | 21-28.2 | 70 | $ | 24.37 | 3.63 | ||||||||||
203 | $ | 12.08 | 3.27 | ||||||||||||
The following table summarizes key data points for exercised options (in thousands): | |||||||||||||||
Year Ended December 31, | |||||||||||||||
2013 | 2012 | 2011 | |||||||||||||
The intrinsic value of options exercised | $ | 31 | $ | 5 | $ | 186 | |||||||||
Cash received from the exercise of stock options | 82 | 4 | 113 | ||||||||||||
The tax benefit realized from stock options exercised | 10 | 2 | 63 | ||||||||||||
The fair value of options exercised | $ | 124 | $ | 3 | $ | 54 |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Related Party Transactions [Abstract] | ' | ||||||||
Related Party Transactions | ' | ||||||||
Note 9: Related Party Transactions: | |||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Due from related party (included in the accompanying balance sheets) | $ | 6,406 | $ | 6,100 | |||||
Due to related parties (included in the accompanying balance sheets ) | $ | 146 | $ | 54 | |||||
Related party balances are with Tower and are mainly for purchases and payments on behalf of the other party, tools sale, tools lease and service charges. |
Segment_and_Geographic_Informa
Segment and Geographic Information | 12 Months Ended |
Dec. 31, 2013 | |
Segment and Geographic Information [Abstract] | ' |
Segment and Geographic Information | ' |
Note 10: Segment and Geographic Information | |
ASC Topic 280 "Segment Reporting", requires the determination of reportable business segments (i.e., the management approach). This approach requires that business segment information used by the chief operating decision maker to assess performance and manage company resources be the source for segment information disclosure. The Company operates in one business segment: the manufacturing and process design of semiconductor wafers. | |
Revenues are derived principally from customers located within the United States. | |
Long-lived assets consisting of property, plant and equipment and intangible assets are primarily located within the United States. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||
Commitments and Contingencies [Abstract] | ' | ||||||||||||||||||||||||||||
Commitments and Contingencies | ' | ||||||||||||||||||||||||||||
Note 11: Commitments and Contingencies | |||||||||||||||||||||||||||||
Leases | |||||||||||||||||||||||||||||
Since 2002, the Company has leased its fabrication facilities, land and headquarters from Conexant. In December 2010, Conexant sold the Company's fabrication facilities, land and headquarters. In connection with the sale, the Company negotiated amendments to its operating leases that confirm the Company's ability to remain in the fabrication facilities through 2027, including the Company's options to extend the lease term at its sole discretion from 2017 to 2022 and from 2022 to 2027. Under our amended leases with the new owner, the Company's rental payments consist of fixed base rent and fixed management fees and our pro rata share of certain expenses incurred by the landlord in the ownership of these buildings, including property taxes, building insurance and common area maintenance. These lease expenses are included in operating expenses in the accompanying consolidated statements of operations. | |||||||||||||||||||||||||||||
In regards to an office building lease, the Company's landlord exercised its right to terminate the office building lease, effective January 1, 2014. The Company moved its offices to the fabrication building and to nearby new leased office space. The Company and the landlord signed an additional amendment to the amended lease to reflect termination of the office building lease and certain obligations of the Company and the landlord, including certain noise abatement actions at the fabrication facility. This office building termination has no impact whatsoever on the Company's fabrication buildings, facilities and operations and the Company's ability to remain in the fabrication facilities through 2027 (including by exercising its two consecutive five-year extension periods which it can exercise in its sole discretion). | |||||||||||||||||||||||||||||
Aggregate rental expense under operating leases was approximately $2.4 million for each of the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||||||||||||||
Future minimum payments under non-cancelable building operating lease are as follows: | |||||||||||||||||||||||||||||
Payment Obligations by Year (in thousands) | |||||||||||||||||||||||||||||
2014 | 2015 | 2016 | 2017 | 2018 | Thereafter | Total | |||||||||||||||||||||||
Operating leases | $ | 1,898 | $ | 2,096 | $ | 2,108 | $ | 693 | $ | 372 | $ | 408 | $ | 7,575 | |||||||||||||||
Environmental Matters | |||||||||||||||||||||||||||||
The Company's operations are regulated under a number of federal, state and local environmental laws and regulations, which govern, among other things, the discharge of hazardous materials into the air and water as well as the handling, storage and disposal of such materials. Compliance with environmental law is a major consideration for all semiconductor manufacturers because hazardous materials are used in the manufacturing process. In addition, because the Company is a generator of hazardous waste, the Company, along with any other person with whom it arranges for the disposal of such waste, may be subject to potential financial exposure for costs associated with an investigation and remediation of sites at which it has arranged for the disposal of hazardous waste, if such sites become contaminated. This is true even if the Company fully complies with applicable environmental laws. In addition, it is possible that in the future, new or more stringent requirements could be imposed. Management believes it has materially complied with all material environmental laws and regulations. There have been no material claims asserted nor is management aware of any material unasserted claims for environmental matters. | |||||||||||||||||||||||||||||
Indemnification | |||||||||||||||||||||||||||||
The Company has entered into contracts with customers in which the Company provides certain indemnification to the customer in the event of claims of patent or other intellectual property infringement that arise from the Company's manufacturing process. The Company has not recorded a liability for potential obligations under these indemnification provisions and would not record such a liability unless the Company believed that the likelihood of a material obligation was probable and estimable. |
Valuation_Account
Valuation Account | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Valuation Account [Abstract] | ' | ||||||||||||||||
Valuation Account | ' | ||||||||||||||||
Note 12: Valuation Account | |||||||||||||||||
Dollars in thousands | Additions | ||||||||||||||||
Balance at the beginning of the period | Charged to costs and expenses | Deductions | Balance at the end of the period | ||||||||||||||
(A) | |||||||||||||||||
Allowance for doubtful accounts receivable: | |||||||||||||||||
Year ended December 31, 2013 | $ | 67 | $ | (61 | ) | $ | (6 | ) | $ | 0 | |||||||
Year ended December 31, 2012 | $ | 1,020 | $ | 17 | $ | (970 | ) | $ | 67 | ||||||||
Year ended December 31, 2011 | $ | 326 | $ | 1,017 | $ | (323 | ) | $ | 1,020 | ||||||||
(A) Uncollectible accounts receivable written off, net of recoveries |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policy) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Summary of Significant Accounting Policies [Abstract] | ' | ||||||||||||
Basis of Presentation | ' | ||||||||||||
Basis of Presentation | |||||||||||||
The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. They contain all accruals and adjustments that, in the opinion of management, are necessary to present fairly the Company's consolidated financial position at December 31, 2013 and December 31, 2012, and the consolidated results of its operations and cash flows for the years ended December 31, 2013, December 31, 2012 and December 31, 2011. All intercompany accounts and transactions have been eliminated. | |||||||||||||
Reclassifications | ' | ||||||||||||
Reclassifications | |||||||||||||
Certain amounts in prior years' financial statements have been reclassified in order to conform to the 2013 presentation. | |||||||||||||
Use of Estimates | ' | ||||||||||||
Use of Estimates | |||||||||||||
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ materially from those estimates. | |||||||||||||
Revenue Recognition | ' | ||||||||||||
Revenue Recognition | |||||||||||||
The Company's net revenues are generated principally from sales of semiconductor wafers. The Company also derives revenues from engineering and design support and other technical and support services. The majority of the Company's sales are achieved through the efforts of its direct sales force. | |||||||||||||
In accordance with ASC Topic 605 "Revenue Recognition", the Company recognizes revenues from sale of products when the following fundamental criteria are met: (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered, (iii) the price to the customer is fixed or determinable; and (iv) collection of the resulting receivable is reasonably assured. These criteria are usually met at the time of product shipment. Revenues are recognized when the acceptance criteria are satisfied, based on performing electronic, functional and quality tests on the products prior to shipment. Such Company testing reliably demonstrates that the products meet all of the specified criteria prior to formal customer acceptance. | |||||||||||||
The Company provides for sales returns and allowances relating to specified yield or quality commitments as a reduction of revenues at the time of shipment based on historical experience and specific identification of events necessitating an allowance. | |||||||||||||
Revenues for engineering, design and other support services are recognized ratably over the contract term or as services are performed. | |||||||||||||
Advances received from customers towards future engineering services and/or product purchases are deferred until services are rendered or products are shipped to the customer. | |||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||
Cash and Cash Equivalents | |||||||||||||
Cash and cash equivalents consist of banks deposits and short-term investments (with original maturities of three months or less). | |||||||||||||
Allowance for Doubtful Accounts | ' | ||||||||||||
Allowance for Doubtful Accounts | |||||||||||||
The allowance for doubtful accounts is computed mainly on the specific identification basis for accounts whose collectability, in the Company's estimation, is uncertain. | |||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||
Fair Value of Financial Instruments | |||||||||||||
The Company measures its financial assets and liabilities in accordance with US GAAP. For financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, the carrying amounts approximate fair value due to their short maturities. | |||||||||||||
Foreign Currency Translation | ' | ||||||||||||
Foreign Currency Translation | |||||||||||||
The Company uses the U.S. dollar as its functional currency. All of the Company's sales and a substantial majority of its costs are transacted in U.S. dollars. | |||||||||||||
Inventories | ' | ||||||||||||
Inventories | |||||||||||||
Inventories are stated at the lower of cost or market. Cost is determined for raw materials and supplies mainly on the basis of the weighted average moving price per unit. Cost is determined for work in process and finished goods on the basis of actual production costs. | |||||||||||||
Property, Plant and Equipment | ' | ||||||||||||
Property, Plant and Equipment | |||||||||||||
Property and equipment are presented at cost, including capitalizable costs. Capitalizable costs include only costs that are identifiable with, and related to, the property and equipment and are incurred prior to its initial operation. | |||||||||||||
Maintenance and repairs are charged to expense as incurred. | |||||||||||||
Cost is presented net of accumulated depreciation and amortization. Depreciation is calculated based on the straight-line method over the estimated economic lives commonly used in the industry of the assets or terms of the related leases, and range from 3 to 14 years. Leasehold improvements are amortized over the life of the asset or term of the lease, whichever is shorter. For impairment of assets tests see below. | |||||||||||||
Investment | ' | ||||||||||||
Investment | |||||||||||||
In connection with the acquisition of Jazz Semiconductor in February 2007, the Company acquired an investment in Hua Hong Semiconductor Ltd ("HHSL"), which owns 100% of Shanghai Hua Hong NEC Electronics Company Ltd (also known as "HHNEC"). The investment represented a minority interest of approximately 10% in HHSL, hence the investment in HHSL was recorded at fair value as of the date of the Merger with Tower and subsequently carried using the cost method of accounting for investments, as the Company did not have the ability to exercise significant influence. | |||||||||||||
During 2011, the Company sold its 10% holdings in "HHSL", in an HHSL buyback transaction for gross amount of approximately $32 million in cash, before tax and other payments and recorded a gross gain of approximately $15 million from this transaction which is included in the Statements of Operations in Other Income, Net for the year ended December 31, 2011. | |||||||||||||
Impairment of Assets | ' | ||||||||||||
Impairment of Assets | |||||||||||||
The Company reviews long-lived assets and intangible assets on a periodic basis, as well as when such a review is required based upon relevant circumstances, to determine whether events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Impairment loss, if required is recognized based upon the difference between the carrying amount and the fair value of such assets, in accordance with ASC 360-10, "Property, Plant and Equipment". | |||||||||||||
Impairment of Goodwill | ' | ||||||||||||
Impairment of Goodwill | |||||||||||||
Goodwill is subject to an impairment test on an annual basis or upon the occurrence of certain events or circumstances. Goodwill impairment is assessed based on a comparison of the fair value of the unit, to which the goodwill is ascribed, as against the underlying carrying value of its net assets, including goodwill. If the carrying amount of the unit exceeds its fair value, the implied fair value of the Company's goodwill is compared with its carrying amount to measure the amount of impairment loss, if any. | |||||||||||||
The Company conducted an impairment analysis as of December 31, 2013. The Company used the income approach methodology of valuation that includes discounted cash flows to determine the fair value of the Company. Significant management judgment is required in the forecasts of future operating results used for this methodology. As a result of this analysis, the carrying amount of the Company's net assets, including goodwill were not considered to be impaired and the Company did not recognize any impairment of goodwill for the period ended December 31, 2013. | |||||||||||||
Accounting for Income Taxes | ' | ||||||||||||
Accounting for Income Taxes | |||||||||||||
The Company accounts for income taxes in accordance with ASC 740, "Income Taxes". This topic prescribes the use of the liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities. Deferred taxes are computed based on the tax rates anticipated (under applicable law as of the balance sheet date) to be in effect when the deferred taxes are expected to be paid or realized. | |||||||||||||
We evaluate the realizability of our deferred tax assets and establish valuation allowances when it is more likely than not that all or a portion of our deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income. We consider all available positive and negative evidence in making this assessment, including, but not limited to, the scheduled reversal of deferred tax liabilities and projected future taxable income. In circumstances where there is sufficient negative evidence indicating that our deferred tax assets are not more-likely-than-not realizable, we establish a valuation allowance. | |||||||||||||
The future utilization of the Company's net operating loss carry forwards to offset future taxable income is subject to an annual limitation as a result of ownership changes that have occurred or that could occur in the future. The Company has had two "change in ownership" events that limit the utilization of net operating loss carry forwards. The second "change in ownership" event occurred on September 19, 2008, the date of the Company's merger with Tower. | |||||||||||||
We use a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate tax positions taken or expected to be taken in a tax return by assessing whether they are more-likely-than-not sustainable, based solely on their technical merits, upon examination and including resolution of any related appeals or litigation process. The second step is to measure the associated tax benefit of each position as the largest amount that we believe is more-likely-than-not realizable. Differences between the amount of tax benefits taken or expected to be taken in our income tax returns and the amount of tax benefits recognized in our financial statements, represent our unrecognized income tax benefits, which are recorded as a liability. Our policy is to include interest and penalties related to unrecognized income tax benefits as a component of income tax expense. | |||||||||||||
Stock Based Compensation | ' | ||||||||||||
Stock Based Compensation | |||||||||||||
The Company applies the provisions of ASC 718 Compensation- Stock Compensation, under which employee share-based equity awards are accounted for under the fair value method. Accordingly, stock-based compensation to employees and directors is measured at the grant date, based on the fair value of the award. The Company estimates stock price volatility based on historical volatility of Tower's stock price. The Company uses the straight-line attribution method to recognize stock-based compensation costs over the vesting period of the award. | |||||||||||||
The key assumptions used in the Black-Scholes model in determining the fair value of options granted during the years ended December 31, 2013, 2012 and 2011 are as follows: | |||||||||||||
Year ended December 31, 2013 | Year ended December 31, 2012 | Year ended December 31, 2011 | |||||||||||
Expected life in years | 4.75 years | 4.75 years | 4.75 years | ||||||||||
Expected annual volatility | 51.16%-64.52 | % | 52.81%-55.04 | % | 50.84%-54.45 | % | |||||||
Risk-free interest rate | 0.77%-1.77 | % | 0.65%-1.03 | % | 0.94%-2.3 | % | |||||||
Dividend yield | 0 | % | 0 | % | 0 | % | |||||||
Concentrations | ' | ||||||||||||
Concentrations | |||||||||||||
Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents and trade accounts receivable. | |||||||||||||
The Company generally does not require collateral for insurance of receivables. An allowance for doubtful accounts is determined with respect to those amounts that were determined to be doubtful of collection. The Company performs ongoing credit evaluations of its customers . | |||||||||||||
Accounts receivable from significant customers representing 10% or more of the net accounts receivable balance as of December 31, 2013 and December 31, 2012 consists of: | |||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||
Customer 1 | 36 | % | 24 | % | |||||||||
Customer 2 | 12 | * | |||||||||||
Net revenues from significant customers representing 10% or more of net revenues are provided by customers as follows: | |||||||||||||
Year ended | Year ended | Year ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Customer A | 23 | % | 17 | % | 17 | % | |||||||
Customer B | * | * | 10 | ||||||||||
* Indicates less than 10%. | |||||||||||||
As a result of the Company's concentration of its customer base, loss or cancellation of business from, or significant changes in scheduled deliveries of product sold to these customers or a change in their financial position could materially and adversely affect the Company's consolidated financial position, results of operations and cash flows. | |||||||||||||
The Company operates a single manufacturing facility located in Newport Beach, California. A major interruption in the manufacturing operations at this facility would have a material adverse affect on the consolidated financial position and results of operations of the Company. | |||||||||||||
Initial Adoption of New Standards | ' | ||||||||||||
Initial Adoption of New Standards | |||||||||||||
On January 31, 2013, the FASB issued ASU 2013-01, which clarifies the scope of the offsetting disclosure requirements in ASU 2011-11. Under ASU 2013-01, the disclosure requirements would apply to derivative instruments accounted for in accordance with ASC 815, including bifurcated embedded derivatives, repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending arrangements that are either offset on the balance sheet or subject to an enforceable master netting arrangement or similar agreement. The adoption of ASU 2013-01 had no impact on the Company's financial position or results of operations. | |||||||||||||
On February 5, 2013, the FASB issued ASU 2013-02, which requires entities to disclose the following additional information about items reclassified out of accumulated other comprehensive income (AOCI): | |||||||||||||
• Changes in AOCI balances by component (e.g., unrealized gains or losses on available-for-sale securities or foreign-currency items). Both before-tax and net-of-tax presentations of the information are acceptable as long as an entity presents the income tax benefit or expense attributed to each component of OCI and reclassification adjustments in either the financial statements or the notes to the financial statements. | |||||||||||||
• Significant items reclassified out of AOCI by component either on the face of the income statement or as a separate footnote to the financial statements. | |||||||||||||
The ASU does not change the current U.S. GAAP requirements, for either public or nonpublic entities, for financial statement reporting of comprehensive income. That is, a total for comprehensive income must be reported in either (1) a single continuous statement or (2) two separate but consecutive statements. However, public entities would also need to include information about (1) changes in AOCI balances by component and (2) significant items reclassified out of AOCI. ASU 2013-02 is effective for annual and interim reporting periods beginning after December 15, 2012. Adoption of this guidance had no impact on our financial position or results of operations. | |||||||||||||
In July 2013, the FASB issued ASU No. 2013-11 amending requirements for the presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. ASU No. 2013-11 requires entities to present in the financial statements an unrecognized tax benefit, or a portion of an unrecognized tax benefit as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward except to the extent such items are not available or not intended to be used at the reporting date to settle any additional income taxes that would result from the disallowance of a tax position. In such instances, the unrecognized tax benefit is required to be presented in the financial statements as a liability and not be combined with deferred tax assets. ASU No. 2013-11 is effective for annual and interim periods beginning after December 15, 2013. The adoption of ASU No. 2013-11 had no impact on the Company's financial position or results of operations. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Summary of Significant Accounting Policies [Abstract] | ' | ||||||||||||
Schedule of Valuation Assumptions | ' | ||||||||||||
Year ended December 31, 2013 | Year ended December 31, 2012 | Year ended December 31, 2011 | |||||||||||
Expected life in years | 4.75 years | 4.75 years | 4.75 years | ||||||||||
Expected annual volatility | 51.16%-64.52 | % | 52.81%-55.04 | % | 50.84%-54.45 | % | |||||||
Risk-free interest rate | 0.77%-1.77 | % | 0.65%-1.03 | % | 0.94%-2.3 | % | |||||||
Dividend yield | 0 | % | 0 | % | 0 | % | |||||||
Accounts Receivable [Member] | ' | ||||||||||||
Concentration Risk [Line Items] | ' | ||||||||||||
Schedule of Concentration of Risk | ' | ||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||
Customer 1 | 36 | % | 24 | % | |||||||||
Customer 2 | 12 | * | |||||||||||
Net Revenues [Member] | ' | ||||||||||||
Concentration Risk [Line Items] | ' | ||||||||||||
Schedule of Concentration of Risk | ' | ||||||||||||
Year ended | Year ended | Year ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Customer A | 23 | % | 17 | % | 17 | % | |||||||
Customer B | * | * | 10 | ||||||||||
* Indicates less than 10%. |
Other_Balance_Sheet_Details_Ta
Other Balance Sheet Details (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Other Balance Sheet Details [Abstract] | ' | |||||||||||||||
Schedule of Inventories | ' | |||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||
Raw material | $ | 4,434 | $ | 4,144 | ||||||||||||
Work in process | 15,618 | 9,366 | ||||||||||||||
Finished goods | 6,245 | 10,510 | ||||||||||||||
$ | 26,297 | $ | 24,020 | |||||||||||||
Schedule of Property and Equipment | ' | |||||||||||||||
Useful life (In years) | 31-Dec-13 | 31-Dec-12 | ||||||||||||||
Building (including facility infrastructure) | 14-Oct | $ | 26,809 | $ | 25,237 | |||||||||||
Machinery and equipment | 7-Mar | 196,812 | 176,294 | |||||||||||||
223,621 | 201,531 | |||||||||||||||
Accumulated depreciation | (145,276 | ) | (110,067 | ) | ||||||||||||
$ | 78,345 | $ | 91,464 | |||||||||||||
Schedule of Intangible Assets | ' | |||||||||||||||
Intangible assets consist of the following at December 31, 2013 (in thousands): | ||||||||||||||||
Weighted Average Life (years) | Cost | Accumulated Amortization | Net | |||||||||||||
Technology | 4;9 | $ | 3,300 | $ | 2,046 | $ | 1,254 | |||||||||
Patents and other core technology rights | 9 | 15,100 | 8,870 | 6,230 | ||||||||||||
In process research and development | -- | 1,800 | 1,800 | -- | ||||||||||||
Customer relationships | 15 | 2,600 | 916 | 1,684 | ||||||||||||
Trade name | 9 | 5,200 | 3,054 | 2,146 | ||||||||||||
Facilities lease | 1,19 | 33,500 | 16,512 | 16,988 | ||||||||||||
Total identifiable intangible assets | $ | 61,500 | $ | 33,198 | $ | 28,302 | ||||||||||
Intangible assets consist of the following at December 31, 2012 (in thousands): | ||||||||||||||||
Weighted Average Life (years) | Cost | Accumulated Amortization | Net | |||||||||||||
Technology | 4;9 | $ | 2,300 | $ | 1,400 | $ | 900 | |||||||||
Patents and other core technology rights | 9 | 15,100 | 7,192 | 7,908 | ||||||||||||
In process research and development | -- | 1,800 | 1,800 | -- | ||||||||||||
Customer relationships | 15 | 2,600 | 743 | 1,857 | ||||||||||||
Trade name | 9 | 5,200 | 2,477 | 2,723 | ||||||||||||
Facilities lease | 1,19 | 33,500 | 7,762 | 25,738 | ||||||||||||
Total identifiable intangible assets | $ | 60,500 | $ | 21,374 | $ | 39,126 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Taxes [Abstract] | ' | ||||||||||||
Schedule of Effective Income Tax Reconciliation | ' | ||||||||||||
Year ended | Year ended | Year ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Tax provision (benefit) computed at the federal statutory rate | $ | (5,643 | ) | $ | (3,630 | ) | $ | 2,634 | |||||
State tax, net of federal provision (benefit) | 262 | 100 | 96 | ||||||||||
Research Credits | (186 | ) | -- | (201 | ) | ||||||||
Unrecognized tax benefits | 298 | 248 | 447 | ||||||||||
Permanent items & others | (77 | ) | 230 | 149 | |||||||||
Income tax provision (benefit) | $ | (5,346 | ) | $ | (3,052 | ) | $ | 3,125 | |||||
Schedule of Components of Income Tax Provision | ' | ||||||||||||
Year ended December | Year ended December | Year ended | |||||||||||
31, 2013 | 31, 2012 | 31-Dec-11 | |||||||||||
Current tax expense (benefit): | |||||||||||||
Federal | $ | (633 | ) | $ | (1,948 | ) | $ | 6,687 | |||||
State | 41 | (51 | ) | 95 | |||||||||
Foreign | 12 | 21 | 59 | ||||||||||
Total current | (580 | ) | (1,978 | ) | 6,841 | ||||||||
Deferred tax benefit: | |||||||||||||
Federal | (4,766 | ) | (1,074 | ) | (3,716 | ) | |||||||
State | -- | -- | -- | ||||||||||
Total deferred | (4,766 | ) | (1,074 | ) | (3,716 | ) | |||||||
Income tax provision (benefit) | $ | (5,346 | ) | $ | (3,052 | ) | $ | 3,125 | |||||
Schedule of Deferred Tax Assets and Liabilities | ' | ||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||
Deferred tax assets- current: | |||||||||||||
Net operating loss carryforwards | $ | 2,026 | $ | 758 | |||||||||
Employees benefits and compensation | 1,520 | 1,566 | |||||||||||
Accruals, reserves and others | 1,757 | 2,449 | |||||||||||
Total deferred tax assets | 5,303 | 4,773 | |||||||||||
Valuation allowance | (1,457 | ) | (566 | ) | |||||||||
Total current deferred tax benefit | $ | 3,846 | $ | 4,207 | |||||||||
Net deferred tax liability- long-term: | |||||||||||||
Deferred tax assets | |||||||||||||
Net operating loss carry forward | $ | 10,751 | $ | 11,871 | |||||||||
Employees benefits and compensation | 2,829 | 3,413 | |||||||||||
Other | -- | 104 | |||||||||||
13,580 | 15,388 | ||||||||||||
Valuation allowance | (4,983 | ) | (5,779 | ) | |||||||||
8,597 | 9,609 | ||||||||||||
Deferred tax liability - property, plant and equipment | $ | (1,230 | ) | $ | (2,504 | ) | |||||||
Intangible assets | (7,253 | ) | (11,063 | ) | |||||||||
Debt discount | (884 | ) | (1,203 | ) | |||||||||
Other | (1,659 | ) | (928 | ) | |||||||||
Total deferred tax liabilities | (2,429 | ) | (6,089 | ) | |||||||||
Net deferred taxes | $ | 1,417 | $ | (1,882 | ) | ||||||||
Schedule of Unrecognized Tax Benefits | ' | ||||||||||||
Unrecognized tax benefits | |||||||||||||
(in thousands) | |||||||||||||
Balance at January 1, 2013 | $ | 19,721 | |||||||||||
Additions for tax positions of current year | 12 | ||||||||||||
Reductions for tax positions of prior years | (371 | ) | |||||||||||
Balance at December 31, 2013 | $ | 19,362 | |||||||||||
Unrecognized tax benefits | |||||||||||||
(in thousands) | |||||||||||||
Balance at January 1, 2012 | $ | 23,965 | |||||||||||
Reductions for tax positions of prior year | (275 | ) | |||||||||||
Settlements | (3,969 | ) | |||||||||||
Balance at December 31, 2012 | $ | 19,721 | |||||||||||
Unrecognized tax benefits | |||||||||||||
(in thousands) | |||||||||||||
Balance at January 1, 2011 | $ | 14,908 | |||||||||||
Additions for tax positions of current year | 50 | ||||||||||||
Additions for tax positions of prior year | 9,730 | ||||||||||||
Reductions for tax positions of prior year | (723 | ) | |||||||||||
Balance at December 31, 2011 | $ | 23,965 |
Employee_Benefit_Plans_Tables
Employee Benefit Plans (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Postretirement Medical Plan [Member] | ' | ||||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ||||||||||||
Schedule of Amounts Recognized in Other Comprehensive Income | ' | ||||||||||||
Year Ended | |||||||||||||
Year Ended | Year Ended | 31-Dec-11 | |||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||
Net periodic benefit cost | |||||||||||||
Service cost | $ | 32 | $ | 146 | $ | 193 | |||||||
Interest cost | 126 | 399 | 573 | ||||||||||
Expected return on plan assets | -- | -- | -- | ||||||||||
Amortization of transition obligation/(asset) | -- | -- | -- | ||||||||||
Amortization of prior service costs | (1,703 | ) | (244 | ) | 114 | ||||||||
Amortization of net (gain) or loss | (132 | ) | -- | 109 | |||||||||
Total net periodic benefit cost | $ | (1,677 | ) | $ | 301 | $ | 989 | ||||||
Other changes in plan assets and benefits obligations recognized in other comprehensive income | |||||||||||||
Prior service cost for the period | $ | (91 | ) | $ | (3,851 | ) | $ | (990 | ) | ||||
Net (gain) or loss for the period | (668 | ) | (1,355 | ) | (1,752 | ) | |||||||
Amortization of transition obligation (asset) | -- | -- | -- | ||||||||||
Amortization of prior service costs | 1,703 | 244 | (114 | ) | |||||||||
Amortization of net gain or (loss) | 132 | -- | (109 | ) | |||||||||
Total recognized in other comprehensive income | $ | 1,076 | $ | (4,962 | ) | $ | (2,965 | ) | |||||
Total recognized in net periodic benefit cost and other comprehensive income | $ | (601 | ) | $ | (4,661 | ) | $ | (1,976 | ) | ||||
Weighted average assumptions used: | |||||||||||||
Discount rate | 4.3 | % | 5.2 | % | 5.9 | % | |||||||
Expected return on plan assets | N/A | N/A | N/A | ||||||||||
Rate of compensation increases | N/A | N/A | N/A | ||||||||||
Assumed health care cost trend rates: | |||||||||||||
Health care cost trend rate assumed for current year (Pre-65/Post-65) | 8.25%/35.00 | % | 8.25%/57.00 | % | 10.00%/21.00 | % | |||||||
Ultimate rate (Pre-65/Post-65) | 5.00%/5.00 | % | 5.00%/5.00 | % | 5.00%/5.00 | % | |||||||
Year the ultimate rate is reached (Pre-65/Post-65) | 2022/2022 | 2021/2019 | 2021/2019 | ||||||||||
Measurement date | 31-Dec-13 | 31-Dec-12 | 31-Dec-11 | ||||||||||
Impact of one-percentage point change in assumed health care cost trend rates as of December 31, 2013: | Increase | Decrease | |||||||||||
Effect on service cost and interest cost | 13 | $ | (10 | ) | |||||||||
Effect on postretirement benefit obligation | 145 | (116 | ) | ||||||||||
Schedule of Components of the Change in Benefit Obligation | ' | ||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Change in benefit obligation: | |||||||||||||
Benefit obligation at beginning of period | $ | 2,995 | $ | 7,749 | $ | 9,811 | |||||||
Service cost | 32 | 146 | 193 | ||||||||||
Interest cost | 126 | 399 | 573 | ||||||||||
Benefits paid | (77 | ) | (93 | ) | (86 | ) | |||||||
Change in plan provisions | (91 | ) | (3,851 | ) | (990 | ) | |||||||
Actuarial loss (gain) | (668 | ) | (1,355 | ) | (1,752 | ) | |||||||
Benefit obligation end of period | $ | 2,317 | $ | 2,995 | $ | 7,749 | |||||||
Change in plan assets: | |||||||||||||
Fair value of plan assets at beginning of period | $ | -- | $ | -- | $ | -- | |||||||
Actual return on plan assets | -- | -- | -- | ||||||||||
Employer contribution | 77 | 93 | 86 | ||||||||||
Benefits paid | (77 | ) | (93 | ) | (86 | ) | |||||||
Fair value of plan assets at end of period | $ | -- | $ | -- | $ | -- | |||||||
Funded status | $ | (2,317 | ) | $ | (2,995 | ) | $ | (7,749 | ) | ||||
Non-current assets | $ | -- | $ | -- | $ | -- | |||||||
Current liabilities | (89 | ) | (132 | ) | (137 | ) | |||||||
Non-current liabilities | (2,228 | ) | (2,863 | ) | (7,612 | ) | |||||||
Net amount recognized | $ | (2,317 | ) | $ | (2,995 | ) | $ | (7,749 | ) | ||||
Weighted average assumptions used: | |||||||||||||
Discount rate | 5.2 | % | 4.3 | % | 5.2 | % | |||||||
Rate of compensation increases | N/A | N/A | N/A | ||||||||||
Assumed health care cost trend rates: | |||||||||||||
Health care cost trend rate assumed for next year (Pre 65/Post 65) | 7.75%/25.00 | % | 8.25%/35.00 | % | 8.25%/57.00 | % | |||||||
Ultimate rate (Pre 65/ Post 65) | 5.00%/5.00 | % | 5.00%/5.00 | % | 5.00%/5.00 | % | |||||||
Year the ultimate rate is reached (Pre 65/ Post 65) | 2022/2022 | 2022/2022 | 2021/2019 | ||||||||||
Schedule of Future Benefit Payments | ' | ||||||||||||
Fiscal Year | Other Benefits ($) | ||||||||||||
2014 | $ | 89 | |||||||||||
2015 | 83 | ||||||||||||
2016 | 82 | ||||||||||||
2017 | 101 | ||||||||||||
2018 | 116 | ||||||||||||
2019-2023 | $ | 678 | |||||||||||
Pension Plan [Member] | ' | ||||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ||||||||||||
Schedule of Amounts Recognized in Other Comprehensive Income | ' | ||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Net periodic benefit cost | |||||||||||||
Service cost | $ | -- | $ | -- | $ | -- | |||||||
Interest cost | 732 | 761 | 736 | ||||||||||
Expected return on plan assets | (948 | ) | (817 | ) | (810 | ) | |||||||
Amortization of transition obligation/(asset) | -- | -- | -- | ||||||||||
Amortization of prior service costs | -- | -- | -- | ||||||||||
Amortization of net (gain) or loss | 97 | 70 | -- | ||||||||||
Total net periodic benefit cost | $ | (119 | ) | $ | 14 | $ | (74 | ) | |||||
Prior service cost for the period | $ | 93 | $ | -- | $ | -- | |||||||
Net (gain) or loss for the period | (4,696 | ) | 1,000 | 2,468 | |||||||||
Amortization of transition obligation (asset) | -- | -- | -- | ||||||||||
Amortization of prior service costs | -- | -- | -- | ||||||||||
Amortization of net gain or (loss) | (97 | ) | (70 | ) | -- | ||||||||
Total recognized in other comprehensive income | $ | (4,700 | ) | $ | 930 | $ | 2,468 | ||||||
Total recognized in net periodic benefit cost and other comprehensive income | $ | (4,819 | ) | $ | 944 | $ | 2,394 | ||||||
Weighted average assumptions used: | |||||||||||||
Discount rate | 4.3 | % | 5.1 | % | 5.7 | % | |||||||
Expected return on plan assets | 7.5 | % | 7.5 | % | 7.5 | % | |||||||
Rate of compensation increases | N/A | N/A | N/A | ||||||||||
Estimated amounts that will be amortized from accumulated other comprehensive income in the next fiscal year: | |||||||||||||
Transition obligation (asset) | $ | -- | $ | -- | $ | -- | |||||||
Prior service cost | 3 | -- | -- | ||||||||||
Net actuarial (gain) or loss | $ | -- | $ | 97 | $ | -- | |||||||
Schedule of Components of the Change in Benefit Obligation | ' | ||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
31-Dec-13 | 31-Dec-12 | 31-Dec-11 | |||||||||||
Change in benefit obligation: | |||||||||||||
Benefit obligation at beginning of period | $ | 17,272 | $ | 15,134 | $ | 13,105 | |||||||
Service cost | -- | -- | -- | ||||||||||
Interest cost | 732 | 761 | 736 | ||||||||||
Benefits paid | (437 | ) | (293 | ) | (273 | ) | |||||||
Change in plan provisions | 93 | -- | -- | ||||||||||
Actuarial loss (gain) | (1,787 | ) | 1,670 | 1,566 | |||||||||
Benefit obligation end of period | $ | 15,873 | $ | 17,272 | $ | 15,134 | |||||||
Change in plan assets | |||||||||||||
Fair value of plan assets at beginning of period | $ | 12,543 | $ | 10,842 | $ | 10,742 | |||||||
Actual return on plan assets | 3,857 | 1,488 | (92 | ) | |||||||||
Employer contribution | 689 | 506 | 465 | ||||||||||
Benefits paid | (437 | ) | (293 | ) | (273 | ) | |||||||
Fair value of plan assets at end of period | $ | 16,652 | $ | 12,543 | $ | 10,842 | |||||||
Funded status | $ | 779 | $ | (4,729 | ) | $ | (4,292 | ) | |||||
Accumulated benefit obligation | $ | 15,873 | $ | 17,272 | $ | 15,134 | |||||||
Non-current assets | $ | 779 | $ | -- | $ | -- | |||||||
Current liabilities | -- | -- | -- | ||||||||||
Non-current liabilities | -- | (4,729 | ) | (4,292 | ) | ||||||||
Net amount recognized | $ | 779 | $ | (4,729 | ) | $ | (4,292 | ) | |||||
Weighted average assumptions used | |||||||||||||
Discount rate | 5.1 | % | 4.3 | % | 5.1 | % | |||||||
Expected return on plan assets | 7.5 | % | 7.5 | % | 7.5 | % | |||||||
Rate of compensation increases | N/A | N/A | N/A | ||||||||||
Schedule of Future Benefit Payments | ' | ||||||||||||
Fiscal Year | Other Benefits | ||||||||||||
2014 | $ | 540 | |||||||||||
2015 | 615 | ||||||||||||
2016 | 684 | ||||||||||||
2017 | 748 | ||||||||||||
2018 | 806 | ||||||||||||
2019-2023 | $ | 4,829 | |||||||||||
Schedule of Financial Assets Measured at Fair Value on a Recurring Basis | ' | ||||||||||||
The Plan's assets measured at fair value on a recurring basis consisted of the following as of December 31, 2013: | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Investments in Mutual Funds | $ | -- | $ | 16,652 | $ | -- | |||||||
Total plan assets at fair value | $ | -- | $ | 16,652 | $ | -- | |||||||
The Plan's assets measured at fair value on a recurring basis consisted of the following as of December 31, 2012: | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Investments in Mutual Funds | $ | -- | $ | 12,543 | $ | -- | |||||||
Total plan assets at fair value | $ | -- | $ | 12,543 | $ | -- | |||||||
Schedule of Asset Allocations | ' | ||||||||||||
Asset Category: | 31-Dec-13 | Target allocation 2014 | |||||||||||
Equity securities | 86 | % | 65%-75 | % | |||||||||
Debt securities | 14 | % | 25%-35 | % | |||||||||
Real estate | 0 | % | 0 | % | |||||||||
Other | 0 | % | 0 | % | |||||||||
Total | 100 | % | 100 | % |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||||
Schedule of Stock-based Compensation Expense | ' | ||||||||||||||
Year Ended December 31, | |||||||||||||||
2013 | 2012 | 2011 | |||||||||||||
Component of income (loss) before provision for income taxes: | |||||||||||||||
Cost of revenue | $ | 190 | $ | 291 | $ | 346 | |||||||||
Research and development, net | 120 | 126 | 153 | ||||||||||||
Selling, general and administrative | (49 | ) | 136 | 153 | |||||||||||
Stock-based compensation expense | 261 | 553 | 652 | ||||||||||||
Income tax benefits related to stock-based compensation (before consideration of valuation allowance) | (92 | ) | (196 | ) | (244 | ) | |||||||||
Stock-based compensation, net of taxes | $ | 169 | $ | 357 | $ | 408 | |||||||||
Schedule of Stock Option Activity | ' | ||||||||||||||
Number of options | Weighted average exercise price per option | ||||||||||||||
(in thousands) | |||||||||||||||
Outstanding at December 31, 2012 | 364 | $ | 15.51 | ||||||||||||
Granted | 895 | 4.48 | |||||||||||||
Exercised | (19 | ) | 4.35 | ||||||||||||
Cancelled or expired | (116 | ) | 21.49 | ||||||||||||
Outstanding at December 31, 2013 | 1,124 | 6.3 | |||||||||||||
Options exercisable at December 31, 2013 | 203 | $ | 12.08 | ||||||||||||
Number of options | Weighted average exercise price per option | ||||||||||||||
(in thousands) | |||||||||||||||
Outstanding at December 31, 2011 | 364 | $ | 15.55 | ||||||||||||
Granted | 5 | 12.91 | |||||||||||||
Exercised | (1 | ) | 5.58 | ||||||||||||
Cancelled or expired | (4 | ) | 17 | ||||||||||||
Outstanding at December 31, 2012 | 364 | 15.51 | |||||||||||||
Options exercisable at December 31, 2012 | 251 | $ | 13.07 | ||||||||||||
Number of options | Weighted average exercise price per option | ||||||||||||||
(in thousands) | |||||||||||||||
Outstanding at December 31, 2010 | 299 | $ | 13.14 | ||||||||||||
Granted | 101 | 21.16 | |||||||||||||
Exercised | (16 | ) | 7.03 | ||||||||||||
Cancelled or expired | (20 | ) | 14.54 | ||||||||||||
Outstanding at December 31, 2011 | 364 | 15.55 | |||||||||||||
Options exercisable at December 31, 2011 | 185 | $ | 15.38 | ||||||||||||
Schedule of Options Outstanding and Exercisable by Exercise Price Range | ' | ||||||||||||||
Options Outstanding: | |||||||||||||||
Range of Exercise Prices | Number of Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Life (In years) | ||||||||||||
(In thousands) | |||||||||||||||
$ | 4.35-13.2 | 1,027 | $ | 4.67 | 6.35 | ||||||||||
$ | 21-28.2 | 97 | $ | 23.51 | 3.78 | ||||||||||
1,124 | $ | 6.3 | 6.13 | ||||||||||||
Options Exercisable: | |||||||||||||||
Range of Exercise Prices | Number of Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Life (In years) | ||||||||||||
(In thousands) | |||||||||||||||
$ | 4.35-13.2 | 133 | $ | 5.62 | 3.07 | ||||||||||
$ | 21-28.2 | 70 | $ | 24.37 | 3.63 | ||||||||||
203 | $ | 12.08 | 3.27 | ||||||||||||
Summary of Options Exercised | ' | ||||||||||||||
Year Ended December 31, | |||||||||||||||
2013 | 2012 | 2011 | |||||||||||||
The intrinsic value of options exercised | $ | 31 | $ | 5 | $ | 186 | |||||||||
Cash received from the exercise of stock options | 82 | 4 | 113 | ||||||||||||
The tax benefit realized from stock options exercised | 10 | 2 | 63 | ||||||||||||
The fair value of options exercised | $ | 124 | $ | 3 | $ | 54 |
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Related Party Transactions [Abstract] | ' | ||||||||
Schedule of Related Party Transactions | ' | ||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Due from related party (included in the accompanying balance sheets) | $ | 6,406 | $ | 6,100 | |||||
Due to related parties (included in the accompanying balance sheets ) | $ | 146 | $ | 54 |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||
Commitments and Contingencies [Abstract] | ' | ||||||||||||||||||||||||||||
Schedule of Future Minimum Payments Under Operating Leases | ' | ||||||||||||||||||||||||||||
Payment Obligations by Year (in thousands) | |||||||||||||||||||||||||||||
2014 | 2015 | 2016 | 2017 | 2018 | Thereafter | Total | |||||||||||||||||||||||
Operating leases | $ | 1,898 | $ | 2,096 | $ | 2,108 | $ | 693 | $ | 372 | $ | 408 | $ | 7,575 |
Business_and_Formation_Details
Business and Formation (Details) (Tower [Member]) | Dec. 31, 2013 |
Tower [Member] | ' |
Noncontrolling Interest [Line Items] | ' |
Interest in subsidiary, Jazz Technologies, Inc. | 100.00% |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 |
Minimum [Member] | Maximum [Member] | ||
Summary of Significant Accounting Policies [Abstract] | ' | ' | ' |
Ownership percentage | 10.00% | ' | ' |
Proceeds from sale of HHSL | $32 | ' | ' |
Gain on sale of HHSL | $15 | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property, plant and equipment, useful life | ' | '3 years | '14 years |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Schedule of Valuation Assumptions) (Details) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Summary of Significant Accounting Policies [Abstract] | ' | ' | ' |
Expected life in years | '4 years 9 months | '4 years 9 months | '4 years 9 months |
Expected annual volatility, minimum | 51.16% | 52.81% | 50.84% |
Expected annual volatility, maximum | 64.52% | 55.04% | 54.45% |
Risk-free interest rate, minimum | 0.77% | 0.65% | 0.94% |
Risk-free interest rate, maximum | 1.77% | 1.03% | 2.30% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Summary of Significant Customers) (Details) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||
Accounts Receivable [Member] | Major Customer One [Member] | ' | ' | ' | ||
Concentration Risk [Line Items] | ' | ' | ' | ||
Concentration risk, percentage | 36.00% | 24.00% | ' | ||
Accounts Receivable [Member] | Major Customer Two [Member] | ' | ' | ' | ||
Concentration Risk [Line Items] | ' | ' | ' | ||
Concentration risk, percentage | 12.00% | ' | [1] | ' | |
Net Revenues [Member] | Major Customer A [Member] | ' | ' | ' | ||
Concentration Risk [Line Items] | ' | ' | ' | ||
Concentration risk, percentage | 23.00% | 17.00% | 17.00% | ||
Net Revenues [Member] | Major Customer B [Member] | ' | ' | ' | ||
Concentration Risk [Line Items] | ' | ' | ' | ||
Concentration risk, percentage | ' | [1] | ' | [1] | 10.00% |
[1] | Indicates less than 10%. |
Other_Balance_Sheet_Details_Sc
Other Balance Sheet Details (Schedule of Inventories) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Balance Sheet Details [Abstract] | ' | ' |
Raw materials | $4,434 | $4,144 |
Work in process | 15,618 | 9,366 |
Finished goods | 6,245 | 10,510 |
Inventory, net | $26,297 | $24,020 |
Other_Balance_Sheet_Details_Sc1
Other Balance Sheet Details (Schedule of Property, Plant and Equipment) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | Minimum [Member] | Maximum [Member] | Building (including facility infrastructure) [Member] | Building (including facility infrastructure) [Member] | Building (including facility infrastructure) [Member] | Building (including facility infrastructure) [Member] | Machinery and equipment [Member] | Machinery and equipment [Member] | Machinery and equipment [Member] | Machinery and equipment [Member] | ||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | |||||||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Useful life | ' | ' | '3 years | '14 years | ' | ' | '10 years | '14 years | ' | ' | '3 years | '7 years |
Property, plant and equipment, gross | $223,621 | $201,531 | ' | ' | $26,809 | $25,237 | ' | ' | $196,812 | $176,294 | ' | ' |
Accumulated depreciation | -145,276 | -110,067 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property, plant and equipment, net | $78,345 | $91,464 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other_Balance_Sheet_Details_Sc2
Other Balance Sheet Details (Schedule of Intangible Assets) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Identifiable intangible assets, cost | 61,500 | 60,500 |
Identifiable intangible assets, accumulated amortization | 33,198 | 21,374 |
Identifiable intangible assets, net | 28,302 | 39,126 |
Technology [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Identifiable intangible assets, cost | 3,300 | 2,300 |
Identifiable intangible assets, accumulated amortization | 2,046 | 1,400 |
Identifiable intangible assets, net | 1,254 | 900 |
Technology [Member] | Minimum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life | '4 years | '4 years |
Technology [Member] | Maximum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life | '9 years | '9 years |
Patents and Other Core Technology Rights [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life | '9 years | '9 years |
Identifiable intangible assets, cost | 15,100 | 15,100 |
Identifiable intangible assets, accumulated amortization | 8,870 | 7,192 |
Identifiable intangible assets, net | 6,230 | 7,908 |
In- Process Research and Development [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life | ' | ' |
Identifiable intangible assets, cost | 1,800 | 1,800 |
Identifiable intangible assets, accumulated amortization | 1,800 | 1,800 |
Identifiable intangible assets, net | ' | ' |
Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life | '15 years | '15 years |
Identifiable intangible assets, cost | 2,600 | 2,600 |
Identifiable intangible assets, accumulated amortization | 916 | 743 |
Identifiable intangible assets, net | 1,684 | 1,857 |
Trade Name [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life | '9 years | '9 years |
Identifiable intangible assets, cost | 5,200 | 5,200 |
Identifiable intangible assets, accumulated amortization | 3,054 | 2,477 |
Identifiable intangible assets, net | 2,146 | 2,723 |
Facilities Lease [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Identifiable intangible assets, cost | 33,500 | 33,500 |
Identifiable intangible assets, accumulated amortization | 16,512 | 7,762 |
Identifiable intangible assets, net | 16,988 | 25,738 |
Facilities Lease [Member] | Minimum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life | '1 year | '1 year |
Facilities Lease [Member] | Maximum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life | '19 years | '19 years |
Wells_Fargo_AssetBased_Revolvi1
Wells Fargo Asset-Based Revolving Credit Line (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2013 |
2010 Notes [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Principal amount on debt | $94 |
Maturity | 30-Jun-15 |
Letter of Credit [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Term | '5 years |
Maximum borrowing amount | 70 |
Maturity | 31-Dec-18 |
Borrowing availability | 52 |
Amount outstanding | $19 |
Letter of Credit [Member] | Minimum [Member] | Prime Rate [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Basis spread | 0.50% |
Letter of Credit [Member] | Minimum [Member] | LIBOR [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Basis spread | 1.75% |
Letter of Credit [Member] | Maximum [Member] | Prime Rate [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Basis spread | 1.00% |
Letter of Credit [Member] | Maximum [Member] | LIBOR [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Basis spread | 2.25% |
Notes_Details
Notes (Details) (2010 Notes [Member], USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2013 |
2010 Notes [Member] | ' |
Debt Instrument [Line Items] | ' |
Annual rate | 8.00% |
Maturity | 30-Jun-15 |
Principal amount on debt | $94 |
Premium rate on redemption of debt, before benchmark date | 4.00% |
Premium rate on redemption of debt, after benchmark date and until maturity | 2.00% |
Redemption premium rate benchmark date | 1-Jul-14 |
Premium rate on redemption of debt, in the event of certain change of control transactions | 1.00% |
Fair value | $89 |
Income_Taxes_Schedule_of_Effec
Income Taxes (Schedule of Effective Income Tax Reconciliation) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Taxes [Abstract] | ' | ' | ' |
Tax provision (benefit) computed at the federal statutory rate | ($5,643) | ($3,630) | $2,634 |
State tax, net of federal provision (benefit) | 262 | 100 | 96 |
Research Credits | -186 | ' | -201 |
Unrecognized tax benefits | 298 | 248 | 447 |
Permanent items & others | -77 | 230 | 149 |
Income tax provision (benefit) | ($5,346) | ($3,052) | $3,125 |
Income_Taxes_Schedule_of_Compo
Income Taxes (Schedule of Components of Income Tax Provision) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current tax expense: | ' | ' | ' |
Federal | ($633) | ($1,948) | $6,687 |
State | 41 | -51 | 95 |
Foreign | 12 | 21 | 59 |
Total current | -580 | -1,978 | 6,841 |
Deferred tax expense: | ' | ' | ' |
Federal | -4,766 | -1,074 | -3,716 |
State | ' | ' | ' |
Total deferred | -4,766 | -1,074 | -3,716 |
Income tax provision (benefit) | ($5,346) | ($3,052) | $3,125 |
Income_Taxes_Schedule_of_Defer
Income Taxes (Schedule of Deferred Tax Assets and Liabilities) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Income Taxes [Abstract] | ' | ' |
Net operating loss carryforwards | $2,026 | $758 |
Employees benefits and compensation | 1,520 | 1,566 |
Accruals, reserves and others | 1,757 | 2,449 |
Total deferred tax assets | 5,303 | 4,773 |
Valuation allowance | -1,457 | -566 |
Total current deferred tax benefit | 3,846 | 4,207 |
Net operating loss carryforwards | 10,751 | 11,871 |
Employee benefits and compensation | 2,829 | 3,413 |
Other | ' | 104 |
Total deferred long-term tax assets | 13,580 | 15,388 |
Valuation allowance | -4,983 | -5,779 |
Total long-term deferred tax assets | 8,597 | 9,609 |
Deferred tax liability - property, plant and equipment | -1,230 | -2,504 |
Intangible assets | -7,253 | -11,063 |
Debt discount | -884 | -1,203 |
Other | -1,659 | -928 |
Total deferred tax liabilities | -2,429 | -6,089 |
Net deferred taxes | $1,417 | ($1,882) |
Income_Taxes_Schedule_of_Unrec
Income Taxes (Schedule of Unrecognized Tax Benefits) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Taxes [Abstract] | ' | ' | ' |
Beginning balance | $19,721 | $23,965 | $14,908 |
Additions for tax positions of current year | 12 | ' | 50 |
Additions for tax positions of prior year | ' | ' | 9,730 |
Reductions for tax positions of prior year | -371 | -275 | -723 |
Settlements | ' | -3,969 | ' |
Ending balance | $19,362 | $19,721 | $23,965 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2013 |
Income Taxes [Abstract] | ' |
Operating loss carryforwards, use limit | $2.10 |
Federal operating loss carryforwards | 36 |
State operating loss carryforwards | 123.9 |
Alternative minimum tax credit | 0.2 |
Federal research and development credits | 0.8 |
Unrecognized tax benefits that would impact effective tax rate if recognized and realized | $19 |
Research credit, tax rate effect | 1.40% |
Employee_Benefit_Plans_Schedul
Employee Benefit Plans (Schedule of Net Periodic Benefit Cost and Other Amounts Recognized) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Other changes in plan assets and benefits obligations recognized in other comprehensive income | ' | ' | ' |
Total recognized in other comprehensive income | ($2,350) | ($2,440) | ($518) |
Postretirement Medical Plan [Member] | ' | ' | ' |
Net periodic benefit cost | ' | ' | ' |
Service cost | 32 | 146 | 193 |
Interest cost | 126 | 399 | 573 |
Expected return on plan assets | ' | ' | ' |
Amortization of transition obligation/(asset) | ' | ' | ' |
Amortization of prior service costs | -1,703 | -244 | 114 |
Amortization of net (gain) or loss | -132 | ' | 109 |
Total net periodic benefit cost | -1,677 | 301 | 989 |
Other changes in plan assets and benefits obligations recognized in other comprehensive income | ' | ' | ' |
Prior service cost for the period | -91 | -3,851 | -990 |
Net (gain) or loss for the period | -668 | -1,355 | -1,752 |
Amortization of transition obligation (asset) | ' | ' | ' |
Amortization of prior service costs | 1,703 | 244 | -114 |
Amortization of net gain or (loss) | 132 | ' | -109 |
Total recognized in other comprehensive income | 1,076 | -4,962 | -2,965 |
Total recognized in net periodic benefit cost and other comprehensive income | -601 | -4,661 | -1,976 |
Weighted average assumptions used: | ' | ' | ' |
Discount rate | 4.30% | 5.20% | 5.90% |
Expected return on plan assets | ' | ' | ' |
Rate of compensation increases | ' | ' | ' |
Impact of one-percentage point change in assumed health care cost trend rates: | ' | ' | ' |
Effect on service cost and interest cost, Increase | 13 | ' | ' |
Effect on service cost and interest cost, Decrease | -10 | ' | ' |
Effect on postretirement obligation, Increase | 145 | ' | ' |
Effect on postretirement obligation, Decrease | -116 | ' | ' |
Postretirement Medical Plan [Member] | Pre-65 [Member] | ' | ' | ' |
Assumed health care cost trend rates: | ' | ' | ' |
Health care cost trend rate assumed for current year | 8.25% | 8.25% | 10.00% |
Ultimate rate | 5.00% | 5.00% | 5.00% |
Year that ultimate rate is reached | '2022 | '2021 | '2021 |
Measurement date | 'December 31, 2013 | 'December 31, 2012 | 'December 31, 2011 |
Postretirement Medical Plan [Member] | Post-65 [Member] | ' | ' | ' |
Assumed health care cost trend rates: | ' | ' | ' |
Health care cost trend rate assumed for current year | 35.00% | 57.00% | 21.00% |
Ultimate rate | 5.00% | 5.00% | 5.00% |
Year that ultimate rate is reached | '2022 | '2019 | '2019 |
Measurement date | 'December 31, 2013 | 'December 31, 2012 | 'December 31, 2011 |
Pension Plan [Member] | ' | ' | ' |
Net periodic benefit cost | ' | ' | ' |
Service cost | ' | ' | ' |
Interest cost | 732 | 761 | 736 |
Expected return on plan assets | -948 | -817 | -810 |
Amortization of transition obligation/(asset) | ' | ' | ' |
Amortization of prior service costs | ' | ' | ' |
Amortization of net (gain) or loss | 97 | 70 | ' |
Total net periodic benefit cost | -119 | 14 | -74 |
Other changes in plan assets and benefits obligations recognized in other comprehensive income | ' | ' | ' |
Prior service cost for the period | 93 | ' | ' |
Net (gain) or loss for the period | -4,696 | 1,000 | 2,468 |
Amortization of transition obligation (asset) | ' | ' | ' |
Amortization of prior service costs | ' | ' | ' |
Amortization of net gain or (loss) | -97 | -70 | ' |
Total recognized in other comprehensive income | -4,700 | 930 | 2,468 |
Total recognized in net periodic benefit cost and other comprehensive income | -4,819 | 944 | 2,394 |
Weighted average assumptions used: | ' | ' | ' |
Discount rate | 4.30% | 5.10% | 5.70% |
Expected return on plan assets | 7.50% | 7.50% | 7.50% |
Rate of compensation increases | ' | ' | ' |
Estimated amounts that will be amortized from accumulated other comprehensive income in the next fiscal year: | ' | ' | ' |
Transition obligation (asset) | ' | ' | ' |
Prior service cost | 3 | ' | ' |
Net actuarial (gain) or loss | ' | $97 | ' |
Employee_Benefit_Plans_Schedul1
Employee Benefit Plans (Schedule of Components of the Change in Benefit Obligation) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Amounts recognized in statement of financial position | ' | ' | ' |
Noncurrent liabilities | ($2,551) | ($7,592) | ' |
Postretirement Medical Plan [Member] | ' | ' | ' |
Change in benefit obligation: | ' | ' | ' |
Benefit obligation at beginning of period | 2,995 | 7,749 | 9,811 |
Service cost | 32 | 146 | 193 |
Interest cost | 126 | 399 | 573 |
Benefits paid | -77 | -93 | -86 |
Change in plan provisions | -91 | -3,851 | -990 |
Actuarial loss (gain) | -668 | -1,355 | -1,752 |
Benefit obligation end of period | 2,317 | 2,995 | 7,749 |
Change in plan assets | ' | ' | ' |
Fair value of plan assets at beginning of period | ' | ' | ' |
Actual return on plan assets | ' | ' | ' |
Employer contribution | 77 | 93 | 86 |
Benefits paid | -77 | -93 | -86 |
Fair value of plan assets at end of period | ' | ' | ' |
Funded status | -2,317 | -2,995 | -7,749 |
Amounts recognized in statement of financial position | ' | ' | ' |
Non-current assets | ' | ' | ' |
Current liabilities | -89 | -132 | -137 |
Noncurrent liabilities | -2,228 | -2,863 | -7,612 |
Net amount recognized | -2,317 | -2,995 | -7,749 |
Weighted average assumptions used: | ' | ' | ' |
Discount rate | 5.20% | 4.30% | 5.20% |
Rate of compensation increases | ' | ' | ' |
Postretirement Medical Plan [Member] | Pre-65 [Member] | ' | ' | ' |
Assumed health care cost trend rates: | ' | ' | ' |
Health care cost trend rate assumed for next year | 7.75% | 8.25% | 8.25% |
Ultimate rate | 5.00% | 5.00% | 5.00% |
Year the ultimate rate is reached | '2022 | '2022 | '2021 |
Postretirement Medical Plan [Member] | Post-65 [Member] | ' | ' | ' |
Assumed health care cost trend rates: | ' | ' | ' |
Health care cost trend rate assumed for next year | 25.00% | 35.00% | 57.00% |
Ultimate rate | 5.00% | 5.00% | 5.00% |
Year the ultimate rate is reached | '2022 | '2022 | '2019 |
Pension Plan [Member] | ' | ' | ' |
Change in benefit obligation: | ' | ' | ' |
Benefit obligation at beginning of period | 17,272 | 15,134 | 13,105 |
Service cost | ' | ' | ' |
Interest cost | 732 | 761 | 736 |
Benefits paid | -437 | -293 | -273 |
Change in plan provisions | 93 | ' | ' |
Actuarial loss (gain) | -1,787 | 1,670 | 1,566 |
Benefit obligation end of period | 15,873 | 17,272 | 15,134 |
Change in plan assets | ' | ' | ' |
Fair value of plan assets at beginning of period | 12,543 | 10,842 | 10,742 |
Actual return on plan assets | 3,857 | 1,488 | -92 |
Employer contribution | 689 | 506 | 465 |
Benefits paid | -437 | -293 | -273 |
Fair value of plan assets at end of period | 16,652 | 12,543 | 10,842 |
Funded status | 779 | -4,729 | -4,292 |
Accumulated benefit obligation | 15,873 | 17,272 | 15,134 |
Amounts recognized in statement of financial position | ' | ' | ' |
Non-current assets | 779 | ' | ' |
Current liabilities | ' | ' | ' |
Noncurrent liabilities | ' | -4,729 | -4,292 |
Net amount recognized | $779 | ($4,729) | ($4,292) |
Weighted average assumptions used: | ' | ' | ' |
Discount rate | 5.10% | 4.30% | 5.10% |
Expected return on plan assets | 7.50% | 7.50% | 7.50% |
Rate of compensation increases | ' | ' | ' |
Employee_Benefit_Plans_Schedul2
Employee Benefit Plans (Schedule of Future Benefit Payments) (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Postretirement Medical Plan [Member] | ' |
Defined Benefit Plan Disclosure [Line Items] | ' |
2014 | $89 |
2015 | 83 |
2016 | 82 |
2017 | 101 |
2018 | 116 |
2019 - 2023 | 678 |
Pension Plan [Member] | ' |
Defined Benefit Plan Disclosure [Line Items] | ' |
2014 | 540 |
2015 | 615 |
2016 | 684 |
2017 | 748 |
2018 | 806 |
2019 - 2023 | $4,829 |
Employee_Benefit_Plans_Schedul3
Employee Benefit Plans (Schedule of Asset Allocations) (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | ' |
Asset allocations | 100.00% |
Target allocation 2014 | 100.00% |
Equity Securities [Member] | ' |
Defined Benefit Plan Disclosure [Line Items] | ' |
Asset allocations | 86.00% |
Target allocation 2014, minimum | 65.00% |
Target allocation 2014, maximum | 75.00% |
Debt Securities [Member] | ' |
Defined Benefit Plan Disclosure [Line Items] | ' |
Asset allocations | 14.00% |
Target allocation 2014, minimum | 25.00% |
Target allocation 2014, maximum | 35.00% |
Real Estate [Member] | ' |
Defined Benefit Plan Disclosure [Line Items] | ' |
Asset allocations | 0.00% |
Target allocation 2014 | 0.00% |
Other [Member] | ' |
Defined Benefit Plan Disclosure [Line Items] | ' |
Asset allocations | 0.00% |
Target allocation 2014 | 0.00% |
Employee_Benefit_Plans_Schedul4
Employee Benefit Plans (Schedule of Assets Measured at Fair Value) (Details) (Recurring [Member], USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Level 1 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Investments in Mutual Funds | ' | ' |
Total assets measured at fair value | ' | ' |
Level 2 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Investments in Mutual Funds | 16,652 | 12,543 |
Total assets measured at fair value | 16,652 | 12,543 |
Level 3 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Investments in Mutual Funds | ' | ' |
Total assets measured at fair value | ' | ' |
Stockholders_Equity_Narrative_
Stockholders' Equity (Narrative) (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Tower reverse stock split, shares exchanged for one share of common stock | ' | 15 | ' | ' |
Ordinary shares, authorized | 200 | 200 | ' | ' |
Ordinary shares, outstanding | 100 | 100 | ' | ' |
Outstanding options | 1,124,000 | 364,000 | 364,000 | 299,000 |
Options granted | 895,000 | 5,000 | 101,000 | ' |
Exercise price of options granted | $4.48 | $12.91 | $21.16 | ' |
Tower [Member] | Pre-merger [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Outstanding options | 61,325 | ' | ' | ' |
Tower [Member] | Non-statutory [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Outstanding options | 9,337 | ' | ' | ' |
Tower [Member] | 2009 Plans [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Outstanding options | 166,451 | ' | ' | ' |
Tower [Member] | 2013 Plan [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Outstanding options | 886,634 | ' | ' | ' |
Options granted | 894,634 | 5,001 | ' | ' |
Exercise price of options granted | $4.48 | $12.91 | ' | ' |
Vesting period | '3 years | '3 years | ' | ' |
Stockholders_Equity_Schedule_o
Stockholders' Equity (Schedule of Stock-based Compensation Expense Allocation) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Stock-based compensation expense | $261 | $553 | $652 |
Income tax benefits related to stock-based compensation (before consideration of valuation allowance) | -92 | -196 | -244 |
Stock-based compensation, net of taxes | 169 | 357 | 408 |
Cost of revenue [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Stock-based compensation expense | 190 | 291 | 346 |
Research and development, net [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Stock-based compensation expense | 120 | 126 | 153 |
Selling, general and administrative [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Stock-based compensation expense | ($49) | $136 | $153 |
Stockholders_Equity_Schedule_o1
Stockholders' Equity (Schedule of Stock Option Award Activity) (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Number of Options | ' | ' | ' |
Outstanding, beginning balance | 364 | 364 | 299 |
Granted | 895 | 5 | 101 |
Exercised | -19 | -1 | -16 |
Cancelled or expired | -116 | -4 | -20 |
Outstanding, ending balance | 1,124 | 364 | 364 |
Options exercisable | 203 | 251 | 185 |
Weighted Average Exercise Price Per Option | ' | ' | ' |
Outstanding, beginning balance | $15.51 | $15.55 | $13.14 |
Granted | $4.48 | $12.91 | $21.16 |
Exercised | $4.35 | $5.58 | $7.03 |
Cancelled or expired | $21.49 | $17 | $14.54 |
Outstanding, ending balance | $6.30 | $15.51 | $15.55 |
Options exercisable | $12.08 | $13.07 | $15.38 |
Stockholders_Equity_Schedule_o2
Stockholders' Equity (Schedule of Options Outstanding and Exercisable by Exercise Price Range) (Details) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of Exercise Prices, minimum | $4.35 |
Range of Exercise Prices, maximum | $28.20 |
Options Outstanding: | ' |
Number of Shares | 1,124 |
Weighted Average Exercise Price | $6.30 |
Weighted Average Remaining Contractual Life | '6 years 1 month 17 days |
Options Exercisable: | ' |
Number of Shares | 203 |
Weighted Average Exercise Price | $12.08 |
Weighted Average Remaining Contractual Life | '3 years 3 months 7 days |
$4.35-13.2 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of Exercise Prices, minimum | $4.35 |
Range of Exercise Prices, maximum | $13.20 |
Options Outstanding: | ' |
Number of Shares | 1,027 |
Weighted Average Exercise Price | $4.67 |
Weighted Average Remaining Contractual Life | '6 years 4 months 6 days |
Options Exercisable: | ' |
Number of Shares | 133 |
Weighted Average Exercise Price | $5.62 |
Weighted Average Remaining Contractual Life | '3 years 26 days |
$21-28.2 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Range of Exercise Prices, minimum | $21 |
Range of Exercise Prices, maximum | $28.20 |
Options Outstanding: | ' |
Number of Shares | 97 |
Weighted Average Exercise Price | $23.51 |
Weighted Average Remaining Contractual Life | '3 years 9 months 11 days |
Options Exercisable: | ' |
Number of Shares | 70 |
Weighted Average Exercise Price | $24.37 |
Weighted Average Remaining Contractual Life | '3 years 7 months 17 days |
Stockholders_Equity_Schedule_o3
Stockholders' Equity (Schedule of Options Exercised) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Stockholders' Equity [Abstract] | ' | ' | ' |
The intrinsic value of options exercised | $31 | $5 | $186 |
Cash received from the exercise of stock options | 82 | 4 | 113 |
Tax benefit realized from stock options exercised | 10 | 2 | 63 |
The fair value of options exercised | $124 | $3 | $54 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Related Party Transactions [Abstract] | ' | ' |
Due from related parties (included in the accompanying balance sheets) | $6,406 | $6,100 |
Due to related parties (included in the accompanying balance sheets) | $146 | $54 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Commitments and Contingencies [Abstract] | ' | ' | ' |
Option to extend leases | '5 years | ' | ' |
Rent expense | $2,400 | $2,400 | $2,400 |
Future minimum payments, operating leases: | ' | ' | ' |
2014 | 1,898 | ' | ' |
2015 | 2,096 | ' | ' |
2016 | 2,108 | ' | ' |
2017 | 693 | ' | ' |
2018 | 372 | ' | ' |
Thereafter | 408 | ' | ' |
Future minimum payments | $7,575 | ' | ' |
Valuation_Account_Details
Valuation Account (Details) (Allowance for Doubtful Accounts Receivable [Member], USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||
Allowance for Doubtful Accounts Receivable [Member] | ' | ' | ' | |||
Valuation Allowance [Line Items] | ' | ' | ' | |||
Balance at the beginning of the period | $67 | $1,020 | $326 | |||
Charged to costs and expenses | -61 | 17 | 1,017 | |||
Deductions for uncollectible accounts receivable written off, net of recoveries | -6 | [1] | -970 | [1] | -323 | [1] |
Balance at the end of the period | $0 | $67 | $1,020 | |||
[1] | Uncollectible accounts receivable written off, net of recoveries |