Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | 5-May-14 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Entity Registrant Name | 'ORBCOMM Inc. | ' |
Entity Central Index Key | '0001361983 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 55,181,337 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $74,670 | $68,354 |
Accounts receivable, net of allowances for doubtful accounts of $352 and $279 | 15,769 | 14,098 |
Inventories | 6,616 | 5,186 |
Prepaid expenses and other current assets | 2,449 | 1,768 |
Deferred income taxes | 623 | 623 |
Total current assets | 100,127 | 90,029 |
Satellite network and other equipment, net | 136,544 | 133,028 |
Goodwill | 40,711 | 20,335 |
Intangible assets, net | 28,574 | 11,636 |
Restricted cash | 2,195 | 2,195 |
Other assets | 2,408 | 2,997 |
Deferred income taxes | 1,254 | 1,254 |
Total assets | 311,813 | 261,474 |
Current liabilities: | ' | ' |
Accounts payable | 4,507 | 2,575 |
Accrued liabilities | 10,385 | 9,827 |
Current portion of deferred revenue | 3,353 | 3,087 |
Total current liabilities | 18,245 | 15,489 |
Note payable-related party | 1,571 | 1,571 |
Note payable | 45,000 | 45,000 |
Deferred revenue, net of current portion | 2,452 | 2,373 |
Deferred tax liabilities | 7,059 | 2,439 |
Other liabilities | 4,979 | 1,654 |
Total liabilities | 79,306 | 68,526 |
Commitments and contingencies | ' | ' |
ORBCOMM Inc. stockholders' equity | ' | ' |
Preferred Stock Series A, par value $0.001; 1,000,000 shares authorized; 93,232 and 102,054 shares issued and outstanding | 931 | 1,019 |
Common stock, par value $0.001; 250,000,000 shares authorized; 55,211,327 and 48,216,480 shares issued | 55 | 48 |
Additional paid-in capital | 295,412 | 255,358 |
Accumulated other comprehensive income | 234 | 235 |
Accumulated deficit | -63,857 | -63,416 |
Less treasury stock, at cost, 29,990 shares at March 31, 2014 and December 31, 2013 | -96 | -96 |
Total ORBCOMM Inc. stockholders' equity | 232,679 | 193,148 |
Noncontrolling interests | -172 | -200 |
Total equity | 232,507 | 192,948 |
Total liabilities and equity | $311,813 | $261,474 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ' | ' |
Allowances for doubtful accounts | $352 | $279 |
Preferred Stock, par value | $0.00 | $0.00 |
Preferred Stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred Stock, shares issued | 93,232 | 102,054 |
Preferred Stock, shares outstanding | 93,232 | 102,054 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 55,211,327 | 48,216,480 |
Treasury stock, shares | 29,990 | 29,990 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenues: | ' | ' |
Service revenues | $14,426 | $13,890 |
Product sales | 4,924 | 2,830 |
Total revenues | 19,350 | 16,720 |
Cost of revenues, exclusive of depreciation and amortization shown below: | ' | ' |
Cost of services | 5,070 | 4,737 |
Cost of product sales | 4,027 | 2,103 |
Gross profit | 10,253 | 9,880 |
Operating expenses: | ' | ' |
Selling, general and administrative | 6,806 | 6,077 |
Product development | 679 | 786 |
Depreciation and amortization | 1,799 | 1,258 |
Acquisition-related costs | 1,184 | 404 |
(Loss) income from operations | -215 | 1,355 |
Other (expense) income: | ' | ' |
Interest income | 2 | 17 |
Other expense | -16 | -11 |
Interest expense | -2 | -46 |
Total other (expense) income | -16 | -40 |
(Loss) income before income taxes | -231 | 1,315 |
Income taxes | 173 | 145 |
Net (loss) income | -404 | 1,170 |
Less: Net income attributable to the noncontrolling interests | 27 | 62 |
Net (loss) income attributable to ORBCOMM Inc. | -431 | 1,108 |
Net (loss) income attributable to ORBCOMM Inc. common stockholders | ($441) | $1,092 |
Per share information-basic: | ' | ' |
Net (loss) income attributable to ORBCOMM Inc. common stockholders | ($0.01) | $0.02 |
Per share information-diluted: | ' | ' |
Net (loss) income attributable to ORBCOMM Inc. common stockholders | ($0.01) | $0.02 |
Weighted average common shares outstanding: | ' | ' |
Basic | 53,213 | 46,837 |
Diluted | 53,213 | 48,143 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive (Loss) Income (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Statement Of Income And Comprehensive Income [Abstract] | ' | ' |
Net (loss) income | ($404) | $1,170 |
Other comprehensive income (loss), net of tax-Foreign currency translation adjustments | ' | -154 |
Other comprehensive income (loss) | ' | -154 |
Comprehensive income | -404 | 1,016 |
Less comprehensive (loss) attributable to noncontrolling interests | -28 | -91 |
Comprehensive (loss) income attributable to ORBCOMM Inc. | ($432) | $925 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash flows from operating activities: | ' | ' |
Net (loss) income | ($404) | $1,170 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | ' | ' |
Change in allowance for doubtful accounts | 73 | 37 |
Change in the fair value of acquisitions-related contingent consideration | -563 | ' |
Amortization of the fair value adjustment related to warranty liabilities acquired through acquisitions | -19 | -9 |
Depreciation and amortization | 1,799 | 1,258 |
Stock-based compensation | 881 | 626 |
Foreign exchange losses | 16 | 11 |
Amortization of premium on marketable securities | ' | 125 |
Increase in fair value of indemnification assets | -126 | -135 |
Loss on settement agreement in connection with the indemnification assets | 97 | ' |
Deferred income taxes | 63 | 63 |
Changes in operating assets and liabilities, net of acquisition: | ' | ' |
Accounts receivable | 891 | -2,267 |
Inventories | -34 | 599 |
Prepaid expenses and other assets | -300 | -175 |
Accounts payable and accrued liabilities | -2,169 | -1,892 |
Deferred revenue | 288 | 171 |
Other liabilities | 146 | 66 |
Net cash provided by (used in) operating activities | 639 | -352 |
Cash flows from investing activities, net of acquisition: | ' | ' |
Acquisition of Euroscan, net of cash acquired of $280 | -28,883 | ' |
Capital expenditures | -2,735 | -11,940 |
Proceeds received from settlement agreement in connection with the indemnification assets | 691 | ' |
Purchases of marketable securities | ' | -48,762 |
Proceeds from maturities of marketable securities | ' | 19,910 |
Net cash used in investing activities | -30,927 | -40,792 |
Cash flows from financing activities | ' | ' |
Proceeds received from issuance of common stock in connection with public offering, net of underwriters' discounts and commissions and offering costs of $2,228 | 36,607 | ' |
Proceeds received from issuance of $45,000 Senior Notes | ' | 45,000 |
Cash paid for debt issuance costs | ' | -1,059 |
Proceeds received from exercise of stock options | 62 | 161 |
Principal payment of note payable | ' | -3,450 |
Principal payments of capital leases | -45 | -75 |
Net cash provided by financing activities | 36,624 | 40,577 |
Effect of exchange rate changes on cash and cash equivalents | -20 | -268 |
Net increase (decrease) in cash and cash equivalents | 6,316 | -835 |
Beginning of period | 68,354 | 34,783 |
End of period | 74,670 | 33,948 |
Cash paid for | ' | ' |
Interest | 1,069 | 1,033 |
Income taxes | 101 | 787 |
Noncash investing and financing activities: | ' | ' |
Capital expenditures incurred not yet paid | 950 | 952 |
Stock-based compensation included in capital expenditures | 61 | 25 |
Series A convertible preferred stock dividend paid in-kind | 10 | 16 |
Issuance of common stock in connection with the acquisition of Euroscan | 2,243 | ' |
Common stock issued as form of payment for MPUs | 213 | ' |
Acquisition-related contingent consideration | 4,800 | ' |
Unpaid debt issuance costs included in accrued liabilities | ' | $450 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (Parenthetical) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 |
Statement Of Cash Flows [Abstract] | ' |
Cash acquired from acquisition | $280 |
Underwriters' discounts and commissions and offering costs | 2,228 |
Issuance of senior notes | $45,000 |
Condensed_Consolidated_Stateme4
Condensed Consolidated Statements of Changes in Equity (USD $) | Total | Series A Convertible Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] | Noncontrolling Interests [Member] |
In Thousands, except Share data | ||||||||
Beginning balances at Dec. 31, 2012 | $182,388 | $1,612 | $47 | $248,469 | $633 | ($67,956) | ($96) | ($321) |
Beginning balances, shares at Dec. 31, 2012 | ' | 161,359 | 46,783,568 | ' | ' | ' | 29,990 | ' |
Vesting of restricted stock units | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting of restricted stock units, shares | ' | ' | 83,821 | ' | ' | ' | ' | ' |
Stock-based compensation | 600 | ' | ' | 600 | ' | ' | ' | ' |
Common stock issued as form of payment for MPUs | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of Series A convertible preferred stock to common stock | ' | -110 | ' | 110 | ' | ' | ' | ' |
Conversion of Series A convertible preferred stock to common stock, shares | ' | -11,011 | 18,345 | ' | ' | ' | ' | ' |
Issuance of common stock in connection with the acquisition of Euroscan | ' | ' | ' | ' | ' | ' | ' | ' |
Series A convertible preferred stock dividend | ' | 16 | ' | ' | ' | -16 | ' | ' |
Series A convertible preferred stock dividend, shares | ' | 1,606 | ' | ' | ' | ' | ' | ' |
Exercise of SARs | ' | ' | 31,160 | ' | ' | ' | ' | ' |
Exercise of stock options | 161 | ' | ' | 161 | ' | ' | ' | ' |
Exercise of stock options, shares | ' | ' | 66,668 | ' | ' | ' | ' | ' |
Net income (loss) | 1,170 | ' | ' | ' | ' | 1,108 | ' | 62 |
Foreign currency translation adjustments | -154 | ' | ' | ' | -183 | ' | ' | 29 |
Ending balances at Mar. 31, 2013 | 184,165 | 1,518 | 47 | 249,340 | 450 | -66,864 | -96 | -230 |
Ending balances, shares at Mar. 31, 2013 | ' | 151,954 | 46,983,562 | ' | ' | ' | 29,990 | ' |
Beginning balances at Dec. 31, 2013 | 192,948 | 1,019 | 48 | 255,358 | 235 | -63,416 | -96 | -200 |
Beginning balances, shares at Dec. 31, 2013 | ' | 102,054 | 48,216,480 | ' | ' | ' | 29,990 | ' |
Vesting of restricted stock units | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting of restricted stock units, shares | ' | 0 | 281,208 | ' | ' | ' | 0 | ' |
Stock-based compensation | 838 | ' | ' | 838 | ' | ' | ' | ' |
Public offering of common stock, net of underwriters' discounts and commissions and offering costs | 36,607 | ' | 6 | 36,601 | ' | ' | ' | ' |
Public offering of common stock, net of underwriters' discounts and commissions and offering costs, Shares | ' | 0 | 6,325,000 | ' | ' | ' | 0 | ' |
Common stock issued as form of payment for MPUs | 213 | ' | ' | 213 | ' | ' | ' | ' |
Common stock issued as form of payment for MPUs, shares | ' | ' | 33,594 | ' | ' | ' | 0 | ' |
Conversion of Series A convertible preferred stock to common stock | ' | -98 | ' | 98 | ' | ' | ' | ' |
Conversion of Series A convertible preferred stock to common stock, shares | ' | -9,836 | 16,387 | ' | ' | ' | ' | ' |
Issuance of common stock in connection with the acquisition of Euroscan | 2,243 | ' | 1 | 2,242 | ' | ' | ' | ' |
Issuance of common stock in connection with the acquisition of Euroscan, shares | ' | ' | 291,230 | ' | ' | ' | ' | ' |
Series A convertible preferred stock dividend | ' | 10 | ' | ' | ' | -10 | ' | ' |
Series A convertible preferred stock dividend, shares | ' | 1,014 | ' | ' | ' | ' | ' | ' |
Exercise of SARs | ' | ' | 26,636 | ' | ' | ' | ' | ' |
Exercise of stock options | 62 | ' | ' | 62 | ' | ' | ' | ' |
Exercise of stock options, shares | ' | ' | 20,792 | ' | ' | ' | ' | ' |
Net income (loss) | -404 | ' | ' | ' | ' | -431 | ' | 27 |
Foreign currency translation adjustments | ' | ' | ' | ' | -1 | ' | ' | 1 |
Ending balances at Mar. 31, 2014 | $232,507 | $931 | $55 | $295,412 | $234 | ($63,857) | ($96) | ($172) |
Ending balances, shares at Mar. 31, 2014 | ' | 93,232 | 55,211,327 | ' | ' | ' | 29,990 | ' |
Overview
Overview | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Overview | ' |
1. Overview | |
ORBCOMM Inc. (“ORBCOMM” or the “Company”), a Delaware corporation, is a global wireless data communications company focused on machine-to-machine (“M2M”) communications. The Company’s services are designed to enable businesses and government agencies to track, monitor, and control and communicate with fixed and mobile assets. The Company operates a two-way global wireless data messaging system optimized for narrowband data communication. The Company also provides customers with technology to proactively monitor, manage and remotely control refrigerated transportation and other mobile assets. This technology enables the Company to expand its global technology platform by transferring capabilities across new and existing vertical markets and deliver complementary products to our channel partners and resellers worldwide. The Company provides these services through a constellation of 25 owned low-Earth orbit, or LEO satellites, two AIS microsatellites and accompanying ground infrastructure, and also provides terrestrial-based cellular communication services through reseller agreements with major cellular wireless providers. The Company’s satellite-based system uses small, low power, fixed or mobile satellite subscriber communicators (“Communicators”) for connectivity, and cellular wireless subscriber identity modules (“SIMS”) that are connected to the cellular wireless providers’ networks, with these systems capable of being connected to other public or private networks, including the Internet (collectively, the “ORBCOMM System”). |
Basis_of_Presentation
Basis of Presentation | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Basis of Presentation | ' | ||||||||
2. Basis of Presentation | |||||||||
The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to SEC rules. These financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. | |||||||||
The following reclassifications have been made to the accompanying unaudited condensed consolidated statements of operations: depreciation and amortization was reclassified from cost of services, cost of product sales, product development, and selling, general and administrative expenses into its own caption in the condensed consolidated statements of operations. In addition, the condensed consolidated statements of operations includes a gross profit subtotal caption. Prior period financial statement amounts have been reclassified to conform to current period presentation. These reclassifications had no effect on previously reported net income. | |||||||||
In the opinion of management, the financial statements as of March 31, 2014 and for the three month periods ended March 31, 2014 and 2013 include all adjustments (including normal recurring accruals) necessary for a fair presentation of the consolidated financial position, results of operations and cash flows for the periods presented. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. | |||||||||
The financial statements include the accounts of the Company, its wholly-owned and majority-owned subsidiaries, and investments in variable interest entities in which the Company is determined to be the primary beneficiary. All significant intercompany accounts and transactions have been eliminated in consolidation. The portions of majority-owned subsidiaries that the Company does not own are reflected as noncontrolling interests in the condensed consolidated balance sheets. | |||||||||
Investments in entities over which the Company has the ability to exercise significant influence but does not have a controlling interest are accounted for under the equity method of accounting. The Company considers several factors in determining whether it has the ability to exercise significant influence with respect to investments, including, but not limited to, direct and indirect ownership level in the voting securities, active participation on the board of directors, approval of operating and budgeting decisions and other participatory and protective rights. Under the equity method, the Company’s proportionate share of the net income or loss of such investee is reflected in the Company’s condensed consolidated results of operations. | |||||||||
Although the Company owns interests in companies that it accounts for pursuant to the equity method, the investments in those entities had no carrying value as of March 31, 2014 and December 31, 2013. The Company has no guarantees or other funding obligations to those entities. The Company had no equity or losses of those investees for the three months ended March 31, 2014 and 2013. | |||||||||
When the Company does not exercise significant influence over the investee the investment is accounted under the cost method. | |||||||||
Acquisition-related costs | |||||||||
Acquisition-related costs directly relate to acquisitions and include professional services expenses and may include identifiable integration costs. For the three months ended March 31, 2014 and 2013, acquisition-related costs were $1,184 and $404, respectively. | |||||||||
Fair Value of Financial instruments | |||||||||
The Company has no financial assets or liabilities that are measured at fair value on a recurring basis. However, if certain triggering events occur the Company is required to evaluate the non-financial assets for impairment and any resulting asset impairment would require that a non-financial asset be recorded at the fair value. FASB Topic ASC 820 “ Fair Value Measurement Disclosure”, prioritizes inputs used in measuring fair value into a hierarchy of three levels: Level 1- unadjusted quoted prices for identical assets or liabilities traded in active markets, Level 2- inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and Level 3- unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions that market participants would use in pricing. | |||||||||
The carrying value of the Company’s financial instruments, including cash, accounts receivable, note receivable and accounts payable approximated their fair value due to the short-term nature of these items. The carrying value of the Senior Notes approximated its fair value due to the recent issuance (See Note 11). The fair value of the Note payable-related party is de minimis. | |||||||||
Concentration of credit risk | |||||||||
The Company’s customers are primarily commercial organizations. Accounts receivable are generally unsecured. | |||||||||
Accounts receivable are due in accordance with payment terms included in contracts negotiated with customers. Amounts due from customers are stated net of an allowance for doubtful accounts. The Company determines its allowance for doubtful accounts by considering a number of factors, including the length of time accounts are past due, the customer’s current ability to pay its obligations to the Company, and the condition of the general economy and the industry as a whole. The Company writes-off accounts receivable when they are deemed uncollectible. | |||||||||
The following table presents customers with revenues greater than 10% of the Company’s consolidated total revenues for the periods shown: | |||||||||
Three Months ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Caterpillar Inc. | 14.4 | % | 25.4 | % | |||||
Komatsu Ltd. | 12.1 | % | 13.2 | % | |||||
The following table presents customers with accounts receivable greater than 10% of the Company’s consolidated accounts receivable for the periods shown: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Caterpillar Inc. | 18.2 | % | 20.9 | % | |||||
The Company does not currently maintain in-orbit insurance coverage for its satellites to address the risk of potential systemic anomalies, failures or catastrophic events affecting its satellite constellation. If the Company experiences significant uninsured losses, such events could have a material adverse impact on the Company’s business. | |||||||||
Inventories | |||||||||
Inventories are stated at the lower of cost or market, determined on a first-in, first-out basis. Inventory consists primarily of raw materials and purchased parts to be utilized by its contract manufacturer. The Company reviews inventory quantities on hand and evaluates the realizability of inventories and adjusts the carrying value as necessary based on forecasted product demand. A provision is made for potential losses on slow moving and obsolete inventories when identified. | |||||||||
Warranty costs | |||||||||
The Company accrues for one-year warranty coverage on product sales estimated at the time of sale based on historical costs to repair or replace products for customers compared to historical product revenues. The warranty accrual is included in accrued liabilities. |
Acquisitions
Acquisitions | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||
Acquisitions | ' | ||||||||||||
3. Acquisitions | |||||||||||||
Euroscan Holding B.V. | |||||||||||||
On March 11, 2014, the Company completed the acquisition of 100% of the outstanding equity of Euroscan Holding B.V., including, indirectly, its wholly-owned subsidiaries Euroscan B.V., Euroscan GmbH Vertrieb Technischer Geräte, Euroscan Technology Ltd. and Ameriscan, Inc. (collectively, the “Euroscan Group” or “Euroscan”). The acquisition was completed pursuant to the Share Purchase Agreement dated March 11, 2014 (the “Share Purchase Agreement”), entered into by the Company and MWL Management B.V., R.Q. Management B.V., WBB GmbH, ING Corporate Investments Participaties B.V. and Euroscan Holding B.V., as sellers. As this acquisition was effective on March 11, 2014, the results of operations of Euroscan are included in the condensed consolidated financial statements beginning March 12, 2014. The acquisition of Euroscan was not considered significant under SEC Regulation S-X. | |||||||||||||
The aggregate consideration paid by the Company at the closing was valued at $29,185 (€21,000), subject to adjustments for working capital and net cash (on a debt free, cash free basis), payable in cash and common stock as follows: | |||||||||||||
(i) | Cash consideration in an amount equal to $29,163 (€20,999) payable in Euros, which includes an initial working capital estimate of $2,220 (€1,599) subject to a final working capital adjustment and net cash. €1,000 of such cash consideration was placed in escrow with a third party to be available to pay any indemnification obligations of MWL Management B.V. and R.Q. Management B.V. under the Share Purchase Agreement; and | ||||||||||||
(ii) | Issuance of 291,230 shares of the Company’s common stock to MWL Management B.V. and R.Q. Management B.V (based on €1,600 divided by the 20-day-average closing price of the Company’s common stock ending on the second business day prior to the execution of the Share Purchase Agreement). The 291,230 shares of common stock were valued at $7.70 per share, which reflected the Company’s closing price of common stock on March 11, 2014 | ||||||||||||
In addition to the consideration paid at closing, the Share Purchase Agreement provides for contingent consideration of up to $6,547 (€ 4,714) (the “Earn-Out”) and is payable post-closing by the Company to MWL Management B.V. and R.Q. Management B.V. Up to $2,778 (€2,000) will be payable based on achieving an increase in number of wireless subscribers attributable to the Euroscan Group for three one-year earn-out periods April 1, 2014 through March 31, 2015, April 1, 2015 through March 31, 2016 and April 1, 2016 through March 31, 2017. Up to $2,083 (€1,500) will be payable based on achieving certain gross profits of the Euroscan Group, subject to certain adjustments for three earn-out periods March 11, 2014 through December 31, 2014, January 1, 2015 through December 31, 2015 and January 1, 2016 through December 31, 2016. Up to $1,686 (€1,214) will be payable based on achieving certain operational milestones obtained before March 31, 2017. Any shares of common stock to be issued will be based on the 20-day average closing price of the Company’s common stock prior to the last trading day of the earn-out periods. | |||||||||||||
The following table summarizes the fair value of the purchase price: | |||||||||||||
Cash | $ | 29,163 | |||||||||||
Issuance of 291,230 shares of common stock (valued at $7.70 per share, which reflects the Company’s common stock closing price on March 11, 2014) | 2,242 | ||||||||||||
Fair value of contingent earn-out amounts | 4,800 | ||||||||||||
Total | $ | 36,205 | |||||||||||
Preliminary Estimated Purchase Price Allocation | |||||||||||||
The total preliminary estimated purchase price was allocated to the net assets acquired based upon their preliminary estimated fair values as of the close of business on March 11, 2014 as set forth below. The excess of the preliminary purchase price over the preliminary net assets was recorded as goodwill. The preliminary allocation of the purchase price was based upon a preliminary valuation and the estimates and assumptions are subject to change. As of March 31, 2014 the purchase price allocation and estimated purchase price is preliminary due to the proximity to the acquisition date. The Company anticipates finalizing the purchase price allocation by the first quarter of 2015. The preliminary estimated purchase price allocation for the acquisition is as follows: | |||||||||||||
Cash | $ | 280 | |||||||||||
Accounts receivable | 2,613 | ||||||||||||
Inventory | 1,394 | ||||||||||||
Other current assets | 502 | ||||||||||||
Property, plant and equipment | 324 | ||||||||||||
Intangible assets | 17,400 | ||||||||||||
Other noncurrent assets | 171 | ||||||||||||
Total identifiable assets acquired | 22,684 | ||||||||||||
Accounts payable and accrued expenses | (2,503 | ) | |||||||||||
Deferred revenues | (44 | ) | |||||||||||
Deferred tax liabilities | (4,558 | ) | |||||||||||
Total liabilities assumed | (7,105 | ) | |||||||||||
Net identifiable assets acquired | 15,579 | ||||||||||||
Goodwill | 20,626 | ||||||||||||
Total preliminary purchase price | $ | 36,205 | |||||||||||
Intangible Assets | |||||||||||||
The fair values of the technology and trademarks were estimated using a relief from royalty method under the income approach based on discounted cash flows. The fair value of the customer lists was estimated based on an income approach using the excess earnings method. A discount rate of 17.5% was selected to reflect risk characteristics of these intangible assets. The discount rate was applied to the projected cash flows associated with the assets in order to value the intangible assets. The remaining useful lives of the technology and trademarks were based on historical product development cycles, the projected rate of technology migration and a market participant’s use of these intangible assets and the pattern of projected economic benefit of these intangible assets. The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers. | |||||||||||||
Estimated | |||||||||||||
Useful life | |||||||||||||
(years) | Amount | ||||||||||||
Customer lists | 12 | $ | 14,400 | ||||||||||
Technology | 10 | 2,400 | |||||||||||
Trademarks | 10 | 600 | |||||||||||
$ | 17,400 | ||||||||||||
Goodwill | |||||||||||||
The acquisition of Euroscan allows the Company to complement its North American Operations in M2M by adding a significant distribution channel in Europe and other key geographies where Euroscan has market share. These factors contributed to a preliminary estimated purchase price resulting in the recognition of goodwill. The goodwill recorded as part of the acquisition is partially related to the establishment of a deferred tax liability for the intangible assets which have no tax basis and, therefore, will not result in a future tax deduction. As of March 31, 2014, the Company does not intend to make the Internal Revenue Code Section 338(g) election to treat the acquisition as a deemed asset sale. The goodwill attributable to the acquisition is not deductible for tax purposes. However, the period of making the election with the Internal Revenue Service remains open for 8.5 months from the acquisition date. | |||||||||||||
Contingent earn-out consideration | |||||||||||||
The estimated fair value of the contingent earn-out amounts was determined based on the Company’s preliminary estimates using weighted probabilities to achieve an increase in the number of wireless subscribers attributable to the Euroscan Group business for three one-year earn-out periods covering April 1, 2014 through March 31, 2017, and specific gross profit thresholds attributable to the Euroscan Group business for three earn-out periods covering March 11, 2014 through December 31, 2014, January 1, 2015 through December 31, 2015 and January 1, 2016 through December 31, 2016. In addition, the estimated fair value of the contingent earn-out amounts for obtaining certain operational milestones was determined based on the Company’s preliminary estimates using weighted probabilities for achieving the milestones before March 31, 2017. | |||||||||||||
At the acquisition date, the Company estimated the fair value of the contingent earn-out amounts using probability-weighted discounted cash flow models discounted at 16.5% for the wireless subscribers and gross profit earn-outs and 0.5-1.5% for the operational milestones earn-outs, and recorded a liability for the estimated fair value of the contingent earn-out consideration. The fair value measurements are based on significant inputs not observed in the market and thus represents a Level 3 measurement. Any change in the fair value of the contingent earn-out amounts subsequent to the acquisition date, including changes from events after the acquisition date, will be recognized in earnings in the period the estimated fair value changes. Achievement of the earn-out measures lower than the targets will result in less being paid out. Achievement below certain thresholds will reduce the liability to zero. The undiscounted range of potential payments related to the number of wireless subscribers earn-out is from $0 to $2,778, gross profit target earn-outs is from $0 to $2,083, and certain operational milestones earn-out is from $0 to $1,686. As of March 31, 2014, the Company estimated the fair value of the contingent earn-out amounts at $4,800 using probability-weighted discounted models, and recorded $1,056 in accrued liabilities and $3,744 in other liabilities in the condensed consolidated balance sheet. | |||||||||||||
Indemnification Asset | |||||||||||||
In connection with the Share Purchase Agreement, the Company entered into an escrow agreement with MWL Management B.V., R.Q. Management B.V and an escrow agent. Under the terms of this escrow agreement, €1,000 was placed in an escrow account through March 11, 2016 (subject to reduction as described below) to fund any indemnification obligations to the Company under the Share Purchase Agreement. Under the terms of the escrow agreement, the escrow amount is subject to reduction and early release to the extent no unresolved claims exist in accordance with the following provisions: (1) On September 11, 2014, the escrow amount is reduced by €250 which amount is then distributed to MWL Management B.V. and R.Q. Management B.V., (2) On March 11, 2015, the escrow amount is further reduced by €250 which amount is then distributed to MWL Management B.V. and R.Q. Management B.V and (3) On September 11, 2015, the escrow amount is further reduced by €250 which amount is then distributed to MWL Management B.V. and R.Q. Management B.V. On March 11, 2016, the remaining balance of the escrow account will be distributed to MWL Management B.V. and R.Q. Management B.V to the extent no resolved claims exist. | |||||||||||||
Pre-Acquisition Contingencies | |||||||||||||
The Company has evaluated and continues to evaluate pre-acquisition contingencies related to Euroscan that existed as of the acquisition date. If any pre-acquisition contingencies that were acquired as part of the acquisition become probable and estimable, the Company will record such amounts to goodwill in the one-year measurement period, or the Company’s results of operations, if outside the one-year measurement period as applicable. | |||||||||||||
Sensor Enabled Notification System | |||||||||||||
Effective on the close of business on October 1, 2013, the Company completed the acquisition of certain assets and liabilities of Comtech Mobile Datacom Corporation (“Comtech”) Sensor Enabled Notification System (“SENS”) operations pursuant to an Asset Purchase Agreement (“Comtech Asset Purchase Agreement”) dated as of October 1, 2013. The consideration paid to acquire SENS was $1,978 in cash. The operations of SENS are included in the Company’s condensed consolidated financial statements subsequent to the acquisition date of October 1, 2013. | |||||||||||||
Preliminary Estimated Purchase Price Allocation | |||||||||||||
The total preliminary estimated purchase price was allocated to the net assets acquired based upon their preliminary estimated fair values as of the close of business on October 1, 2013 as set forth below. The excess of the preliminary purchase price over the preliminary net assets was recorded as goodwill. The preliminary allocation of the purchase price was based upon a preliminary valuation and the estimates and assumptions are subject to change. The areas of the preliminary purchase price allocation that are not yet finalized relate to the fair values of intangible assets and goodwill. The Company anticipates finalizing the purchase price allocation by the end of the third quarter of 2014. The preliminary estimated purchase price allocation for the acquisition is as follows: | |||||||||||||
Inventory | 485 | ||||||||||||
Intangible assets | 1,270 | ||||||||||||
Total identifiable assets acquired | 1,755 | ||||||||||||
Accounts payable and accrued expenses | (8 | ) | |||||||||||
Net identifiable assets acquired | 1,747 | ||||||||||||
Goodwill | 231 | ||||||||||||
Total preliminary purchase price | $ | 1,978 | |||||||||||
Intangible Assets | |||||||||||||
The fair values of the technology and trademarks were estimated using a relief from royalty method under the income approach based on discounted cash flows. The fair value of the customer lists was estimated based on an income approach using the excess earnings method. A discount rate of 43% was selected to reflect risk characteristics of these intangible assets. The discount rate was applied to the projected cash flows associated with the assets in order to value the intangible assets. The remaining useful lives of the technology and trademarks were based on historical product development cycles, the projected rate of technology migration and a market participant’s use of these intangible assets and the pattern of projected economic benefit of these intangible assets. The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers. | |||||||||||||
Estimated | |||||||||||||
Useful life | |||||||||||||
(years) | Amount | ||||||||||||
Customer lists | 7 | $ | 980 | ||||||||||
Technology | 10 | 260 | |||||||||||
Trademarks | 3 | 30 | |||||||||||
$ | 1,270 | ||||||||||||
Goodwill | |||||||||||||
The acquisition of SENS gives the Company access to a customer base that includes military, international, government and commercial customers as well as expanded reach in growing regions, such as the Middle East, Asia and South America. These factors contributed to a preliminary estimated purchase price resulting in the recognition of goodwill. The acquired goodwill is deductible for income tax purposes. | |||||||||||||
GlobalTrak | |||||||||||||
Effective on the close of business on April 3, 2013, the Company completed the acquisition of certain assets and liabilities of GlobalTrak, a division of System Planning Corporation (“SPC”), pursuant to an Asset Purchase Agreement (“GlobalTrak Asset Purchase Agreement”) dated as of March 13, 2013. The consideration paid to acquire GlobalTrak was $2,990 in cash, which included $500 that was deposited in escrow with a third party escrow agent and a final working capital adjustment of $86 which was paid to the Company. The $500 is available to pay indemnification obligations of SPC to the Company primarily relating for breaches of representations and warranties made by SPC. During the three months ended March 31, 2014, the Company reduced warranty liabilities assumed in connection with the acquisition. As a result, goodwill decreased by $250 and warranty liabilities decreased by the same amount since it was within the one-year measurement period. | |||||||||||||
Indemnification Asset | |||||||||||||
In connection with the GlobalTrak Asset Purchase Agreement, the Company entered into an escrow agreement with SPC and an escrow agent. Under the terms of this escrow agreement, $500 was placed in an escrow account for up to fifteen months to fund any indemnification obligations to the Company primarily relating for breaches of representations and warranties made by SPC. Under the terms of the escrow agreement, SPC will be entitled to receive one-half of the $500, less the aggregate amount of claims made by the Company against SPC six months from April 3, 2013. In the event that the Company believes that an indemnity obligation of SPC has arisen under the GlobalTrak Asset Purchase Agreement, the Company shall have the right to provide written notice to the escrow agent and SPC setting forth a description of the claim and the amount of cash to be distributed to the Company from the escrow account. In October 2013, the Company notified the escrow agent to release $250 from escrow and distribute the amount to SPC. | |||||||||||||
MobileNet, Inc. | |||||||||||||
Effective on the close of business on April 1, 2013, the Company completed the acquisition of substantially all of the assets of MobileNet, Inc. (“MobileNet”), pursuant to an Asset Purchase Agreement (the “MobileNet Asset Purchase Agreement”) dated as of March 13, 2013. | |||||||||||||
The consideration paid by the Company consisted of $3,231 in cash, and the issuance of 329,344 shares of the Company’s common stock (valued at $4.96 per share, which reflects the Company’s common stock closing price on April 1, 2013), of which 164,672 shares of common stock were placed into an escrow account for up to fifteen months from closing to fund any indemnification obligations to the Company primarily relating for breaches of representations and warranties made by MobileNet. | |||||||||||||
In addition to the consideration paid at closing, the MobileNet Asset Purchase Agreement provides for contingent consideration payable by the Company to MobileNet if service revenues attributable to the MobileNet business for either of the two one year earn-out periods May 1, 2013 through April 30, 2014 and May 1, 2014 through April 30, 2015 are in excess of the specified baseline amount. In that event, the Company has agreed to pay to MobileNet an amount equal to (i) 50% of the first $2,000 of such excess amount for the applicable earn-out period and (ii) 35% of any amount of such excess amount for the applicable earn-out period which is greater than $2,000. Up to 50% of any potential earn-out amounts can be paid in common stock at the Company’s option. Any shares of common stock to be issued will be based on the 20-day average closing price of the common stock prior to the last trading day of the earn-out period. | |||||||||||||
Contingent earn-out consideration | |||||||||||||
The estimated fair value of the contingent earn-out amounts was determined based on the Company’s estimates using weighted probabilities to achieve the service revenues attributable to the MobileNet business for either of the two one year earn-out periods May 1, 2013 through April 30, 2014 and May 1, 2014 through April 30, 2015. At the acquisition date, the Company estimated the fair value of the contingent earn-out amounts using a probability-weighted discounted cash flow models discounted at 19% and recorded a liability for the estimated fair value of the contingent earn-out consideration. The fair value measurements are based on significant inputs not observed in the market and thus represents a Level 3 measurement. Any change in the fair value of the contingent earn-out amounts subsequent to the acquisition date, including changes from events after the acquisition date, will be recognized in earnings in the period the estimated fair value changes. Achievement of the service revenues lower than the targets will result in less being paid out. Achievement below certain thresholds will reduce the liability to zero. As of March 31, 2014, the Company estimated the fair value of the contingent earn-out amounts using a probability-weighted discounted models discounted at 18%. For the three months ended March 31, 2014, the fair value of the earn-out amounts decreased by $571 which is recorded in selling, general and administrative expenses in the condensed consolidated statements of operations. As of March 31, 2014, $347 is included in other liabilities in the condensed consolidated balance sheet. | |||||||||||||
Indemnification Asset | |||||||||||||
In connection with the MobileNet Asset Purchase Agreement, the Company entered into an escrow agreement with MobileNet and an escrow agent. Under the terms of this escrow agreement, 164,672 shares of common stock were issued to MobileNet and placed in an escrow account for up to fifteen months to fund any indemnification obligations to the Company primarily relating for breaches of representations and warranties made by MobileNet. Under the terms of the escrow agreement, MobileNet will retain all rights and privileges of ownership of the common stock placed in the escrow account. Further subject to certain resale restrictions, MobileNet has the right to sell any of the common stock that was placed in escrow provided that all proceeds of any such sale are deposited directly with the escrow agent. In the event that the Company believes that an indemnity obligation of MobileNet has arisen under the MobileNet Asset Purchase Agreement, the Company shall have the right to provide written notice to the escrow agent and MobileNet setting forth a description of the distribution event and the number of shares of the Company’s common stock and or amount of cash to be distributed to the Company from the escrow account. The Company will direct the escrow agent to release to the Company from the escrow account a number of shares of common stock equal to the distribution amount valued at the 20-day average closing price from April 1, 2013. The Company did not record an indemnification asset for any indemnity obligations of MobileNet arising under the MobileNet Asset Purchase Agreement. | |||||||||||||
LMS | |||||||||||||
Contingent earn-out consideration | |||||||||||||
The estimated fair value of the remaining contingent earn-out amount of $950 was determined based on the Company’s estimates using weighted probabilities to achieve the sales targets through 2014. The Company estimated the fair value of the sales targets contingent earn-out amounts using a probability-weighted discounted cash flow model. The fair value measurements are based on significant inputs not observed in the market and thus represents a Level 3 measurement. Any change in the fair value of the contingent earn-out amounts subsequent to the acquisition date, including changes from events after the acquisition date will be recognized in earnings in the period the estimated fair value changes. Achievement of the sales target lower than the target will result in less than the $950 being paid out. Achievement below certain thresholds will reduce the liability to zero. For the three months ended March 31, 2014, the fair value of the earn-out amount was increased by $8 which is recorded to selling, general and administrative expenses in the condensed consolidated statements of operations. As of March 31, 2014, $25 is included in accrued liabilities and $191 is included in other liabilities in the condensed consolidated balance sheet. | |||||||||||||
StarTrak | |||||||||||||
Warranty Liabilities and Escrow Agreement | |||||||||||||
As a result of the acquisition of StarTrak on May 16, 2011, the Company recorded warranty obligations on StarTrak’s product sales, which provide for costs to replace or fix the product. One-year warranty coverage is accrued on product sales which provide for costs to replace or fix the product. | |||||||||||||
In connection with the acquisition, the Company entered into an escrow agreement with Alanco. Under the terms of the escrow agreement, 166,611 shares of common stock were issued to Alanco and placed in an escrow account to cover 50% of certain costs relating to fuel sensor warranty obligations incurred by the Company. In the event that the sum of (i) aggregate warranty expenses (other than for fuel sensors) and (ii) any fuel sensor damages directly expended or accrued on the StarTrak balance sheet from March 1, 2011 through March 1, 2012 exceeds $600, the Company shall have the right to provide written notice to the escrow agent and Alanco setting forth a description of the fuel sensor distribution event and the number of shares of the Company’s common stock to be distributed to the Company from the escrow account. The number of shares of common stock that the Company will direct the escrow agent to release to the Company from the escrow account will equal 50% of the fuel sensor damages (excluding the amount of damages that when added to the non-fuel sensor damages equals $600) incurred or suffered from June 1, 2011 through March 1, 2012, valued at $3.001 per share. As a result, the Company has recorded in relation to the escrow agreement an indemnification asset measured at fair value, which was included in other assets. On February 24, 2014 the Company and Alanco entered into a settlement agreement to distribute the 166,611 shares of common stock from the escrow account to Alanco. In consideration for agreeing to distribute these shares of common stock, the Company received $691 from Alanco. The Company recorded a loss of $97 for the difference between the value of indemnification asset and the $691, which is recorded to selling, general and administrative expenses in the condensed consolidated statements of operations. From January 1, 2014 through February 23, 2014 the Company recorded a gain of $126 on the fair value of the common stock held in escrow, which is recorded as a reduction to selling, general and administrative expenses. For the three months ended March 31, 2013, the Company recorded a gain of $135 on the fair value of the common stock held in escrow, which is recorded as a reduction to selling, general and administrative expenses in the condensed consolidated statements of operations. | |||||||||||||
Pro Forma Results for the Acquisition of GlobalTrak | |||||||||||||
The following table presents the unaudited pro forma results of the Company and GlobalTrak for the three months ended March 31, 2013 as though the companies had been combined as of the beginning of the period presented. The pro forma information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place on January 1, 2013. | |||||||||||||
The supplemental pro forma revenues, net income (loss) attributable to ORBCOMM Inc. and the net income (loss) attributable to common stockholders for the period from January 1, 2013 through March 31, 2013 presented in the table below were adjusted to include the amortization of the intangible assets and income tax expense calculated from January 1, 2013 to the acquisition date. Also the supplemental pro forma information was adjusted to exclude acquisition costs directly related to GlobalTrak. | |||||||||||||
Net Income (loss) | |||||||||||||
Net Income (loss) | Attributable to | ||||||||||||
Attributable | ORBCOMM Inc. | ||||||||||||
Revenues | ORBCOMM Inc. | Common Stockholders | |||||||||||
Actual for the three months ended March 31, 2014 | $ | 771 | $ | (586 | ) | $ | (586 | ) | |||||
Supplemental pro forma for the three months ended March 31, 2013 | $ | 17,384 | $ | 437 | $ | 421 | |||||||
Stockbased_Compensation
Stock-based Compensation | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||
Stock-based Compensation | ' | ||||||||||||||||
4. Stock-based Compensation | |||||||||||||||||
The Company’s stock-based compensation plans consist of its 2006 Long-Term Incentives Plan (the “2006 LTIP”) and its 2004 Stock Option Plan. As of March 31, 2014, there were 3,354,970 shares available for grant under the 2006 LTIP and no shares available for grant under the 2004 Stock Option Plan. | |||||||||||||||||
For the three months ended March 31, 2014 and 2013 the Company recorded stock-based compensation expense of $881 and $626, respectively. For the three months ended March 31, 2014 and 2013, the Company capitalized stock-based compensation of $61 and $25, respectively. | |||||||||||||||||
The following table summarizes the components of stock-based compensation expense in the condensed consolidated statements of operations for the three months ended March 31, 2014 and 2013: | |||||||||||||||||
Three months ended | |||||||||||||||||
March 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Cost of services | $ | 69 | $ | 67 | |||||||||||||
Cost of product sales | 30 | 23 | |||||||||||||||
Selling, general and administrative | 722 | 496 | |||||||||||||||
Product development | 60 | 40 | |||||||||||||||
Total | $ | 881 | $ | 626 | |||||||||||||
As of March 31, 2014, the Company had unrecognized compensation costs for stock appreciation rights and restricted stock unit arrangements totaling $2,837. | |||||||||||||||||
Time-Based Stock Appreciation Rights | |||||||||||||||||
A summary of the Company’s time-based SARs for the three months ended March 31, 2014 is as follows: | |||||||||||||||||
Weighted-Average | |||||||||||||||||
Remaining | Aggregate | ||||||||||||||||
Number of | Weighted-Average | Contractual | Intrinsic Value | ||||||||||||||
Shares | Exercise Price | Term (years) | (In thousands) | ||||||||||||||
Outstanding at January 1, 2014 | 3,611,567 | $ | 4.2 | ||||||||||||||
Granted | 54,000 | 7.62 | |||||||||||||||
Exercised | (10,700 | ) | 2.31 | ||||||||||||||
Forfeited or expired | (39,800 | ) | 5.05 | ||||||||||||||
Outstanding at March 31, 2014 | 3,615,067 | $ | 4.25 | 6.71 | $ | 9,674 | |||||||||||
Exercisable at March 31, 2014 | 2,767,700 | $ | 3.95 | 5.93 | $ | 8,316 | |||||||||||
Vested and expected to vest at March 31, 2014 | 3,615,067 | $ | 4.25 | 6.71 | $ | 9,674 | |||||||||||
For the three months ended March 31, 2014 and 2013, the Company recorded stock-based compensation expense of $414 and $317 relating to these SARs, respectively. As of March 31, 2014, $1,980 of total unrecognized compensation cost related to these SARs is expected to be recognized through March 2017. | |||||||||||||||||
The weighted-average grant date fair value of the time-based SARs granted during the three months ended March 31, 2014 was $4.66. | |||||||||||||||||
The intrinsic value of the SARs exercised was $53 for the three months ended March 31, 2014. | |||||||||||||||||
Performance-Based Stock Appreciation Rights | |||||||||||||||||
A summary of the Company’s performance-based SARs for the three months ended March 31, 2014 is as follows: | |||||||||||||||||
Remaining | Aggregate | ||||||||||||||||
Number of | Weighted-Average | Contractual | Intrinsic Value | ||||||||||||||
Shares | Exercise Price | Term (years) | (In thousands) | ||||||||||||||
Outstanding at January 1, 2014 | 865,713 | $ | 5.37 | ||||||||||||||
Granted | — | — | |||||||||||||||
Exercised | (39,362 | ) | 3.55 | ||||||||||||||
Forfeited or expired | (13,600 | ) | 6.33 | ||||||||||||||
Outstanding at March 31, 2014 | 812,751 | $ | 5.44 | 6.16 | $ | 2,101 | |||||||||||
Exercisable at March 31, 2014 | 812,751 | $ | 5.44 | 6.16 | $ | 2,101 | |||||||||||
Vested and expected to vest at March 31, 2014 | 812,751 | $ | 5.44 | 6.16 | $ | 2,101 | |||||||||||
For the three months ended March 31, 2014 and 2013, the Company recorded stock-based compensation of $47 and $99 relating to these SARs, respectively. As of March 31, 2014, the Company had unrecognized compensation cost of nil related to these SARs. | |||||||||||||||||
The intrinsic value of the SARs exercised was $134 for the three months ended March 31, 2014. | |||||||||||||||||
The fair value of each time and performance SAR award is estimated on the date of grant using the Black-Scholes option pricing model with the assumptions described below for the periods indicated is based the Company’s historical volatility over the expected terms of SAR awards. Estimated forfeitures were based on voluntary and involuntary termination behavior as well as analysis of actual forfeitures. The risk-free interest rate was based on the U.S. Treasury yield curve at the time of the grant over the expected term of the SAR grants. | |||||||||||||||||
Three months ended March 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Risk-free interest rate | 1.81% and 1.94% | 1.00% to 1.41% | |||||||||||||||
Expected life (years) | 6 | 5.50 and 6.0 | |||||||||||||||
Estimated volatility factor | 67.05% and 67.34% | 73.74% to 74.67% | |||||||||||||||
Expected dividends | None | None | |||||||||||||||
Time-based Restricted Stock Units | |||||||||||||||||
A summary of the Company’s time-based RSUs for the three months ended March 31, 2014 is as follows: | |||||||||||||||||
Shares | Weighted-Average Grant | ||||||||||||||||
Date Fair Value | |||||||||||||||||
Balance at January 1, 2014 | 85,270 | $ | 3.32 | ||||||||||||||
Granted | 90,255 | 7.04 | |||||||||||||||
Vested | (65,270 | ) | 3.83 | ||||||||||||||
Forfeited or expired | — | — | |||||||||||||||
Balance at March 31, 2014 | 110,255 | $ | 6.06 | ||||||||||||||
For the three months ended March 31, 2014 and 2013, the Company recorded stock-based compensation expense of $90 and $69 related to these RSUs, respectively. As of March 31, 2014, $610 of total unrecognized compensation cost related to these RSUs is expected to be recognized through March 2015. | |||||||||||||||||
Performance-based Restricted Stock Units | |||||||||||||||||
A summary of the Company’s performance- based RSUs for the three months ended March 31, 2014 is as follows: | |||||||||||||||||
Shares | Weighted-Average Grant | ||||||||||||||||
Date Fair Value | |||||||||||||||||
Balance at January 1, 2014 | 313,000 | $ | 4.26 | ||||||||||||||
Granted | — | — | |||||||||||||||
Vested | (200,938 | ) | 3.87 | ||||||||||||||
Forfeited or expired | (57,062 | ) | 4.04 | ||||||||||||||
Balance at March 31, 2014 | 55,000 | $ | 5.92 | ||||||||||||||
For the three months ended March 31, 2014 and 2013, the Company recorded stock-based compensation expense of $226 and $340 related to these RSUs, respectively. As of March 31, 2014, $247 of total unrecognized compensation cost related to these RSUs is expected to be recognized through March 2015. | |||||||||||||||||
The fair values of the time-based and performance-based RSU awards are based upon the closing stock price of the Company’s common stock on the date of grant. | |||||||||||||||||
Performance Units | |||||||||||||||||
The Company grants Market Performance Units (“MPUs”) to its senior executives based on stock price performance over a three-year period measured on December 31 for each performance period. The MPUs will vest at the end of each performance period only if the Company satisfies the stock price performance targets and continued employment by the senior executives through the dates the Compensation Committee has determined that the targets have been achieved. The value of the MPUs that will be earned each year ranges up to 15% of each of the senior executives’ 2013 base salaries depending on the Company’s stock price performance target for that year. The value of the MPUs can be paid in either cash or common stock or a combination at the Company’s option. The MPUs are classified as a liability and are revalued at the end of reporting period based on the awards fair value over a three-year period. | |||||||||||||||||
As the MPUs contain both a performance and service condition, the MPUs have been treated as a series of three separate awards or tranches for purposes of recognizing stock-based compensation expense. The Company recognizes stock-based compensation expense on a tranche-by-tranche basis over the requisite service period for that specific tranche. The Company estimated the fair value of the MPUs using a Monte Carlo Simulation Model that used the following assumptions: | |||||||||||||||||
Three months ended March 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Risk-free interest rate | 0.09% to 0.79% | 0.13% to 0.35% | |||||||||||||||
Estimated volatility factor | 40.00% to 45.00% | 40.00% | |||||||||||||||
Expected dividends | None | None | |||||||||||||||
For the three months ended March 31, 2014 and 2013, the Company recorded stock-based compensation relating to these MPUs of $105 and $51, respectively. | |||||||||||||||||
2004 Stock Option Plan | |||||||||||||||||
A summary of the status of the Company’s stock options as of March 31, 2014 is as follows: | |||||||||||||||||
Weighted-Average | |||||||||||||||||
Remaining | Aggregate | ||||||||||||||||
Number of | Weighted-Average | Contractual | Intrinsic Value | ||||||||||||||
Shares | Exercise Price | Term (years) | (In thousands) | ||||||||||||||
Outstanding at January 1, 2014 | 88,446 | $ | 4.04 | ||||||||||||||
Granted | — | — | |||||||||||||||
Exercised | (20,792 | ) | 2.98 | ||||||||||||||
Forfeited or expired | (17,654 | ) | 2.91 | ||||||||||||||
Outstanding at March 31, 2014 | 50,000 | $ | 4.88 | 1.09 | $ | 99 | |||||||||||
Exercisable at March 31, 2014 | 50,000 | $ | 4.88 | 1.09 | $ | 99 | |||||||||||
Vested at March 31, 2014 | 50,000 | $ | 4.88 | 1.09 | $ | 99 | |||||||||||
The intrinsic value of the stock options exercised was $80 for the three months ended March 31, 2014. |
Net_loss_Income_Attributable_t
Net (loss) Income Attributable to ORBCOMM Inc. Common Stockholders | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Net (loss) Income Attributable to ORBCOMM Inc. Common Stockholders | ' | ||||||||
5. Net (loss) income Attributable to ORBCOMM Inc. Common Stockholders | |||||||||
Basic net (loss) income per common share is calculated by dividing net (loss) income attributable to ORBCOMM Inc. by the weighted-average number of common shares outstanding for the period. Diluted net loss per common share is the same as basic net loss per common share, because potentially dilutive securities would have an antidilutive effect as the Company incurred a net loss for the three months ended March 31, 2014. For the three months ended March 31, 2013, the Company included the effect of 1,306,344 SARs, RSUs, shares of Series A convertible preferred stock and stock options in its diluted weighted average common shares outstanding. | |||||||||
The potentially dilutive securities excluded from the determination of diluted income per share, as their effect is antidilutive, are as follows: | |||||||||
Three months ended March 31, | |||||||||
2014 | 2013 | ||||||||
Series A convertible preferred stock | 155,335 | — | |||||||
SARs | 4,427,818 | 3,513,241 | |||||||
RSUs | 165,255 | 42,391 | |||||||
Stock options | 50,000 | 424,116 | |||||||
4,798,408 | 3,979,748 | ||||||||
The computation of net (loss) income attributable to ORBCOMM Inc. common stockholders is as follows for the three months March 31, 2014 and 2013. | |||||||||
Three months ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Net (loss) income attributable to ORBCOMM Inc. | $ | (431 | ) | $ | 1,108 | ||||
Preferred stock dividends on Series A convertible preferred stock | (10 | ) | (16 | ) | |||||
Net (loss) income attributable to ORBCOMM Inc. common stockholders | $ | (441 | ) | $ | 1,092 | ||||
Satellite_Network_and_Other_Eq
Satellite Network and Other Equipment | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Text Block [Abstract] | ' | ||||||||||||
Satellite Network and Other Equipment | ' | ||||||||||||
6. Satellite Network and Other Equipment | |||||||||||||
Satellite network and other equipment consisted of the following: | |||||||||||||
Useful life | March 31, | December 31, | |||||||||||
(years) | 2014 | 2013 | |||||||||||
Land | $ | 381 | 381 | ||||||||||
Satellite network | 10-Jan | 29,814 | 29,362 | ||||||||||
Capitalized software | 7-Mar | 4,989 | 4,563 | ||||||||||
Computer hardware | 3 | 2,486 | 2,419 | ||||||||||
Other | 7-Feb | 2,370 | 2,125 | ||||||||||
Assets under construction | 122,469 | 118,806 | |||||||||||
162,509 | 157,656 | ||||||||||||
Less: accumulated depreciation and amortization | (25,965 | ) | (24,628 | ) | |||||||||
$ | 136,544 | $ | 133,028 | ||||||||||
During the three months ended March 31, 2014 and 2013, the Company capitalized costs attributable to the design and development of internal-use software in the amount of $628 and $337, respectively. | |||||||||||||
Depreciation and amortization expense for the three months ended March 31, 2014 and 2013 was $1,337 and $1,002, respectively. This includes amortization of internal-use software of $186 and $109 for the three months ended March 31, 2014 and 2013, respectively. | |||||||||||||
Assets under construction primarily consist of milestone payments pursuant to procurement agreements which includes, the design, development, launch and other direct costs relating to the construction of the next-generation satellites (See Note 15) and upgrades to its infrastructure and ground segment. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 3 Months Ended | ||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||||
Goodwill and Intangible Assets | ' | ||||||||||||||||||||||||||
7. Goodwill and Intangible Assets | |||||||||||||||||||||||||||
Goodwill represents the excess of the purchase price of an acquired business over the estimated fair values of the underlying net tangible and intangible assets. | |||||||||||||||||||||||||||
Goodwill consisted of the following: | |||||||||||||||||||||||||||
Balance at January 1, 2014 | $ | 20,335 | |||||||||||||||||||||||||
Addition resulting from the acquisition of Euroscan | 20,626 | ||||||||||||||||||||||||||
Reduction of warranty liabilities within the one-year measurement period assumed in connection with the acquisition of GlobalTrak | (250 | ) | |||||||||||||||||||||||||
Balance at March 31, 2014 | $ | 40,711 | |||||||||||||||||||||||||
Goodwill is allocated to the Company’s one reportable segment, which is its only reporting unit. | |||||||||||||||||||||||||||
The Company’s intangible assets consisted of the following: | |||||||||||||||||||||||||||
March 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||||
Useful life | Accumulated | Accumulated | |||||||||||||||||||||||||
(years) | Cost | amortization | Net | Cost | amortization | Net | |||||||||||||||||||||
Customer lists | 5, 7, 10 and 12 | $ | 21,850 | (1,434 | ) | $ | 20,416 | $ | 7,450 | $ | (1,183 | ) | $ | 6,267 | |||||||||||||
Patents and technology | 5 and 10 | 8,380 | (1,575 | ) | 6,805 | 5,980 | (1,398 | ) | 4,582 | ||||||||||||||||||
Trade names and trademarks | 3, 5 and 10 | 1,690 | (337 | ) | 1,353 | 1,090 | (303 | ) | 787 | ||||||||||||||||||
$ | 31,920 | $ | (3,346 | ) | $ | 28,574 | $ | 14,520 | $ | (2,884 | ) | $ | 11,636 | ||||||||||||||
The weighted-average amortization period for the intangible assets is 10.80 years. The weighted-average amortization period for customer lists, patents and technology and trade names and trademarks is 11.26, 9.71 and 9.28 years, respectively. | |||||||||||||||||||||||||||
Amortization expense was $462 and $256 for the three months ended March 31, 2014 and 2013, respectively. | |||||||||||||||||||||||||||
Estimated amortization expense for intangible assets subsequent to March 31, 2014 is as follows: | |||||||||||||||||||||||||||
Years ending December 31, | |||||||||||||||||||||||||||
Remainder of 2014 | $ | 2,318 | |||||||||||||||||||||||||
2015 | 3,091 | ||||||||||||||||||||||||||
2016 | 3,089 | ||||||||||||||||||||||||||
2017 | 2,939 | ||||||||||||||||||||||||||
2018 | 2,901 | ||||||||||||||||||||||||||
Thereafter | 14,236 | ||||||||||||||||||||||||||
$ | 28,574 | ||||||||||||||||||||||||||
Accrued_Liabilities
Accrued Liabilities | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Accrued Liabilities | ' | ||||||||
8. Accrued Liabilities | |||||||||
The Company’s accrued liabilities consisted of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Accrued compensation and benefits | $ | 2,589 | $ | 3,438 | |||||
Warranty | 1,890 | 2,199 | |||||||
Income tax payable | 391 | 81 | |||||||
Contingent earn-out amounts | 1,081 | 24 | |||||||
AIS deployment and license agreement | 149 | 192 | |||||||
Accrued satellite network and other equipment | 281 | 212 | |||||||
Other accrued expenses | 4,004 | 3,681 | |||||||
$ | 10,385 | $ | 9,827 | ||||||
For the three months ended March 31, 2014 and 2013, changes in accrued warranty obligations consisted of the following: | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Balance at January 1, | $ | 2,199 | $ | 2,762 | |||||
Warranty liabilites assumed from acquisition | 96 | — | |||||||
Amortization of fair value adjustment of warranty liabilities acquired through acquisitions | (19 | ) | (9 | ) | |||||
Reduction of warranty liabilities within the one-year measurement period assumed in connection with the acquisition of GlobalTrak | (250 | ) | — | ||||||
Warranty expense | 60 | 65 | |||||||
Warranty charges | (196 | ) | (291 | ) | |||||
Balance at March 31, | $ | 1,890 | $ | 2,527 | |||||
Deferred_Revenues
Deferred Revenues | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Revenue Recognition [Abstract] | ' | ||||||||
Deferred Revenues | ' | ||||||||
9. Deferred Revenues | |||||||||
Deferred revenues consisted of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Service activation fees | $ | 3,293 | $ | 3,135 | |||||
Prepaid services | 2,264 | 1,949 | |||||||
Warranty revenues | 248 | 272 | |||||||
Prepaid product revenues | — | 104 | |||||||
5,805 | 5,460 | ||||||||
Less current portion | (3,353 | ) | (3,087 | ) | |||||
Long-term portion | $ | 2,452 | $ | 2,373 | |||||
Note_PayableRelated_Party
Note Payable-Related Party | 3 Months Ended |
Mar. 31, 2014 | |
Related Party Transactions [Abstract] | ' |
Note Payable-Related Party | ' |
10. Note Payable-Related Party | |
In connection with the acquisition of a majority interest in Satcom in 2005, the Company recorded an indebtedness to OHB Technology A.G. (formerly known as OHB Teledata A.G.), a stockholder of the Company. At March 31, 2014 and December 31, 2013, the principal balance of the note payable was €1,138 and it had a carrying value of $1,571. The carrying value was based on the note’s estimated fair value at the time of acquisition. The difference between the carrying value and principal balance was being amortized to interest expense over the estimated life of the note of six years which ended in September 30, 2011. This note does not bear interest and has no fixed repayment term. Repayment will be made from the distribution profits (as defined in the note agreement) of ORBCOMM Europe LLC. The note has been classified as long-term and the Company does not expect any repayments to be required prior to March 31, 2015. |
Note_Payable
Note Payable | 3 Months Ended |
Mar. 31, 2014 | |
Debt Disclosure [Abstract] | ' |
Note Payable | ' |
11. Note Payable | |
$45,000 9.5% Senior Notes | |
On January 4, 2013, the Company issued $45,000 aggregate principal amount of Senior Notes (“Senior Notes”) due January 4, 2018. Interest is payable quarterly at a rate of 9.5% per annum. The Senior Notes are secured by a first priority security interest in substantially all of the Company’s and its subsidiaries’ assets. The covenants in the Senior Notes limits the Company’s ability to among other things to, incur additional indebtedness and liens, to sell, transfer, lease or otherwise dispose of the Company’s or subsidiaries assets, merge or consolidate with other companies. The Company is also required to obtain launch and one year in-orbit insurance for the next-generation satellites under the terms of the Senior Notes. The Company must also comply with a maintenance covenant of either having available liquidity of $10,000 (the sum of (a) cash and cash equivalents plus (b) the total amount available to be borrowed under a working capital facility) or a leverage ratio (consolidated total debt to consolidated adjusted EBITDA, adjusted for stock-based compensation, certain other non-cash items and other agreed upon other charges) of not more than 4.5 to 1.0. In connection with the issuance of the Senior Notes, the Company incurred approximately $1,390 of debt issuance costs, which will be amortized through January 4, 2018. For the three months ended March 31, 2014 and 2013, the amortization of the debt issuance costs was $70 and $75, respectively. For the three months ended March 31, 2014 and 2013, the Company capitalized all of the interest expense and amortization of the debt issuance costs to construction of the next-generation satellites. | |
As of March 31, 2014, the Company was in compliance with the financial covenants. |
Stockholders_Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2014 | |
Equity [Abstract] | ' |
Stockholders' Equity | ' |
12. Stockholders’ Equity | |
Series A convertible preferred stock | |
During the three months ended March 31, 2014, holders of the Series A convertible preferred stock converted 9,836 shares into 16,387 shares of the Company’s common stock. During the three months ended March 31, 2014, the Company issued dividends in the amount of 1,014 shares to the holders of the Series A convertible preferred stock. As of March 31, 2014, dividends in arrears were $9. | |
Common Stock | |
In January 2014, the Company issued 33,594 shares of its common stock as a form of payment in connection with MPUs for achieving the fiscal year 2013 stock performance target. | |
On January 17, 2014, the Company completed a public offering of 6,325,000 shares of its common stock including 825,000 shares sold upon full exercise of the underwriters’ overallotment option at a price of $6.15 per share. The Company received net proceeds of approximately $36,607 after deducting underwriters’ discounts and commissions and offering costs. | |
As of March 31, 2014, the Company has reserved 7,998,089 shares of common stock for future issuances related to employee stock compensation plans. |
Segment_Information
Segment Information | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Segment Information | ' | ||||||||
13. Segment Information | |||||||||
The Company operates in one reportable segment, M2M data communications. Other than satellites in orbit, long-lived assets outside of the United States are not significant. The following table summarizes revenues on a percentage basis by geographic regions, based on the country in which the customer is located. | |||||||||
Three months ended March 31, | |||||||||
2014 | 2013 | ||||||||
United States | 80 | % | 87 | % | |||||
Japan | 6 | % | 9 | % | |||||
Europe | 9 | % | 3 | % | |||||
Other | 5 | % | 1 | % | |||||
100 | % | 100 | % | ||||||
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
14. Income taxes | |
For the three months ended March 31, 2014, the Company’s income tax provision was $173 resulting from a foreign income tax expense of $110 and $63 of amortization of tax goodwill generated from acquisitions. For the three months ended March 31, 2013, the Company’s income tax provision was $145, resulting from a foreign income tax expense of $82 from income generated by ORBCOMM Japan and $63 of amortization of tax goodwill generated from acquisitions. | |
As of March 31, 2014 and December 31, 2013, the Company maintained a valuation allowance against all of its net deferred tax assets, excluding goodwill, attributable to operations in the United States and all other foreign jurisdictions, except for Japan, as the realization of such assets was not considered more likely than not. | |
As of March 31, 2014, the Company had unrecognized tax benefits of $775. There were no changes to the Company’s unrecognized tax benefits during the three months ended March 31, 2014. The Company is subject to U.S. federal and state examinations by tax authorities from 2008. The Company does not expect any significant changes to its unrecognized tax positions during the next twelve months. | |
The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. No interest and penalties related to uncertain tax positions were recognized during the three months ended March 31, 2014. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2014 | |
Commitments And Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
15. Commitments and Contingencies | |
Next-generation satellites | |
On May 5, 2008, the Company entered into a procurement agreement with Sierra Nevada Corporation (“SNC”) pursuant to which SNC is constructing eighteen low-earth-orbit satellites in three sets of satellites (“shipsets”) for the Company’s next-generation satellites (the “Initial Satellites”). Under the agreement, SNC is also providing launch support services, a test satellite (excluding the mechanical structure), a satellite software simulator and the associated ground support equipment. | |
The total contract price for the Initial Satellites under the procurement agreement is $117,000, subject to reduction upon failure to achieve certain in-orbit operational milestones with respect to the Initial Satellites or if the pre-ship reviews of each shipset are delayed more than 60-120 days after the specified time periods described below. The Company has agreed to pay SNC up to $1,500 in incentive payments for the successful operation of the Initial Satellites five years following the successful completion of in-orbit testing for the third shipset of eight satellites. | |
On August 31, 2010, the Company entered into two additional task order agreements with SNC in connection with the procurement agreement discussed above. Under the terms of the launch vehicle changes task order agreement, SNC will perform the activities to launch eighteen of the Company’s next-generation satellites on a SpaceX Falcon 1e or Falcon 9 launch vehicle. The total price for the launch activities is cost reimbursable up to $4,110 that is cancelable by the Company, less a credit of $1,528. Under the terms of the engineering change requests and enhancements task order agreement, SNC will design and make changes to each of the next-generation satellites in order to accommodate an additional payload-to-bus interface. The total price for the engineering changes requests is cost reimbursable up to $317. Both task order agreements are payable monthly as the services are performed, provided that with respect to the launch vehicle changes task order agreement, the credit in the amount of $1,528 will first be deducted against amounts accrued thereunder until the entire balance is expended. | |
On August 23, 2011, the Company and SNC entered into a definitive First Amendment to the procurement agreement (the “First Amendment”). The First Amendment amends certain terms of the procurement agreement dated May 5, 2008 and supplements or amends five separate task order agreements, dated as of May 20, 2010 (Task Order #1), August 31, 2010 (Task Orders #2 and #3), and December 15, 2010 (Task Orders #4 and #5) (collectively with Task Order #6, the “Task Orders”). On July 3, 2012, the Company and SNC entered into an additional task order agreement (“Task Order #06”) for SNC to perform final design work to enable additional payload components in satellites 3-18 to be re-programmable while in-orbit. The total price for the work under Task Order #6 is cost plus fixed fee of up to $521. In addition, the Company and SNC entered into (i) Task Order #7 on June 24, 2013 for additional work in connection with the thrust vector alignment with respect to the first eight satellites for the firm fixed price of $189; (ii) Task Order #8 on September 10, 2013 for the final design, implementation and testing of the added reprogramability of the payload for the firm fixed price of $1,650; (iii) Task Order #9 on January 14, 2014 for additional work in connection with the thrust vector alignment with respect to the remaining nine satellites for the firm fixed price of $127; and (iv) Task Order #10 on April 18, 2014 for additional software work on a cost plus fixed fee basis estimated at $175. | |
The First Amendment modifies the milestone payment schedule under the procurement agreement dated May 5, 2008 but does not change the total contract price (excluding optional satellites and costs under the Task Orders) of $117,000. Payments under the Amendment extend into the second quarter of 2014, subject to SNC’s successful completion of each payment milestone. The First Amendment also settles the liquidated delay damages triggered under the procurement agreement dated May 5, 2008 and provides an ongoing mechanism for the Company to obtain pricing proposals to order up to thirty optional satellites substantially identical to the Initial Satellites for which firm fixed pricing previously had expired under the procurement agreement dated May 5, 2008. The Company is anticipating $3,900 in total liquidated delay damages will be available to offset milestone and task order payments. | |
On March 20, 2014, the Company and SNC entered into a definitive Second Amendment to the procurement agreement (the “Second Amendment”). The Second Amendment amends certain terms of the procurement agreement dated May 5, 2008, as amended by the First Amendment and supplemented by nine separate Task Orders, dated as of May 20, 2010 (Task Order #1), August 31, 2010 (Task Orders #2 and #3), December 15, 2010 (Task Orders #4 and #5), July 3, 2012 (Task Order # 6), June 24, 2013 (Task Order #7), September 10, 2013 (Task Order #8), and January 14, 2014 (Task Order #9). The Second Amendment modifies the number of satellites in each ship set to reflect the actual number of satellites to be launched in each of the two missions. The Second Amendment also modifies the payment milestone schedule under the First Amendment but does not change the total contract price (excluding optional satellites and costs under the Task Orders) of $117,000. | |
As of March 31, 2014, the Company has made milestone payments of $58,500 to SNC under the procurement agreement. The Company anticipates making payments under the agreement of approximately $47,970 over the next twelve months. | |
On December 21, 2012, the Company and Space Exploration Technologies Corp. (“SpaceX”) entered into a Launch Services Agreement (the “Falcon 9 Agreement”) pursuant to which SpaceX will provide launch services (the “Launch Services”) for the carriage into low-Earth-orbit of up to 17 ORBCOMM next-generation satellites currently being constructed by Sierra Nevada Corporation. Under the Falcon 9 Agreement, SpaceX will also provide to the Company satellite-to-launch vehicle integration and launch support services, as well as certain related optional services. The total price under the Falcon 9 Agreement (excluding any optional services) is $42,600 subject to certain adjustments, which reflects pricing agreed under the 2009 agreement for Launch Services discussed below. The amounts due under the Falcon 9 Agreement are payable by the Company in installments from the date of execution of the Falcon 9 Agreement through the performance of each Launch Service. | |
The Falcon 9 Agreement anticipated that the Launch Services for 17 Satellites would be performed by the second quarter of 2014, subject to certain rights of ORBCOMM and SpaceX to reschedule the Launch Services as needed. Either the Company or SpaceX may postpone and reschedule either Launch Service based on satellite and launch vehicle readiness, among other factors, subject to the payment of certain fees by the party requesting or causing the delay following 6 months of delay with respect to either of the two Launch Services. | |
Both the Company and SpaceX have customary termination rights under the Falcon 9 Agreement, including for material breaches and aggregate delays beyond 365 days by the other party. The Company has the right to terminate either of the Launch Services subject to the payment of a termination fee in an amount that would be based on the date ORBCOMM exercises its termination right. | |
As of March 31, 2014, the Company has made milestone payments of $35,145 under the Falcon 9 Agreement. The Company anticipates making payments of approximately $7,455 over the next twelve months. | |
On August 28, 2009, the Company and Space Exploration Technologies Corp. (“SpaceX”) entered into a Commercial Launch Services Agreement (the “Agreement”) pursuant to which SpaceX will provide launch services (the “Launch Services”) using multiple SpaceX Falcon 1e launch vehicles for the carriage into low-Earth-orbit for the Company’s 18 next-generation commercial communications satellites currently being constructed by SNC. Under the Agreement, SpaceX will also provide to the Company launch vehicle integration and support services, as well as certain related optional services. | |
The total price under the Agreement (excluding any options or additional launch services) was $46,600, subject to certain adjustments. The amounts due under the Agreement were payable in periodic installments from the date of execution of the Agreement through the performance of each Launch Service. | |
On September 21, 2012, SpaceX and the Company entered into a Secondary Payload Launch Services Agreement totaling $4,000 of the original $46,600 to launch the next-generation prototype which occurred on October 7, 2012. | |
In April, 2014, the Company obtained launch and one year in-orbit insurance for the OG2 satellite program. For the first launch of six satellites, the Company obtained (i) a maximum total of $66,000 of launch plus one year in-orbit insurance coverage; and (ii) $22,000 of launch vehicle flight only insurance coverage. The total premium cost for launch one is $9,953. For the second launch of eleven satellites, the Company obtained (i) a maximum total of $120,000 of launch plus one year in-orbit insurance coverage; and (ii) $22,000 of launch vehicle flight only insurance coverage. The total premium cost for launch two is $16,454. In April, 2014, the Company paid the total premium for launch one and 5% of the total premium for launch two, with the balance of the premium cost for launch two becoming due 30 days prior to the scheduled launch of the second mission. | |
The policy contains a three satellite deductible under the launch portion across both missions plus one year insurance coverage whereby claims are payable in excess of the first three satellites in the aggregate for both launch one and launch two combined that are total losses or constructive total losses. The launch vehicle only coverage requires the loss of all satellites on the applicable mission as a result of the launch vehicle flight in order to collect under that portion of the insurance policy. The policy is also subject to specified exclusions and material change limitations customary in the industry. These exclusions include losses resulting from war, anti-satellite devices, insurrection, terrorist acts, government confiscation, radioactive contamination, electromagnetic interference, loss of revenue and third party liability. | |
Airtime credits | |
In 2001, in connection with the organization of ORBCOMM Europe LLC and the reorganization of the ORBCOMM business in Europe, the Company agreed to grant certain country representatives in Europe approximately $3,736 in airtime credits. The Company has not recorded the airtime credits as a liability for the following reasons: (i) the Company has no obligation to pay the unused airtime credits if they are not utilized; and (ii) the airtime credits are earned by the country representatives only when the Company generates revenue from the country representatives. The airtime credits have no expiration date. Accordingly, the Company is recording airtime credits as services are rendered and these airtime credits are recorded net of revenues from the country representatives. For the three months ended March 31, 2014 and 2013, airtime credits used totaled approximately $8 for each respective quarter. As of March 31, 2014 and December 31, 2013, unused credits granted by the Company were approximately $2,089 and $2,097, respectively. | |
Development and Production Agreement | |
In February 2014, the Company entered into an agreement with a vendor to develop and manufacture products over a 5-year period. Future minimum payments over the term of the agreement total $4,817. |
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Acquisition-Related Costs | ' | ||||||||
Acquisition-related costs | |||||||||
Acquisition-related costs directly relate to acquisitions and include professional services expenses and may include identifiable integration costs. For the three months ended March 31, 2014 and 2013, acquisition-related costs were $1,184 and $404, respectively. | |||||||||
Fair Value of Financial instruments | ' | ||||||||
Fair Value of Financial instruments | |||||||||
The Company has no financial assets or liabilities that are measured at fair value on a recurring basis. However, if certain triggering events occur the Company is required to evaluate the non-financial assets for impairment and any resulting asset impairment would require that a non-financial asset be recorded at the fair value. FASB Topic ASC 820 “ Fair Value Measurement Disclosure”, prioritizes inputs used in measuring fair value into a hierarchy of three levels: Level 1- unadjusted quoted prices for identical assets or liabilities traded in active markets, Level 2- inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and Level 3- unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions that market participants would use in pricing. | |||||||||
The carrying value of the Company’s financial instruments, including cash, accounts receivable, note receivable and accounts payable approximated their fair value due to the short-term nature of these items. The carrying value of the Senior Notes approximated its fair value due to the recent issuance (See Note 11). The fair value of the Note payable-related party is de minimis. | |||||||||
Concentration of Credit Risk | ' | ||||||||
Concentration of credit risk | |||||||||
The Company’s customers are primarily commercial organizations. Accounts receivable are generally unsecured. | |||||||||
Accounts receivable are due in accordance with payment terms included in contracts negotiated with customers. Amounts due from customers are stated net of an allowance for doubtful accounts. The Company determines its allowance for doubtful accounts by considering a number of factors, including the length of time accounts are past due, the customer’s current ability to pay its obligations to the Company, and the condition of the general economy and the industry as a whole. The Company writes-off accounts receivable when they are deemed uncollectible. | |||||||||
The following table presents customers with revenues greater than 10% of the Company’s consolidated total revenues for the periods shown: | |||||||||
Three Months ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Caterpillar Inc. | 14.4 | % | 25.4 | % | |||||
Komatsu Ltd. | 12.1 | % | 13.2 | % | |||||
The following table presents customers with accounts receivable greater than 10% of the Company’s consolidated accounts receivable for the periods shown: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Caterpillar Inc. | 18.2 | % | 20.9 | % | |||||
The Company does not currently maintain in-orbit insurance coverage for its satellites to address the risk of potential systemic anomalies, failures or catastrophic events affecting its satellite constellation. If the Company experiences significant uninsured losses, such events could have a material adverse impact on the Company’s business. | |||||||||
Inventories | ' | ||||||||
Inventories | |||||||||
Inventories are stated at the lower of cost or market, determined on a first-in, first-out basis. Inventory consists primarily of raw materials and purchased parts to be utilized by its contract manufacturer. The Company reviews inventory quantities on hand and evaluates the realizability of inventories and adjusts the carrying value as necessary based on forecasted product demand. A provision is made for potential losses on slow moving and obsolete inventories when identified. | |||||||||
Warranty Costs | ' | ||||||||
Warranty costs | |||||||||
The Company accrues for one-year warranty coverage on product sales estimated at the time of sale based on historical costs to repair or replace products for customers compared to historical product revenues. The warranty accrual is included in accrued liabilities. |
Basis_of_Presentation_Tables
Basis of Presentation (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Customers with Revenues Greater than 10% | ' | ||||||||
The following table presents customers with revenues greater than 10% of the Company’s consolidated total revenues for the periods shown: | |||||||||
Three Months ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Caterpillar Inc. | 14.4 | % | 25.4 | % | |||||
Komatsu Ltd. | 12.1 | % | 13.2 | % | |||||
Customers with Accounts Receivable Greater than 10% | ' | ||||||||
The following table presents customers with accounts receivable greater than 10% of the Company’s consolidated accounts receivable for the periods shown: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Caterpillar Inc. | 18.2 | % | 20.9 | % |
Acquisitions_Tables
Acquisitions (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Summary of Estimated Fair Values of Purchase Price | ' | ||||||||||||
The following table summarizes the fair value of the purchase price: | |||||||||||||
Cash | $ | 29,163 | |||||||||||
Issuance of 291,230 shares of common stock (valued at $7.70 per share, which reflects the Company’s common stock closing price on March 11, 2014) | 2,242 | ||||||||||||
Fair value of contingent earn-out amounts | 4,800 | ||||||||||||
Total | $ | 36,205 | |||||||||||
Summary of Supplemental Pro Forma Results of GlobalTrak | ' | ||||||||||||
The supplemental pro forma revenues, net income (loss) attributable to ORBCOMM Inc. and the net income (loss) attributable to common stockholders for the period from January 1, 2013 through March 31, 2013 presented in the table below were adjusted to include the amortization of the intangible assets and income tax expense calculated from January 1, 2013 to the acquisition date. Also the supplemental pro forma information was adjusted to exclude acquisition costs directly related to GlobalTrak. | |||||||||||||
Net Income (loss) | |||||||||||||
Net Income (loss) | Attributable to | ||||||||||||
Attributable | ORBCOMM Inc. | ||||||||||||
Revenues | ORBCOMM Inc. | Common Stockholders | |||||||||||
Actual for the three months ended March 31, 2014 | $ | 771 | $ | (586 | ) | $ | (586 | ) | |||||
Supplemental pro forma for the three months ended March 31, 2013 | $ | 17,384 | $ | 437 | $ | 421 | |||||||
SENS [Member] | ' | ||||||||||||
Purchase Price Allocation for Acquisition | ' | ||||||||||||
The preliminary estimated purchase price allocation for the acquisition is as follows: | |||||||||||||
Inventory | 485 | ||||||||||||
Intangible assets | 1,270 | ||||||||||||
Total identifiable assets acquired | 1,755 | ||||||||||||
Accounts payable and accrued expenses | (8 | ) | |||||||||||
Net identifiable assets acquired | 1,747 | ||||||||||||
Goodwill | 231 | ||||||||||||
Total preliminary purchase price | $ | 1,978 | |||||||||||
Summary of Useful Lives of Customer Relationships Based on Customer Attrition | ' | ||||||||||||
The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers. | |||||||||||||
Estimated | |||||||||||||
Useful life | |||||||||||||
(years) | Amount | ||||||||||||
Customer lists | 7 | $ | 980 | ||||||||||
Technology | 10 | 260 | |||||||||||
Trademarks | 3 | 30 | |||||||||||
$ | 1,270 | ||||||||||||
Euroscan Holdings B.V. [Member] | ' | ||||||||||||
Purchase Price Allocation for Acquisition | ' | ||||||||||||
The preliminary estimated purchase price allocation for the acquisition is as follows: | |||||||||||||
Cash | $ | 280 | |||||||||||
Accounts receivable | 2,613 | ||||||||||||
Inventory | 1,394 | ||||||||||||
Other current assets | 502 | ||||||||||||
Property, plant and equipment | 324 | ||||||||||||
Intangible assets | 17,400 | ||||||||||||
Other noncurrent assets | 171 | ||||||||||||
Total identifiable assets acquired | 22,684 | ||||||||||||
Accounts payable and accrued expenses | (2,503 | ) | |||||||||||
Deferred revenues | (44 | ) | |||||||||||
Deferred tax liabilities | (4,558 | ) | |||||||||||
Total liabilities assumed | (7,105 | ) | |||||||||||
Net identifiable assets acquired | 15,579 | ||||||||||||
Goodwill | 20,626 | ||||||||||||
Total preliminary purchase price | $ | 36,205 | |||||||||||
Summary of Useful Lives of Customer Relationships Based on Customer Attrition | ' | ||||||||||||
The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers. | |||||||||||||
Estimated | |||||||||||||
Useful life | |||||||||||||
(years) | Amount | ||||||||||||
Customer lists | 12 | $ | 14,400 | ||||||||||
Technology | 10 | 2,400 | |||||||||||
Trademarks | 10 | 600 | |||||||||||
$ | 17,400 | ||||||||||||
Stockbased_Compensation_Tables
Stock-based Compensation (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Stock-Based Compensation Expense | ' | ||||||||||||||||
The following table summarizes the components of stock-based compensation expense in the condensed consolidated statements of operations for the three months ended March 31, 2014 and 2013: | |||||||||||||||||
Three months ended | |||||||||||||||||
March 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Cost of services | $ | 69 | $ | 67 | |||||||||||||
Cost of product sales | 30 | 23 | |||||||||||||||
Selling, general and administrative | 722 | 496 | |||||||||||||||
Product development | 60 | 40 | |||||||||||||||
Total | $ | 881 | $ | 626 | |||||||||||||
Summary of Stock Options | ' | ||||||||||||||||
A summary of the status of the Company’s stock options as of March 31, 2014 is as follows: | |||||||||||||||||
Weighted-Average | |||||||||||||||||
Remaining | Aggregate | ||||||||||||||||
Number of | Weighted-Average | Contractual | Intrinsic Value | ||||||||||||||
Shares | Exercise Price | Term (years) | (In thousands) | ||||||||||||||
Outstanding at January 1, 2014 | 88,446 | $ | 4.04 | ||||||||||||||
Granted | — | — | |||||||||||||||
Exercised | (20,792 | ) | 2.98 | ||||||||||||||
Forfeited or expired | (17,654 | ) | 2.91 | ||||||||||||||
Outstanding at March 31, 2014 | 50,000 | $ | 4.88 | 1.09 | $ | 99 | |||||||||||
Exercisable at March 31, 2014 | 50,000 | $ | 4.88 | 1.09 | $ | 99 | |||||||||||
Vested at March 31, 2014 | 50,000 | $ | 4.88 | 1.09 | $ | 99 | |||||||||||
Time-Based Stock Appreciation Rights [Member] | ' | ||||||||||||||||
Summary of Stock Appreciation Rights | ' | ||||||||||||||||
A summary of the Company’s time-based SARs for the three months ended March 31, 2014 is as follows: | |||||||||||||||||
Weighted-Average | |||||||||||||||||
Remaining | Aggregate | ||||||||||||||||
Number of | Weighted-Average | Contractual | Intrinsic Value | ||||||||||||||
Shares | Exercise Price | Term (years) | (In thousands) | ||||||||||||||
Outstanding at January 1, 2014 | 3,611,567 | $ | 4.2 | ||||||||||||||
Granted | 54,000 | 7.62 | |||||||||||||||
Exercised | (10,700 | ) | 2.31 | ||||||||||||||
Forfeited or expired | (39,800 | ) | 5.05 | ||||||||||||||
Outstanding at March 31, 2014 | 3,615,067 | $ | 4.25 | 6.71 | $ | 9,674 | |||||||||||
Exercisable at March 31, 2014 | 2,767,700 | $ | 3.95 | 5.93 | $ | 8,316 | |||||||||||
Vested and expected to vest at March 31, 2014 | 3,615,067 | $ | 4.25 | 6.71 | $ | 9,674 | |||||||||||
Summary of Restricted Stock Units | ' | ||||||||||||||||
A summary of the Company’s time-based RSUs for the three months ended March 31, 2014 is as follows: | |||||||||||||||||
Shares | Weighted-Average Grant | ||||||||||||||||
Date Fair Value | |||||||||||||||||
Balance at January 1, 2014 | 85,270 | $ | 3.32 | ||||||||||||||
Granted | 90,255 | 7.04 | |||||||||||||||
Vested | (65,270 | ) | 3.83 | ||||||||||||||
Forfeited or expired | — | — | |||||||||||||||
Balance at March 31, 2014 | 110,255 | $ | 6.06 | ||||||||||||||
Performance Units [Member] | ' | ||||||||||||||||
Summary of Stock Appreciation Rights | ' | ||||||||||||||||
A summary of the Company’s performance-based SARs for the three months ended March 31, 2014 is as follows: | |||||||||||||||||
Remaining | Aggregate | ||||||||||||||||
Number of | Weighted-Average | Contractual | Intrinsic Value | ||||||||||||||
Shares | Exercise Price | Term (years) | (In thousands) | ||||||||||||||
Outstanding at January 1, 2014 | 865,713 | $ | 5.37 | ||||||||||||||
Granted | — | — | |||||||||||||||
Exercised | (39,362 | ) | 3.55 | ||||||||||||||
Forfeited or expired | (13,600 | ) | 6.33 | ||||||||||||||
Outstanding at March 31, 2014 | 812,751 | $ | 5.44 | 6.16 | $ | 2,101 | |||||||||||
Exercisable at March 31, 2014 | 812,751 | $ | 5.44 | 6.16 | $ | 2,101 | |||||||||||
Vested and expected to vest at March 31, 2014 | 812,751 | $ | 5.44 | 6.16 | $ | 2,101 | |||||||||||
Fair Value of Stock Appreciation Rights Estimated | ' | ||||||||||||||||
As the MPUs contain both a performance and service condition, the MPUs have been treated as a series of three separate awards or tranches for purposes of recognizing stock-based compensation expense. The Company recognizes stock-based compensation expense on a tranche-by-tranche basis over the requisite service period for that specific tranche. The Company estimated the fair value of the MPUs using a Monte Carlo Simulation Model that used the following assumptions: | |||||||||||||||||
Three months ended March 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Risk-free interest rate | 0.09% to 0.79% | 0.13% to 0.35% | |||||||||||||||
Estimated volatility factor | 40.00% to 45.00% | 40.00% | |||||||||||||||
Expected dividends | None | None | |||||||||||||||
Performance-Based Restricted Stock Units [Member] | ' | ||||||||||||||||
Fair Value of Stock Appreciation Rights Estimated | ' | ||||||||||||||||
The fair value of each time and performance SAR award is estimated on the date of grant using the Black-Scholes option pricing model with the assumptions described below for the periods indicated is based the Company’s historical volatility over the expected terms of SAR awards. Estimated forfeitures were based on voluntary and involuntary termination behavior as well as analysis of actual forfeitures. The risk-free interest rate was based on the U.S. Treasury yield curve at the time of the grant over the expected term of the SAR grants. | |||||||||||||||||
Three months ended March 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Risk-free interest rate | 1.81% and 1.94% | 1.00% to 1.41% | |||||||||||||||
Expected life (years) | 6 | 5.50 and 6.0 | |||||||||||||||
Estimated volatility factor | 67.05% and 67.34% | 73.74% to 74.67% | |||||||||||||||
Expected dividends | None | None | |||||||||||||||
Summary of Restricted Stock Units | ' | ||||||||||||||||
A summary of the Company’s performance- based RSUs for the three months ended March 31, 2014 is as follows: | |||||||||||||||||
Shares | Weighted-Average Grant | ||||||||||||||||
Date Fair Value | |||||||||||||||||
Balance at January 1, 2014 | 313,000 | $ | 4.26 | ||||||||||||||
Granted | — | — | |||||||||||||||
Vested | (200,938 | ) | 3.87 | ||||||||||||||
Forfeited or expired | (57,062 | ) | 4.04 | ||||||||||||||
Balance at March 31, 2014 | 55,000 | $ | 5.92 | ||||||||||||||
Net_loss_Income_Attributable_t1
Net (loss) Income Attributable to ORBCOMM Inc. Common Stockholders (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Summary of Determination of Diluted Income per Share, Excluding Potentially Dilutive Securities | ' | ||||||||
The potentially dilutive securities excluded from the determination of diluted income per share, as their effect is antidilutive, are as follows: | |||||||||
Three months ended March 31, | |||||||||
2014 | 2013 | ||||||||
Series A convertible preferred stock | 155,335 | — | |||||||
SARs | 4,427,818 | 3,513,241 | |||||||
RSUs | 165,255 | 42,391 | |||||||
Stock options | 50,000 | 424,116 | |||||||
4,798,408 | 3,979,748 | ||||||||
Summary of Net Income Attributable to ORBCOMM Inc, Common Stockholders | ' | ||||||||
The computation of net (loss) income attributable to ORBCOMM Inc. common stockholders is as follows for the three months March 31, 2014 and 2013. | |||||||||
Three months ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Net (loss) income attributable to ORBCOMM Inc. | $ | (431 | ) | $ | 1,108 | ||||
Preferred stock dividends on Series A convertible preferred stock | (10 | ) | (16 | ) | |||||
Net (loss) income attributable to ORBCOMM Inc. common stockholders | $ | (441 | ) | $ | 1,092 | ||||
Satellite_Network_and_Other_Eq1
Satellite Network and Other Equipment (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Text Block [Abstract] | ' | ||||||||||||
Summary of Satellite Network and Other Equipment | ' | ||||||||||||
Satellite network and other equipment consisted of the following: | |||||||||||||
Useful life | March 31, | December 31, | |||||||||||
(years) | 2014 | 2013 | |||||||||||
Land | $ | 381 | 381 | ||||||||||
Satellite network | 10-Jan | 29,814 | 29,362 | ||||||||||
Capitalized software | 7-Mar | 4,989 | 4,563 | ||||||||||
Computer hardware | 3 | 2,486 | 2,419 | ||||||||||
Other | 7-Feb | 2,370 | 2,125 | ||||||||||
Assets under construction | 122,469 | 118,806 | |||||||||||
162,509 | 157,656 | ||||||||||||
Less: accumulated depreciation and amortization | (25,965 | ) | (24,628 | ) | |||||||||
$ | 136,544 | $ | 133,028 | ||||||||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 3 Months Ended | ||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||||
Components of Goodwill | ' | ||||||||||||||||||||||||||
Goodwill consisted of the following: | |||||||||||||||||||||||||||
Balance at January 1, 2014 | $ | 20,335 | |||||||||||||||||||||||||
Addition resulting from the acquisition of Euroscan | 20,626 | ||||||||||||||||||||||||||
Reduction of warranty liabilities within the one-year measurement period assumed in connection with the acquisition of GlobalTrak | (250 | ) | |||||||||||||||||||||||||
Balance at March 31, 2014 | $ | 40,711 | |||||||||||||||||||||||||
Components of Intangible Assets | ' | ||||||||||||||||||||||||||
The Company’s intangible assets consisted of the following: | |||||||||||||||||||||||||||
March 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||||
Useful life | Accumulated | Accumulated | |||||||||||||||||||||||||
(years) | Cost | amortization | Net | Cost | amortization | Net | |||||||||||||||||||||
Customer lists | 5, 7, 10 and 12 | $ | 21,850 | (1,434 | ) | $ | 20,416 | $ | 7,450 | $ | (1,183 | ) | $ | 6,267 | |||||||||||||
Patents and technology | 5 and 10 | 8,380 | (1,575 | ) | 6,805 | 5,980 | (1,398 | ) | 4,582 | ||||||||||||||||||
Trade names and trademarks | 3, 5 and 10 | 1,690 | (337 | ) | 1,353 | 1,090 | (303 | ) | 787 | ||||||||||||||||||
$ | 31,920 | $ | (3,346 | ) | $ | 28,574 | $ | 14,520 | $ | (2,884 | ) | $ | 11,636 | ||||||||||||||
Estimated Amortization Expense for Intangible Assets | ' | ||||||||||||||||||||||||||
Estimated amortization expense for intangible assets subsequent to March 31, 2014 is as follows: | |||||||||||||||||||||||||||
Years ending December 31, | |||||||||||||||||||||||||||
Remainder of 2014 | $ | 2,318 | |||||||||||||||||||||||||
2015 | 3,091 | ||||||||||||||||||||||||||
2016 | 3,089 | ||||||||||||||||||||||||||
2017 | 2,939 | ||||||||||||||||||||||||||
2018 | 2,901 | ||||||||||||||||||||||||||
Thereafter | 14,236 | ||||||||||||||||||||||||||
$ | 28,574 | ||||||||||||||||||||||||||
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Components of Accrued Liabilities | ' | ||||||||
The Company’s accrued liabilities consisted of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Accrued compensation and benefits | $ | 2,589 | $ | 3,438 | |||||
Warranty | 1,890 | 2,199 | |||||||
Income tax payable | 391 | 81 | |||||||
Contingent earn-out amounts | 1,081 | 24 | |||||||
AIS deployment and license agreement | 149 | 192 | |||||||
Accrued satellite network and other equipment | 281 | 212 | |||||||
Other accrued expenses | 4,004 | 3,681 | |||||||
$ | 10,385 | $ | 9,827 | ||||||
Summary of Accrued Warranty Obligations | ' | ||||||||
For the three months ended March 31, 2014 and 2013, changes in accrued warranty obligations consisted of the following: | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Balance at January 1, | $ | 2,199 | $ | 2,762 | |||||
Warranty liabilites assumed from acquisition | 96 | — | |||||||
Amortization of fair value adjustment of warranty liabilities acquired through acquisitions | (19 | ) | (9 | ) | |||||
Reduction of warranty liabilities within the one-year measurement period assumed in connection with the acquisition of GlobalTrak | (250 | ) | — | ||||||
Warranty expense | 60 | 65 | |||||||
Warranty charges | (196 | ) | (291 | ) | |||||
Balance at March 31, | $ | 1,890 | $ | 2,527 | |||||
Deferred_Revenues_Tables
Deferred Revenues (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Revenue Recognition [Abstract] | ' | ||||||||
Summary of Deferred Revenues | ' | ||||||||
Deferred revenues consisted of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Service activation fees | $ | 3,293 | $ | 3,135 | |||||
Prepaid services | 2,264 | 1,949 | |||||||
Warranty revenues | 248 | 272 | |||||||
Prepaid product revenues | — | 104 | |||||||
5,805 | 5,460 | ||||||||
Less current portion | (3,353 | ) | (3,087 | ) | |||||
Long-term portion | $ | 2,452 | $ | 2,373 | |||||
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Summary of Revenues on Percentage Basis by Geographic Regions | ' | ||||||||
The following table summarizes revenues on a percentage basis by geographic regions, based on the country in which the customer is located. | |||||||||
Three months ended March 31, | |||||||||
2014 | 2013 | ||||||||
United States | 80 | % | 87 | % | |||||
Japan | 6 | % | 9 | % | |||||
Europe | 9 | % | 3 | % | |||||
Other | 5 | % | 1 | % | |||||
100 | % | 100 | % | ||||||
Overview_Additional_Informatio
Overview - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2014 | |
Satellite | |
Assets | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ' |
Number of assets operated communications and broadcasting equipment | 25 |
Number of micro satellites owned | 2 |
Basis_of_Presentation_Addition
Basis of Presentation - Additional Information (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 |
Accounting Policies [Abstract] | ' | ' | ' |
Equity method investments | $0 | ' | $0 |
Guarantee or other funding obligations under equity method investment | 0 | ' | 0 |
Gain or losses from equity method investment | 0 | 0 | ' |
Acquisition-related costs | $1,184 | $404 | ' |
Warranty coverage on product sales estimated | '1 year | ' | ' |
Basis_of_Presentation_Customer
Basis of Presentation - Customers with Revenues Greater than 10% (Detail) (Sales [Member]) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Caterpillar Inc. [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Customers with revenues greater than 10% | 14.40% | 25.40% |
Komatsu Ltd. [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Customers with revenues greater than 10% | 12.10% | 13.20% |
Basis_of_Presentation_Customer1
Basis of Presentation - Customers with Accounts Receivable Greater than 10% (Detail) (Caterpillar Inc. [Member]) | Mar. 31, 2014 | Dec. 31, 2013 |
Caterpillar Inc. [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Customers with accounts receivable greater than 10% | 18.20% | 20.90% |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | |||||||||||||||||
Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Feb. 14, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
USD ($) | EUR (€) | USD ($) | Minimum [Member] | Maximum [Member] | Euroscan Holdings B.V. [Member] | Euroscan Holdings B.V. [Member] | SENS [Member] | GlobalTrak [Member] | GlobalTrak [Member] | GlobalTrak [Member] | GlobalTrak [Member] | MobileNet [Member] | MobileNet [Member] | MobileNet [Member] | LMS [Member] | StarTrak [Member] | Warranty Obligations [Member] | Relating to Fuel Sensor [Member] | |||
USD ($) | USD ($) | USD ($) | EUR (€) | USD ($) | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | Second Condition [Member] | First Condition [Member] | USD ($) | USD ($) | ||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding equity percentage | ' | ' | ' | ' | ' | ' | ' | 100.00% | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition effective date | ' | ' | ' | ' | ' | ' | ' | 11-Mar-14 | 11-Mar-14 | 1-Oct-13 | 3-Apr-13 | ' | ' | ' | 1-Apr-13 | ' | ' | ' | ' | ' | ' |
Aggregate consideration payable in cash and common stock | ' | ' | ' | ' | ' | ' | ' | $29,185 | € 21,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | ' | ' | ' | ' | 29,163,000 | 20,999,000 | 1,978,000 | ' | ' | ' | ' | 3,231,000 | ' | ' | ' | ' | ' | ' |
Cash consideration placed in escrow with third party | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial working capital estimate | ' | ' | ' | ' | ' | ' | ' | 2,220,000 | 1,599,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common stock shares issued for consideration | ' | ' | ' | ' | ' | ' | ' | 291,230 | 291,230 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of common stock shares issued for consideration | ' | ' | ' | ' | ' | ' | ' | 2,242,000 | 1,600 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued, per share | ' | ' | ' | ' | ' | ' | ' | $7.70 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contingent consideration payable | 4,800,000 | ' | ' | ' | ' | ' | ' | 6,547,000 | 4,714,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Discount rate to reflect risk characteristics of intangible assets | ' | ' | ' | ' | ' | ' | ' | 17.50% | 17.50% | 43.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Internal Revenue service remains open period | '8 months 15 days | '8 months 15 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum Undiscounted range of potential payments under business combination | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum Undiscounted range of potential payments under business combination | 2,778,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross profit target earn-outs | ' | ' | ' | ' | ' | 0 | 2,083,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business combination earnout milestone amount | ' | ' | ' | ' | ' | 0 | 1,686,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of the contingent earn-out | 4,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Portion of earn-out in accrued liabilities | 1,056,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000 | ' | ' | ' |
Portion of earn-out in other liabilities | 3,744,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | 191,000 | ' | ' | ' |
Escrow deposit increase decrease | ' | 250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross profit earn-outs | ' | ' | ' | ' | ' | 0.50% | 1.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount deposited in escrow account | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Escrow disbursement agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'one-half of the $500, less the aggregate amount of claims made by the Company against SPC six months from April 3, 2013 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Escrow amount to be released | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 | 250,000 | ' | ' | ' | ' | ' | ' | ' |
Goodwill change in amount due to acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares issued | 55,211,327 | 55,211,327 | ' | ' | 48,216,480 | ' | ' | 291,230 | 291,230 | ' | ' | ' | ' | ' | 329,344 | ' | ' | ' | ' | ' | ' |
Common stock issued, per share | ' | ' | ' | ' | ' | ' | ' | $7.70 | ' | ' | ' | ' | ' | ' | $4.96 | ' | ' | ' | ' | ' | ' |
Working capital adjustment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,000 | ' | ' | ' | ' | ' | ' |
Shares deposited into escrow account | ' | ' | ' | 166,611 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 164,672 | ' | ' | ' | 166,611 | ' | ' |
Period for amount kept in escrow account | 'Up to fifteen months | 'Up to fifteen months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Up to fifteen months | ' | ' | ' | ' | ' | ' |
Earn-out payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' |
Earn-out payment percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35.00% | 50.00% | ' | ' | ' | ' |
Earn-out amounts paid in company's common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' |
Average closing price of prior to the last trading day | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 days | ' | ' | ' | ' | ' | ' |
Potential earn-out amount payment, description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Contingent consideration payable by the Company to MobileNet if service revenues attributable to the MobileNet business for either of the two one year earn-out periods May 1, 2013 through April 30, 2014 and May 1, 2014 through April 30, 2015 are in excess of the specified baseline amount. | ' | ' | ' | ' | ' | ' |
Reduction in liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Achievement below certain thresholds will reduce the liability to zero. | ' | ' | ' | ' | ' | ' |
Discount percentage | 19.00% | 19.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18.00% | ' | ' | ' | ' | ' | ' |
Changes in fair value of earn-out amounts | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' |
Consideration paid for contingent payments based on achieving sales targets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 950,000 | ' | ' | ' |
Result of lower sales targets achievement than the targets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 950,000 | ' | ' | ' |
Decreased in fair value of earn-out amounts | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,000 | ' | ' | ' |
Warranty coverage on accrued product | '1 year | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' |
Coverage percentage of certain costs relating to fuel sensor warranty obligations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' |
Minimum amount of warranty expenses and fuel sensors to issue notice | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 |
Percentage of the fuel sensor damages for the calculation of number of shares issuable to escrow agent | 50.00% | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock share issued valued at per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3.00 |
Portion of earn-out in other liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 |
Gain on fair value of common stock | 691,000 | ' | 126,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reduction in selling, general and administrative expenses | $0 | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisitions_Summary_of_Estima
Acquisitions - Summary of Estimated Fair Values of Purchase Price (Detail) (Euroscan Holdings B.V. [Member]) | 3 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2014 | Mar. 11, 2014 | |
USD ($) | EUR (€) | USD ($) | |
Business Acquisition [Line Items] | ' | ' | ' |
Cash | $29,163,000 | € 20,999,000 | ' |
Issuance of 291,230 shares of common stock (valued at $7.70 per share, which reflects the Company's common stock closing price on March 11, 2014) | 2,242,000 | 1,600 | ' |
Fair value of contingent earn-out amounts | 4,800,000 | ' | ' |
Net identifiable assets acquired | $36,205,000 | ' | $36,205,000 |
Acquisitions_Summary_of_Estima1
Acquisitions - Summary of Estimated Fair Values of Purchase Price (Parenthetical) (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ' | ' |
Common stock, shares issued | 55,211,327 | 48,216,480 |
Euroscan Holdings B.V. [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Common stock, shares issued | 291,230 | ' |
Common stock issued, per share | 7.7 | ' |
Acquisitions_Purchase_Price_Al
Acquisitions - Purchase Price Allocation for Acquisition (Detail) (USD $) | Mar. 31, 2014 | Mar. 11, 2014 |
In Thousands, unless otherwise specified | ||
Euroscan Holdings B.V. [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Cash | ' | $280 |
Accounts receivable | ' | 2,613 |
Inventory | ' | 1,394 |
Other current assets | ' | 502 |
Property, plant and equipment | ' | 324 |
Intangible assets | ' | 17,400 |
Other noncurrent assets | ' | 171 |
Total identifiable assets acquired | ' | 22,684 |
Accounts payable and accrued expenses | ' | -2,503 |
Deferred revenues | ' | -44 |
Deferred tax liabilities | ' | -4,558 |
Total liabilities assumed | ' | -7,105 |
Net identifiable assets acquired | ' | 15,579 |
Goodwill | ' | 20,626 |
Total preliminary purchase price | 36,205 | 36,205 |
SENS [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Inventory | 485 | ' |
Intangible assets | 1,270 | ' |
Total identifiable assets acquired | 1,755 | ' |
Accounts payable and accrued expenses | -8 | ' |
Net identifiable assets acquired | 1,747 | ' |
Goodwill | 231 | ' |
Total preliminary purchase price | $1,978 | ' |
Acquisitions_Summary_of_Useful
Acquisitions - Summary of Useful Lives of Customer Relationships Based on Customer Attrition (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 |
Customer Lists [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful life (in years) | '10 years |
Euroscan Holdings B.V. [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Total intangible assets | 17,400 |
Euroscan Holdings B.V. [Member] | Customer Lists [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful life (in years) | '12 years |
Total intangible assets | 14,400 |
Euroscan Holdings B.V. [Member] | Technology [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful life (in years) | '10 years |
Total intangible assets | 2,400 |
Euroscan Holdings B.V. [Member] | Trademarks [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful life (in years) | '10 years |
Total intangible assets | 600 |
SENS [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Total intangible assets | 1,270 |
SENS [Member] | Customer Lists [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful life (in years) | '7 years |
Total intangible assets | 980 |
SENS [Member] | Technology [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful life (in years) | '10 years |
Total intangible assets | 260 |
SENS [Member] | Trademarks [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Estimated useful life (in years) | '3 years |
Total intangible assets | 30 |
Acquisitions_Summary_of_Supple
Acquisitions - Summary of Supplemental Pro Forma Results of GlobalTrak (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Business Acquisition [Line Items] | ' | ' |
Revenues | $19,350 | $16,720 |
Net Income (loss) Attributable to ORBCOMM Inc. | -441 | 1,092 |
Net Income (loss) Attributable to ORBCOMM Inc. Common Stockholders | -586 | ' |
GlobalTrak [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Revenues | ' | 17,384 |
Net Income (loss) Attributable to ORBCOMM Inc. | ' | 437 |
Net Income (loss) Attributable to ORBCOMM Inc. Common Stockholders | ' | $421 |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 3 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock-based compensation expense | $881 | $626 | ' |
Stock-based compensation, capitalized | 61 | 25 | ' |
Unrecognized compensation costs for all share-based payment arrangements | 2,837 | ' | ' |
Performance Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock-based compensation expense | 105 | 51 | ' |
Maximum percentage of MPUs for senior executives | 15.00% | ' | ' |
Fair value period of MPUs | '3 years | ' | ' |
Market Performance Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Term of MPUs | '3 years | ' | ' |
Time-Based Stock Appreciation Rights [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock-based compensation expense | 414 | 317 | ' |
Unrecognized compensation costs for all share-based payment arrangements | 1,980 | ' | ' |
Weighted-average grant date fair value of SARs | $4.66 | ' | ' |
Intrinsic value of SARs | 53 | ' | ' |
Performance-Based Stock Appreciation Rights [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock-based compensation expense | 47 | 99 | ' |
Unrecognized compensation costs for all share-based payment arrangements | 0 | ' | ' |
Intrinsic value of SARs | 134 | ' | ' |
Time-Based Restricted Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock-based compensation expense | 90 | 69 | ' |
Unrecognized compensation costs for all share-based payment arrangements | 610 | ' | ' |
Weighted-average grant date fair value of SARs | $6.06 | ' | $3.32 |
Performance-Based Restricted Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock-based compensation expense | 226 | 340 | ' |
Unrecognized compensation costs for all share-based payment arrangements | 247 | ' | ' |
Weighted-average grant date fair value of SARs | $5.92 | ' | $4.26 |
Stock Options [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Intrinsic value of stock options exercised | 80 | ' | ' |
2006 LTIP [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Number of shares available for grant | 3,354,970 | ' | ' |
2004 Stock Option Plan [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Number of shares available for grant | 0 | ' | ' |
Intrinsic value of stock options exercised | $99 | ' | ' |
StockBased_Compensation_StockB
Stock-Based Compensation - Stock-Based Compensation Expense (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | $881 | $626 |
Costs of Services [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | 69 | 67 |
Costs of Product Sales [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | 30 | 23 |
Selling, General and Administrative [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | 722 | 496 |
Product Development [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | $60 | $40 |
StockBased_Compensation_Summar
Stock-Based Compensation - Summary of Stock Appreciation Rights (Detail) (USD $) | 3 Months Ended |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 |
Time-Based Stock Appreciation Rights [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Aggregate Intrinsic Value, Outstanding ending balance | $9,674 |
Aggregate Intrinsic Value, Exercisable | 8,316 |
Aggregate Intrinsic Value, Vested and expected to vest | 9,674 |
Number of Shares, Beginning balance | 3,611,567 |
Number of Shares, Granted | 54,000 |
Number of Shares, Exercised | -10,700 |
Number of Shares, Forfeited or expired | -39,800 |
Number of Shares, Ending balance | 3,615,067 |
Number of Shares, Exercisable | 2,767,700 |
Number of Shares, Vested and expected to vest | 3,615,067 |
Weighted-Average Exercise Price, Outstanding beginning balance | $4.20 |
Weighted-Average Exercise Price, Granted | $7.62 |
Weighted-Average Exercise Price, Exercised | $2.31 |
Weighted-Average Exercise Price, Forfeited or expired | $5.05 |
Weighted-Average Exercise Price, Outstanding ending balance | $4.25 |
Weighted-Average Exercise Price, Exercisable | $3.95 |
Weighted-Average Exercise Price, Vested and expected to vest | $4.25 |
Weighted-Average Remaining Contractual Term, Outstanding | '6 years 8 months 16 days |
Weighted-Average Remaining Contractual Term, Exercisable | '5 years 11 months 5 days |
Weighted-Average Remaining Contractual Term, Vested and expected to vest | '6 years 8 months 16 days |
Performance-Based Stock Appreciation Rights [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Aggregate Intrinsic Value, Outstanding ending balance | 2,101 |
Aggregate Intrinsic Value, Exercisable | 2,101 |
Aggregate Intrinsic Value, Vested and expected to vest | $2,101 |
Number of Shares, Beginning balance | 865,713 |
Number of Shares, Granted | 0 |
Number of Shares, Exercised | -39,362 |
Number of Shares, Forfeited or expired | -13,600 |
Number of Shares, Ending balance | 812,751 |
Number of Shares, Exercisable | 812,751 |
Number of Shares, Vested and expected to vest | 812,751 |
Weighted-Average Exercise Price, Outstanding beginning balance | $5.37 |
Weighted-Average Exercise Price, Exercised | $3.55 |
Weighted-Average Exercise Price, Forfeited or expired | $6.33 |
Weighted-Average Exercise Price, Outstanding ending balance | $5.44 |
Weighted-Average Exercise Price, Exercisable | $5.44 |
Weighted-Average Exercise Price, Vested and expected to vest | $5.44 |
Weighted-Average Remaining Contractual Term, Outstanding | '6 years 1 month 28 days |
Weighted-Average Remaining Contractual Term, Exercisable | '6 years 1 month 28 days |
Weighted-Average Remaining Contractual Term, Vested and expected to vest | '6 years 1 month 28 days |
StockBased_Compensation_Fair_V
Stock-Based Compensation - Fair Value of Stock Appreciation Rights Estimated, Black-Scholes Option Pricing Model (Detail) (Performance-Based Stock Appreciation Rights [Member], USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Share Based Payment Award Stock Options Valuation Assumptions [Line Items] | ' | ' |
Risk-free interest rate, Minimum | 1.81% | 1.00% |
Risk-free interest rate, Maximum | 1.94% | 1.41% |
Expected life (years) | '6 years | ' |
Expected dividends | ' | ' |
Maximum [Member] | ' | ' |
Share Based Payment Award Stock Options Valuation Assumptions [Line Items] | ' | ' |
Expected life (years) | ' | '6 years |
Estimated volatility factor | 67.34% | 74.67% |
Minimum [Member] | ' | ' |
Share Based Payment Award Stock Options Valuation Assumptions [Line Items] | ' | ' |
Expected life (years) | ' | '5 years 6 months |
Estimated volatility factor | 67.05% | 73.74% |
StockBased_Compensation_Summar1
Stock-Based Compensation - Summary of Restricted Stock Units (Detail) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Time-Based Restricted Stock Units [Member] | ' |
Performance Restricted Stock Units [Line Items] | ' |
Number of Shares, Beginning balance | 85,270 |
Number of Shares, Granted | 90,255 |
Number of Shares, Vested | -65,270 |
Number of Shares, Forfeited or expired | ' |
Number of Shares, Ending balance | 110,255 |
Weighted-Average Grant Date Fair Value, Beginning balance | $3.32 |
Weighted-Average Grant Date Fair Value, Granted | $7.04 |
Weighted-Average Grant Date Fair Value, Vested | $3.83 |
Weighted-Average Grant Date Fair Value, Forfeited or expired | ' |
Weighted-Average Grant Date Fair Value, Ending balance | $6.06 |
Performance-Based Restricted Stock Units [Member] | ' |
Performance Restricted Stock Units [Line Items] | ' |
Number of Shares, Beginning balance | 313,000 |
Number of Shares, Granted | ' |
Number of Shares, Vested | -200,938 |
Number of Shares, Forfeited or expired | -57,062 |
Number of Shares, Ending balance | 55,000 |
Weighted-Average Grant Date Fair Value, Beginning balance | $4.26 |
Weighted-Average Grant Date Fair Value, Granted | ' |
Weighted-Average Grant Date Fair Value, Vested | $3.87 |
Weighted-Average Grant Date Fair Value, Forfeited or expired | $4.04 |
Weighted-Average Grant Date Fair Value, Ending balance | $5.92 |
StockBased_Compensation_Fair_V1
Stock-Based Compensation - Fair Value of Stock Appreciation Rights Estimated, Monte Carlo Simulation Model (Detail) (Performance Units [Member], USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Share Based Payment Award Stock Options Valuation Assumptions [Line Items] | ' | ' |
Risk-free interest rate, Minimum | 0.09% | 0.13% |
Risk-free interest rate, Maximum | 0.79% | ' |
Risk-free interest rate | ' | 0.35% |
Estimated volatility factor | ' | 40.00% |
Expected dividends | ' | ' |
Maximum [Member] | ' | ' |
Share Based Payment Award Stock Options Valuation Assumptions [Line Items] | ' | ' |
Estimated volatility factor | 45.00% | ' |
Minimum [Member] | ' | ' |
Share Based Payment Award Stock Options Valuation Assumptions [Line Items] | ' | ' |
Estimated volatility factor | 40.00% | ' |
StockBased_Compensation_Summar2
Stock-Based Compensation - Summary of Stock Options (Detail) (2004 Stock Option Plan [Member], USD $) | 3 Months Ended |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 |
2004 Stock Option Plan [Member] | ' |
Stock Options [Line Items] | ' |
Number of Shares, Outstanding beginning balance | 88,446 |
Number of Shares, Granted | 0 |
Number of Shares, Exercised | -20,792 |
Number of Shares, Forfeited or expired | -17,654 |
Number of Shares, Outstanding ending balance | 50,000 |
Number of Shares, Exercisable | 50,000 |
Number of Shares, Vested | 50,000 |
Weighted-Average Exercise Price, Outstanding beginning balance | $4.04 |
Weighted-Average Exercise Price, Granted | $0 |
Weighted-Average Exercise Price, Exercised | $2.98 |
Weighted-Average Exercise Price, Forfeited or expired | $2.91 |
Weighted-Average Exercise price, Outstanding ending balance | $4.88 |
Weighted-Average Exercise Price, Exercisable | $4.88 |
Weighted-Average Exercise Price, Vested | $4.88 |
Weighted-Average Remaining Contractual Term, Outstanding ending balance | '1 year 1 month 2 days |
Weighted-Average Remaining Contractual Term, Exercisable | '1 year 1 month 2 days |
Weighted-Average Remaining Contractual Term, Vested | '1 year 1 month 2 days |
Aggregate Intrinsic Value, Outstanding ending balance | $99 |
Aggregate Intrinsic Value, Exercisable | 99 |
Aggregate Intrinsic Value, Vested | $99 |
Net_loss_Income_Attributable_t2
Net (loss) Income Attributable to ORBCOMM Inc. Common Stockholders - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Diluted weighted average common shares outstanding | 53,213,000 | 48,143,000 |
Series A Convertible Preferred Stock [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Diluted weighted average common shares outstanding | ' | 1,306,344 |
Net_loss_Income_Attributable_t3
Net (loss) Income Attributable to ORBCOMM Inc. Common Stockholders - Summary of Determination of Diluted Income per Share, Excluding Potentially Dilutive Securities (Detail) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities | 4,798,408 | 3,979,748 |
Series A Convertible Preferred Stock [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities | 155,335 | ' |
Stock Appreciation Rights [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities | 4,427,818 | 3,513,241 |
Restricted Stock Units [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities | 165,255 | 42,391 |
Stock Options [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities | 50,000 | 424,116 |
Net_loss_Income_Attributable_t4
Net (loss) Income Attributable to ORBCOMM Inc. Common Stockholders - Summary of Net Income Attributable to ORBCOMM Inc, Common Stockholders (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Earnings Per Share [Abstract] | ' | ' |
Net (loss) income attributable to ORBCOMM Inc. | ($431) | $1,108 |
Preferred stock dividends on Series A convertible preferred stock | -10 | -16 |
Net (loss) income attributable to ORBCOMM Inc. common stockholders | ($441) | $1,092 |
Satellite_Network_and_Other_Eq2
Satellite Network and Other Equipment - Summary of Satellite Network and Other Equipment (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $162,509 | $157,656 |
Less: accumulated depreciation and amortization | -25,965 | -24,628 |
Property, plant and equipment, net | 136,544 | 133,028 |
Land [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 381 | 381 |
Satellite Network [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 29,814 | 29,362 |
Satellite Network [Member] | Minimum [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, useful life | '1 year | ' |
Satellite Network [Member] | Maximum [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, useful life | '10 years | ' |
Capitalized Software [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 4,989 | 4,563 |
Capitalized Software [Member] | Minimum [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, useful life | '3 years | ' |
Capitalized Software [Member] | Maximum [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, useful life | '7 years | ' |
Computer Hardware [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, useful life | '3 years | ' |
Property, plant and equipment, gross | 2,486 | 2,419 |
Other [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 2,370 | 2,125 |
Other [Member] | Minimum [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, useful life | '2 years | ' |
Other [Member] | Maximum [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, useful life | '7 years | ' |
Assets under Construction [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $122,469 | $118,806 |
Satellite_Network_and_Other_Eq3
Satellite Network and Other Equipment - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Property, Plant and Equipment [Line Items] | ' | ' |
Depreciation and amortization expense | $1,337 | $1,002 |
Capitalized Software [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Company capitalized costs attributable to the design and development of internal-use software | 628 | 337 |
Amortization of internal-use software | $186 | $109 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets - Components of Goodwill (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 |
Goodwill And Intangible Assets Disclosure [Abstract] | ' |
Beginning balance | $20,335 |
Addition resulting from the acquisition of Euroscan | 20,626 |
Reduction of warranty liabilities within the one-year measurement period assumed in connection with the acquisition of GlobalTrak | -250 |
Ending balance | $40,711 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Segment | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Number of reportable segments goodwill is allocated | 1 | ' |
Weighted-average amortization period intangible assets | '10 years 9 months 18 days | ' |
Amortization of intangible assets | $462 | $256 |
Customer Lists [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted-average amortization period intangible assets | '11 years 3 months 4 days | ' |
Patents and Technology [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted-average amortization period intangible assets | '9 years 8 months 16 days | ' |
Trade Names and Trademarks [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted-average amortization period intangible assets | '9 years 3 months 11 days | ' |
Acquired goodwill [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Number of reportable segments goodwill is allocated | 1 | ' |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets - Components of Intangible Assets (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite lived intangible assets, Cost | $31,920 | $14,520 |
Finite lived intangible assets, Accumulated amortization | -3,346 | -2,884 |
Finite lived intangible assets, Net | 28,574 | 11,636 |
Customer Lists [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life (years) | '10 years | ' |
Finite lived intangible assets, Cost | 21,850 | 7,450 |
Finite lived intangible assets, Accumulated amortization | -1,434 | -1,183 |
Finite lived intangible assets, Net | 20,416 | 6,267 |
Customer Lists [Member] | Customer List One [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life (years) | '7 years | ' |
Customer Lists [Member] | Minimum [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life (years) | '5 years | ' |
Customer Lists [Member] | Maximum [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life (years) | '12 years | ' |
Patents and Technology [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite lived intangible assets, Cost | 8,380 | 5,980 |
Finite lived intangible assets, Accumulated amortization | -1,575 | -1,398 |
Finite lived intangible assets, Net | 6,805 | 4,582 |
Patents and Technology [Member] | Minimum [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life (years) | '5 years | ' |
Patents and Technology [Member] | Maximum [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life (years) | '10 years | ' |
Trade Names and Trademarks [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life (years) | '5 years | ' |
Finite lived intangible assets, Cost | 1,690 | 1,090 |
Finite lived intangible assets, Accumulated amortization | -337 | -303 |
Finite lived intangible assets, Net | $1,353 | $787 |
Trade Names and Trademarks [Member] | Minimum [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life (years) | '3 years | ' |
Trade Names and Trademarks [Member] | Maximum [Member] | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' |
Useful life (years) | '10 years | ' |
Goodwill_and_Intangible_Assets5
Goodwill and Intangible Assets - Estimated Amortization Expense for Intangible Assets (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
Remainder of 2014 | $2,318 | ' |
2015 | 3,091 | ' |
2016 | 3,089 | ' |
2017 | 2,939 | ' |
2018 | 2,901 | ' |
Thereafter | 14,236 | ' |
Finite lived intangible assets, Net | $28,574 | $11,636 |
Accrued_Liabilities_Components
Accrued Liabilities - Components of Accrued Liabilities (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Payables And Accruals [Abstract] | ' | ' |
Accrued compensation and benefits | $2,589 | $3,438 |
Warranty | 1,890 | 2,199 |
Income tax payable | 391 | 81 |
Contingent earn-out amounts | 1,081 | 24 |
AIS deployment and license agreement | 149 | 192 |
Accrued satellite network and other equipment | 281 | 212 |
Other accrued expenses | 4,004 | 3,681 |
Total accrued liabilities | $10,385 | $9,827 |
Accrued_Liabilities_Summary_of
Accrued Liabilities - Summary of Accrued Warranty Obligations (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Payables And Accruals [Abstract] | ' | ' |
Balance at January 1, | $2,199 | $2,762 |
Warranty liabilites assumed from acquisition | 96 | ' |
Amortization of fair value adjustment of warranty liabilities acquired through acquisitions | -19 | -9 |
Reduction of warranty liabilities within the one-year measurement period assumed in connection with the acquisition of GlobalTrak | -250 | ' |
Warranty expense | 60 | 65 |
Warranty charges | -196 | -291 |
Balance at March 31, | $1,890 | $2,527 |
Deferred_Revenues_Summary_of_D
Deferred Revenues - Summary of Deferred Revenues (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred Revenue Disclosure [Abstract] | ' | ' |
Service activation fees | $3,293 | $3,135 |
Prepaid services | 2,264 | 1,949 |
Warranty revenues | 248 | 272 |
Prepaid product revenues | ' | 104 |
Total deferred revenue | 5,805 | 5,460 |
Less current portion | -3,353 | -3,087 |
Long-term portion | $2,452 | $2,373 |
Note_PayableRelated_Party_Addi
Note Payable-Related Party - Additional Information (Detail) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 |
USD ($) | EUR (€) | USD ($) | EUR (€) | |
Debt Disclosure [Abstract] | ' | ' | ' | ' |
Principal balance of the note payable | ' | € 1,138 | ' | € 1,138 |
Carrying value note payable | $1,571 | ' | $1,571 | ' |
Note payable estimated life | '6 years | '6 years | ' | ' |
Note_Payable_Additional_Inform
Note Payable - Additional Information (Detail) (9.5% Senior Secured Notes [Member], USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Debt Obligations [Line Items] | ' | ' |
Issuance of senior secured notes | $45,000 | ' |
Note bears interest rate | 9.50% | ' |
Debt issuance costs, amortized date | 4-Jan-18 | ' |
Available liquidity | 10,000 | ' |
Debt issuance costs | 1,390 | ' |
Amortization of debt issuance costs | $70 | $75 |
Maximum [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Leverage ratio | 4.5 | ' |
Minimum [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Leverage ratio | 1 | ' |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jan. 17, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jan. 17, 2014 | Jan. 31, 2014 | Mar. 31, 2014 |
Underwriters' Overallotment Option [Member] | Performance Units [Member] | Series A Convertible Preferred Stock [Member] | ||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' |
Preferred stock, conversion basis | ' | ' | ' | ' | ' | 9,836 |
Common stock, conversion basis | ' | ' | ' | ' | ' | 16,387 |
Preferred stock dividends, shares | ' | ' | ' | ' | ' | 1,014 |
Dividends in arrears | ' | ' | ' | ' | ' | $9 |
Common stock issued, shares | ' | 55,211,327 | 48,216,480 | ' | 33,594 | ' |
Shares of common stock issued in public offering | 6,325,000 | ' | ' | 825,000 | ' | ' |
Public offering price per share | $6.15 | ' | ' | ' | ' | ' |
Net proceeds received from shares issuances | $36,607 | $36,607 | ' | ' | ' | ' |
Common stock, capital shares reserved for future issuance | ' | 7,998,089 | ' | ' | ' | ' |
Segment_Information_Additional
Segment Information - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2014 | |
Segment | |
Segment Reporting [Abstract] | ' |
Number of reportable segment | 1 |
Segment_Information_Summary_of
Segment Information - Summary of Revenues on Percentage Basis by Geographic Regions (Detail) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Segment Information [Line Items] | ' | ' |
Revenues on a percentage basis by geographic regions, based on the country | 100.00% | 100.00% |
United States [Member] | ' | ' |
Segment Information [Line Items] | ' | ' |
Revenues on a percentage basis by geographic regions, based on the country | 80.00% | 87.00% |
Japan [Member] | ' | ' |
Segment Information [Line Items] | ' | ' |
Revenues on a percentage basis by geographic regions, based on the country | 6.00% | 9.00% |
Europe [Member] | ' | ' |
Segment Information [Line Items] | ' | ' |
Revenues on a percentage basis by geographic regions, based on the country | 9.00% | 3.00% |
Other [Member] | ' | ' |
Segment Information [Line Items] | ' | ' |
Revenues on a percentage basis by geographic regions, based on the country | 5.00% | 1.00% |
Income_taxes_Additional_Inform
Income taxes - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Taxes [Line Items] | ' | ' |
Income tax provision | $173 | $145 |
Goodwill generated from amortization of tax goodwill from acquisitions | 63 | 63 |
Unrecognized tax benefits | 775 | ' |
Unrecognized tax benefits, period change | 0 | ' |
Income tax examinations, year | '2008 | ' |
Interest and penalties related to uncertain tax positions | 0 | ' |
ORBCOMM Japan [Member] | ' | ' |
Income Taxes [Line Items] | ' | ' |
Income tax provision | 173 | 145 |
Foreign income tax expense | $110 | $82 |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 0 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||||||
In Thousands, unless otherwise specified | Jul. 03, 2012 | Mar. 31, 2014 | 5-May-08 | Mar. 31, 2014 | Dec. 31, 2012 | Sep. 21, 2012 | Feb. 28, 2014 | Mar. 31, 2014 | Jun. 24, 2013 | Sep. 10, 2013 | Jan. 14, 2014 | Apr. 18, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | 5-May-08 | Mar. 31, 2014 | Aug. 31, 2010 | Aug. 31, 2008 | Aug. 28, 2009 | Mar. 31, 2014 | Dec. 31, 2013 | Aug. 31, 2010 | Aug. 31, 2010 | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2011 | 5-May-08 | 5-May-08 |
Falcon 9 Agreement [Member] | Falcon 9 Agreement [Member] | Secondary Payload Launch Services Agreement [Member] | Development and Manufacturing Arrangement [Member] | Development and Manufacturing Arrangement [Member] | Procurement Agreement Task Order Number Seven [Member] | Procurement Agreement Task Order Number Eight [Member] | Procurement Agreement Task Order Number Nine [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | Minimum [Member] | Maximum [Member] | ||||
Satellite | Procurement Agreement Task Order Number Ten [Member] | Launch Plus One Year In Orbit Insurance Coverage for First Launch of Six Satellites [Member] | Launch Vehicle Flight Only Insurance Coverage for First Launch of Six Satellites [Member] | First Launch of Six Satellites [Member] | Launch Plus One Year In Orbit Insurance Coverage for Second Launch of Eleven Satellites [Member] | Launch Vehicle Flight Only Insurance Coverage for Second Launch of Eleven Satellites [Member] | Second Launch of Eleven Satellites [Member] | SNC [Member] | SNC [Member] | SNC [Member] | SNC [Member] | Space Exploration Technologies Corp. (SpaceX) [Member] | Space Exploration Technologies Corp. (SpaceX) [Member] | Space Exploration Technologies Corp. (SpaceX) [Member] | Launch Activities [Member] | Engineering Changes [Member] | Airtime [Member] | Airtime [Member] | Airtime [Member] | Procurement Agreement [Member] | Procurement Agreement [Member] | |||||||||||
Satellite | Agreement | Satellite | SNC [Member] | SNC [Member] | Space Exploration Technologies Corp. (SpaceX) [Member] | Space Exploration Technologies Corp. (SpaceX) [Member] | Space Exploration Technologies Corp. (SpaceX) [Member] | SNC [Member] | SNC [Member] | |||||||||||||||||||||||
Europe [Member] | Satellite | |||||||||||||||||||||||||||||||
Long-term Purchase Commitment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liquidated delay damages | ' | ' | ' | ' | $42,600 | $4,000 | $4,817 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $117,000 | ' | ' | ' | $46,600 | ' | ' | ' | ' | ' | ' | ' | ' | $3,900 |
Delayed shipset | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '60 days | '120 days |
Incentive payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of satellites | ' | ' | ' | 17 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30 |
Low-earth-orbit satellites | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cost reimbursable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,110 | 317 | ' | ' | ' | ' | ' |
Amount of credit available | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,528 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional task order agreements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fixed fee included in price for the work task order | 521 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Procurement agreement fixed price contract amount | ' | ' | ' | ' | ' | ' | ' | ' | 189 | 1,650 | 127 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Procurement agreement cost plus fixed price contract amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 175 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Procurement agreement contract price excluding optional satellites | ' | ' | 117,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Milestone payments | ' | 58,500 | ' | 35,145 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Milestone payments for next twelve months | ' | 47,970 | ' | 7,455 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Insurance coverage on launch of satellite program | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 66,000 | 22,000 | ' | 120,000 | 22,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Premium cost for launch of satellite | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,953 | ' | ' | 16,454 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of premium as to aggregate premium | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credits provided | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8 | 8 | 3,736 | ' | ' |
Unused credits granted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,089 | $2,097 | ' | ' | ' | ' | ' | ' | ' |
Period for developing and manufacturing products | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |