Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Aug. 31, 2013 | Sep. 30, 2013 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Aug-13 | |
Document Fiscal Year Focus | 2014 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | EOPN | |
Entity Registrant Name | E2OPEN INC | |
Entity Central Index Key | 1540400 | |
Current Fiscal Year End Date | -26 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 26,507,320 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Aug. 31, 2013 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $12,949 | $20,262 |
Short-term investments | 3,735 | 15,289 |
Accounts receivable, net of allowance of $53 and $55 | 11,345 | 20,670 |
Prepaid expenses and other current assets | 3,134 | 2,212 |
Total current assets | 31,163 | 58,433 |
Long-term investments | 4,871 | 11,692 |
Goodwill | 25,708 | |
Intangibles | 12,817 | |
Property and equipment, net | 3,228 | 2,438 |
Other assets | 1,089 | 905 |
Total Assets | 78,876 | 73,468 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 12,600 | 10,769 |
Deferred revenue | 29,879 | 39,789 |
Acquisition payable to seller | 5,309 | |
Current portion of notes payable and capital lease obligations | 2,180 | 849 |
Total current liabilities | 49,968 | 51,407 |
Deferred revenue | 1,930 | 1,898 |
Notes payable and capital lease obligations, net of current portion | 1,889 | 562 |
Deferred tax liability | 3,689 | |
Other noncurrent liabilities | 1,052 | 508 |
Total liabilities | 58,528 | 54,375 |
Commitments and contingencies (note 8) | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value. 10,000,000 authorized shares, no shares issued and outstanding | ||
Common stock, $0.001 par value. 100,000,000 authorized shares, 26,460,524 and 25,424,361 shares issued and outstanding as of August 31, 2013 and February 28, 2013 | 26 | 25 |
Additional paid-in capital | 372,876 | 360,280 |
Accumulated other comprehensive loss | -42 | -17 |
Accumulated deficit | -352,512 | -341,195 |
Total stockholders' equity | 20,348 | 19,093 |
Total liabilities and stockholders' equity | $78,876 | $73,468 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Aug. 31, 2013 | Feb. 28, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Accounts receivable, allowance | $53 | $55 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, authorized shares | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $0.00 | $0.00 |
Common stock, authorized shares | 100,000,000 | 100,000,000 |
Common stock, shares issued | 26,460,524 | 25,424,361 |
Common stock, shares outstanding | 26,460,524 | 25,424,361 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 |
Revenue | ||||
Total revenue | $18,012 | $22,891 | $33,611 | $38,364 |
Cost of revenue | ||||
Amortization of acquired intangibles | 58 | 58 | ||
Total cost of revenue | 7,189 | 5,662 | 13,774 | 11,354 |
Gross profit | ||||
Total gross profit | 10,823 | 17,229 | 19,837 | 27,010 |
Operating expenses: | ||||
Research and development | 4,533 | 3,557 | 8,606 | 7,649 |
Sales and marketing | 8,752 | 6,628 | 16,651 | 12,775 |
General and administrative | 2,641 | 2,277 | 5,089 | 4,059 |
Acquisition related expenses | 791 | 791 | ||
Amortization of acquired intangibles | 25 | 25 | ||
Total operating expenses | 16,742 | 12,462 | 31,162 | 24,483 |
Income (loss) from operations | -5,919 | 4,767 | -11,325 | 2,527 |
Interest and other income (expense), net | 31 | -169 | 82 | -264 |
Income (loss) before income taxes | -5,888 | 4,598 | -11,243 | 2,263 |
Provision for income taxes | -35 | -32 | -74 | -75 |
Net income (loss) | -5,923 | 4,566 | -11,317 | 2,188 |
Net income (loss) per share: | ||||
Basic | ($0.23) | $0.33 | ($0.44) | $0.21 |
Diluted | ($0.23) | $0.19 | ($0.44) | $0.09 |
Weighted average shares used to compute net income (loss) per share: | ||||
Basic | 26,018 | 13,875 | 25,822 | 10,606 |
Diluted | 26,018 | 24,421 | 25,822 | 24,106 |
Other comprehensive loss, net: | ||||
Net unrealized losses on investments | -8 | -1 | -20 | -1 |
Net foreign currency translation losses | -9 | -7 | -6 | -24 |
Total other comprehensive loss | -17 | -8 | -26 | -25 |
Total comprehensive income (loss) | -5,940 | 4,558 | -11,343 | 2,163 |
Subscriptions and support | ||||
Revenue | ||||
Revenue | 13,433 | 11,131 | 25,725 | 20,945 |
Cost of revenue | ||||
Cost of revenue | 2,645 | 1,998 | 5,173 | 4,037 |
Gross profit | ||||
Total gross profit | 10,730 | 9,133 | 20,494 | 16,908 |
Professional services and other | ||||
Revenue | ||||
Revenue | 4,579 | 11,760 | 7,886 | 17,419 |
Cost of revenue | ||||
Cost of revenue | 4,486 | 3,664 | 8,543 | 7,317 |
Gross profit | ||||
Total gross profit | $93 | $8,096 | ($657) | $10,102 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Aug. 31, 2013 | Aug. 31, 2012 |
Cash flows from operating activities: | ||
Net income (loss) | ($11,317) | $2,188 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Stock-based compensation | 2,563 | 961 |
Depreciation and amortization | 983 | 795 |
Other | 176 | 68 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | 10,599 | 312 |
Prepaid expenses and other current assets | -739 | -549 |
Accounts payable and accrued liabilities | 878 | -547 |
Deferred revenue | -11,032 | -9,614 |
Other noncurrent liabilities | 506 | -21 |
Net cash used in operating activities | -7,383 | -6,407 |
Cash flows from investing activities: | ||
Capital expenditures | -97 | -1,047 |
Purchase of marketable securities | -10,357 | -14,336 |
Proceeds from sale and maturities of marketable securities | 28,908 | |
Payment for acquisition, net of cash acquired | -11,489 | |
Other assets | 73 | 28 |
Net cash provided by (used in) investing activities | 7,038 | -15,355 |
Cash flows from financing activities: | ||
Proceeds from bank credit facilities | 536 | 30,300 |
Repayments of bank credit facilities | -653 | -39,950 |
Repayments of notes payable and capital lease obligations | -894 | -1,745 |
Repayment of debt assumed from acquired company | -7,126 | |
Proceeds from initial public offering, net of underwriting discounts and commissions | 52,313 | |
Payments of deferred initial public offering costs | -729 | |
Proceeds from exercise of common share options | 1,178 | 160 |
Proceeds from exercise of warrants | 700 | |
Repurchase of fractional shares from reverse stock split | -3 | |
Net cash provided by (used in) financing activities | -6,959 | 41,046 |
Effect of exchange rate changes on cash and cash equivalents | -9 | -24 |
Net increase (decrease) in cash and cash equivalents | -7,313 | 19,260 |
Cash and cash equivalents at beginning of period | 20,262 | 10,219 |
Cash and cash equivalents at end of period | 12,949 | 29,479 |
Cash paid during the period: | ||
Interest | 76 | 179 |
Income taxes | 77 | 62 |
Noncash financing and investing activities: | ||
Property, software and equipment acquired under notes payable and capital leases | 1,677 | 41 |
Prepaid software, maintenance and services acquired under notes payable and capital leases | 2,072 | 920 |
Automatic conversion of preferred stock to common stock in connection with IPO | 84,191 | |
Issuance of common stock in connection with a business acquisition | $8,849 |
Organization_and_Business_Desc
Organization and Business Description | 6 Months Ended |
Aug. 31, 2013 | |
Organization and Business Description | (1) Organization and Business Description |
E2open, Inc. and subsidiaries (the Company), a Delaware corporation, was incorporated in September 2003. The Company provides cloud-based, on-demand software solutions delivered on an integrated platform that enables companies to collaborate with their trading partners to procure, manufacture, sell and distribute products more efficiently. The Company’s customers depend on outsourced manufacturing strategies and complex trading networks to compete in today’s global economy. They use the Company’s solutions to gain visibility into and control over their trading networks. The Company’s solutions enable its customers and their trading partners to overcome problems arising from communications across disparate systems by offering a reliable source of data, processes and analytics, which its customers rely on as the single version of the truth. The Company’s solutions empower its customers to manage demand they cannot predict and supply they do not control. | |
The Company acquired ICON-SCM AG (ICON) on July 30, 2013 (see note 3 to the condensed consolidated financial statements). | |
The Company’s corporate headquarters are located in Foster City, California, with additional offices in San Jose, California, Austin and Dallas, Texas, China, France, Germany, Malaysia, Finland, Taiwan and the United Kingdom. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended |
Aug. 31, 2013 | |
Summary of Significant Accounting Policies | (2) Summary of Significant Accounting Policies |
Basis of Presentation | |
The accompanying condensed consolidated financial statements are presented in accordance with United States generally accepted accounting principles (“U.S. GAAP”). The consolidated financial statements include the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. All intercompany balances and transactions have been eliminated in consolidation. Certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the United States of America (US GAAP) have been condensed or omitted under the rules and regulations of the Securities and Exchange Commission (SEC). | |
Unaudited Interim Financial Information | |
The accompanying condensed consolidated balance sheet as of August 31, 2013, the interim condensed consolidated statements of operations and comprehensive income (loss) for the three and six months ended August 31, 2013 and 2012, and the interim condensed consolidated statements of cash flows for the six months ended August 31, 2013 and 2012 and the related footnote disclosures are unaudited. These unaudited interim financial statements have been prepared in accordance with U.S. GAAP. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments of a normal recurring nature necessary for the fair presentation of the Company’s statement of financial position and operating results for the periods presented. The results for the three and six months ended August 31, 2013 are not necessarily indicative of the results expected for the full fiscal year or any other period. | |
Accounting Policies | |
The accompanying unaudited interim condensed consolidated financial statements and accompanying related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended February 28, 2013. There have been no changes in the Company’s significant accounting policies during the six months ended August 31, 2013 compared to such policies described in the audited consolidated financial statements included in Company’s Annual Report on Form 10-K for year ended February 28, 2013 except for the adoption of the following policies in connection with the acquisition of ICON: | |
Acquisition Related Expenses—Acquisition related expenses consist of third-party accounting and legal service fees, personnel-related expenses, travel expenses and other expenses incurred solely to prepare for and execute the acquisition of a business or an asset group. | |
Goodwill—Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and intangible assets of acquired entities. The Company performs a goodwill impairment test annually during the fourth quarter of the fiscal year and more frequently if an event or circumstance indicates that impairment may have occurred. Triggering events that may indicate a potential impairment include but are not limited to significant adverse change in customer demand or business climate, obsolescence of acquired technology and related competitive considerations. | |
The Company performs a goodwill impairment test in accordance with Account Standards Update (“ASU”) 2011-08, “Intangibles – Goodwill and Other: Testing Goodwill for Impairment,” which allows the Company to make a qualitative assessment to determine whether it is more likely than not that goodwill is impaired before applying the two-step goodwill impairment test. If the conclusion is that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company then performs a two-step goodwill impairment test. Under the first step, the fair value of the reporting unit is compared with its carrying value, and, if an indication of goodwill impairment exists for the reporting unit, the Company must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill as determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation. The residual fair value after this allocation is the implied fair value of the reporting unit goodwill. If the fair value of the reporting unit exceeds its carrying value, step two does not need to be performed. If the carrying amount of goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. The Company did not record any charges related to goodwill impairment for the three and six months ended August 31, 2013. | |
Intangible assets—Intangible assets are carried at cost less accumulated amortization, and are amortized using the straight-line method over their estimated useful lives, ranging up to 20 years. Significant judgment is required in estimating the fair value of intangible assets and in assigning their respective useful lives. The fair value estimates are based on available historical information and on future expectations and assumptions deemed reasonable by management but are inherently uncertain. Critical estimates in valuing the intangible assets include, but are not limited to, forecasts of the expected future cash flows attributable to the respective assets, anticipated growth in revenue from the acquired customer and product base, and the expected use of the acquired assets. | |
Accounting Updates | |
In February 2013, the FASB issued ASU 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income (“ASU 2013-02”). FASB issued ASU 2013-02 to improve the transparency of changes in other comprehensive income (“OCI”) and items reclassified out of accumulated other comprehensive income (“AOCI”) in financial statements. ASU 2013-02 requires an entity to provide information about amounts reclassified out of AOCI by component. In addition, an entity must present either on the face of the income statement or in the notes, significant amounts reclassified out of AOCI by the respective line items of net income. The reclassifications out of AOCI, and related tax impact, are not material to the Company’s condensed consolidated results of operations or financial position. | |
Use of Estimates | |
The preparation of the Company’s condensed consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported results of operations during the reporting period. Such estimates include the allowance for doubtful accounts receivable, deferred tax asset valuation allowance, unrecognized tax benefits, fair value of acquired net assets including intangibles, accrued liabilities, and stock-based compensation. Actual results could differ from those estimates. | |
Revenue Recognition | |
The Company generates revenue from the sale of subscriptions and support and professional services. | |
Subscriptions and Support. The Company offers on-demand software solutions, which enable its customers to have constant access to its solutions without the need to manage and support the software and associated hardware themselves. The Company houses the hardware and software in third-party facilities, and provides its customers with access to the software solutions, along with data security and storage, backup and recovery services and solution support. The Company’s customer contracts typically have a term of three to five years. The Company invoices its customers for subscriptions and support in advance for annual use of the software solutions. The Company’s payment terms typically require customers to pay within 30 to 90 days from the invoice date. | |
Professional Services. Professional services revenue is derived primarily from fees for enabling services, including solution consulting and solution deployment. These services are sold in conjunction with the sale of the Company’s on-demand software solutions. The Company provides professional services, both on a fixed fee and a time and materials basis, and invoices customers either in advance, monthly, or upon reaching project milestones. | |
The Company enters into arrangements with multiple elements, comprised of subscriptions and support and professional services. Arrangements with customers typically do not provide the customer with the right to take possession of the software supporting the on-demand solutions. The Company commences revenue recognition when all of the following criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the Company’s price to the customer is fixed or determinable, and collectability of the fees is reasonably assured. | |
The Company evaluates each of these criteria as follows: | |
Evidence of an Arrangement . The Company considers a binding agreement signed by it and the customer to be evidence of an arrangement. | |
Delivery . The Company typically considers delivery to have occurred when the on-demand software solutions are made available to the customer or services have been rendered. In arrangements where an existing customer purchases additional solutions, delivery occurs upon commencement of the contractual term. | |
Fixed or Determinable Fee . The Company considers the fee to be fixed or determinable unless the fee is subject to refund or adjustment or is not payable within its standard payment terms. If the fee is not fixed or determinable, the Company recognizes the revenue as amounts become due and payable. | |
Collectability of the Fees is Reasonably Assured . Collectability of the fees is reasonably assured if the Company expects that the customer will be able to pay amounts under the arrangement as payments become due. If the Company determines that collection is not reasonably assured, the Company defers the recognition of revenue until cash collection. | |
The Company accounts for subscriptions and support and professional services revenue as separate units of accounting and allocates revenue to each deliverable in an arrangement based on a selling price hierarchy. As the Company has been unable to establish vendor specific objective evidence (VSOE) or third party evidence (TPE) for the elements of its arrangements, the Company determines the estimated selling price (ESP) for each element primarily by considering prices the Company charges for similar offerings, size of the order and historical pricing practices. Revenue allocated to subscriptions and support is recognized over the contractual term. Professional services revenue sold on a fixed fee basis is recognized either under the proportional performance method of accounting using estimated labor hours, or upon acceptance of the services. Revenue from professional services sold on a time and material basis is recognized as services are delivered. | |
The Company acquired ICON on July 30, 2013. Historically, ICON sold perpetual or term licenses and related post-contract support (PCS) and professional services. During the post-acquisition period of approximately one month, all revenue recognized from legacy ICON revenue arrangements represented primarily post-contract support or professional services. | |
Accounting for the Impairment of Long-Lived Assets | |
The Company evaluates the recoverability of its long-lived assets, which consist principally of property and equipment and acquired intangible assets with finite lives, whenever events or circumstances indicate that the carrying amount of these assets may not be recoverable. Recoverability of an asset is measured by comparing the carrying amount to the expected future undiscounted cash flows that the asset is expected to generate. If that review indicates that the carrying amount of the long-lived asset is not recoverable, an impairment loss is recorded for the amount by which the carrying amount of the asset exceeds its fair value. The Company did not incur any long-lived asset impairment charges during the three and six month ended August 31, 2013 and 2012. | |
Acquisition
Acquisition | 6 Months Ended | ||||||||
Aug. 31, 2013 | |||||||||
Acquisition | (3) Acquisition | ||||||||
On July 30, 2013, the Company acquired all of the outstanding shares of ICON, a market leader in supply chain planning and collaboration, for approximately $26.6 million. The total initial purchase consideration comprised the following (in thousands): | |||||||||
Cash payment | $ | 12,412 | |||||||
Acquisition costs payable to seller, to be placed in escrow | 5,309 | ||||||||
451,593 shares of the Company’s common stock | 8,849 | ||||||||
Total | $ | 26,570 | |||||||
Transaction costs of $0.8 million associated with the acquisition of ICON were expensed as incurred and presented as Acquisition-related expenses as a part of operating expenses on our condensed consolidated statements of operations for the three and six months ended August 31, 2013. | |||||||||
Allocation of Consideration Transferred | |||||||||
The identifiable assets acquired and liabilities assumed were recognized and measured as of the acquisition date based on their estimated fair values. The excess of the fair value of consideration transferred over estimated fair value of the net tangible assets and intangible assets was recorded as goodwill. | |||||||||
The Company is accounting for the ICON acquisition under the purchase method of accounting as a business combination. The following table summarizes the preliminary estimates of fair values of the assets and liabilities assumed at the acquisition date based on the preliminary purchase price allocation. The Company is in the process of validating and refining the assumptions and estimates required in establishing the fair values of the identifiable assets and liabilities, including identifiable intangible assets. The final purchase price allocation may differ from the preliminary amounts disclosed below (in thousands): | |||||||||
Cash and cash equivalents | $ | 923 | |||||||
Accounts receivable | 1,274 | ||||||||
Prepaid expenses and other current assets | 219 | ||||||||
Long-term investments | 354 | ||||||||
Property and equipment | 61 | ||||||||
Identifiable intangible assets | 12,900 | ||||||||
Other assets | 227 | ||||||||
Total identifiable assets acquired | 15,958 | ||||||||
Accounts payable and accrued liabilities | (3,080 | ) | |||||||
Deferred revenue | (1,154 | ) | |||||||
Convertible bond and long-term debt | (7,126 | ) | |||||||
Deferred tax liability | (3,689 | ) | |||||||
Other noncurrent liabilities | (47 | ) | |||||||
Total liabilities assumed | (15,096 | ) | |||||||
Net identifiable assets acquired | 862 | ||||||||
Goodwill | 25,708 | ||||||||
Total consideration | $ | 26,570 | |||||||
The key factor attributable to the creation of goodwill by the transaction is that, by combining ICON’s integrated planning and analytics capabilities with the Company’s Business Network, the Company expands its market opportunity and solution portfolio, accelerates its product roadmap, and extends its position as the leader in the collaborative planning and execution space. | |||||||||
As of the date of acquisition, the identifiable intangibles are comprised of developed technology of approximately $7.0 million and a customer relationship intangible of approximately $5.9 million. The Company is currently evaluating the expected useful life of these identifiable intangible assets and they may range up to 20 years. The amortization for the post acquisition period of approximately one month was not material to consolidated financial statements. | |||||||||
ICON’s results of operations have been included in our condensed consolidated financial statements subsequent to the date of acquisition. Revenue earned by ICON was $1,062,000 for the period from the acquisition date of July 30, 2013 to August 31, 2013. Immediately following the acquisition, ICON’s operations in the United States were merged into the Company’s operations, as such, the standalone ICON net income (loss) post-acquisition is not readily determinable. The unaudited pro forma Revenue and Net Loss for six months ended August 31, 2013 presented below combine the consolidated results of the Company and ICON giving effect to the acquisition of ICON as if it had been completed on March 1, 2012, the beginning of the annual reporting period prior to the year of acquisition. The unaudited pro forma financial results presented below do not include any anticipated synergies or other expected benefits of the acquisition. This unaudited pro forma financial information is presented for informational purposes only and is not indicative of future operations or results had the acquisition been completed as of March 1, 2012. The unaudited pro forma financial results include certain adjustments for additional depreciation and amortization expense based upon the fair value step-up and estimated useful lives of ICON’s amortizable assets acquired in the transaction, adjustments to net interest expense based upon settlement of debt assumed upon acquisition, and adjustments to net income to reflect the decrease of interest income arising from the reduction of investments in available-for-sale securities. The provision for income taxes from continuing operations has also been adjusted for all periods, based upon the foregoing adjustments to historical results. | |||||||||
(in thousands, except per share data) | Six Months Ended | Six Months Ended | |||||||
August 31, 2013 | August 31, 2012 | ||||||||
Pro forma revenue | $ | 37,442 | $ | 44,321 | |||||
Pro forma net loss | (13,213 | ) | (1,700 | ) | |||||
Pro forma net loss per share: | |||||||||
Basic | (0.50 | ) | (0.15 | ) | |||||
Diluted | (0.50 | ) | (0.15 | ) |
Cash_and_investments
Cash and investments | 6 Months Ended | ||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||
Cash and investments | (4) Cash and investments | ||||||||||||||||
The following table presents cash, cash equivalents and available-for-sale securities for the periods presented (in thousands): | |||||||||||||||||
Amortized | Gross | Gross | Estimated | ||||||||||||||
Cost | Unrealized | Unrealized | Fair Market | ||||||||||||||
Gains | Losses | Value | |||||||||||||||
As of August 31, 2013: | |||||||||||||||||
Cash | $ | 5,925 | $ | — | $ | — | $ | 5,925 | |||||||||
Cash equivalents: | |||||||||||||||||
Money market accounts | 4,929 | — | — | 4,929 | |||||||||||||
Money market funds | 2,095 | — | — | 2,095 | |||||||||||||
Total cash and cash equivalents | $ | 12,949 | $ | — | $ | — | $ | 12,949 | |||||||||
Short-term investments: | |||||||||||||||||
Corporate debt securities | 1,592 | 1 | — | 1,593 | |||||||||||||
Mortgage-backed securities | 508 | — | (2 | ) | 506 | ||||||||||||
Municipal debt securities | 350 | — | — | 350 | |||||||||||||
Asset-backed securities | 1,288 | — | (2 | ) | 1,286 | ||||||||||||
Total short-term investments | $ | 3,738 | $ | 1 | $ | (4 | ) | $ | 3,735 | ||||||||
Long-term investments: | |||||||||||||||||
Corporate debt securities | 2,092 | 2 | (3 | ) | 2,091 | ||||||||||||
Asset-backed securities | 929 | — | (1 | ) | 928 | ||||||||||||
Mortgage-backed securities | 442 | 2 | (1 | ) | 443 | ||||||||||||
Municipal debt securities | 1,287 | — | (2 | ) | 1,285 | ||||||||||||
Common trust fund | 109 | — | — | 109 | |||||||||||||
Insurance company contract | 15 | — | — | 15 | |||||||||||||
Total long-term investments | $ | 4,874 | $ | 4 | $ | (7 | ) | $ | 4,871 | ||||||||
Total | $ | 21,561 | $ | 5 | $ | (11 | ) | $ | 21,555 | ||||||||
As of February 28, 2013: | |||||||||||||||||
Cash | $ | 1,436 | $ | — | $ | — | $ | 1,436 | |||||||||
Cash equivalents: | |||||||||||||||||
Money market accounts | 2,501 | — | — | 2,501 | |||||||||||||
Money market funds | 3,879 | — | — | 3,879 | |||||||||||||
Commercial paper | 12,445 | 1 | — | 12,446 | |||||||||||||
Total cash and cash equivalents | $ | 20,261 | $ | 1 | $ | — | $ | 20,262 | |||||||||
Short-term investments: | |||||||||||||||||
Commercial paper | 12,322 | 1 | — | 12,323 | |||||||||||||
Corporate debt securities | 2,373 | 2 | — | 2,375 | |||||||||||||
Mortgage-backed securities | 594 | — | (3 | ) | 591 | ||||||||||||
Total short-term investments | $ | 15,289 | $ | 3 | $ | (3 | ) | $ | 15,289 | ||||||||
Long-term investments: | |||||||||||||||||
Corporate debt securities | 5,981 | 10 | (1 | ) | 5,990 | ||||||||||||
Asset-backed securities | 3,044 | 2 | — | 3,046 | |||||||||||||
Mortgage-backed securities | 1,803 | 5 | (3 | ) | 1,805 | ||||||||||||
Municipal debt securities | 851 | — | — | 851 | |||||||||||||
Total long-term investments | $ | 11,679 | $ | 17 | $ | (4 | ) | $ | 11,692 | ||||||||
Total | $ | 47,229 | $ | 21 | $ | (7 | ) | $ | 47,243 | ||||||||
The available-for-sale securities that the Company intends to hold for less than one year are classified as short-term investments, and the securities that the Company intends to hold for more than one year are classified as long-term investments. | |||||||||||||||||
The following table presents available-for-sale securities, recorded in short-term and long-term investments, by contractual maturity date as of August 31, 2013 (in thousands): | |||||||||||||||||
Amortized | Estimated | ||||||||||||||||
Cost | Fair Market | ||||||||||||||||
Value | |||||||||||||||||
Due in one year or less | $ | 3,738 | $ | 3,735 | |||||||||||||
Due after one year through two years | 4,874 | 4,871 | |||||||||||||||
Total | $ | 8,612 | $ | 8,606 | |||||||||||||
For the three and six months ended August 31, 2013, the realized gains and losses, and unrealized losses on these available-for-sale securities were not material. Additionally, none of these securities were in a continuous unrealized loss position for more than 12 months. As of August 31, 2013, the Company did not consider any of its available-for-sale securities to be other-than-temporarily impaired. |
Consolidated_Balance_Sheet_Com
Consolidated Balance Sheet Components | 6 Months Ended | ||||||||
Aug. 31, 2013 | |||||||||
Consolidated Balance Sheet Components | (5) Consolidated Balance Sheet Components | ||||||||
Consolidated balance sheet components as of the dates presented comprised the following (in thousands): | |||||||||
August 31, | February 28, | ||||||||
2013 | 2013 | ||||||||
Prepaid expenses and other current assets: | |||||||||
Prepaid software license fees, hardware and software maintenance | $ | 1,562 | $ | 1,109 | |||||
Other prepaid expenses and other current assets | 1,572 | 1,103 | |||||||
$ | 3,134 | $ | 2,212 | ||||||
Software licenses, maintenance, services and insurance premiums financed through capital leases and notes payable included above aggregated $3,462,000 and $1,615,000 as of August 31, 2013 and February 28, 2013. Accumulated amortization on software licenses aggregated $792,000 and $344,000 as of August 31, 2013 and February 28, 2013. Amortization of software licenses held under capital leases and notes payable is included in software license expense. Prepaid maintenance and insurance are expensed over the term of the agreements. | |||||||||
August 31, | February 28, | ||||||||
2013 | 2013 | ||||||||
Property and equipment, net: | |||||||||
Software | $ | 8,870 | $ | 8,543 | |||||
Computer equipment | 8,943 | 7,718 | |||||||
Leasehold improvements | 485 | 484 | |||||||
Furniture and fixtures | 149 | 119 | |||||||
18,447 | 16,864 | ||||||||
Less: accumulated depreciation and amortization | (15,219 | ) | (14,426 | ) | |||||
$ | 3,228 | $ | 2,438 | ||||||
Property and equipment financed through capital leases and notes payable included above aggregated $2,338,000 and $662,000 as of August 31, 2013 and February 28, 2013. Accumulated depreciation and amortization on these assets aggregated $422,000 and $100,000 as of August 31, 2013 and February 28, 2013. | |||||||||
August 31, | February 28, | ||||||||
2013 | 2013 | ||||||||
Accounts payable and accrued liabilities: | |||||||||
Accrued compensation costs | $ | 6,762 | $ | 7,701 | |||||
Trade accounts payable | 3,405 | 1,582 | |||||||
Accrued taxes and other | 2,433 | 1,486 | |||||||
$ | 12,600 | $ | 10,769 | ||||||
Notes_Payable_and_Capital_Leas
Notes Payable and Capital Lease Obligations | 6 Months Ended | ||||
Aug. 31, 2013 | |||||
Notes Payable and Capital Lease Obligations | (6) Notes Payable and Capital Lease Obligations | ||||
The Company financed the purchase of certain equipment, software and related support and maintenance with notes payable and capital leases. The terms of the notes payable are from nine months to three years, and the notes bear interest at rates ranging from 3.03% to 13.13% per annum. The total principal payments remaining under the notes payable and capital lease obligations of $4,069,000 as of August 31, 2013 as follows (in thousands): | |||||
Fiscal year ending: | |||||
2014 (remaining 6 months) | $ | 1,250 | |||
2015 | 1,997 | ||||
2016 | 1,157 | ||||
Total minimum lease payments | 4,404 | ||||
Less: amount representing interest | (335 | ) | |||
Present value of minimum lease payments | 4,069 | ||||
Less: current portion | (2,180 | ) | |||
Total, net of current portion | $ | 1,889 | |||
Related_Party_Transactions
Related Party Transactions | 6 Months Ended |
Aug. 31, 2013 | |
Related Party Transactions | (7) Related Party Transactions |
One of the Company’s directors, Patrick J. O’Malley, III, is the Chief Financial Officer of Seagate Technology Public Limited Company, or Seagate PLC. Seagate LLC, a wholly owned subsidiary of Seagate PLC (Seagate), is one of the Company’s customers and the Company received payments from Seagate of $242,000 and $484,000 for the three months ended August 31, 2013 and 2012, and $1,275,000 and $905,000 for the six months ended August 31, 2013 and 2012. The Company has outstanding receivable from Seagate of $1,550,000 and $1,031,000 as of August 31, 2013 and February 28, 2013. |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended | ||||
Aug. 31, 2013 | |||||
Commitments and Contingencies | (8) Commitments and Contingencies | ||||
Acquisition cost payable to seller, to be placed in an escrow | |||||
In accordance with the share purchase agreement for the acquisition of ICON, the Company will place in escrow $5,309,000 payable to ICON’s former shareholders. The amount in escrow will be released to ICON’s former shareholders on July 31, 2014, the escrow expiration date, net of claims arising during the escrow period. The Company and the former shareholders have not selected the escrow agent as of August 31, 2013. | |||||
Leases | |||||
The Company leases its primary office space under noncancelable operating leases with various expiration dates through July 2018. Rent expense was $632,000 and $459,000 for the three months ended August 31, 2013 and 2012, and $1,228,000 and $885,000 for the six months ended August 31, 2013 and 2012. Future minimum lease payments under noncancelable operating leases as of August 31, 2013 are as follows (in thousands): | |||||
Fiscal year ending: | |||||
2014 (remaining 6 months) | $ | 1,246 | |||
2015 | 2,172 | ||||
2016 | 1,678 | ||||
2017 | 1,564 | ||||
2018 | 1,449 | ||||
Thereafter | 540 | ||||
Total minimum lease payments | $ | 8,649 | |||
Several of the operating lease agreements require the Company to provide security deposits. As of August 31, 2013 and February 28, 2013, lease deposits totaled $420,000 and $335,000. The deposits are generally refundable at the expiration of the lease, assuming all of the Company’s obligations under the lease agreement have been met, and are included in other assets in the condensed consolidated balance sheets. | |||||
Contingencies | |||||
From time to time, the Company is subject to contingencies that arise in the ordinary course of business. The Company records an accrual for a contingency when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company does not currently believe the resolution of any such contingencies will have a material effect upon the Company’s financial position, results of operations or cash flows. |
Interest_and_other_income_expe
Interest and other income (expense), net | 6 Months Ended | ||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||
Interest and other income (expense), net | (9) Interest and other income (expense), net | ||||||||||||||||
Interest and other income (expense), net for the periods presented consisted of the following (in thousands): | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
August 31, | August 31, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Interest income | $ | 33 | $ | 7 | $ | 81 | $ | 7 | |||||||||
Interest expense | (46 | ) | (106 | ) | (68 | ) | (179 | ) | |||||||||
Bank financing fees | (1 | ) | (52 | ) | (1 | ) | (116 | ) | |||||||||
Foreign exchange gains (losses)—realized and unrealized, net | 10 | (33 | ) | (43 | ) | 192 | |||||||||||
Gains (losses) from foreign currency contracts—realized and unrealized, net | 26 | 16 | 103 | (172 | ) | ||||||||||||
Other, net | 9 | (1 | ) | 10 | 4 | ||||||||||||
$ | 31 | $ | (169 | ) | $ | 82 | $ | (264 | ) | ||||||||
Income_Taxes
Income Taxes | 6 Months Ended |
Aug. 31, 2013 | |
Income Taxes | (10) Income Taxes |
The Company records its interim provision for income taxes based on its estimated annual effective tax rate for the year. The income tax provision for the three months ended August 31, 2013 and 2012 was $35,000 and $32,000, and for the six months ended August 31, 2013 and 2012 was $74,000 and $75,000. The Company has incurred operating losses for most years since inception. As of February 28, 2013, it had net operating loss, or NOL, carryforwards for federal income tax purposes of $318,323,000, which begin to expire in fiscal 2023, and had NOL carryforwards for state income tax purposes of $100,320,000, which begin to expire in fiscal 2014. In order to utilize the NOLs, the Company must generate consolidated taxable income which can offset such carryforwards. The deferred tax asset associated with the NOLs is $93,992,000. As a result of those continuing losses, management has determined that insufficient evidence exists to support that it is more likely than not that the Company will realize the benefits of its U.S. net deferred tax assets and therefore has recorded a valuation allowance to reduce the net carrying value of these deferred tax assets to zero. Accordingly, the Company has not recorded a provision for income taxes for any of the periods presented other than provisions for estimated federal alternative minimum taxes, state and foreign taxes, as well as income taxes in foreign jurisdictions. The Company’s effective tax rate differs from the statutory rate due primarily to valuation allowances on deferred taxes, state taxes, foreign taxes, and tax contingencies. | |
As of August 31, 2013, the Company has recorded a $3,689,000 noncurrent deferred tax liability in connection with the acquisition of ICON. The deferred tax liability represents primarily the tax effect of the difference between the estimated fair value of the acquired intangible assets and the tax basis ($0) of such assets. The estimated amount is determined by multiplying the difference by the German marginal tax rate of 29%. | |
The Company is subject to income tax in the United States as well as other tax jurisdictions in which it conducts business. Earnings from non-U.S. activities are subject to local country income taxes. The Company does not provide for federal income taxes on the undistributed earnings of its foreign subsidiaries as such earnings are expected to be reinvested indefinitely. There is $813,000 of undistributed earnings of the Company’s foreign subsidiaries as of August 31, 2013. It is not practicable to determine the income tax liability that might be incurred if these earnings were to be repatriated. | |
As of February 28, 2013, the total amount of gross unrecognized tax benefits was $4,500,000, of which $300,000, if recognized, would affect the Company’s effective tax rate. The Company recognizes interest and penalties related to unrecognized tax benefits as a component of income tax expense. The total amount of gross interest and penalties accrued was $68,000 as of February 28, 2013, and was classified as other noncurrent liabilities in the consolidated balance sheets. The Company believes that it has adequately provided for any adjustments that may result from tax examinations. However, the outcome of tax audits cannot be predicted with certainty. The Company is not currently under examination or audit by any taxing authorities. For the six months ended August 31, 2013, there has been no material change in the total amount or composition of the Company’s unrecognized tax benefits. The Company is subject to taxation in the U.S., various states and foreign jurisdictions. The 2000 to 2013 tax years’ statutes of limitations generally remain open and are subject to U.S. federal and state tax examinations. The statutes of limitations in foreign jurisdictions range from four to seven years, and the open tax years subject to examination are from 2007 to 2013. |
Stockbased_Compensation
Stock-based Compensation | 6 Months Ended | ||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||
Stock-based Compensation | (11) Stock-based Compensation | ||||||||||||||||
Options and Awards Granted to Employees | |||||||||||||||||
In June 2012, the Board adopted the 2012 Stock Plan (2012 Plan), which was subsequently approved by the Company’s stockholders. Upon the completion of the IPO, all shares that were reserved under the 2003 Stock Plan but not issued were assumed by the 2012 Plan. No additional shares will be issued under the 2003 Plan. Under the 2012 Plan, the Company has the ability to issue incentive stock options (ISOs), nonstatutory stock options (NSOs), stock appreciation rights, restricted stock, restricted stock units (RSUs), performance units and performance shares. No awards under the 2012 Plan were granted prior to the Company’s IPO. As of August 31, 2013 and February 28, 2013, there were 5,819,041 and 5,112,830 shares of common stock reserved for issuance under the 2012 Plan. | |||||||||||||||||
Options under the 2012 Plan may be granted for periods of up to 10 years; provided, however, that (i) the exercise price of an ISO and NSO shall not be less than 100% of the estimated fair value of the shares of common stock on the date of grant, and (ii) the exercise price of an ISO granted to a 10% stockholder shall not be less than 110% of the estimated fair value of the underlying shares on the date of grant. Options generally vest 25% on the one-year anniversary of the option grant date, and then monthly for three additional years, or monthly for a period of four years, and are exercisable for a period of 10 years after the date of grant. RSUs generally vest 25% on the first annual anniversary of the award grant date, and 25% each year thereafter on the annual anniversary of the award grant date for three additional years. | |||||||||||||||||
Some options granted are immediately exercisable and any unvested portion of the shares acquired upon early exercise is subject to a right of repurchase by the Company upon the employee’s termination at the original purchase price. The right of repurchase lapses as the options vest, which is generally over the four-year vesting period of the related options. As of February 28, 2013, there were 18,761 shares exercised that were subject to repurchase. The $6,566 aggregate exercise price of the options subject to repurchase as of February 28, 2013 is recorded in other noncurrent liabilities and is amortized to equity as the options vest. As of August 31, 2013, all of the early-exercised options have vested. | |||||||||||||||||
The determination of the fair value of stock-based payment awards on the date of grant using a pricing model is affected by the Company’s stock price as well as by certain assumptions including the Company’s expected stock price volatility over the term of the awards, actual and projected employee stock option exercise behavior, risk-free interest rates, and expected dividends. The estimated grant date fair values of the employee stock options were calculated using the Black Scholes valuation model, based on the following assumptions: | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
August 31, | August 31, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Expected term (in years) | 6.04 | 6.08 | 5.91 | 5.96 | |||||||||||||
Expected stock price volatility | 50.96% | 50.00% | 50.96% - 51.76% | 50.0% - 55.0% | |||||||||||||
Risk-free interest rate | 1.63% - 1.81% | 0.90% | 0.73% - 1.81% | 0.9% - 1.3% | |||||||||||||
Expected dividend yield | — | — | — | — | |||||||||||||
The expected term represents the period that stock-based awards are expected to be outstanding, giving consideration to the contractual terms of the stock-based awards, vesting schedules, and expectations of future employee behavior as influenced by changes to the terms of the Company’s stock-based awards. The Company estimated the expected term, using the simplified method due to limited exercise data, to be the period of time between the date of grant and the midpoint between option vesting and expiration. The Company estimated the expected volatility of its common stock based on the average of historical and implied volatility of comparable companies from a representative peer group based on industry and market capitalization data. The risk-free interest rate represents the yield on a constant maturity U.S. Treasury security with a term equal to the expected term of the options. Expected dividend yield is set at 0% because the Company does not expect to pay dividends during the term of the option, and historically has not paid any dividends to its stockholders. Management made an estimate of expected forfeitures and is recognizing compensation costs only for those equity awards expected to vest. | |||||||||||||||||
In July 2011, the Company awarded 749,464 stock options that were subject to certain financial performance requirements to be achieved by February 28, 2013, before vesting could occur. The vesting of these stock options was also dependent upon the employees’ continued employment after February 28, 2013. In March 2012, the Board of Directors approved a modification of the financial performance requirements. At the date of the modification, the Company determined that the achievement of the modified performance requirements was probable and, accordingly, compensation cost related to the modified awards of $149,000 was recorded in the condensed consolidated statement of operations for the three months ended May 31, 2012. Prior to this date, the Company had not recognized compensation expense associated with these grants because the Company believed that, based on the then-current and expected operational results, it was not probable that the associated financial performance requirements would be achieved. The financial performance requirements were achieved by February 28, 2013. The unrecognized compensation cost related to these options is $1,368,000 as of August 31, 2013, and is being recognized over the remaining vesting term of three years from February 28, 2013. | |||||||||||||||||
In July 2013, the Company awarded 125,250 restricted stock units that are subject to certain financial performance requirements to be achieved by February 28, 2014, before vesting can occur. The vesting of these stock options is also dependent upon the employees’ continued employment after February 28, 2014. The Company determined that, based on current and expected achievement of the performance requirements, certain of these awards are probable of vesting. Accordingly, compensation cost related to the awards deemed probable of vesting amounting to $116,000 was recorded in the condensed consolidated statement of operations for the three and six months ended August 31, 2013. The unrecognized compensation cost related to the awards is $1,419,000 as of August 31, 2013, and is being recognized over the remaining vesting term of two years from September 1, 2013. | |||||||||||||||||
Stock Options: | |||||||||||||||||
Stock option activity under the Company’s 2012 Plan for the years presented is as follows: | |||||||||||||||||
Number of | Weighted | Weighted | |||||||||||||||
shares | average | average | |||||||||||||||
exercise | remaining | ||||||||||||||||
price | term | ||||||||||||||||
Balance of options outstanding, February 28, 2013 | 2,674,335 | $ | 4.59 | 8.00 years | |||||||||||||
Options granted | 623,575 | 18.35 | |||||||||||||||
Options exercised | (565,808 | ) | 2.08 | ||||||||||||||
Options canceled and forfeited | (331,386 | ) | 4.68 | ||||||||||||||
Balance of options outstanding, August 31, 2013 | 2,400,716 | 8.75 | 8.25 years | ||||||||||||||
Balance of options expected to vest as of February 28, 2013 | 2,485,050 | 4.41 | 7.94 years | ||||||||||||||
Balance of options exercisable as of February 28, 2013 | 1,005,204 | 2.68 | 7.03 years | ||||||||||||||
Balance of options expected to vest as of August 31, 2013 | 2,315,813 | 8.6 | 8.23 years | ||||||||||||||
Balance of options exercisable as of August 31, 2013 | 766,623 | 4.91 | 7.36 years | ||||||||||||||
The weighted average grant date fair value of the employee stock options granted during the three months ended August 31, 2013 and August 31, 2012 was $18.63 and $16, and for the six months ended August 31, 2013 and August 31, 2012 was $18.35 and $10.04. | |||||||||||||||||
The intrinsic values of employee stock options exercised during the three months ended August 31, 2013 and August 31, 2012 was $4,455,000 and $1,356,000, and for the six months ended August 31, 2013 and August 31, 2012 was $8,770,000 and $1,957,000. The intrinsic values of vested shares as of August 31, 2013 and February 28, 2013 were $11,743,000 and $17,168,000. | |||||||||||||||||
As of August 31, 2013, and February 28, 2013 the number of unvested options was 1,634,093 and 1,669,131. | |||||||||||||||||
As of August 31, 2013 and February 28, 2013, the Company had $7,173,000 and $5,370,000 of unrecognized compensation cost excluding estimated forfeitures, related to unvested stock option awards, which is expected to be recognized over a weighted average period of 2.64 years and 2.28 years. | |||||||||||||||||
Restricted Stock Units: | |||||||||||||||||
The RSU activity under the Company’s 2012 Plan for the years presented is as follows: | |||||||||||||||||
Number of | Weighted | Weighted | |||||||||||||||
shares | average grant | average | |||||||||||||||
date fair value | remaining term | ||||||||||||||||
per share | |||||||||||||||||
Balance of awards outstanding, February 28 2013 | 118,500 | $ | 14.42 | 3.62 years | |||||||||||||
Awards granted | 172,714 | 17.86 | |||||||||||||||
Awards released | — | — | |||||||||||||||
Awards canceled and forfeited | (16,000 | ) | 16.61 | ||||||||||||||
Balance of awards outstanding, August 31, 2013 | 275,214 | $ | 16.45 | 2.46 years | |||||||||||||
Balance of awards expected to vest, February 28, 2013 | 92,136 | $ | 14.42 | 3.62 years | |||||||||||||
Balance of awards vested, February 28, 2013 | — | $ | — | — | |||||||||||||
Balance of awards expected to vest, August 31, 2013 | 254,192 | $ | 16.45 | 2.46 years | |||||||||||||
Balance of awards vested, August 31, 2013 | — | $ | — | — | |||||||||||||
The weighted average grant date fair value per share of the RSUs granted during the three months ended August 31, 2013 and August 31, 2012 was $19.26 and $0, and for the six months ended August 31, 2013 and August 31, 2012 was $17.86 and $0. | |||||||||||||||||
The intrinsic value of outstanding RSUs as of August 31, 2013 and February 28, 2013 was $5,568,000 and $2,342,000. | |||||||||||||||||
Total compensation expense for these awards recorded in the condensed consolidated statement of operations for the three months ended August 31, 2013 and August 31, 2012 was $260,000 and $0, and for the six months ended August 31, 2013 and August 31, 2012 was $390,000 and $0. As of August 31, 2013, none of the awards were vested or released. As of August 31, 2013 and February 28, 2013, the Company had $3,151,000 and $1,162,000 of unrecognized compensation expense related to these RSUs, which is expected to be recognized over a weighted average period of 2.46 years and 3.62 years. | |||||||||||||||||
Total share-based compensation: | |||||||||||||||||
Total compensation expense recorded for share-based payments for the three months ended August 31, 2013 and August 31, 2012 was $1,718,000 and $482,000, and for the six months ended August 31, 2013 and August 31, 2012 was $2,563,000 and $961,000. No compensation cost was capitalized during the three and six months ended August 31, 2013 and August 31, 2012. | |||||||||||||||||
The table below sets forth the functional classification of stock-based compensation expense for the periods presented (in thousands): | |||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
August 31, | August 31, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of revenue | $ | 497 | $ | 142 | $ | 729 | $ | 263 | |||||||||
Research and development | 148 | 25 | 216 | 78 | |||||||||||||
Sales and marketing | 617 | 137 | 907 | 282 | |||||||||||||
General and administrative | 456 | 178 | 711 | 338 | |||||||||||||
$ | 1,718 | $ | 482 | $ | 2,563 | $ | 961 | ||||||||||
Net_Income_Loss_Per_Share
Net Income (Loss) Per Share | 6 Months Ended | ||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||
Net Income (Loss) Per Share | (12) Net Income (Loss) Per Share | ||||||||||||||||
Basic net income (loss) per common share is computed by dividing the net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted net income per share is computed by dividing the net income by the weighted-average number of common shares outstanding, including potential dilutive common shares assuming the dilutive effect of outstanding stock options, restricted stock units and warrants using the treasury stock method. For periods in which the Company has generated a net loss, the Company does not include stock options, warrants, and unvested restricted stock units in its computation of diluted net income (loss) per share, as the impact of these awards is anti-dilutive. | |||||||||||||||||
The following table sets forth the computation of basic and diluted net loss per share (in thousands, except share and per share data): | |||||||||||||||||
Three Months Ended August 31, | Six Months Ended August 31, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net income (loss) | $ | (5,923 | ) | $ | 4,566 | $ | (11,317 | ) | $ | 2,188 | |||||||
Basic shares: | |||||||||||||||||
Weighted average common shares outstanding | 26,018 | 13,875 | 25,822 | 10,606 | |||||||||||||
Diluted shares: | |||||||||||||||||
Weighted average common shares outstanding | — | 13,875 | — | 10,606 | |||||||||||||
Weighted average effect of dilutive stock options | — | 1,671 | — | 1,640 | |||||||||||||
Weighted average effect of convertible preferred stock | — | 8,875 | — | 11,860 | |||||||||||||
26,018 | 24,421 | 25,822 | 24,106 | ||||||||||||||
Net income (loss) per share: | |||||||||||||||||
Basic | $ | (0.23 | ) | $ | 0.33 | $ | (0.44 | ) | $ | 0.21 | |||||||
Diluted | $ | (0.23 | ) | $ | 0.19 | $ | (0.44 | ) | $ | 0.09 | |||||||
The following outstanding shares, options, restricted stock units and warrants were excluded from the computation of diluted net income per share in the periods presented because including them would have had an anti-dilutive effect (in thousands): | |||||||||||||||||
Three Months Ended | Six Months | ||||||||||||||||
August 31, | Ended | ||||||||||||||||
August 31, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Options to purchase common stock | 1,275 | 27 | 1,375 | 13 | |||||||||||||
Restricted stock units | 235 | — | 185 | — |
Fair_Value_Measurements
Fair Value Measurements | 6 Months Ended | ||||||||||||||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||||||||||||||
Fair Value Measurements | (13) Fair Value Measurements | ||||||||||||||||||||||||||||||||
The Company’s financial instruments include cash and cash equivalents, investments, accounts receivable, net, accounts payable, payable to ICON shareholders, capital lease obligations and notes payable. Accounts receivable, net, accounts payable and payable to ICON shareholders are stated at their carrying value, which approximates fair value, due to their short maturity. The Company measures its cash equivalents, investments and foreign currency forward contracts at fair value based on an exchange or exit price as defined by the authoritative guidance on fair value measurements which represents the amount that would be received for an asset sale or an exit price, or paid to transfer a liability in an orderly transaction between knowledgeable and willing market participants. The Company estimates the fair value for capital lease obligations and notes payable by discounting the future cash flows of the lease and note payments. | |||||||||||||||||||||||||||||||||
As a basis for considering such assumptions, accounting guidance establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: | |||||||||||||||||||||||||||||||||
Level 1 | — | Observable inputs such as quoted prices in an active market; | |||||||||||||||||||||||||||||||
Level 2 | — | Inputs other than the quoted prices in active markets that are observable either directly or indirectly; and | |||||||||||||||||||||||||||||||
Level 3 | — | Unobservable inputs in which there is little or no market data, which requires the Company to develop its own assumptions. | |||||||||||||||||||||||||||||||
Observable inputs are based on market data obtained from independent sources. Unobservable inputs reflect the Company’s assessment of the assumptions market participants would use to value certain financial instruments. This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. | |||||||||||||||||||||||||||||||||
The Company’s assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy as of August 31, 2013 and February 28, 2013, are summarized as follows (in thousands): | |||||||||||||||||||||||||||||||||
August 31, 2013 | February 28, 2013 | ||||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||||||||
Assets: | |||||||||||||||||||||||||||||||||
Cash equivalents: | |||||||||||||||||||||||||||||||||
Money market accounts | $ | 4,929 | $ | — | $ | — | $ | 4,929 | $ | 2,501 | $ | — | $ | — | $ | 2,501 | |||||||||||||||||
Money market funds | 2,095 | — | — | 2,095 | 3,879 | — | — | 3,879 | |||||||||||||||||||||||||
Commercial paper | — | — | — | — | — | 12,446 | — | 12,446 | |||||||||||||||||||||||||
Short-term investments: | |||||||||||||||||||||||||||||||||
Commercial paper | — | — | — | — | — | 12,323 | — | 12,323 | |||||||||||||||||||||||||
Corporate debt securities | — | 1,593 | — | 1,593 | — | 2,375 | — | 2,375 | |||||||||||||||||||||||||
Asset backed securities | — | 1,286 | — | 1,286 | — | — | — | — | |||||||||||||||||||||||||
Mortgage backed securities | — | 506 | — | 506 | — | 591 | — | 591 | |||||||||||||||||||||||||
Municipal bonds | — | 350 | 350 | — | — | — | — | ||||||||||||||||||||||||||
Other current assets: | |||||||||||||||||||||||||||||||||
Foreign currency forward contracts | — | — | — | — | — | 4 | — | 4 | |||||||||||||||||||||||||
Long-term investments: | |||||||||||||||||||||||||||||||||
Corporate debt securities | — | 2,091 | — | 2,091 | — | 5,990 | — | 5,990 | |||||||||||||||||||||||||
Asset backed securities | — | 928 | — | 928 | — | 3,046 | — | 3,046 | |||||||||||||||||||||||||
Mortgage backed securities | — | 443 | — | 443 | — | 1,805 | — | 1,805 | |||||||||||||||||||||||||
Municipal bonds | — | 1,285 | — | 1,285 | — | 851 | — | 851 | |||||||||||||||||||||||||
Common trust fund | — | 109 | — | 109 | — | — | — | — | |||||||||||||||||||||||||
Insurance Company Contract | — | 15 | — | 15 | — | — | — | — | |||||||||||||||||||||||||
Other noncurrent assets: | |||||||||||||||||||||||||||||||||
Certificate of deposit | 16 | — | — | 16 | 16 | — | — | 16 | |||||||||||||||||||||||||
Total assets | $ | 7,040 | $ | 8,606 | $ | — | $ | 15,646 | $ | 6,396 | $ | 39,431 | $ | — | $ | 45,827 | |||||||||||||||||
Liabilities: | |||||||||||||||||||||||||||||||||
Other current liabilities: | |||||||||||||||||||||||||||||||||
Foreign currency forward contracts | — | (170 | ) | — | (170 | ) | — | (158 | ) | — | (158 | ) | |||||||||||||||||||||
Total liabilities | $ | — | $ | (170 | ) | $ | — | $ | (170 | ) | $ | — | $ | (158 | ) | $ | — | $ | (158 | ) | |||||||||||||
The fair value of the Company’s Level 1 financial instruments, which are traded in active markets, are based on quoted market prices for identical instruments. The fair value of the Company’s Level 2 financial instruments are based on quoted market prices for comparable instruments or model driven valuations using observable market data or inputs corroborated by observable market data. The Company’s foreign currency forward contracts are valued using pricing models that use observable market inputs and, therefore, are classified as Level 2. | |||||||||||||||||||||||||||||||||
In fiscal 2013 and the six months ended August 31, 2013, the Company sought to hedge the risks associated with exchange rate fluctuations through entry into forward exchange contracts. The contracts are classified as Level 2. The tables below present the notional amounts (at the contract exchange rates), the weighted-average contractual foreign currency exchange rates, and the estimated fair value of contracts outstanding as of August 31, 2013 and February 28, 2013 (in USD thousands, except average contract rate): | |||||||||||||||||||||||||||||||||
August 31, 2013 | February 28, 2013 | ||||||||||||||||||||||||||||||||
Notional | Average | Estimated | Notional | Average | Estimated | ||||||||||||||||||||||||||||
Sell | Contract | Fair | Sell | Contract | Fair | ||||||||||||||||||||||||||||
(Buy) | Rate | Value | (Buy) | Rate | Value | ||||||||||||||||||||||||||||
Foreign currency forward exchange contracts: | |||||||||||||||||||||||||||||||||
Euro | $ | 5,935 | 1.3 | $ | (63 | ) | $ | 7,322 | 1.3 | $ | (146 | ) | |||||||||||||||||||||
Malaysian Ringgit | (5,706 | ) | 3.1 | (50 | ) | (2,255 | ) | 3.1 | (8 | ) | |||||||||||||||||||||||
British Pound | (973 | ) | 1.5 | (57 | ) | — | — | — | |||||||||||||||||||||||||
Total | $ | (744 | ) | $ | (170 | ) | 5,067 | $ | (154 | ) | |||||||||||||||||||||||
The Company entered into the foreign exchange contracts with two counterparties. The Company has the right of offset for gains earned and losses incurred under contracts with the same counterparty, and therefore has recorded contracts with the same counterparty on a net basis in the balance sheet. | |||||||||||||||||||||||||||||||||
The Company does not use derivatives for speculative or trading purposes. |
Significant_Customer_Informati
Significant Customer Information | 6 Months Ended | ||||||||||||||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||||||||||||||
Significant Customer Information | (14) Significant Customer Information | ||||||||||||||||||||||||||||||||
Customers accounting for 10% or more of revenue or accounts receivable were as follows: | |||||||||||||||||||||||||||||||||
Three months ended | Three months ended | Six months ended | Six months ended | ||||||||||||||||||||||||||||||
August 31, 2013 | August 31, 2012 | August 31, 2013 | August 31, 2012 | ||||||||||||||||||||||||||||||
Percentage | Percentage | Percentage | Percentage | Percentage | Percentage | Percentage | Percentage | ||||||||||||||||||||||||||
of total | of | of total | of | of total | of | of total | of | ||||||||||||||||||||||||||
revenue | accounts | revenue | accounts | revenue | accounts | revenue | accounts | ||||||||||||||||||||||||||
receivable | receivable | receivable | receivable | ||||||||||||||||||||||||||||||
Customer A | * | * | 13 | % | 13 | % | * | * | 12 | % | 13 | % | |||||||||||||||||||||
Customer B | * | * | 28 | * | * | * | 22 | * | |||||||||||||||||||||||||
Customer C | * | * | * | 15 | * | * | * | 15 | |||||||||||||||||||||||||
Customer D | * | 17 | % | * | 14 | * | 17 | % | * | 14 | |||||||||||||||||||||||
Customer E | * | 20 | * | * | * | 20 | * | * | |||||||||||||||||||||||||
* | Indicates less than 10% | ||||||||||||||||||||||||||||||||
Revenue by geographic region, based on the billing address of the customer, was as follows (in thousands): | |||||||||||||||||||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||||||
August 31, | August 31, | ||||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Revenue by geographic region: | |||||||||||||||||||||||||||||||||
Americas | $ | 15,058 | $ | 18,774 | $ | 27,557 | $ | 31,259 | |||||||||||||||||||||||||
Europe | 2,766 | 4,000 | 5,670 | 6,898 | |||||||||||||||||||||||||||||
Asia | 188 | 117 | 384 | 207 | |||||||||||||||||||||||||||||
Total | $ | 18,012 | $ | 22,891 | $ | 33,611 | $ | 38,364 | |||||||||||||||||||||||||
Countries accounting for 10% or more of revenue were as follows: | |||||||||||||||||||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||||||
August 31, | August 31, | ||||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Revenue by country: | |||||||||||||||||||||||||||||||||
United States | 79.2 | % | 52.1 | % | 77.2 | % | 57.4 | % | |||||||||||||||||||||||||
Canada | * | 29.9 | * | 24.1 | |||||||||||||||||||||||||||||
United Kingdom | * | * | * | * | |||||||||||||||||||||||||||||
* | Indicates less than 10% |
Credit_Facility
Credit Facility | 6 Months Ended |
Aug. 31, 2013 | |
Credit Facility | (15) Credit Facility |
On October 7, 2013, the Company entered into a Business Financing Agreement for a revolving loan facility with a borrowing capacity of up to $20,000,000, with availability to be subject to a borrowing formula, and secured by the Company’s accounts receivable and contracted backlog. The revolving loan facility bears interest at a per annum rate equal to the Wall Street Journal prime rate minus 0.25%, with a floor for the prime rate of 3.25%. The revolving loan facility is a general obligation of the Company secured by the Company’s tangible and intangible assets, as well as a negative pledge whereby the Company agrees not to give any creditor a security interest on the Company’s intellectual property. | |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Aug. 31, 2013 | |
Basis of Presentation | Basis of Presentation |
The accompanying condensed consolidated financial statements are presented in accordance with United States generally accepted accounting principles (“U.S. GAAP”). The consolidated financial statements include the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. All intercompany balances and transactions have been eliminated in consolidation. Certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the United States of America (US GAAP) have been condensed or omitted under the rules and regulations of the Securities and Exchange Commission (SEC). | |
Unaudited Interim Financial Information | Unaudited Interim Financial Information |
The accompanying condensed consolidated balance sheet as of August 31, 2013, the interim condensed consolidated statements of operations and comprehensive income (loss) for the three and six months ended August 31, 2013 and 2012, and the interim condensed consolidated statements of cash flows for the six months ended August 31, 2013 and 2012 and the related footnote disclosures are unaudited. These unaudited interim financial statements have been prepared in accordance with U.S. GAAP. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments of a normal recurring nature necessary for the fair presentation of the Company’s statement of financial position and operating results for the periods presented. The results for the three and six months ended August 31, 2013 are not necessarily indicative of the results expected for the full fiscal year or any other period. | |
Accounting Policies | Accounting Policies |
The accompanying unaudited interim condensed consolidated financial statements and accompanying related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended February 28, 2013. There have been no changes in the Company’s significant accounting policies during the six months ended August 31, 2013 compared to such policies described in the audited consolidated financial statements included in Company’s Annual Report on Form 10-K for year ended February 28, 2013 except for the adoption of the following policies in connection with the acquisition of ICON: | |
Acquisition Related Expenses—Acquisition related expenses consist of third-party accounting and legal service fees, personnel-related expenses, travel expenses and other expenses incurred solely to prepare for and execute the acquisition of a business or an asset group. | |
Goodwill—Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and intangible assets of acquired entities. The Company performs a goodwill impairment test annually during the fourth quarter of the fiscal year and more frequently if an event or circumstance indicates that impairment may have occurred. Triggering events that may indicate a potential impairment include but are not limited to significant adverse change in customer demand or business climate, obsolescence of acquired technology and related competitive considerations. | |
The Company performs a goodwill impairment test in accordance with Account Standards Update (“ASU”) 2011-08, “Intangibles – Goodwill and Other: Testing Goodwill for Impairment,” which allows the Company to make a qualitative assessment to determine whether it is more likely than not that goodwill is impaired before applying the two-step goodwill impairment test. If the conclusion is that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company then performs a two-step goodwill impairment test. Under the first step, the fair value of the reporting unit is compared with its carrying value, and, if an indication of goodwill impairment exists for the reporting unit, the Company must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill as determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation. The residual fair value after this allocation is the implied fair value of the reporting unit goodwill. If the fair value of the reporting unit exceeds its carrying value, step two does not need to be performed. If the carrying amount of goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. The Company did not record any charges related to goodwill impairment for the three and six months ended August 31, 2013. | |
Intangible assets—Intangible assets are carried at cost less accumulated amortization, and are amortized using the straight-line method over their estimated useful lives, ranging up to 20 years. Significant judgment is required in estimating the fair value of intangible assets and in assigning their respective useful lives. The fair value estimates are based on available historical information and on future expectations and assumptions deemed reasonable by management but are inherently uncertain. Critical estimates in valuing the intangible assets include, but are not limited to, forecasts of the expected future cash flows attributable to the respective assets, anticipated growth in revenue from the acquired customer and product base, and the expected use of the acquired assets. | |
Accounting Updates | Accounting Updates |
In February 2013, the FASB issued ASU 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income (“ASU 2013-02”). FASB issued ASU 2013-02 to improve the transparency of changes in other comprehensive income (“OCI”) and items reclassified out of accumulated other comprehensive income (“AOCI”) in financial statements. ASU 2013-02 requires an entity to provide information about amounts reclassified out of AOCI by component. In addition, an entity must present either on the face of the income statement or in the notes, significant amounts reclassified out of AOCI by the respective line items of net income. The reclassifications out of AOCI, and related tax impact, are not material to the Company’s condensed consolidated results of operations or financial position. | |
Use of Estimates | Use of Estimates |
The preparation of the Company’s condensed consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported results of operations during the reporting period. Such estimates include the allowance for doubtful accounts receivable, deferred tax asset valuation allowance, unrecognized tax benefits, fair value of acquired net assets including intangibles, accrued liabilities, and stock-based compensation. Actual results could differ from those estimates. | |
Revenue Recognition | Revenue Recognition |
The Company generates revenue from the sale of subscriptions and support and professional services. | |
Subscriptions and Support. The Company offers on-demand software solutions, which enable its customers to have constant access to its solutions without the need to manage and support the software and associated hardware themselves. The Company houses the hardware and software in third-party facilities, and provides its customers with access to the software solutions, along with data security and storage, backup and recovery services and solution support. The Company’s customer contracts typically have a term of three to five years. The Company invoices its customers for subscriptions and support in advance for annual use of the software solutions. The Company’s payment terms typically require customers to pay within 30 to 90 days from the invoice date. | |
Professional Services. Professional services revenue is derived primarily from fees for enabling services, including solution consulting and solution deployment. These services are sold in conjunction with the sale of the Company’s on-demand software solutions. The Company provides professional services, both on a fixed fee and a time and materials basis, and invoices customers either in advance, monthly, or upon reaching project milestones. | |
The Company enters into arrangements with multiple elements, comprised of subscriptions and support and professional services. Arrangements with customers typically do not provide the customer with the right to take possession of the software supporting the on-demand solutions. The Company commences revenue recognition when all of the following criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the Company’s price to the customer is fixed or determinable, and collectability of the fees is reasonably assured. | |
The Company evaluates each of these criteria as follows: | |
Evidence of an Arrangement . The Company considers a binding agreement signed by it and the customer to be evidence of an arrangement. | |
Delivery . The Company typically considers delivery to have occurred when the on-demand software solutions are made available to the customer or services have been rendered. In arrangements where an existing customer purchases additional solutions, delivery occurs upon commencement of the contractual term. | |
Fixed or Determinable Fee . The Company considers the fee to be fixed or determinable unless the fee is subject to refund or adjustment or is not payable within its standard payment terms. If the fee is not fixed or determinable, the Company recognizes the revenue as amounts become due and payable. | |
Collectability of the Fees is Reasonably Assured . Collectability of the fees is reasonably assured if the Company expects that the customer will be able to pay amounts under the arrangement as payments become due. If the Company determines that collection is not reasonably assured, the Company defers the recognition of revenue until cash collection. | |
The Company accounts for subscriptions and support and professional services revenue as separate units of accounting and allocates revenue to each deliverable in an arrangement based on a selling price hierarchy. As the Company has been unable to establish vendor specific objective evidence (VSOE) or third party evidence (TPE) for the elements of its arrangements, the Company determines the estimated selling price (ESP) for each element primarily by considering prices the Company charges for similar offerings, size of the order and historical pricing practices. Revenue allocated to subscriptions and support is recognized over the contractual term. Professional services revenue sold on a fixed fee basis is recognized either under the proportional performance method of accounting using estimated labor hours, or upon acceptance of the services. Revenue from professional services sold on a time and material basis is recognized as services are delivered. | |
The Company acquired ICON on July 30, 2013. Historically, ICON sold perpetual or term licenses and related post-contract support (PCS) and professional services. During the post-acquisition period of approximately one month, all revenue recognized from legacy ICON revenue arrangements represented primarily post-contract support or professional services. | |
Accounting for the Impairment of Long-Lived Assets | Accounting for the Impairment of Long-Lived Assets |
The Company evaluates the recoverability of its long-lived assets, which consist principally of property and equipment and acquired intangible assets with finite lives, whenever events or circumstances indicate that the carrying amount of these assets may not be recoverable. Recoverability of an asset is measured by comparing the carrying amount to the expected future undiscounted cash flows that the asset is expected to generate. If that review indicates that the carrying amount of the long-lived asset is not recoverable, an impairment loss is recorded for the amount by which the carrying amount of the asset exceeds its fair value. The Company did not incur any long-lived asset impairment charges during the three and six month ended August 31, 2013 and 2012. |
Acquisition_Tables
Acquisition (Tables) | 6 Months Ended | ||||||||
Aug. 31, 2013 | |||||||||
Components of Purchase Consideration | The total initial purchase consideration comprised the following (in thousands): | ||||||||
Cash payment | $ | 12,412 | |||||||
Acquisition costs payable to seller, to be placed in escrow | 5,309 | ||||||||
451,593 shares of the Company’s common stock | 8,849 | ||||||||
Total | $ | 26,570 | |||||||
Summary of Estimated Fair Values of Assets and Liabilities Assumed at Date of Acquisition Based on Preliminary Purchase Price Allocation | The following table summarizes the preliminary estimates of fair values of the assets and liabilities assumed at the acquisition date based on the preliminary purchase price allocation. (in thousands): | ||||||||
Cash and cash equivalents | $ | 923 | |||||||
Accounts receivable | 1,274 | ||||||||
Prepaid expenses and other current assets | 219 | ||||||||
Long-term investments | 354 | ||||||||
Property and equipment | 61 | ||||||||
Identifiable intangible assets | 12,900 | ||||||||
Other assets | 227 | ||||||||
Total identifiable assets acquired | 15,958 | ||||||||
Accounts payable and accrued liabilities | (3,080 | ) | |||||||
Deferred revenue | (1,154 | ) | |||||||
Convertible bond and long-term debt | (7,126 | ) | |||||||
Deferred tax liability | (3,689 | ) | |||||||
Other noncurrent liabilities | (47 | ) | |||||||
Total liabilities assumed | (15,096 | ) | |||||||
Net identifiable assets acquired | 862 | ||||||||
Goodwill | 25,708 | ||||||||
Total consideration | $ | 26,570 | |||||||
Adjusted Unaudited Pro Forma Financial Results | The provision for income taxes from continuing operations has also been adjusted for all periods, based upon the foregoing adjustments to historical results. | ||||||||
(in thousands, except per share data) | Six Months Ended | Six Months Ended | |||||||
August 31, 2013 | August 31, 2012 | ||||||||
Pro forma revenue | $ | 37,442 | $ | 44,321 | |||||
Pro forma net loss | (13,213 | ) | (1,700 | ) | |||||
Pro forma net loss per share: | |||||||||
Basic | (0.50 | ) | (0.15 | ) | |||||
Diluted | (0.50 | ) | (0.15 | ) |
Cash_and_investments_Tables
Cash and investments (Tables) | 6 Months Ended | ||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||
Schedule of Cash, Cash Equivalents and Available-For-Sale Investments | The following table presents cash, cash equivalents and available-for-sale securities for the periods presented (in thousands): | ||||||||||||||||
Amortized | Gross | Gross | Estimated | ||||||||||||||
Cost | Unrealized | Unrealized | Fair Market | ||||||||||||||
Gains | Losses | Value | |||||||||||||||
As of August 31, 2013: | |||||||||||||||||
Cash | $ | 5,925 | $ | — | $ | — | $ | 5,925 | |||||||||
Cash equivalents: | |||||||||||||||||
Money market accounts | 4,929 | — | — | 4,929 | |||||||||||||
Money market funds | 2,095 | — | — | 2,095 | |||||||||||||
Total cash and cash equivalents | $ | 12,949 | $ | — | $ | — | $ | 12,949 | |||||||||
Short-term investments: | |||||||||||||||||
Corporate debt securities | 1,592 | 1 | — | 1,593 | |||||||||||||
Mortgage-backed securities | 508 | — | (2 | ) | 506 | ||||||||||||
Municipal debt securities | 350 | — | — | 350 | |||||||||||||
Asset-backed securities | 1,288 | — | (2 | ) | 1,286 | ||||||||||||
Total short-term investments | $ | 3,738 | $ | 1 | $ | (4 | ) | $ | 3,735 | ||||||||
Long-term investments: | |||||||||||||||||
Corporate debt securities | 2,092 | 2 | (3 | ) | 2,091 | ||||||||||||
Asset-backed securities | 929 | — | (1 | ) | 928 | ||||||||||||
Mortgage-backed securities | 442 | 2 | (1 | ) | 443 | ||||||||||||
Municipal debt securities | 1,287 | — | (2 | ) | 1,285 | ||||||||||||
Common trust fund | 109 | — | — | 109 | |||||||||||||
Insurance company contract | 15 | — | — | 15 | |||||||||||||
Total long-term investments | $ | 4,874 | $ | 4 | $ | (7 | ) | $ | 4,871 | ||||||||
Total | $ | 21,561 | $ | 5 | $ | (11 | ) | $ | 21,555 | ||||||||
As of February 28, 2013: | |||||||||||||||||
Cash | $ | 1,436 | $ | — | $ | — | $ | 1,436 | |||||||||
Cash equivalents: | |||||||||||||||||
Money market accounts | 2,501 | — | — | 2,501 | |||||||||||||
Money market funds | 3,879 | — | — | 3,879 | |||||||||||||
Commercial paper | 12,445 | 1 | — | 12,446 | |||||||||||||
Total cash and cash equivalents | $ | 20,261 | $ | 1 | $ | — | $ | 20,262 | |||||||||
Short-term investments: | |||||||||||||||||
Commercial paper | 12,322 | 1 | — | 12,323 | |||||||||||||
Corporate debt securities | 2,373 | 2 | — | 2,375 | |||||||||||||
Mortgage-backed securities | 594 | — | (3 | ) | 591 | ||||||||||||
Total short-term investments | $ | 15,289 | $ | 3 | $ | (3 | ) | $ | 15,289 | ||||||||
Long-term investments: | |||||||||||||||||
Corporate debt securities | 5,981 | 10 | (1 | ) | 5,990 | ||||||||||||
Asset-backed securities | 3,044 | 2 | — | 3,046 | |||||||||||||
Mortgage-backed securities | 1,803 | 5 | (3 | ) | 1,805 | ||||||||||||
Municipal debt securities | 851 | — | — | 851 | |||||||||||||
Total long-term investments | $ | 11,679 | $ | 17 | $ | (4 | ) | $ | 11,692 | ||||||||
Total | $ | 47,229 | $ | 21 | $ | (7 | ) | $ | 47,243 | ||||||||
Schedule of Available-For-Sale Investments by Contractual Maturity Date | The following table presents available-for-sale securities, recorded in short-term and long-term investments, by contractual maturity date as of August 31, 2013 (in thousands): | ||||||||||||||||
Amortized | Estimated | ||||||||||||||||
Cost | Fair Market | ||||||||||||||||
Value | |||||||||||||||||
Due in one year or less | $ | 3,738 | $ | 3,735 | |||||||||||||
Due after one year through two years | 4,874 | 4,871 | |||||||||||||||
Total | $ | 8,612 | $ | 8,606 | |||||||||||||
Consolidated_Balance_Sheet_Com1
Consolidated Balance Sheet Components (Tables) | 6 Months Ended | ||||||||
Aug. 31, 2013 | |||||||||
Components of Consolidated Balance Sheet | Consolidated balance sheet components as of the dates presented comprised the following (in thousands): | ||||||||
August 31, | February 28, | ||||||||
2013 | 2013 | ||||||||
Prepaid expenses and other current assets: | |||||||||
Prepaid software license fees, hardware and software maintenance | $ | 1,562 | $ | 1,109 | |||||
Other prepaid expenses and other current assets | 1,572 | 1,103 | |||||||
$ | 3,134 | $ | 2,212 | ||||||
August 31, | February 28, | ||||||||
2013 | 2013 | ||||||||
Property and equipment, net: | |||||||||
Software | $ | 8,870 | $ | 8,543 | |||||
Computer equipment | 8,943 | 7,718 | |||||||
Leasehold improvements | 485 | 484 | |||||||
Furniture and fixtures | 149 | 119 | |||||||
18,447 | 16,864 | ||||||||
Less: accumulated depreciation and amortization | (15,219 | ) | (14,426 | ) | |||||
$ | 3,228 | $ | 2,438 | ||||||
August 31, | February 28, | ||||||||
2013 | 2013 | ||||||||
Accounts payable and accrued liabilities: | |||||||||
Accrued compensation costs | $ | 6,762 | $ | 7,701 | |||||
Trade accounts payable | 3,405 | 1,582 | |||||||
Accrued taxes and other | 2,433 | 1,486 | |||||||
$ | 12,600 | $ | 10,769 | ||||||
Notes_Payable_and_Capital_Leas1
Notes Payable and Capital Lease Obligations (Tables) | 6 Months Ended | ||||
Aug. 31, 2013 | |||||
Schedule of Principal Payments on Notes Payable and Capital Lease Obligations | The total principal payments remaining under the notes payable and capital lease obligations of $4,069,000 as of August 31, 2013 as follows (in thousands): | ||||
Fiscal year ending: | |||||
2014 (remaining 6 months) | $ | 1,250 | |||
2015 | 1,997 | ||||
2016 | 1,157 | ||||
Total minimum lease payments | 4,404 | ||||
Less: amount representing interest | (335 | ) | |||
Present value of minimum lease payments | 4,069 | ||||
Less: current portion | (2,180 | ) | |||
Total, net of current portion | $ | 1,889 | |||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 6 Months Ended | ||||
Aug. 31, 2013 | |||||
Future Minimum Lease Payments Under Noncancelable Operating Leases | Future minimum lease payments under noncancelable operating leases as of August 31, 2013 are as follows (in thousands): | ||||
Fiscal year ending: | |||||
2014 (remaining 6 months) | $ | 1,246 | |||
2015 | 2,172 | ||||
2016 | 1,678 | ||||
2017 | 1,564 | ||||
2018 | 1,449 | ||||
Thereafter | 540 | ||||
Total minimum lease payments | $ | 8,649 | |||
Interest_and_other_income_expe1
Interest and other income (expense), net (Tables) | 6 Months Ended | ||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||
Interest and Income (Expense), Net | Interest and other income (expense), net for the periods presented consisted of the following (in thousands): | ||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
August 31, | August 31, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Interest income | $ | 33 | $ | 7 | $ | 81 | $ | 7 | |||||||||
Interest expense | (46 | ) | (106 | ) | (68 | ) | (179 | ) | |||||||||
Bank financing fees | (1 | ) | (52 | ) | (1 | ) | (116 | ) | |||||||||
Foreign exchange gains (losses)—realized and unrealized, net | 10 | (33 | ) | (43 | ) | 192 | |||||||||||
Gains (losses) from foreign currency contracts—realized and unrealized, net | 26 | 16 | 103 | (172 | ) | ||||||||||||
Other, net | 9 | (1 | ) | 10 | 4 | ||||||||||||
$ | 31 | $ | (169 | ) | $ | 82 | $ | (264 | ) | ||||||||
Stockbased_Compensation_Tables
Stock-based Compensation (Tables) | 6 Months Ended | ||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||
Schedule of Estimated Grant Date Fair Values Employee Stock Options Assumptions | The estimated grant date fair values of the employee stock options were calculated using the Black Scholes valuation model, based on the following assumptions: | ||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
August 31, | August 31, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Expected term (in years) | 6.04 | 6.08 | 5.91 | 5.96 | |||||||||||||
Expected stock price volatility | 50.96% | 50.00% | 50.96% - 51.76% | 50.0% - 55.0% | |||||||||||||
Risk-free interest rate | 1.63% - 1.81% | 0.90% | 0.73% - 1.81% | 0.9% - 1.3% | |||||||||||||
Expected dividend yield | — | — | — | — | |||||||||||||
Stock Options Activity Under Twenty Twelve Plan | Stock option activity under the Company’s 2012 Plan for the years presented is as follows: | ||||||||||||||||
Number of | Weighted | Weighted | |||||||||||||||
shares | average | average | |||||||||||||||
exercise | remaining | ||||||||||||||||
price | term | ||||||||||||||||
Balance of options outstanding, February 28, 2013 | 2,674,335 | $ | 4.59 | 8.00 years | |||||||||||||
Options granted | 623,575 | 18.35 | |||||||||||||||
Options exercised | (565,808 | ) | 2.08 | ||||||||||||||
Options canceled and forfeited | (331,386 | ) | 4.68 | ||||||||||||||
Balance of options outstanding, August 31, 2013 | 2,400,716 | 8.75 | 8.25 years | ||||||||||||||
Balance of options expected to vest as of February 28, 2013 | 2,485,050 | 4.41 | 7.94 years | ||||||||||||||
Balance of options exercisable as of February 28, 2013 | 1,005,204 | 2.68 | 7.03 years | ||||||||||||||
Balance of options expected to vest as of August 31, 2013 | 2,315,813 | 8.6 | 8.23 years | ||||||||||||||
Balance of options exercisable as of August 31, 2013 | 766,623 | 4.91 | 7.36 years | ||||||||||||||
Restricted Stock Units Activity Under Twenty Twelve Plan | The RSU activity under the Company’s 2012 Plan for the years presented is as follows: | ||||||||||||||||
Number of | Weighted | Weighted | |||||||||||||||
shares | average grant | average | |||||||||||||||
date fair value | remaining term | ||||||||||||||||
per share | |||||||||||||||||
Balance of awards outstanding, February 28 2013 | 118,500 | $ | 14.42 | 3.62 years | |||||||||||||
Awards granted | 172,714 | 17.86 | |||||||||||||||
Awards released | — | — | |||||||||||||||
Awards canceled and forfeited | (16,000 | ) | 16.61 | ||||||||||||||
Balance of awards outstanding, August 31, 2013 | 275,214 | $ | 16.45 | 2.46 years | |||||||||||||
Balance of awards expected to vest, February 28, 2013 | 92,136 | $ | 14.42 | 3.62 years | |||||||||||||
Balance of awards vested, February 28, 2013 | — | $ | — | — | |||||||||||||
Balance of awards expected to vest, August 31, 2013 | 254,192 | $ | 16.45 | 2.46 years | |||||||||||||
Balance of awards vested, August 31, 2013 | — | $ | — | — | |||||||||||||
Functional Classification of Stock-Based Compensation Expense | The table below sets forth the functional classification of stock-based compensation expense for the periods presented (in thousands): | ||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||
August 31, | August 31, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of revenue | $ | 497 | $ | 142 | $ | 729 | $ | 263 | |||||||||
Research and development | 148 | 25 | 216 | 78 | |||||||||||||
Sales and marketing | 617 | 137 | 907 | 282 | |||||||||||||
General and administrative | 456 | 178 | 711 | 338 | |||||||||||||
$ | 1,718 | $ | 482 | $ | 2,563 | $ | 961 | ||||||||||
Net_Income_Loss_Per_Share_Tabl
Net Income (Loss) Per Share (Tables) | 6 Months Ended | ||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||
Computation of Basic and Diluted Net Income (Loss) Per Share | The following table sets forth the computation of basic and diluted net loss per share (in thousands, except share and per share data): | ||||||||||||||||
Three Months Ended August 31, | Six Months Ended August 31, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net income (loss) | $ | (5,923 | ) | $ | 4,566 | $ | (11,317 | ) | $ | 2,188 | |||||||
Basic shares: | |||||||||||||||||
Weighted average common shares outstanding | 26,018 | 13,875 | 25,822 | 10,606 | |||||||||||||
Diluted shares: | |||||||||||||||||
Weighted average common shares outstanding | — | 13,875 | — | 10,606 | |||||||||||||
Weighted average effect of dilutive stock options | — | 1,671 | — | 1,640 | |||||||||||||
Weighted average effect of convertible preferred stock | — | 8,875 | — | 11,860 | |||||||||||||
26,018 | 24,421 | 25,822 | 24,106 | ||||||||||||||
Net income (loss) per share: | |||||||||||||||||
Basic | $ | (0.23 | ) | $ | 0.33 | $ | (0.44 | ) | $ | 0.21 | |||||||
Diluted | $ | (0.23 | ) | $ | 0.19 | $ | (0.44 | ) | $ | 0.09 | |||||||
Computation of Diluted Net Income (Loss) Per Share Excluding Shares Options and Warrants | The following outstanding shares, options, restricted stock units and warrants were excluded from the computation of diluted net income per share in the periods presented because including them would have had an anti-dilutive effect (in thousands): | ||||||||||||||||
Three Months Ended | Six Months | ||||||||||||||||
August 31, | Ended | ||||||||||||||||
August 31, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Options to purchase common stock | 1,275 | 27 | 1,375 | 13 | |||||||||||||
Restricted stock units | 235 | — | 185 | — |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 6 Months Ended | ||||||||||||||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||||||||||||||
Assets and Liabilities Measured at Fair Value on Recurring Basis | The Company’s assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy as of August 31, 2013 and February 28, 2013, are summarized as follows (in thousands): | ||||||||||||||||||||||||||||||||
August 31, 2013 | February 28, 2013 | ||||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||||||||
Assets: | |||||||||||||||||||||||||||||||||
Cash equivalents: | |||||||||||||||||||||||||||||||||
Money market accounts | $ | 4,929 | $ | — | $ | — | $ | 4,929 | $ | 2,501 | $ | — | $ | — | $ | 2,501 | |||||||||||||||||
Money market funds | 2,095 | — | — | 2,095 | 3,879 | — | — | 3,879 | |||||||||||||||||||||||||
Commercial paper | — | — | — | — | — | 12,446 | — | 12,446 | |||||||||||||||||||||||||
Short-term investments: | |||||||||||||||||||||||||||||||||
Commercial paper | — | — | — | — | — | 12,323 | — | 12,323 | |||||||||||||||||||||||||
Corporate debt securities | — | 1,593 | — | 1,593 | — | 2,375 | — | 2,375 | |||||||||||||||||||||||||
Asset backed securities | — | 1,286 | — | 1,286 | — | — | — | — | |||||||||||||||||||||||||
Mortgage backed securities | — | 506 | — | 506 | — | 591 | — | 591 | |||||||||||||||||||||||||
Municipal bonds | — | 350 | 350 | — | — | — | — | ||||||||||||||||||||||||||
Other current assets: | |||||||||||||||||||||||||||||||||
Foreign currency forward contracts | — | — | — | — | — | 4 | — | 4 | |||||||||||||||||||||||||
Long-term investments: | |||||||||||||||||||||||||||||||||
Corporate debt securities | — | 2,091 | — | 2,091 | — | 5,990 | — | 5,990 | |||||||||||||||||||||||||
Asset backed securities | — | 928 | — | 928 | — | 3,046 | — | 3,046 | |||||||||||||||||||||||||
Mortgage backed securities | — | 443 | — | 443 | — | 1,805 | — | 1,805 | |||||||||||||||||||||||||
Municipal bonds | — | 1,285 | — | 1,285 | — | 851 | — | 851 | |||||||||||||||||||||||||
Common trust fund | — | 109 | — | 109 | — | — | — | — | |||||||||||||||||||||||||
Insurance Company Contract | — | 15 | — | 15 | — | — | — | — | |||||||||||||||||||||||||
Other noncurrent assets: | |||||||||||||||||||||||||||||||||
Certificate of deposit | 16 | — | — | 16 | 16 | — | — | 16 | |||||||||||||||||||||||||
Total assets | $ | 7,040 | $ | 8,606 | $ | — | $ | 15,646 | $ | 6,396 | $ | 39,431 | $ | — | $ | 45,827 | |||||||||||||||||
Liabilities: | |||||||||||||||||||||||||||||||||
Other current liabilities: | |||||||||||||||||||||||||||||||||
Foreign currency forward contracts | — | (170 | ) | — | (170 | ) | — | (158 | ) | — | (158 | ) | |||||||||||||||||||||
Total liabilities | $ | — | $ | (170 | ) | $ | — | $ | (170 | ) | $ | — | $ | (158 | ) | $ | — | $ | (158 | ) | |||||||||||||
Summary of Foreign Exchange Contracts Details | The tables below present the notional amounts (at the contract exchange rates), the weighted-average contractual foreign currency exchange rates, and the estimated fair value of contracts outstanding as of August 31, 2013 and February 28, 2013 (in USD thousands, except average contract rate): | ||||||||||||||||||||||||||||||||
August 31, 2013 | February 28, 2013 | ||||||||||||||||||||||||||||||||
Notional | Average | Estimated | Notional | Average | Estimated | ||||||||||||||||||||||||||||
Sell | Contract | Fair | Sell | Contract | Fair | ||||||||||||||||||||||||||||
(Buy) | Rate | Value | (Buy) | Rate | Value | ||||||||||||||||||||||||||||
Foreign currency forward exchange contracts: | |||||||||||||||||||||||||||||||||
Euro | $ | 5,935 | 1.3 | $ | (63 | ) | $ | 7,322 | 1.3 | $ | (146 | ) | |||||||||||||||||||||
Malaysian Ringgit | (5,706 | ) | 3.1 | (50 | ) | (2,255 | ) | 3.1 | (8 | ) | |||||||||||||||||||||||
British Pound | (973 | ) | 1.5 | (57 | ) | — | — | — | |||||||||||||||||||||||||
Total | $ | (744 | ) | $ | (170 | ) | 5,067 | $ | (154 | ) | |||||||||||||||||||||||
Significant_Customer_Informati1
Significant Customer Information (Tables) | 6 Months Ended | ||||||||||||||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||||||||||||||
Summary of Customers Accounting 10% or More of Revenue or Accounts Receivable | Customers accounting for 10% or more of revenue or accounts receivable were as follows: | ||||||||||||||||||||||||||||||||
Three months ended | Three months ended | Six months ended | Six months ended | ||||||||||||||||||||||||||||||
August 31, 2013 | August 31, 2012 | August 31, 2013 | August 31, 2012 | ||||||||||||||||||||||||||||||
Percentage | Percentage | Percentage | Percentage | Percentage | Percentage | Percentage | Percentage | ||||||||||||||||||||||||||
of total | of | of total | of | of total | of | of total | of | ||||||||||||||||||||||||||
revenue | accounts | revenue | accounts | revenue | accounts | revenue | accounts | ||||||||||||||||||||||||||
receivable | receivable | receivable | receivable | ||||||||||||||||||||||||||||||
Customer A | * | * | 13 | % | 13 | % | * | * | 12 | % | 13 | % | |||||||||||||||||||||
Customer B | * | * | 28 | * | * | * | 22 | * | |||||||||||||||||||||||||
Customer C | * | * | * | 15 | * | * | * | 15 | |||||||||||||||||||||||||
Customer D | * | 17 | % | * | 14 | * | 17 | % | * | 14 | |||||||||||||||||||||||
Customer E | * | 20 | * | * | * | 20 | * | * | |||||||||||||||||||||||||
* | Indicates less than 10% | ||||||||||||||||||||||||||||||||
Summary of Revenue by Country Wise | Revenue by geographic region, based on the billing address of the customer, was as follows (in thousands): | ||||||||||||||||||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||||||
August 31, | August 31, | ||||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Revenue by geographic region: | |||||||||||||||||||||||||||||||||
Americas | $ | 15,058 | $ | 18,774 | $ | 27,557 | $ | 31,259 | |||||||||||||||||||||||||
Europe | 2,766 | 4,000 | 5,670 | 6,898 | |||||||||||||||||||||||||||||
Asia | 188 | 117 | 384 | 207 | |||||||||||||||||||||||||||||
Total | $ | 18,012 | $ | 22,891 | $ | 33,611 | $ | 38,364 | |||||||||||||||||||||||||
Country Specific | |||||||||||||||||||||||||||||||||
Summary of Revenue by Country Wise | Countries accounting for 10% or more of revenue were as follows: | ||||||||||||||||||||||||||||||||
Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||||||
August 31, | August 31, | ||||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Revenue by country: | |||||||||||||||||||||||||||||||||
United States | 79.2 | % | 52.1 | % | 77.2 | % | 57.4 | % | |||||||||||||||||||||||||
Canada | * | 29.9 | * | 24.1 | |||||||||||||||||||||||||||||
United Kingdom | * | * | * | * | |||||||||||||||||||||||||||||
* | Indicates less than 10% |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (Maximum) | 1 Months Ended | 6 Months Ended |
Jul. 30, 2013 | Aug. 31, 2013 | |
Maximum | ||
Significant Of Accounting Policies [Line Items] | ||
Intangible assets estimated useful lives | 20 years | 20 years |
Acquisition_Additional_informa
Acquisition - Additional information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Aug. 31, 2013 | Jul. 30, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | |
Business Acquisition [Line Items] | ||||
Initial purchase consideration for icon-scm | $26,570,000 | |||
Acquisition expenses | 791,000 | 791,000 | ||
Identifiable intangibles | 12,900,000 | |||
Revenues earned since acquisition date | 1,062,000 | |||
Maximum | ||||
Business Acquisition [Line Items] | ||||
Useful life of identifiable intangible assets | 20 years | 20 years | ||
Developed technology | ||||
Business Acquisition [Line Items] | ||||
Identifiable intangibles | 7,000,000 | |||
Customer relationship | ||||
Business Acquisition [Line Items] | ||||
Identifiable intangibles | $5,900,000 |
Components_of_Purchase_Conside
Components of Purchase Consideration (Detail) (USD $) | 1 Months Ended | 6 Months Ended |
In Thousands, unless otherwise specified | Jul. 30, 2013 | Aug. 31, 2013 |
Business Acquisition [Line Items] | ||
Cash payment | $12,412 | |
Acquisition costs payable to seller, to be placed in escrow | 5,309 | |
Shares of the Company's common stock | 8,849 | 8,849 |
Total | $26,570 |
Components_of_Purchase_Conside1
Components of Purchase Consideration (Parenthetical) (Detail) | 1 Months Ended |
Jul. 30, 2013 | |
Business Acquisition [Line Items] | |
Common stock issued, shares | 451,593 |
Summary_of_Estimated_Fair_Valu
Summary of Estimated Fair Values of Assets and Liabilities Assumed at Date of Acquisition Based on Preliminary Purchase Price Allocation (Detail) (USD $) | Aug. 31, 2013 | Jul. 30, 2013 |
In Thousands, unless otherwise specified | ||
Business Acquisition [Line Items] | ||
Cash and cash equivalents | $923 | |
Accounts receivable | 1,274 | |
Prepaid expenses and other current assets | 219 | |
Long-term investments | 354 | |
Property and equipment | 61 | |
Identifiable intangible assets | 12,900 | |
Other assets | 227 | |
Total identifiable assets acquired | 15,958 | |
Accounts payable and accrued liabilities | -3,080 | |
Deferred revenue | -1,154 | |
Convertible bond and long-term debt | -7,126 | |
Deferred tax liability | -3,689 | |
Other noncurrent liabilities | -47 | |
Total liabilities assumed | -15,096 | |
Net identifiable assets acquired | 862 | |
Goodwill | 25,708 | 25,708 |
Total consideration | $26,570 |
Adjusted_Unaudited_Pro_Forma_F
Adjusted Unaudited Pro Forma Financial Results (Detail) (USD $) | 6 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Aug. 31, 2013 | Aug. 31, 2012 |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Pro forma revenue | $37,442 | $44,321 |
Pro forma net loss | ($13,213) | ($1,700) |
Basic | ($0.50) | ($0.15) |
Diluted | ($0.50) | ($0.15) |
Schedule_of_Cash_Cash_Equivale
Schedule of Cash, Cash Equivalents and Available-For-Sale Investments (Detail) (USD $) | Aug. 31, 2013 | Feb. 28, 2013 | Aug. 31, 2012 | Feb. 29, 2012 |
In Thousands, unless otherwise specified | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | $8,612 | |||
Amortized Cost | 12,949 | 20,262 | 29,479 | 10,219 |
Estimated Fair Market Value | 8,606 | |||
Cash | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 5,925 | 1,436 | ||
Estimated Fair Market Value | 5,925 | 1,436 | ||
Cash equivalents | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 2,095 | |||
Estimated Fair Market Value | 2,095 | |||
Cash equivalents | Commercial paper | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 12,445 | |||
Gross Unrealized Gains | 1 | |||
Estimated Fair Market Value | 12,446 | |||
Cash equivalents | Money markets accounts | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 4,929 | 2,501 | ||
Estimated Fair Market Value | 4,929 | 2,501 | ||
Cash equivalents | Money market funds | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 3,879 | |||
Estimated Fair Market Value | 3,879 | |||
Total cash and cash equivalents | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 12,949 | 20,261 | ||
Gross Unrealized Gains | 1 | |||
Estimated Fair Market Value | 12,949 | 20,262 | ||
Short-term investments | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 3,738 | 15,289 | ||
Gross Unrealized Gains | 1 | 3 | ||
Gross Unrealized Losses | -4 | -3 | ||
Estimated Fair Market Value | 3,735 | 15,289 | ||
Short-term investments | Corporate debt securities | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 1,592 | 2,373 | ||
Gross Unrealized Gains | 1 | 2 | ||
Estimated Fair Market Value | 1,593 | 2,375 | ||
Short-term investments | Mortgage-backed securities | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 508 | 594 | ||
Gross Unrealized Losses | -2 | -3 | ||
Estimated Fair Market Value | 506 | 591 | ||
Short-term investments | Municipal Debt Securities | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 350 | |||
Estimated Fair Market Value | 350 | |||
Short-term investments | Asset-backed securities | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 1,288 | |||
Gross Unrealized Losses | -2 | |||
Estimated Fair Market Value | 1,286 | |||
Short-term investments | Commercial paper | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 12,322 | |||
Gross Unrealized Gains | 1 | |||
Estimated Fair Market Value | 12,323 | |||
Long-term investments | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 4,874 | 11,679 | ||
Gross Unrealized Gains | 4 | 17 | ||
Gross Unrealized Losses | -7 | -4 | ||
Estimated Fair Market Value | 4,871 | 11,692 | ||
Long-term investments | Corporate debt securities | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 2,092 | 5,981 | ||
Gross Unrealized Gains | 2 | 10 | ||
Gross Unrealized Losses | -3 | -1 | ||
Estimated Fair Market Value | 2,091 | 5,990 | ||
Long-term investments | Mortgage-backed securities | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 442 | 1,803 | ||
Gross Unrealized Gains | 2 | 5 | ||
Gross Unrealized Losses | -1 | -3 | ||
Estimated Fair Market Value | 443 | 1,805 | ||
Long-term investments | Municipal Debt Securities | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 1,287 | 851 | ||
Gross Unrealized Losses | -2 | |||
Estimated Fair Market Value | 1,285 | 851 | ||
Long-term investments | Asset-backed securities | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 929 | 3,044 | ||
Gross Unrealized Gains | 2 | |||
Gross Unrealized Losses | -1 | |||
Estimated Fair Market Value | 928 | 3,046 | ||
Long-term investments | Common trust fund | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 109 | |||
Estimated Fair Market Value | 109 | |||
Long-term investments | Insurance company contract | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 15 | |||
Estimated Fair Market Value | 15 | |||
Total cash, cash equivalents, and investments | ||||
Cash Cash Equivalents And Available For Sale Investments [Line Items] | ||||
Amortized Cost | 21,561 | 47,229 | ||
Gross Unrealized Gains | 5 | 21 | ||
Gross Unrealized Losses | -11 | -7 | ||
Estimated Fair Market Value | $21,555 | $47,243 |
Schedule_of_AvailableForSale_I
Schedule of Available-For-Sale Investments by Contractual Maturity Date (Detail) (USD $) | Aug. 31, 2013 |
In Thousands, unless otherwise specified | |
Cash Cash Equivalents And Available For Sale Investments [Line Items] | |
Amortized Cost | $8,612 |
Estimated Fair Market Value | 8,606 |
Due In One Year Or Less | |
Cash Cash Equivalents And Available For Sale Investments [Line Items] | |
Amortized Cost | 3,738 |
Estimated Fair Market Value | 3,735 |
Due After One Year Through Two Years | |
Cash Cash Equivalents And Available For Sale Investments [Line Items] | |
Amortized Cost | 4,874 |
Estimated Fair Market Value | $4,871 |
Components_of_Consolidated_Bal
Components of Consolidated Balance Sheet (Detail) (USD $) | Aug. 31, 2013 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Prepaid expenses and other current assets: | ||
Prepaid software license fees, hardware and software maintenance | $1,562 | $1,109 |
Other prepaid expenses and other current assets | 1,572 | 1,103 |
Prepaid expenses and other current assets | 3,134 | 2,212 |
Property and equipment, net: | ||
Property and equipment | 18,447 | 16,864 |
Less: accumulated depreciation and amortization | -15,219 | -14,426 |
Property and equipment net | 3,228 | 2,438 |
Accounts payable and accrued liabilities: | ||
Accrued compensation costs | 6,762 | 7,701 |
Trade accounts payable | 3,405 | 1,582 |
Accrued taxes and other | 2,433 | 1,486 |
Total accounts payable and accrued liabilities | 12,600 | 10,769 |
Software | ||
Property and equipment, net: | ||
Property and equipment | 8,870 | 8,543 |
Computer Equipment | ||
Property and equipment, net: | ||
Property and equipment | 8,943 | 7,718 |
Leasehold Improvements | ||
Property and equipment, net: | ||
Property and equipment | 485 | 484 |
Furniture and Fixtures | ||
Property and equipment, net: | ||
Property and equipment | $149 | $119 |
Consolidated_Balance_Sheet_Com2
Consolidated Balance Sheet Components - Additional Information (Detail) (USD $) | Aug. 31, 2013 | Feb. 28, 2013 |
Software | ||
Balance Sheet Components [Line Items] | ||
Capital leased assets | $3,462,000 | $1,615,000 |
Accumulated amortization | 792,000 | 344,000 |
Property and equipment financed through capital leases and notes payable | ||
Balance Sheet Components [Line Items] | ||
Capital leased assets | 2,338,000 | 662,000 |
Less accumulated depreciation and amortization | $422,000 | $100,000 |
Notes_Payable_and_Capital_Leas2
Notes Payable and Capital Lease Obligations - Additional Information (Detail) (USD $) | 6 Months Ended |
In Thousands, unless otherwise specified | Aug. 31, 2013 |
Lease Commitments And Notes Payable [Line Items] | |
Minimum interest rates | 3.03% |
Maximum interest rates | 13.13% |
Present value of minimum lease payments | $4,069 |
Minimum | |
Lease Commitments And Notes Payable [Line Items] | |
Term of notes | Nine months |
Maximum | |
Lease Commitments And Notes Payable [Line Items] | |
Term of notes | Three years |
Schedule_of_Principal_Payments
Schedule of Principal Payments on Notes Payable and Capital Lease Obligations (Detail) (USD $) | Aug. 31, 2013 |
In Thousands, unless otherwise specified | |
Debt Instrument [Line Items] | |
Total | $4,404 |
Less: amount representing interest | -335 |
Present value of minimum lease payments | 4,069 |
Less: current portion | -2,180 |
Total, net of current portion | 1,889 |
2014 (remaining 6 months) | |
Debt Instrument [Line Items] | |
Total | 1,250 |
2015 | |
Debt Instrument [Line Items] | |
Total | 1,997 |
2016 | |
Debt Instrument [Line Items] | |
Total | $1,157 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||||
Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Feb. 28, 2013 | |
Seagate LLC | Seagate LLC | |||||
Customer | ||||||
Related Party Transaction [Line Items] | ||||||
Related party transactions payments received | $242,000 | $484,000 | $1,275,000 | $905,000 | ||
Number of customer payment received | 1 | |||||
Outstanding receivable | $1,550,000 | $1,031,000 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||||
Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Feb. 28, 2013 | |
Operating Lease | Operating Lease | |||||
Commitment And Contingencies [Line Items] | ||||||
Acquisition payable to seller | $5,309,000 | $5,309,000 | ||||
Rent expense | 632,000 | 459,000 | 1,228,000 | 885,000 | ||
Noncancelable operating leases expiration date | Jul-18 | |||||
Security deposits | $420,000 | $335,000 |
Future_Minimum_Lease_Payments_
Future Minimum Lease Payments Under Noncancelable Operating Leases (Detail) (USD $) | Aug. 31, 2013 |
In Thousands, unless otherwise specified | |
Operating Leased Assets [Line Items] | |
2014 (remaining 6 months) | $1,246 |
2015 | 2,172 |
2016 | 1,678 |
2017 | 1,564 |
2018 | 1,449 |
Thereafter | 540 |
Total minimum lease payments | $8,649 |
Recovered_Sheet1
Interest and Other Income (Expense), Net (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 |
Interest Expense [Line Items] | ||||
Interest income | $33 | $7 | $81 | $7 |
Interest expense | -46 | -106 | -68 | -179 |
Bank financing fees | -1 | -52 | -1 | -116 |
Foreign exchange gains (losses)-realized and unrealized, net | 10 | -33 | -43 | 192 |
Gains (losses) from foreign currency contracts-realized and unrealized, net | 26 | 16 | 103 | -172 |
Other, net | 9 | -1 | 10 | 4 |
Interest and other income (expense), net | $31 | ($169) | $82 | ($264) |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 6 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 | Feb. 28, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | |
U.S. Federal And State Jurisdictions | U.S. Federal And State Jurisdictions | Foreign Jurisdictions | Foreign Jurisdictions | Federal | State | ||||||
Minimum | Maximum | Minimum | Maximum | ||||||||
Income Tax Contingency [Line Items] | |||||||||||
Income tax provision (benefit) | $35,000 | $32,000 | $74,000 | $75,000 | |||||||
Net operating loss carryforwards | 318,323,000 | 100,320,000 | |||||||||
Defered tax asset , net operating loss carryforwards | 93,992,000 | ||||||||||
Net operating loss carryforwards, expiration year | 2023 | 2014 | |||||||||
Deferred tax assets net of valuation allowance | 0 | ||||||||||
Noncurrent deferred tax liability | 3,689,000 | 3,689,000 | |||||||||
Purchased intangible assets, tax basis | 0 | 0 | |||||||||
German marginal tax rate | 29.00% | ||||||||||
Undistributed earnings of Company's foreign subsidiaries | 813,000 | 813,000 | |||||||||
Gross unrecognized tax benefits | 4,500,000 | ||||||||||
Gross unrecognized tax benefits that would impact effective tax rate | 300,000 | ||||||||||
Gross interest and penalties accrued | $68,000 | ||||||||||
Open tax years subject to examination | 2000 | 2013 | 2007 | 2013 | |||||||
Statutes of limitations in foreign jurisdictions | 4 years | 7 years |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||
Jul. 01, 2011 | Aug. 31, 2013 | Aug. 31, 2012 | 31-May-12 | Aug. 31, 2013 | Aug. 31, 2012 | Feb. 28, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 | Feb. 28, 2013 | Jul. 30, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | |
Employee Stock Option | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Maximum | ||||||||
Employees | Employees | Employees | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Shares of common stock reserved for issuance | 5,819,041 | 5,819,041 | 5,112,830 | ||||||||||||||
Share-based Compensation granted for period | 10 years | ||||||||||||||||
Estimated fair value of common stock shares, percentage | 100.00% | 110.00% | |||||||||||||||
Exercise price of ISO granted | 10.00% | 10.00% | |||||||||||||||
Percentage of options vest on one-year anniversary | 25.00% | ||||||||||||||||
Exercisable for period | 10 years | ||||||||||||||||
Anniversary of option grant date, additional years | 3 years | ||||||||||||||||
Options granted to date generally vest | 4 years | 3 years | |||||||||||||||
Share-based compensation shares exercised repurchase | 18,761 | ||||||||||||||||
Aggregate exercise price of options repurchase | $6,566 | ||||||||||||||||
Expected dividend yield | 0.00% | ||||||||||||||||
Stock options granted during period of share-based compensation | 749,464 | 623,575 | |||||||||||||||
Recognized compensation cost related to stock option awards | 149,000 | ||||||||||||||||
Stock options, unrecognized compensation expense | 1,368,000 | 1,368,000 | |||||||||||||||
Restricted stock units awarded | 172,714 | 125,250 | |||||||||||||||
Compensation cost related to restricted stock units awards | 1,718,000 | 482,000 | 2,563,000 | 961,000 | 260,000 | 0 | 390,000 | 0 | 116,000 | 116,000 | |||||||
Unrecognized compensation cost related to restricted stock units awards | 1,419,000 | 1,419,000 | |||||||||||||||
Unrecognized compensation cost related to restricted stock units awards, recognition period | 2 years 5 months 16 days | 3 years 7 months 13 days | 2 years | ||||||||||||||
Unrecognized compensation cost related to awards, vesting term starting date | 1-Sep-13 | ||||||||||||||||
Weighted average grant date fair value for granted stock options | $18.63 | $16 | $18.35 | $10.04 | |||||||||||||
Intrinsic value of outstanding RSU | 4,455,000 | 1,356,000 | 8,770,000 | 1,957,000 | 5,568,000 | 2,342,000 | |||||||||||
Aggregate intrinsic value for fully vested options | 11,743,000 | 11,743,000 | 17,168,000 | ||||||||||||||
Number of unvested stock options | 1,634,093 | 1,634,093 | 1,669,131 | 275,214 | 275,214 | 118,500 | |||||||||||
Unrecognized compensation cost excluding forfeitures and unvested stock option award | 7,173,000 | 7,173,000 | 5,370,000 | 3,151,000 | 3,151,000 | 1,162,000 | |||||||||||
Employee service share based compensation unrecognized compensation costs on non vested award weighted average period of recognition | 2 years 7 months 21 days | 2 years 7 months 21 days | 2 years 3 months 11 days | ||||||||||||||
Weighted average grant date fair value for granted RSUs | $19.26 | $0 | $17.86 | $0 | |||||||||||||
Compensation cost capitalized | $0 | $0 | $0 | $0 |
Schedule_of_Estimated_Grant_Da
Schedule of Estimated Grant Date Fair Values Employee Stock Options Assumptions (Detail) | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 | |
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items] | ||||
Expected term (in years) | 6 years 15 days | 6 years 29 days | 5 years 10 months 28 days | 5 years 11 months 16 days |
Expected stock price volatility | 50.96% | 50.00% | ||
Expected stock price volatility, minimum | 50.96% | 50.00% | ||
Expected stock price volatility, maximum | 51.76% | 55.00% | ||
Risk-free interest rate | 0.90% | |||
Risk-free interest rate, minimum | 1.63% | 0.73% | 0.90% | |
Risk-free interest rate, maximum | 1.81% | 1.81% | 1.30% | |
Expected dividend yield | 0.00% |
Stock_Options_Activity_Under_T
Stock Options Activity Under Twenty Twelve Plan (Detail) (USD $) | 1 Months Ended | 6 Months Ended | 12 Months Ended |
Jul. 01, 2011 | Aug. 31, 2013 | Feb. 28, 2013 | |
Number of shares | |||
Balance of options outstanding, beginning balance | 2,674,335 | ||
Options granted | 749,464 | 623,575 | |
Options exercised | -565,808 | ||
Options canceled and forfeited | -331,386 | ||
Balance of options outstanding, ending balance | 2,400,716 | 2,674,335 | |
Balance of options expected to vest | 2,315,813 | 2,485,050 | |
Balance of options exercisable | 766,623 | 1,005,204 | |
Weighted average exercise price | |||
Balance of options outstanding, beginning balance | $4.59 | ||
Options granted | $18.35 | ||
Options exercised | $2.08 | ||
Options canceled and forfeited | $4.68 | ||
Balance of options outstanding, ending balance | $8.75 | $4.59 | |
Balance of options expected to vest | $8.60 | $4.41 | |
Balance of options exercisable | $4.91 | $2.68 | |
Weighted average remaining term | |||
Balance of options outstanding, beginning balance | 8 years 3 months | 8 years | |
Balance of options expected to vest | 8 years 2 months 23 days | 7 years 11 months 9 days | |
Balance of options exercisable | 7 years 4 months 10 days | 7 years 11 days |
Restricted_Stock_Units_Activit
Restricted Stock Units Activity Under Twenty Twelve Plan (Detail) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 | Feb. 28, 2013 | |
Number of shares | |||||
Balance of awards outstanding, ending balance | 1,634,093 | 1,634,093 | 1,669,131 | ||
Restricted Stock Units | |||||
Number of shares | |||||
Balance of awards outstanding, beginning balance | 118,500 | ||||
Awards granted | 172,714 | ||||
Awards released | |||||
Awards canceled and forfeited | -16,000 | ||||
Balance of awards outstanding, ending balance | 275,214 | 275,214 | 118,500 | ||
Balance of awards expected to vest | 254,192 | 254,192 | 92,136 | ||
Balance of awards vested | |||||
Weighted average grant date fair value | |||||
Balance of awards outstanding, beginning balance | $14.42 | ||||
Awards granted | $19.26 | $0 | $17.86 | $0 | |
Awards released | |||||
Awards canceled and forfeited | $16.61 | ||||
Balance of awards outstanding, May 31, 2013 | $16.45 | $16.45 | $14.42 | ||
Balance of awards expected to vest | $16.45 | $16.45 | $14.42 | ||
Balance of awards vested | |||||
Weighted average remaining term | |||||
Balance of awards outstanding,beginning balance | 3 years 7 months 13 days | ||||
Balance of awards outstanding, ending balance | 2 years 5 months 16 days | 2 years 5 months 16 days | 3 years 7 months 13 days | ||
Balance of awards expected to vest | 2 years 5 months 16 days | 3 years 7 months 13 days | |||
Balance of awards vested |
Functional_Classification_of_S
Functional Classification of Stock-Based Compensation Expense (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Shares Based Compensation | $1,718,000 | $482,000 | $2,563,000 | $961,000 |
Cost of revenue | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Shares Based Compensation | 497,000 | 142,000 | 729,000 | 263,000 |
Research And Development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Shares Based Compensation | 148,000 | 25,000 | 216,000 | 78,000 |
Sales and marketing | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Shares Based Compensation | 617,000 | 137,000 | 907,000 | 282,000 |
General and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Shares Based Compensation | $456,000 | $178,000 | $711,000 | $338,000 |
Computation_of_Basic_and_Dilut
Computation of Basic and Diluted Net Loss Per Share (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 |
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | ||||
Net income (loss) | ($5,923) | $4,566 | ($11,317) | $2,188 |
Basic shares: | ||||
Weighted average common shares outstanding | 26,018 | 13,875 | 25,822 | 10,606 |
Diluted shares: | ||||
Weighted average common shares outstanding | 26,018 | 13,875 | 25,822 | 10,606 |
Weighted average effect of dilutive stock options | 1,671 | 1,640 | ||
Weighted average effect of convertible preferred stock | 8,875 | 11,860 | ||
Weighted average common shares outstanding, diluted | 26,018 | 24,421 | 25,822 | 24,106 |
Net income (loss) per share: | ||||
Basic | ($0.23) | $0.33 | ($0.44) | $0.21 |
Diluted | ($0.23) | $0.19 | ($0.44) | $0.09 |
Outstanding_Shares_Options_and
Outstanding Shares, Options and Warrants Excluded from Computation of Diluted Net Income (Loss) Per Share (Detail) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 |
Option to purchase common stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Earnings per share excluding anti-dilutive securities | 1,275 | 27 | 1,375 | 13 |
Restricted Stock Units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Earnings per share excluding anti-dilutive securities | 235 | 185 |
Assets_and_Liabilities_Measure
Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | Aug. 31, 2013 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | $15,646 | $45,827 |
Fair value liabilities | -170 | -158 |
Cash equivalents | Money market accounts | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 4,929 | 2,501 |
Cash equivalents | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 2,095 | 3,879 |
Cash equivalents | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 12,446 | |
Short-term investments | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 12,323 | |
Short-term investments | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 1,593 | 2,375 |
Short-term investments | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 1,286 | |
Short-term investments | Mortgage-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 506 | 591 |
Short-term investments | Municipal Debt Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 350 | |
Other current assets | Foreign currency forward contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 4 | |
Long-term investments | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 2,091 | 5,990 |
Long-term investments | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 928 | 3,046 |
Long-term investments | Mortgage-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 443 | 1,805 |
Long-term investments | Municipal Debt Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 1,285 | 851 |
Long-term investments | Common Trust Fund | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 109 | |
Long-term investments | Insurance Company Contract | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 15 | |
Other noncurrent assets | Certificate of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 16 | 16 |
Other current liabilities | Foreign currency forward contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value liabilities | -170 | -158 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 7,040 | 6,396 |
Level 1 | Cash equivalents | Money market accounts | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 4,929 | 2,501 |
Level 1 | Cash equivalents | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 2,095 | 3,879 |
Level 1 | Other noncurrent assets | Certificate of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 16 | 16 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 8,606 | 39,431 |
Fair value liabilities | -170 | -158 |
Level 2 | Cash equivalents | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 12,446 | |
Level 2 | Short-term investments | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 12,323 | |
Level 2 | Short-term investments | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 1,593 | 2,375 |
Level 2 | Short-term investments | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 1,286 | |
Level 2 | Short-term investments | Mortgage-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 506 | 591 |
Level 2 | Short-term investments | Municipal Debt Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 350 | |
Level 2 | Other current assets | Foreign currency forward contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 4 | |
Level 2 | Long-term investments | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 2,091 | 5,990 |
Level 2 | Long-term investments | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 928 | 3,046 |
Level 2 | Long-term investments | Mortgage-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 443 | 1,805 |
Level 2 | Long-term investments | Municipal Debt Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 1,285 | 851 |
Level 2 | Long-term investments | Common Trust Fund | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 109 | |
Level 2 | Long-term investments | Insurance Company Contract | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value assets | 15 | |
Level 2 | Other current liabilities | Foreign currency forward contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Fair value liabilities | ($170) | ($158) |
Summary_of_Foreign_Exchange_Co
Summary of Foreign Exchange Contracts Details (Detail) (USD $) | Aug. 31, 2013 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Derivative [Line Items] | ||
Notional Sell (Buy) | ($744) | $5,067 |
Estimated Fair Value | -170 | -154 |
Sell | Euro | ||
Derivative [Line Items] | ||
Notional Sell (Buy) | 5,935 | 7,322 |
Average Contract Rate | 1.3 | 1.3 |
Estimated Fair Value | -63 | -146 |
Buy | Malaysian Ringgit | ||
Derivative [Line Items] | ||
Notional Sell (Buy) | -5,706 | -2,255 |
Average Contract Rate | 3.1 | 3.1 |
Estimated Fair Value | -50 | -8 |
Buy | British Pounds | ||
Derivative [Line Items] | ||
Notional Sell (Buy) | -973 | |
Average Contract Rate | 1.5 | |
Estimated Fair Value | ($57) |
Summary_of_Customers_Accountin
Summary of Customers Accounting 10% or More of Revenue or Accounts Receivable (Detail) | 3 Months Ended | 6 Months Ended | ||||
Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 | |||
Customer A | ||||||
Segment Reporting Information [Line Items] | ||||||
Percentage of total revenue | [1] | 13.00% | [1] | 12.00% | ||
Percentage of accounts receivable | 13.00% | 13.00% | ||||
Customer B | ||||||
Segment Reporting Information [Line Items] | ||||||
Percentage of total revenue | [1] | 28.00% | [1] | 22.00% | ||
Customer C | ||||||
Segment Reporting Information [Line Items] | ||||||
Percentage of total revenue | [1] | [1] | ||||
Percentage of accounts receivable | 15.00% | 15.00% | ||||
Customer D | ||||||
Segment Reporting Information [Line Items] | ||||||
Percentage of total revenue | [1] | [1] | ||||
Percentage of accounts receivable | 17.00% | 14.00% | 17.00% | 14.00% | ||
Customer E | ||||||
Segment Reporting Information [Line Items] | ||||||
Percentage of total revenue | [1] | [1] | ||||
Percentage of accounts receivable | 20.00% | 20.00% | ||||
[1] | Indicates less than 10% |
Summary_of_Revenue_by_Geograph
Summary of Revenue by Geographic Region (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 |
Revenue From External Customers Attributed To Foreign Countries By Geographic Area [Line Items] | ||||
Total | $18,012 | $22,891 | $33,611 | $38,364 |
Americas | ||||
Revenue From External Customers Attributed To Foreign Countries By Geographic Area [Line Items] | ||||
Total | 15,058 | 18,774 | 27,557 | 31,259 |
Europe | ||||
Revenue From External Customers Attributed To Foreign Countries By Geographic Area [Line Items] | ||||
Total | 2,766 | 4,000 | 5,670 | 6,898 |
Asia | ||||
Revenue From External Customers Attributed To Foreign Countries By Geographic Area [Line Items] | ||||
Total | $188 | $117 | $384 | $207 |
Summary_of_Revenue_by_Country_
Summary of Revenue by Country Wise (Detail) | 3 Months Ended | 6 Months Ended | ||||||
Aug. 31, 2013 | Aug. 31, 2012 | Aug. 31, 2013 | Aug. 31, 2012 | |||||
United States | ||||||||
Schedule of Components of Income Before Income Tax Expense (Benefit) [Line Items] | ||||||||
Revenue percentage | 79.20% | 52.10% | 77.20% | 57.40% | ||||
Canada | ||||||||
Schedule of Components of Income Before Income Tax Expense (Benefit) [Line Items] | ||||||||
Revenue percentage | [1] | 29.90% | [1] | 24.10% | ||||
United Kingdom | ||||||||
Schedule of Components of Income Before Income Tax Expense (Benefit) [Line Items] | ||||||||
Revenue percentage | [1] | [1] | [1] | [1] | ||||
[1] | Indicates less than 10% |
Credit_Facility_Additional_Inf
Credit Facility - Additional Information (Detail) (Subsequent Event, Revolving Line of Credit, USD $) | 1 Months Ended |
Oct. 07, 2013 | |
Line of Credit Facility [Line Items] | |
Maximum borrowing capacity | 20,000,000 |
Prime Rate | |
Line of Credit Facility [Line Items] | |
Basis spread on variable rate | 0.25% |
Interest floor rate | 3.25% |