Document_and_Entity_Informatio
Document and Entity Information Document | 6 Months Ended | |
Jul. 31, 2014 | Sep. 01, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Jul-14 | ' |
Document Fiscal Year Focus | '2015 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Entity Registrant Name | 'Comverse, Inc. | ' |
Entity Central Index Key | '0001549872 | ' |
Current Fiscal Year End Date | '--01-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 22,358,589 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements Of Operations (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Revenue: | ' | ' | ' | ' |
Product revenue | $20,931 | $56,491 | $48,286 | $109,395 |
Service revenue | 94,389 | 113,262 | 186,166 | 216,176 |
Total revenue | 115,320 | 169,753 | 234,452 | 325,571 |
Costs and expenses: | ' | ' | ' | ' |
Product costs | 11,003 | 28,751 | 25,808 | 56,385 |
Service costs | 64,857 | 74,733 | 130,516 | 138,063 |
Research and development, net | 14,746 | 16,860 | 30,278 | 32,940 |
Selling, general and administrative | 29,549 | 35,349 | 63,694 | 72,059 |
Other operating expenses: | ' | ' | ' | ' |
Restructuring expenses | 1,912 | 2,633 | 4,655 | 6,854 |
Total other operating expenses | 1,912 | 2,633 | 4,655 | 6,854 |
Total costs and expenses | 122,067 | 158,326 | 254,951 | 306,301 |
(Loss) income from operations | -6,747 | 11,427 | -20,499 | 19,270 |
Interest income | 100 | 143 | 215 | 315 |
Interest expense | -231 | -166 | -354 | -354 |
Foreign currency transaction (loss) gain, net | -2,949 | 888 | -930 | -5,028 |
Other expense, net | -413 | 556 | -465 | 342 |
(Loss) income before income tax expense | -10,240 | 12,848 | -22,033 | 14,545 |
Income tax expense | -6,626 | -29,935 | -10,964 | -34,772 |
Net loss | ($16,866) | ($17,087) | ($32,997) | ($20,227) |
Weighted average common shares outstanding: | ' | ' | ' | ' |
Basic & diluted (shares) | 22,401,902 | 22,186,729 | 22,348,835 | 22,097,619 |
Loss per share: | ' | ' | ' | ' |
Basic & diluted (in US$ per share) | ($0.75) | ($0.77) | ($1.48) | ($0.92) |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statement of Comprehensive Income (Loss) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net loss | ($16,866) | ($17,087) | ($32,997) | ($20,227) |
Other comprehensive income (OCI), net of tax: | ' | ' | ' | ' |
Foreign currency translation adjustments | 1,305 | 2,145 | -1,157 | 3,765 |
Changes in accumulated OCI on cash flow hedges, net of tax | 110 | -447 | 233 | -265 |
Other comprehensive income (loss), net of tax | 1,415 | 1,698 | -924 | 3,500 |
Comprehensive loss | ($15,451) | ($15,389) | ($33,921) | ($16,727) |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
ASSETS | ' | ' |
Cash and cash equivalents | $181,587 | $254,580 |
Restricted cash and bank deposits | 63,650 | 34,343 |
Accounts receivable, net of allowance of $4,631 and $6,945, respectively | 106,465 | 89,361 |
Inventories | 22,011 | 16,166 |
Deferred cost of revenue | 12,322 | 14,500 |
Deferred income taxes | 2,089 | 2,329 |
Prepaid expenses | 23,008 | 17,000 |
Other current assets | 6,731 | 1,680 |
Total current assets | 417,863 | 429,959 |
Property and equipment, net | 47,335 | 41,541 |
Goodwill | 150,630 | 150,346 |
Intangible assets, net | 3,813 | 5,153 |
Deferred cost of revenue | 36,314 | 45,717 |
Deferred income taxes | 1,141 | 1,720 |
Long-term restricted cash | 9,017 | 33,815 |
Other assets | 39,025 | 40,586 |
Total assets | 705,138 | 748,837 |
LIABILITIES AND EQUITY | ' | ' |
Accounts payable and accrued expenses | 158,549 | 168,406 |
Deferred revenue | 247,797 | 239,902 |
Deferred income taxes | 833 | 514 |
Income taxes payable | 1,501 | 2,102 |
Total current liabilities | 408,680 | 410,924 |
Deferred revenue | 100,714 | 113,426 |
Deferred income taxes | 45,728 | 43,735 |
Other long-term liabilities | 149,709 | 147,942 |
Total liabilities | 704,831 | 716,027 |
Commitments and contingencies | ' | ' |
Equity: | ' | ' |
Common stock, $0.01 par value - authorized, 100,000,000 shares; issued 22,570,673 and 22,286,123 shares, respectively; outstanding, 22,358,589 and 22,251,226 shares, respectively | 226 | 223 |
Treasury stock, at cost, 212,084 and 34,897 shares, respectively | -5,569 | -1,024 |
Accumulated deficit | -57,248 | -24,251 |
Additional paid in capital | 40,490 | 34,530 |
Accumulated other comprehensive income | 22,408 | 23,332 |
Total equity | 307 | 32,810 |
Total liabilities and equity | $705,138 | $748,837 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accounts receivable, allowance | $4,631 | $6,945 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 22,570,673 | 22,286,123 |
Common stock, shares outstanding | 22,358,589 | 22,251,226 |
Treasury Stock, Shares | 212,084 | 34,897 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements Of Cash Flows (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Cash flows from operating activities: | ' | ' |
Net loss | ($32,997) | ($20,227) |
Depreciation and amortization | 9,561 | 9,317 |
Provision for doubtful accounts | 331 | 890 |
Stock-based compensation expense | 5,923 | 5,343 |
Deferred income taxes | 3,131 | 4,023 |
Inventory write-downs | 1,108 | 2,913 |
Other non-cash items, net | 446 | -1,217 |
Accounts receivable | -16,392 | 3,521 |
Inventories | -8,624 | -663 |
Deferred cost of revenue | 11,592 | 21,802 |
Prepaid expense and other current assets | -5,580 | -1,509 |
Accounts payable and accrued expense | -16,195 | -7,649 |
Income taxes | -1,053 | 14,332 |
Deferred revenue | -5,750 | -30,985 |
Tax contingencies | 3,598 | 5,519 |
Other assets and liabilities | 1,517 | 4,231 |
Net cash (used in) provided by operating activities | -49,384 | 9,641 |
Cash flows from investing activities: | ' | ' |
Proceeds from sales and maturities of investments | 0 | 100 |
Purchases of property and equipment | -11,472 | -4,630 |
Advanced payment for a planned acquisition | -2,678 | 0 |
Net change in restricted cash and bank deposits | -4,027 | -27,569 |
Proceeds from asset sales | 46 | 61 |
Other, net | 0 | -743 |
Net cash used in investing activities | -18,131 | -31,295 |
Cash flows from financing activities: | ' | ' |
CTI capital contribution | 0 | 25,000 |
Payment for repurchase of common stock in connection with tax liabilities upon settlement of stock awards | -972 | -770 |
Payment for repurchase of common stock under repurchase program | -3,573 | 0 |
Proceeds from exercises of stock options | 40 | 556 |
Net cash (used in) provided by financing activities | -4,505 | 24,786 |
Effects of exchange rates on cash and cash equivalents | -973 | -2,049 |
Net (decrease) increase in cash and cash equivalents | -72,993 | 1,083 |
Cash and cash equivalents, beginning of period | 254,580 | 262,921 |
Cash and cash equivalents, end of period | 181,587 | 264,004 |
Accrued but unpaid purchases of property and equipment | 4,587 | 3,278 |
Inventory transfers to property and equipment | $1,673 | $2,495 |
Organization_Business_and_Summ
Organization, Business and Summary of Significant Accounting Policies | 6 Months Ended | |
Jul. 31, 2014 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |
Organization, Business and Summary of Significant Accounting Policies | ' | |
ORGANIZATION, BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Company Background | ||
Prior to October 31, 2012, the date of the Share Distribution (as defined below), Comverse, Inc. (the “Company”) was a wholly-owned subsidiary of Comverse Technology, Inc. (“CTI”). The Company was organized as a Delaware corporation in November 1997. | ||
The Company is a leading provider of business enablement solutions for communication service providers (“CSPs”) and enterprises through a portfolio of product-based solutions and associated services in the following domains: | ||
• | Business Support Systems. The Company provides converged, prepaid and postpaid billing and active customer management systems (“BSS”) for wireless, wireline, cable and multi-play CSPs, as well as to business-to-business (“B2B”) and consumer oriented enterprises, delivering a value proposition designed to enable an effective service and data monetization, a consistent, enhanced customer experience, reduced complexity and cost, and real-time choice and control. In addition, the Company provides CSPs with the ability to better manage their data networks and to better monetize their data network investment through its Policy Management and Policy Enforcement capabilities for wireless and wireline data networks. | |
• | Digital Services. The Company enables network-based voice and messaging (including voicemail, visual voicemail, call completion, short messaging service (“SMS”), and multimedia picture and video messaging ("MMS")), enterprise communication services, and Internet Protocol (“IP”) based rich communication services (including group chat, file transfer, video, social and presence). | |
In connection with each of these domains, the Company offers a portfolio of services primarily related to its solutions (“managed services”). | ||
The Share Distribution | ||
On October 31, 2012, CTI completed its spin-off of the Company as an independent, publicly-traded company, accomplished by means of a pro rata distribution of 100% of the Company's outstanding common shares to CTI's shareholders (the “Share Distribution”). Following the Share Distribution, CTI no longer holds any of the Company's outstanding capital stock, and the Company is an independent publicly-traded company. | ||
In order to govern certain ongoing relationships between CTI and the Company after the Share Distribution and to provide mechanisms for an orderly transition, CTI and the Company entered into agreements pursuant to which certain services and rights are provided for following the Share Distribution, and CTI and the Company have agreed to indemnify each other against certain liabilities arising from their respective businesses and the services that are provided under such agreements. Following the completion of CTI's merger with Verint Systems Inc. (“Verint”) discussed below, these obligations continue to apply between the Company and Verint (see Note 3, Share Distribution Agreements). | ||
Upon completion of the Share Distribution, the Company's shares were listed, and began trading, on NASDAQ under the symbol “CNSI.” On November 1, 2012 in connection with the Share Distribution, CTI's equity-based compensation awards held by the Company's employees were replaced with the Company's equity-based compensation awards. | ||
Merger of CTI and Verint | ||
On August 12, 2012, CTI entered into an agreement and plan of merger (the “Verint Merger Agreement”) with Verint, its then majority-owned publicly-traded subsidiary, providing for the merger of CTI with and into a subsidiary of Verint to become a wholly-owned subsidiary of Verint (the “Verint Merger”). The Verint Merger was completed on February 4, 2013. The Company agreed to indemnify CTI and its affiliates (including Verint after the Verint Merger) against certain losses that may arise as a result of the Verint Merger and the Share Distribution (see Note 3, Share Distribution Agreements). On February 4, 2013, in connection with the closing of the Verint Merger Agreement, CTI placed $25.0 million in escrow to support indemnification claims to the extent made against the Company by Verint and any cash balance remaining in such escrow fund 18 months after the closing of the Verint Merger (the "Escrow Release Date"), less any claims made on or prior to such date, to be released to the Company. On August 6, 2014, the escrow was released in accordance with its terms and the Company received the escrow amount of approximately $25.0 million. As of the closing of the Verint Merger, the Company recognized the estimated fair value of the potential indemnification liability of $4.0 million with the remaining $21.0 million as an additional contribution from CTI. As of July 31, 2014, the estimated fair value of the potential indemnification liability is $3.7 million. | ||
Acquisition of Solaiemes | ||
On August 1, 2014, the Company acquired Spain-based Solaiemes, S.L. (“Solaiemes”) for approximately $2.7 million and the assumption of $1.4 million of debt. Solaiemes is an innovator focused on enabling the creation and monetization of CSPs’ digital services. Solutions from Solaiemes complement the Company's Evolved Communication Suite offering and the combined portfolio creates an end-to-end platform for service monetization of IP-based digital services. During the three months ended July 31, 2014, the Company deposited the purchase price to a trust account in preparation for the closing of the acquisition which was accounted for as an advanced payment for a planned acquisition. | ||
Basis of Presentation | ||
The condensed consolidated financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and on the same basis as the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2014 (the “2013 Form 10-K”). | ||
The condensed consolidated statements of operations, comprehensive loss and cash flows for the periods ended July 31, 2014 and 2013, and the condensed consolidated balance sheet as of July 31, 2014 are not audited but in the opinion of management reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair presentation of the results of the periods presented. Certain information and disclosures normally included in audited financial statements have been omitted in these condensed consolidated financial statements pursuant to the rules and regulations of the SEC. Because the condensed consolidated financial statements do not include all of the information and disclosures required by U.S. GAAP for annual financial statements, they should be read in conjunction with the audited consolidated financial statements and notes included in the 2013 Form 10-K. The results for the three and six months ended July 31, 2014 are not necessarily indicative of a full fiscal year’s results. | ||
Intercompany accounts and transactions within the Company have been eliminated. | ||
Use of Estimates | ||
The preparation of the condensed consolidated financial statements and the accompanying notes in conformity with U.S. GAAP requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses. | ||
The most significant estimates among others include: | ||
• | Estimates relating to the recognition of revenue, including the determination of vendor specific objective evidence (“VSOE”) of fair value and the determination of best estimate of selling price for multiple element arrangements; | |
• | Fair value of stock-based compensation; | |
• | Fair value of reporting units for the purpose of goodwill impairment testing; | |
• | Fair value of long-lived assets; | |
• | Realization of deferred tax assets; | |
• | The identification and measurement of uncertain tax positions; | |
• | Contingencies and litigation; | |
• | Total estimates to complete on percentage-of-completion (“POC”) projects; | |
• | Valuation of inventory; | |
• | Israel employees severance pay; | |
• | Probability assessment of performance based stock units vesting; | |
• | Allowance for doubtful accounts; and | |
• | Valuation of other intangible assets. | |
The Company’s actual results may differ from its estimates. | ||
Recoverability of Long-Lived Assets | ||
The Company periodically evaluates its long-lived assets for potential impairment. In accordance with the relevant accounting guidance, the Company reviews the carrying value of our long-lived assets or asset group that is held and used for impairment whenever circumstances occur that indicate that those carrying values are not recoverable. Under the held and used approach, assets are grouped at the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. The identification of asset groups involves judgment, assumptions, and estimates. The lowest level of cash flows which are largely independent of one another was determined to be at the BSS and Digital Services reporting units. | ||
The Company makes judgments about the recoverability of long-lived assets, including fixed assets and purchased finite-lived intangible assets whenever events or changes in circumstances indicate that impairment may exist. Each period we evaluate the estimated remaining useful lives of long-lived assets and whether events or changes in circumstances warrant a revision to the remaining periods of depreciation or amortization. If circumstances arise that indicate an impairment may exist, we use an estimate of the undiscounted value of expected future operating cash flows over the primary asset’s remaining useful life and salvage value to determine whether the long-lived assets are impaired. If the aggregate undiscounted cash flows and salvage values are less than the carrying amount of the assets, the resulting impairment charge to be recorded is calculated based on the excess of the carrying amount of the assets over the fair value of such assets, with the fair value generally determined using the discounted cash flow ("DCF") method. Application of the DCF method for long-lived assets requires judgment and assumptions related to the amount and timing of future expected cash flows, salvage value assumptions, and appropriate discount rates. Different judgments or assumptions could result in materially different fair value estimates. | ||
Goodwill | ||
Goodwill represents the excess of the fair value of consideration transferred in a business combination over the fair value of tangible and intangible assets acquired net of the fair value of liabilities assumed and the fair value of any noncontrolling interest in the acquiree. The Company has no indefinite-lived intangible assets other than goodwill. The carrying amount of goodwill is reviewed annually for impairment on November 1 and whenever events or changes in circumstances indicate that the carrying value may not be recoverable. | ||
The Company applies the FASB's guidance when testing goodwill for impairment which permits the Company to make a qualitative assessment of whether goodwill is impaired, or opt to bypass the qualitative assessment, and proceed directly to performing the first step of the two-step impairment test. If the Company performs a qualitative assessment and concludes it is more-likely-than-not that the fair value of a reporting unit exceeds its carrying value, goodwill is not considered impaired and the two-step impairment test is unnecessary. However, if the Company concludes otherwise, it is then required to perform the first step of the two-step impairment test. | ||
The Company has the unconditional option to bypass the qualitative assessment for any reporting unit and proceed directly to performing the first step of the goodwill impairment test. The Company may resume performing the qualitative assessment in any subsequent period. | ||
For reporting units where the Company decides to perform a qualitative assessment, the Company's management assesses and makes judgments regarding a variety of factors which potentially impact the fair value of a reporting unit, including general economic conditions, industry and market-specific conditions, customer behavior, cost factors, financial performance and trends, strategies and business plans, capital requirements, management and personnel issues, and stock price, among others. Management then considers the totality of these and other factors, placing more weight on the events and circumstances that are judged to most affect a reporting unit's fair value or the carrying amount of its net assets, to reach a qualitative conclusion regarding whether it is more-likely-than-not that the fair value of a reporting unit exceeds its carrying amount. | ||
For reporting units where the Company performs the two-step goodwill impairment test, the first step requires the Company to compare the fair value of each reporting unit to the carrying value of its net assets. The Company considers both an income-based approach using projected discounted cash flows and a market-based approach using multiples of comparable companies to determine the fair value of its reporting units. The Company's estimate of fair value of each reporting unit is based on a number of subjective factors, including: (i) the appropriate weighting of valuation approaches (income-based approach and market-based approach), (ii) estimates of the future revenue and cash flows, (iii) discount rate for estimated cash flows, (iv) selection of peer group companies for the market-based approach, (v) required levels of working capital, (vi) assumed terminal value, (vii) the time horizon of cash flow forecasts; and (viii) control premium. | ||
If the fair value of the reporting unit exceeds its carrying value, goodwill is not considered impaired and no further evaluation is necessary. If the carrying value of the reporting unit is greater than the estimated fair value of the reporting unit, there is an indication that impairment may exist and the second step is required. In the second step, the implied fair value of goodwill is calculated as the excess of the fair value of a reporting unit over the fair value assigned to its assets and liabilities. If the implied fair value of goodwill is less than the carrying value of the reporting unit's goodwill, the difference is recognized as an impairment charge. | ||
The Company's forecasts and estimates are based on assumptions that are consistent with the plans and estimates used to manage the business. Changes in these estimates could change the conclusion regarding an impairment of goodwill. | ||
The Company's stock price and market capitalization declined during the three months ended April 30, 2014 following the announcement on April 15, 2014 of the Company's fourth quarter and fiscal year ended January 31, 2014 results. As a result of the decrease in stock price and market capitalization, the Company performed an interim goodwill test in conjunction with the preparation of its financial statements for the three months ended April 30, 2014 which did not result in an impairment (see Note 5, Goodwill). | ||
A step two analysis was only required to be performed for the Digital Services reporting unit due to the negative carrying value of the Digital Services equity. The inputs for the fair value calculation of the reporting unit included a 2% growth rate to calculate the terminal value and a discount rate of 12.5% which were consistent with the Company’s annual goodwill impairment assessment performed as of November 1, 2013. In addition, the Company assumed revenue growth and applied margin and other cost assumptions consistent with the reporting unit's historical and industry trends. Factors that have the potential to create variances in the estimated fair value of the Digital Services reporting unit include, but are not limited to, fluctuations in (i) forecasted revenue volumes and purchase order values, which can be driven by multiple external factors affecting demand, including macroeconomic factors including US sanctions on Russia, competitive dynamics and changes in capital allocations of the CSP’s; (ii) sales and marketing costs to generate orders; (iii) product and service costs; and (iv) equity valuations and volatility of peer companies. | ||
Revenue Recognition | ||
Management is required to make judgments to estimate the total estimated costs and progress to completion. Changes to such estimates can impact the timing of the revenue recognition period to period. The Company uses historical experience, project plans, and an assessment of the risks and uncertainties inherent in the arrangement to establish these estimates. Uncertainties in these arrangements include implementation delays or performance issues that may or may not be within the Company's control. If some level of profitability is assured, but the related revenue and costs cannot be reasonably estimated, then revenue is recognized to the extent of costs incurred until such time that the project's profitability can be estimated or the services have been completed. If the Company determines that based on its estimates its costs exceed the sales price, the entire amount of the estimated loss is accrued in the period that such losses become known. | ||
The change in profit estimate for those projects accounted for under the percentage of completion method where a loss provision was recorded, negatively impacted income from operations by $8.0 million and $5.0 million during the six months ended July 31, 2014 and 2013, respectively. |
Recently_Issued_Accounting_Pro
Recently Issued Accounting Pronouncements | 6 Months Ended |
Jul. 31, 2014 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | ' |
Recently Issued Accounting Pronouncements | ' |
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | |
The Company is currently classified as an emerging growth company and as such, can delay adopting new or revised accounting standards until such time as those standards apply to private companies. The Company has elected to follow the required adoption dates for private companies. Therefore, the adoption dates below reflect the Company's current classification. | |
Standards Implemented | |
In February 2013, the FASB issued new accounting guidance on other comprehensive income. This topic requires the Company to provide information about the amounts reclassified out of accumulated other comprehensive income by component and the line items of net income to which significant amounts are reclassified. The guidance was effective for the Company beginning February 1, 2014. The adoption of this guidance resulted in additional disclosures (see Note 14, Stockholders Equity and Accumulated Other Comprehensive Income). | |
Standards To Be Implemented | |
In May 2014, the FASB issued new accounting guidance on revenue recognition. This topic requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The guidance will be effective for the Company beginning January 31, 2018. The Company is currently evaluating the impact of the adoption of this accounting standard update on its financial statements. |
Expense_Allocations_and_Share_
Expense Allocations and Share Distribution Agreements | 6 Months Ended |
Jul. 31, 2014 | |
Expense Allocations and Share Distribution Agreements [Abstract] | ' |
Expense Allocations and Share Distribution Agreements | ' |
SHARE DISTRIBUTION AGREEMENTS | |
Share Distribution Agreements | |
The Company entered into a distribution agreement (the “Distribution Agreement”), transition services agreement, tax disaffiliation agreement and employee matters agreement (collectively, the “Share Distribution Agreements”) with CTI in connection with the Share Distribution. In particular, the Distribution Agreement, among other things, provides for the allocation between the Company and CTI of various assets, liabilities and obligations attributable to periods prior to the Share Distribution. Under the Distribution Agreement, the Company agreed to indemnify CTI and its affiliates (including Verint following the Verint Merger) against certain losses that may arise as a result of the Verint Merger and the Share Distribution. Certain of the Company's indemnification obligations are capped at $25.0 million and certain are uncapped. Specifically, the capped indemnification obligations include indemnifying CTI and its affiliates (including Verint after the Verint Merger) against losses stemming from breaches by CTI of representations, warranties and covenants in the Verint Merger Agreement and for any liabilities of CTI that were known by CTI but not included on the net worth statement delivered by CTI at the closing of the Verint Merger. The Company's uncapped indemnification obligations include indemnifying CTI and its affiliates (including Verint after the Verint Merger) against liabilities relating to the Company's business; claims by any shareholder or creditor of CTI related to the Share Distribution, the Verint Merger or related transactions or disclosure documents; certain claims made by employees or former employees of CTI and any claims made by employees and former employees of the Company (including but not limited to the Israeli optionholder suits discussed in Note 18, Commitments and Contingencies); any failure by the Company to perform under any of the agreements entered into in connection with the Share Distribution; claims related to CTI's ownership or operation of the Company; claims related to the Starhome Disposition (as defined in Note 18, Commitments and Contingencies); certain retained liabilities of CTI that are not reflected on or reserved against on the net worth statement delivered by CTI at the closing of the Verint Merger; and claims arising out of the exercise of appraisal rights by a CTI shareholder in connection with the Share Distribution. On February 4, 2013, in connection with the closing of the Verint Merger Agreement, CTI placed $25.0 million in escrow to support indemnification claims to the extent made against the Company by Verint and any cash balance remaining in such escrow fund 18 months after the closing of the Verint Merger, less any claims made on or prior to such date, to be released to the Company. The escrow funds could not be used for claims related to the Israeli optionholder suits. On August 6, 2014, the escrow was released in accordance with its terms and the Company received the escrow amount of approximately $25.0 million. The Company also assumed all pre-Share Distribution tax obligations of each of the Company and CTI. | |
The Company and CTI entered into a tax disaffiliation agreement that governs their respective rights, responsibilities and obligations after the Share Distribution with respect to tax liabilities and benefits, tax attributes, tax contests and other tax matters regarding income taxes, other taxes and related tax returns. The Company and CTI also entered into an employee matters agreement, which allocates liabilities and responsibilities relating to employee compensation and benefit plans and programs. |
Inventories
Inventories | 6 Months Ended | |||||||
Jul. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Inventories | ' | |||||||
INVENTORIES | ||||||||
Inventories consisted of the following: | ||||||||
July 31, | January 31, | |||||||
2014 | 2014 | |||||||
(In thousands) | ||||||||
Raw materials | $ | 10,622 | $ | 11,445 | ||||
Work in process | 11,389 | 4,612 | ||||||
Finished goods | — | 109 | ||||||
$ | 22,011 | $ | 16,166 | |||||
Goodwill
Goodwill | 6 Months Ended | |||||||||||
Jul. 31, 2014 | ||||||||||||
Goodwill, Impaired [Abstract] | ' | |||||||||||
Goodwill | ' | |||||||||||
GOODWILL | ||||||||||||
The changes in the carrying amount of goodwill in the Company’s reportable segments for the six months ended July 31, 2014 are as follows: | ||||||||||||
BSS | Digital Services | Total | ||||||||||
(In thousands) | ||||||||||||
Goodwill, gross, at January 31, 2014 | $ | 89,798 | $ | 222,608 | $ | 312,406 | ||||||
Accumulated impairment losses at January 31, 2014 | (5,605 | ) | (156,455 | ) | (162,060 | ) | ||||||
Goodwill, net, at January 31, 2014 | 84,193 | 66,153 | 150,346 | |||||||||
Effect of changes in foreign currencies and other | 159 | 125 | 284 | |||||||||
Goodwill, net, at July 31, 2014 | $ | 84,352 | $ | 66,278 | $ | 150,630 | ||||||
Balance at July 31, 2014 | ||||||||||||
Goodwill, gross, at July 31, 2014 | $ | 89,957 | $ | 222,733 | $ | 312,690 | ||||||
Accumulated impairment losses at July 31, 2014 | (5,605 | ) | (156,455 | ) | (162,060 | ) | ||||||
Goodwill, net, at July 31, 2014 | $ | 84,352 | $ | 66,278 | $ | 150,630 | ||||||
The Company's stock price and market capitalization declined during the three months ended April 30, 2014 following the announcement on April 15, 2014 of the Company's fourth quarter and fiscal year ended January 31, 2014 results. As a result of the decrease in stock price and market capitalization, the Company performed an interim goodwill test in conjunction with the preparation of its financial statements for the three months ended April 30, 2014. | ||||||||||||
The determination of whether or not goodwill is impaired involves a significant level of judgment in the assumptions underlying the approaches used to determine the estimated fair value of the Company’s reporting units as well as the allocation of the carrying value of the assets and liabilities to each of the reporting units which has historically been based on headcount. Management believes the analysis included sufficient tolerance for sensitivity in key assumptions. The determination of the fair value of the Company’s reporting units include a market-based approach using multiples of comparable companies to determine the fair value of its reporting units and an income-based approach using projected discounted cash flows based on the Company’s internal forecasts and projections. Management believes the assumptions and rates used in the Company’s impairment assessment are reasonable, but they are judgmental, and variations in any assumptions could result in materially different calculations of fair value and potentially result in impairment of assets. | ||||||||||||
BSS Reporting Unit | ||||||||||||
Step one of the quantitative goodwill interim impairment test for the three months ended April 30, 2014 resulted in the determination that the estimated fair value of BSS significantly exceeded its carrying amount, including goodwill. Accordingly, the second step was not required for this reporting unit. | ||||||||||||
Digital Services Reporting Unit | ||||||||||||
Step one of the quantitative goodwill impairment test resulted in the determination that the estimated fair value of Digital Services exceeded its carrying amount, including goodwill; however a step two analysis was performed on the reporting unit due to the negative carrying value of the Digital Services equity. The fair value of the goodwill as calculated under the Step two of the impairment test significantly exceeded the carrying value as recorded on April 30, 2014. |
Intangible_Assets_Net
Intangible Assets, Net | 6 Months Ended | |||||||
Jul. 31, 2014 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||
Intangible Assets, Net | ' | |||||||
INTANGIBLE ASSETS, NET | ||||||||
Intangible assets, net are as follows: | ||||||||
July 31, | January 31, | |||||||
2014 | 2014 | |||||||
(In thousands) | ||||||||
Gross carrying amount: | ||||||||
Acquired technology | $ | 98,000 | $ | 98,000 | ||||
Customer relationships | 36,189 | 36,033 | ||||||
Trade names | 3,400 | 3,400 | ||||||
Total Intangible Assets | 137,589 | 137,433 | ||||||
Accumulated amortization: | ||||||||
Acquired technology | 98,000 | 98,000 | ||||||
Customer relationships | 32,376 | 30,880 | ||||||
Trade names | 3,400 | 3,400 | ||||||
133,776 | 132,280 | |||||||
Total | $ | 3,813 | $ | 5,153 | ||||
Acquired technology intangible assets, net relate to the BSS segment as of July 31, 2014 and January 31, 2014. | ||||||||
Amortization of intangible assets was $0.7 million and $1.4 million for the three and six months ended July 31, 2014, respectively, and $0.8 million and $1.4 million for the three and six months ended July 31, 2013, respectively. There were no impairments of intangible assets for the three and six months ended July 31, 2014 or 2013. | ||||||||
Estimated future amortization expense on finite-lived acquisition-related assets for each of the succeeding fiscal years is as follows: | ||||||||
Fiscal Years Ending January 31, | (In thousands) | |||||||
2015 (remainder of fiscal year) | $ | 1,405 | ||||||
2016 | 2,408 | |||||||
$ | 3,813 | |||||||
As discussed in note 5, Goodwill, the Company's stock price and market capitalization declined during the three months ended April 30, 2014 following the announcement on April 15, 2014 of the Company's fourth quarter and fiscal year ended January 31, 2014 results. As a result of the decrease in stock price and market capitalization, the Company concluded there were indicators of potential impairment and therefore performed an intangible and long lived asset impairment assessment in conjunction with the preparation of its financial statements for the three months ended April 30, 2014 by comparing the carrying value of the assets to the pre-tax undiscounted cash flows estimated to be generated by those assets over their remaining book useful lives. Based on the calculations performed by management, the sum of the undiscounted cash flows estimated to be generated by certain assets exceeded the carrying value of those assets. Therefore, no impairment charge was recorded. | ||||||||
While no impairment was indicated as a result of this assessment, a future potential impairment is possible for these asset groups if actual results should differ materially from forecasted results or for other factors as described in regard to the Company’s goodwill impairment test, (see Note 5, Goodwill). |
Other_Assets
Other Assets | 6 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Other Assets [Abstract] | ' | ||||||||
Other Assets | ' | ||||||||
OTHER ASSETS | |||||||||
Other assets consisted of the following: | |||||||||
July 31, | January 31, | ||||||||
2014 | 2014 | ||||||||
(In thousands) | |||||||||
Severance pay fund (1) | $ | 33,058 | $ | 33,482 | |||||
Deposits | 3,006 | 2,956 | |||||||
Other (2) | 2,961 | 4,148 | |||||||
$ | 39,025 | $ | 40,586 | ||||||
-1 | Represents deposits into insurance policies to fund severance liability for Israeli-based employees (see Note 12, Other Long-Term Liabilities). | ||||||||
-2 | Includes a $1.2 million cost-method investment in a subsidiary of a significant customer at each of July 31, 2014 and January 31, 2014. |
Restructuring
Restructuring | 6 Months Ended | |||||||||||||||||||||||||||||||
Jul. 31, 2014 | ||||||||||||||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ' | |||||||||||||||||||||||||||||||
Restructuring | ' | |||||||||||||||||||||||||||||||
RESTRUCTURING | ||||||||||||||||||||||||||||||||
The Company reviews its business, manages costs and aligns resources with market demand. As a result, the Company has taken several actions to improve its cash position, reduce fixed costs, eliminate redundancies, strengthen operational focus and better position itself to respond to market pressures or unfavorable economic conditions. Restructuring expenses are recorded within Other operating expenses in the consolidated statements of operations. | ||||||||||||||||||||||||||||||||
2014 Initiatives | ||||||||||||||||||||||||||||||||
During the three months ended April 30, 2014, the Company commenced certain initiatives with a plan to further restructure its operations towards aligning operating costs and expenses with anticipated revenue. On September 9, 2014, the Company commenced an expansion of its previously disclosed 2014 restructuring plan. The restructuring plan has been facilitated by efficiencies gained through initiatives implemented in recent fiscal periods and the expectation that software will account for a higher portion of the Company's revenue in future periods. The restructuring is designed to align operating costs and expenses with currently anticipated revenue. The restructuring plan (as expanded) is expected to include reduction of workforce included in cost of revenue, research and development and selling, general and administrative expenses. The aggregate total cost of the 2014 restructuring plan (as expanded) is currently expected to be approximately $15.0 million to $17.0 million, primarily related to severance costs which are expected to be accrued and paid by January 31, 2015. As previously disclosed, the aggregate total cost of the 2014 restructuring plan (prior to expansion) was expected to be approximately $9.0 million. In relation to this restructuring plan, the Company recorded severance-related costs of $5.0 million and paid $3.5 million during the six months ended July 31, 2014. | ||||||||||||||||||||||||||||||||
Fourth Quarter 2012 Initiatives | ||||||||||||||||||||||||||||||||
During the fourth quarter of the fiscal year ended January 31, 2013, following the Share Distribution, the Company commenced certain initiatives to restructure its operations and reorganize its activities and go-to-market strategy, including a plan to restructure the operations of the Company with a view towards aligning operating costs and expenses with anticipated revenue and the new go-to-market strategy. During the six months ended July 31, 2014, the Company paid severance and facilities-related costs of $1.0 million and $0.9 million, respectively, in relation to this restructuring plan. The remaining severance and facilities-related costs accrued under this plan are expected to be paid by October 2019. | ||||||||||||||||||||||||||||||||
Third Quarter 2010 Restructuring Initiatives and Business Transformation | ||||||||||||||||||||||||||||||||
During the fiscal year ended January 31, 2011, the Company commenced certain initiatives to improve its cash position, including a plan to restructure its operations with a view towards aligning operating costs and expenses with anticipated revenue, reducing its annualized operating costs. During the fiscal year ended January 31, 2012, the Company implemented a second phase of measures (the “Phase II Business Transformation”) that focuses on process reengineering to maximize business performance, productivity and operational efficiency. As part of the Phase II Business Transformation, the Company restructured its operations into new business units that are designed to improve operational efficiency and business performance. One of the primary purposes of the Phase II Business Transformation is to solidify the Company’s leadership in BSS and leverage the growth in mobile data usage, while maintaining its leading market position in Digital Services and implementing further cost savings through operational efficiencies and strategic focus. The remaining facilities-related costs accrued under this plan are expected to be paid by October 2014. | ||||||||||||||||||||||||||||||||
Netcentrex 2010 and 2011 Initiative | ||||||||||||||||||||||||||||||||
During the fiscal years ended January 31, 2011 and 2012, management, as part of initiatives to improve focus on the Company’s core business and to maintain its ability to face intense competitive pressures in its markets, approved the first phase of a restructuring plan to eliminate staff positions primarily located in France. The remaining facilities-related costs accrued under this plan are expected to be paid by October 2015. | ||||||||||||||||||||||||||||||||
The following tables represent a roll forward of the liabilities related to the workforce reduction and restructuring activities noted above for the three and six months ended July 31, 2014 and 2013: | ||||||||||||||||||||||||||||||||
2014 Initiative | Fourth Quarter 2012 Initiative | Third Quarter 2010 Initiative | Netcentrex 2010 and 2011 Initiative | |||||||||||||||||||||||||||||
Severance | Facilities | Severance | Facilities | Facilities | Severance | Facilities | Total | |||||||||||||||||||||||||
Related | Related | Related | Related | Related | Related | Related | ||||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
January 31, 2014 | $ | — | $ | — | $ | 1,062 | $ | 5,728 | $ | 390 | $ | 50 | $ | 15 | $ | 7,245 | ||||||||||||||||
Expenses | 5,015 | 4 | 84 | 48 | 10 | — | — | 5,161 | ||||||||||||||||||||||||
Change in assumptions | (107 | ) | — | (102 | ) | (250 | ) | — | (47 | ) | — | (506 | ) | |||||||||||||||||||
Translation and other adjustments | — | — | — | — | — | (1 | ) | (1 | ) | (2 | ) | |||||||||||||||||||||
Paid or utilized | (3,456 | ) | (4 | ) | (1,030 | ) | (873 | ) | (97 | ) | (2 | ) | — | (5,462 | ) | |||||||||||||||||
July 31, 2014 | $ | 1,452 | $ | — | $ | 14 | $ | 4,653 | $ | 303 | $ | — | $ | 14 | $ | 6,436 | ||||||||||||||||
Fourth Quarter 2012 Initiative | Third Quarter 2010 Initiative | Netcentrex 2010 and 2011 Initiative | ||||||||||||||||||||||||||||||
Severance | Facilities | Facilities | Severance | Facilities | Total | |||||||||||||||||||||||||||
Related | Related | Related | Related | Related | ||||||||||||||||||||||||||||
January 31, 2013 | $ | 3,713 | $ | 885 | $ | 391 | $ | 212 | $ | 438 | $ | 5,639 | ||||||||||||||||||||
Expenses | 3,158 | 4,364 | 5 | (126 | ) | 1 | 7,402 | |||||||||||||||||||||||||
Change in assumptions | (967 | ) | 419 | — | — | — | (548 | ) | ||||||||||||||||||||||||
Translation and other adjustments (1) | 62 | 997 | — | (7 | ) | (11 | ) | 1,041 | ||||||||||||||||||||||||
Paid or utilized | (4,608 | ) | (746 | ) | (94 | ) | (12 | ) | (288 | ) | (5,748 | ) | ||||||||||||||||||||
July 31, 2013 | $ | 1,358 | $ | 5,919 | $ | 302 | $ | 67 | $ | 140 | $ | 7,786 | ||||||||||||||||||||
(1) Includes deferred rent liability balance for restructured facilities. |
Debt
Debt | 6 Months Ended |
Jul. 31, 2014 | |
Debt Disclosure [Abstract] | ' |
Debt | ' |
DEBT | |
There were no outstanding debt amounts as of July 31, 2014 or January 31, 2014. | |
Comverse Ltd. Lines of Credit | |
As of January 31, 2014, Comverse Ltd., the Company’s wholly-owned Israeli subsidiary, had a $20.0 million line of credit with a bank to be used for various performance guarantees to customers and vendors, letters of credit and foreign currency transactions in the ordinary course of business. During the three months ended April 30, 2014, Comverse Ltd. increased the line of credit from $20.0 million to $25.0 million with a corresponding increase in the cash balances Comverse Ltd. is required to maintain with the bank to $25.0 million. This line of credit is not available for borrowings. The line of credit bears no interest and is subject to renewal on an annual basis. Comverse Ltd. is required to maintain cash balances with the bank of no less than the capacity under the line of credit at all times regardless of amounts utilized under the line of credit. As of July 31, 2014 and January 31, 2014, Comverse Ltd. had utilized $20.7 million and $20.0 million, respectively, of capacity under the line of credit for guarantees and foreign currency transactions. | |
As of January 31, 2014, Comverse Ltd. had an additional line of credit with a bank for $8.0 million, to be used for borrowings, various performance guarantees to customers and vendors, letters of credit and foreign currency transactions in the ordinary course of business. During the three months ended April 30, 2014, Comverse Ltd. increased the line of credit from $8.0 million to $10.0 million with a corresponding increase in the cash balances Comverse Ltd. is required to maintain with the bank to $10.0 million. The line of credit bears no interest other than on borrowings thereunder and is subject to renewal on an annual basis. Borrowings under the line of credit bear interest at an annual rate of London Interbank Offered Rate (“LIBOR”) plus a variable margin determined based on the bank’s underlying cost of capital. Comverse Ltd. is required to maintain cash balances with the bank of no less than the capacity under the line of credit at all times regardless of amounts borrowed or utilized under the line of credit. As of July 31, 2014 and January 31, 2014, Comverse Ltd. had no outstanding borrowings under the line of credit. As of each of July 31, 2014 and January 31, 2014, Comverse Ltd. had utilized $8.4 million and $8.0 million, respectively, of capacity under the line of credit for guarantees and foreign currency transactions. | |
Other than Comverse Ltd.’s requirement to maintain cash balances with the banks as discussed above, the lines of credit have no financial covenants. These cash balances required to be maintained with the banks were classified as “Restricted cash and bank deposits” and long-term restricted cash within the condensed consolidated balance sheets as of July 31, 2014 and January 31, 2014. |
Derivatives_and_Financial_Inst
Derivatives and Financial Instruments | 6 Months Ended | ||||||||||||
Jul. 31, 2014 | |||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||
Derivatives and Financial Instruments | ' | ||||||||||||
DERIVATIVES AND FINANCIAL INSTRUMENTS | |||||||||||||
The Company entered into derivative arrangements to manage a variety of risk exposures during the three and six months ended July 31, 2014 and 2013, including foreign currency risk related to forecasted foreign currency denominated payroll costs. The Company assesses the counterparty credit risk for each party prior to entering into its derivative financial instruments and in valuing the derivative instruments for the periods presented. | |||||||||||||
Forward Contracts | |||||||||||||
During the three and six months ended July 31, 2014 and 2013, the Company entered into a series of short-term foreign currency forward contracts to limit the variability in exchange rates between the U.S. dollar and the new Israeli shekel (“NIS”) to hedge probable cash flow exposure from expected future payroll expense. The transactions qualified for cash flow hedge accounting under the FASB’s guidance and there was no hedge ineffectiveness. Accordingly, the Company recorded all changes in fair value of the forward contracts as part of other comprehensive loss in the condensed consolidated statements of comprehensive loss. Such amounts are reclassified to the statements of operations when the effects of the item being hedged are recognized. The Company’s derivatives outstanding as of July 31, 2014 are short-term in nature and are due to contractually settle within the next twelve months. | |||||||||||||
Embedded Derivative | |||||||||||||
The Company has entered into a lease agreement whereby the lease payments are indexed to a non-functional currency | |||||||||||||
exchange rate subject to a floor. The fair value of this embedded derivative is measured at fair value and adjusted each reporting period through the statement of operations. | |||||||||||||
The following tables summarize the Company’s derivative positions and their respective fair values: | |||||||||||||
July 31, 2014 | |||||||||||||
Type of Derivative | Notional | Balance Sheet Classification | Fair Value | ||||||||||
Amount | |||||||||||||
(In thousands) | |||||||||||||
Assets | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Short-term foreign currency forward | $ | 12,847 | Prepaid expenses and other current assets | $ | 291 | ||||||||
Total assets | $ | 291 | |||||||||||
Liabilities | |||||||||||||
Embedded derivatives | |||||||||||||
Long-term | 6,543 | Other long-term liabilities | $ | 413 | |||||||||
Total liabilities | $ | 413 | |||||||||||
January 31, 2014 | |||||||||||||
Type of Derivative | Notional | Balance Sheet Classification | Fair Value | ||||||||||
Amount | |||||||||||||
(In thousands) | |||||||||||||
Assets | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Short-term foreign currency forward | $ | 25,607 | Prepaid expenses and other current assets | $ | 58 | ||||||||
Total assets | $ | 58 | |||||||||||
Liabilities | |||||||||||||
Embedded derivatives | |||||||||||||
Long-term | 6,543 | Other long-term liabilities | $ | 719 | |||||||||
Total liabilities | $ | 719 | |||||||||||
The following tables summarize the Company’s classification of gains and losses on derivative instruments: | |||||||||||||
Three Months Ended July 31, 2014 | |||||||||||||
Gain (Loss) | |||||||||||||
Type of Derivative | Recognized in | Reclassified from | Recognized in | ||||||||||
Other Comprehensive | Accumulated | Other Expense, Net | |||||||||||
Income (Loss) | Other Comprehensive | ||||||||||||
Income into | |||||||||||||
Statement | |||||||||||||
of Operations | |||||||||||||
(In thousands) | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Foreign currency forward | $ | 209 | $ | 99 | $ | — | |||||||
Total | $ | 209 | $ | 99 | $ | — | |||||||
Three Months Ended July 31, 2013 | |||||||||||||
Gain (Loss) | |||||||||||||
Type of Derivative | Recognized in | Reclassified from | Recognized in | ||||||||||
Other Comprehensive | Accumulated | Other Expense, Net | |||||||||||
Income (Loss) | Other Comprehensive | ||||||||||||
Income into | |||||||||||||
Statement | |||||||||||||
of Operations | |||||||||||||
(In thousands) | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Foreign currency forward | $ | (26 | ) | $ | 421 | $ | — | ||||||
Total | $ | (26 | ) | $ | 421 | $ | — | ||||||
Six Months Ended July 31, 2014 | |||||||||||||
Gain (Loss) | |||||||||||||
Type of Derivative | Recognized in | Reclassified from | Recognized in | ||||||||||
Other Comprehensive | Accumulated | Other Expense, Net | |||||||||||
Income (Loss) | Other Comprehensive | ||||||||||||
Income into | |||||||||||||
Statement | |||||||||||||
of Operations | |||||||||||||
(In thousands) | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Foreign currency forward | $ | 460 | $ | 227 | $ | — | |||||||
Total | $ | 460 | $ | 227 | $ | — | |||||||
Six Months Ended July 31, 2013 | |||||||||||||
Gain (Loss) | |||||||||||||
Type of Derivative | Recognized in | Reclassified from | Recognized in | ||||||||||
Other Comprehensive | Accumulated | Other Expense, Net | |||||||||||
Income (Loss) | Other Comprehensive | ||||||||||||
Income into | |||||||||||||
Statement | |||||||||||||
of Operations | |||||||||||||
(In thousands) | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Foreign currency forward | $ | 763 | $ | 1,028 | $ | — | |||||||
Total | $ | 763 | $ | 1,028 | $ | — | |||||||
There were no gains or losses from ineffectiveness of these hedges recorded for the three and six months ended July 31, 2014 and 2013. |
Fair_Value_Measurements
Fair Value Measurements | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
FAIR VALUE MEASUREMENTS | ||||||||||||||||
Under the FASB’s guidance, fair value is defined as the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., “the exit price”). | ||||||||||||||||
In determining fair value, the Company uses various valuation approaches, including quoted market prices and discounted cash flows. The FASB's guidance also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from independent sources. Unobservable inputs are inputs that reflect a company's judgment concerning the assumptions that market participants would use in pricing the asset or liability developed based on the best information available under the circumstances. The fair value hierarchy is broken down into three levels based on the reliability of inputs as follows: | ||||||||||||||||
• | Level 1 – Valuations based on quoted prices in active markets for identical instruments that the Company is able to access. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these instruments does not entail a significant degree of judgment. | |||||||||||||||
• | Level 2 – Valuations based on quoted prices in active markets for instruments that are similar, or quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. | |||||||||||||||
• | Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement. | |||||||||||||||
Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. Changes in the observability of valuation inputs may result in transfers within fair value measurement hierarchy. All transfers into and/or out of all levels are assumed to occur at the end of the reporting period. The Company did not have any transfers between levels of the fair value measurement hierarchy during the three and six months ended July 31, 2014 and 2013. | ||||||||||||||||
Assets and Liabilities Measured at Fair Value on a Recurring Basis | ||||||||||||||||
The fair value of financial instruments is estimated by the Company, using available market information and appropriate valuation methodologies. However, considerable judgment is required in interpreting market data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts that the Company could realize in a market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts. | ||||||||||||||||
Money Market Funds. The Company values these assets using quoted market prices for such funds. | ||||||||||||||||
Derivative assets and liabilities. The fair value of derivative instruments is based on quotes or data received from counterparties and third party financial institutions. These quotes are reviewed for reasonableness by discounting the future estimated cash flows under the contracts, considering the terms and maturities of the contracts and market rates for similar contracts using readily observable market prices thereof. | ||||||||||||||||
The following tables present financial instruments according to the fair value hierarchy as defined by the FASB’s guidance: | ||||||||||||||||
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis as of: | ||||||||||||||||
July 31, 2014 | ||||||||||||||||
Quoted Prices | Significant | Significant | Fair Value | |||||||||||||
to Active | Other Observable | Unobservable | ||||||||||||||
Markets for | Inputs | Inputs | ||||||||||||||
Identical | (Level 2) | (Level 3) | ||||||||||||||
Instruments | ||||||||||||||||
(Level 1) | ||||||||||||||||
(In thousands) | ||||||||||||||||
Financial Assets: | ||||||||||||||||
Money market funds (1) | $ | 34,399 | $ | — | $ | — | $ | 34,399 | ||||||||
Derivative assets | — | 291 | — | 291 | ||||||||||||
$ | 34,399 | $ | 291 | $ | — | $ | 34,690 | |||||||||
Financial Liabilities: | ||||||||||||||||
Embedded Derivatives | $ | — | $ | 413 | $ | — | $ | 413 | ||||||||
$ | — | $ | 413 | $ | — | $ | 413 | |||||||||
January 31, 2014 | ||||||||||||||||
Quoted Prices | Significant | Significant | Fair Value | |||||||||||||
to Active | Other | Unobservable | ||||||||||||||
Markets for | Observable | Inputs | ||||||||||||||
Identical | Inputs | (Level 3) | ||||||||||||||
Instruments | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
(In thousands) | ||||||||||||||||
Financial Assets: | ||||||||||||||||
Money market funds (1) | $ | 34,398 | $ | — | $ | — | $ | 34,398 | ||||||||
Derivative assets | — | 58 | — | 58 | ||||||||||||
$ | 34,398 | $ | 58 | $ | — | $ | 34,456 | |||||||||
Financial Liabilities: | ||||||||||||||||
Embedded Derivatives | $ | — | $ | 719 | $ | — | $ | 719 | ||||||||
$ | — | $ | 719 | $ | — | $ | 719 | |||||||||
-1 | As of July 31, 2014 and January 31, 2014, money market funds of $34.4 million were classified in “Cash and cash equivalents” within the condensed consolidated balance sheets. | |||||||||||||||
Assets and Liabilities Not Measured at Fair Value on a Recurring Basis | ||||||||||||||||
In addition to assets and liabilities that are measured at fair value on a recurring basis, the Company also measures certain assets and liabilities at fair value on a nonrecurring basis. The Company measures non-financial assets, classified within Level 3 of the fair value hierarchy, including goodwill, intangible assets and property and equipment, at fair value when there is an indication of impairment. These assets are recorded at fair value only when an impairment expense is recognized. The Company has elected not to apply the fair value option for non-financial assets and non-financial liabilities. | ||||||||||||||||
The carrying amounts of cash and cash equivalents, restricted cash and bank time deposits, accounts receivable and accounts payable are reasonable estimates of their fair value. |
Other_LongTerm_Liabilities
Other Long-Term Liabilities | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Other Liabilities Disclosure [Abstract] | ' | |||||||||||||||
Other Long-Term Liabilities | ' | |||||||||||||||
OTHER LONG-TERM LIABILITIES | ||||||||||||||||
Other long-term liabilities consisted of the following: | ||||||||||||||||
July 31, | January 31, | |||||||||||||||
2014 | 2014 | |||||||||||||||
(In thousands) | ||||||||||||||||
Liability for severance pay | $ | 45,610 | $ | 44,793 | ||||||||||||
Tax contingencies | 95,177 | 90,345 | ||||||||||||||
Other long-term liabilities | 8,922 | 12,804 | ||||||||||||||
Total | $ | 149,709 | $ | 147,942 | ||||||||||||
Under Israeli law, the Company is obligated to make severance payments under certain circumstances to employees of its Israeli subsidiaries on the basis of each individual’s current salary and length of employment. The Company’s liability for severance pay is calculated pursuant to Israel’s Severance Pay Law based on the most recent monthly salary of the employee multiplied by the number of years of employment, as of the balance sheet date. The liability for severance pay is recognized as compensation benefits in the condensed consolidated statements of operations. Employees are entitled to one month’s salary for each year of employment or a portion thereof. The Company records the obligation as if it was payable at each balance sheet date (“shut-down method”). A portion of such severance liability is funded by monthly deposits into insurance policies, which are restricted to only be used to satisfy such severance payments. Any change in the fair value of the asset is recognized as an adjustment to compensation expense in the condensed consolidated statements of operations. The asset and liability are recognized gross and not offset on the condensed consolidated balance sheet. Upon involuntary termination, employees will receive the balance from deposited funds from the insurance policies with the remaining balance paid by the Company. For voluntarily termination the employees are entitled, based on Company's policy, to the balance in the deposited funds. Any remaining net liability balance is reversed as compensation benefits in the condensed consolidated statements of operations. | ||||||||||||||||
For employees in Israel hired after January 2011, the Company makes regular deposits with certain insurance companies for accounts controlled by each applicable employee in order to secure the employee's rights upon termination. The Company is relieved from any severance pay liability with respect to deposits made on behalf of each employee. As such, the severance plan is only defined by the monthly contributions made by the Company, the liability accrued in respect of these employees and the amounts funded are not reflected in the Company's condensed balance sheets. The portion of liability not funded is included in Other liabilities in the condensed consolidated balance sheets. | ||||||||||||||||
A portion of such severance liability is funded by monthly deposits into insurance policies, which are restricted to only be used to satisfy such severance payments. The amount of deposits is classified in “Other assets” within the condensed consolidated balance sheets as severance pay fund in the amounts of $33.1 million and $33.5 million as of July 31, 2014 and January 31, 2014, respectively. | ||||||||||||||||
Severance pay expenses pursuant to Israel’s Severance Pay Law were as follows: | ||||||||||||||||
Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Increase due to passage of time | $ | 1,038 | $ | 1,246 | $ | 2,072 | $ | 2,546 | ||||||||
Increase due to salary increase | 447 | 911 | 674 | 1,033 | ||||||||||||
Reversal due to voluntary termination of employee | (364 | ) | (212 | ) | (511 | ) | (468 | ) | ||||||||
Gain from increase in fund value | (177 | ) | (548 | ) | (152 | ) | (661 | ) | ||||||||
Total operating expense due to Israeli Severance Law | $ | 944 | $ | 1,397 | $ | 2,083 | $ | 2,450 | ||||||||
StockBased_Compensation
Stock-Based Compensation | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||
Stock-Based Compensation | ' | |||||||||||||||
STOCK-BASED COMPENSATION | ||||||||||||||||
2012 Stock Incentive Compensation Plan | ||||||||||||||||
In October 2012, in connection with the Share Distribution the Company adopted the Comverse, Inc. 2012 Stock Incentive Compensation Plan (the "2012 Incentive Plan"). The 2012 Incentive Plan provides for the issuance of nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, performance-based compensation awards and other stock-based awards (referred to collectively as the "Awards") based on shares of Comverse common stock (referred to as "Shares"). The Company's employees, non-employee directors and consultants as well as employees and consultants of its subsidiaries and affiliates are eligible to receive Awards. | ||||||||||||||||
A total of 2.5 million Shares are reserved for issuance under future Awards to be granted under the 2012 Incentive Plan following the effective date of the plan (referred to as the "Future Awards"). | ||||||||||||||||
As of July 31, 2014, stock options to purchase 1,105,229 Shares and additional Awards covering 635,902 Shares were outstanding. As of July 31, 2014, an aggregate of 1,159,651 Future Awards are available for future grant under the 2012 Incentive Plan. | ||||||||||||||||
Share-Based Awards | ||||||||||||||||
Stock-based compensation expense associated with awards for the three and six months ended July 31, 2014 and 2013 included in the condensed consolidated statements of operations is as follows: | ||||||||||||||||
Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Stock options: | ||||||||||||||||
Service costs | $ | 76 | $ | 23 | $ | 117 | $ | 34 | ||||||||
Research and development | 55 | 9 | 94 | 9 | ||||||||||||
Selling, general and administrative | 564 | 324 | 947 | 560 | ||||||||||||
695 | 356 | 1,158 | 603 | |||||||||||||
Restricted/Deferred stock awards: | ||||||||||||||||
Service costs | 701 | 634 | 1,630 | 1,547 | ||||||||||||
Research and development | 235 | 212 | 553 | 530 | ||||||||||||
Selling, general and administrative | 1,354 | 1,047 | 2,582 | 2,663 | ||||||||||||
2,290 | 1,893 | 4,765 | 4,740 | |||||||||||||
Total | $ | 2,985 | $ | 2,249 | $ | 5,923 | $ | 5,343 | ||||||||
Restricted Awards and Stock Options | ||||||||||||||||
The Company grants restricted stock unit awards subject to vesting provisions (“RSUs”) and stock options to certain key employees and director stock unit awards (“DSUs”) to non-employee directors (such RSUs and DSUs collectively referred to as “Restricted Awards”). For the six months ended July 31, 2014, the Company granted Restricted Awards covering an aggregate of 300,494 Shares and stock options to purchase an aggregate of 374,827 Shares. For the six months ended July 31, 2013, the Company granted Restricted Awards covering an aggregate of 314,399 Shares, of which 121,335 were performance based awards, and stock options to purchase an aggregate of 328,639 Shares. | ||||||||||||||||
During the six months ended July 31, 2014, 1,365 Shares were issued upon exercise of stock options under the 2012 Incentive Plan. Total proceeds from these Shares were negligible. During the three and six months ended July 31, 2013, 19,934 and 20,950 Shares, respectively, were issued upon exercise of stock options under the 2012 Incentive Plan. Total proceeds from these Shares were $0.5 million and $0.6 million, respectively. | ||||||||||||||||
The fair market value of the Company's Restricted Awards that vested during the three and six months ended July 31, 2014, was $3.0 million and $9.1 million, respectively. The fair market value of the Company's Restricted Awards that vested during the three and six months ended July 31, 2013, was $1.0 million and $8.1 million, respectively. | ||||||||||||||||
As of July 31, 2014, the unrecognized Company compensation expense, net of estimated forfeitures, related to unvested Restricted Awards was $13.2 million, which is expected to be recognized over a weighted-average period of 2.04 years. | ||||||||||||||||
The Company's outstanding stock options as of July 31, 2014 include unvested stock options to purchase 742,531 Shares with a weighted-average grant date fair value of $9.28, an expected term of 4.0 years and a total fair value of $6.9 million. The unrecognized compensation expenses related to the remaining unvested stock options to purchase Shares was $6.0 million, which is expected to be recognized over a weighted-average period of 2.29 years. |
Stockholders_Equity_and_Accumu
Stockholders Equity and Accumulated Other Comprehensive Income | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||
Equity Attributable to Comverse, Inc. and Noncontrolling Interest | ' | |||||||||||||||
EQUITY AND ACCUMULATED OTHER COMPREHENSIVE INCOME | ||||||||||||||||
Components of equity are as follows: | ||||||||||||||||
Six Months Ended July 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
(In thousands) | ||||||||||||||||
Balance, January 31 | $ | 32,810 | $ | (18,763 | ) | |||||||||||
Net loss | (32,997 | ) | (20,227 | ) | ||||||||||||
Unrealized gain (loss) for cash flow hedge positions, net of reclassification adjustments and tax | 233 | (265 | ) | |||||||||||||
Foreign currency translation adjustment | (1,157 | ) | 3,765 | |||||||||||||
Stock-based compensation expense | 5,923 | 5,343 | ||||||||||||||
Exercises of stock options | 40 | 556 | ||||||||||||||
CTI contribution (1) | — | 20,981 | ||||||||||||||
Payment for repurchase of common stock in connection with tax liabilities upon settlement of stock awards | (972 | ) | (770 | ) | ||||||||||||
Payment for repurchase of common stock under repurchase program | (3,573 | ) | — | |||||||||||||
Balance, July 31 | $ | 307 | $ | (9,380 | ) | |||||||||||
-1 | On February 4, 2013, in connection with the closing of the Verint Merger, CTI placed $25.0 million in escrow to support indemnification claims to the extent made against the Company by Verint. The Company recognized the estimated fair value of the potential indemnification liability of $4.0 million with the remaining $21.0 million as an additional contribution from CTI (see Note 1, Organization, Business and Summary of Significant Accounting Policies). | |||||||||||||||
Accumulated Other Comprehensive Income | ||||||||||||||||
The components of Accumulated Other Comprehensive Income (“AOCI”), net of zero tax, were as follows (in thousands, unaudited): | ||||||||||||||||
Foreign Currency Translation Adjustments | Unrealized Gains on Cash Flow Hedges | Total | ||||||||||||||
Balance as of January 31, 2013 | $ | 21,276 | $ | 475 | $ | 21,751 | ||||||||||
Other comprehensive income before reclassifications | 3,765 | 763 | 4,528 | |||||||||||||
Amounts reclassified from AOCI | — | (1,028 | ) | (1,028 | ) | |||||||||||
Other comprehensive income | 3,765 | (265 | ) | 3,500 | ||||||||||||
Balance as of July 31, 2013 | $ | 25,041 | $ | 210 | $ | 25,251 | ||||||||||
Foreign Currency Translation Adjustments | Unrealized Gains on Cash Flow Hedges | Total | ||||||||||||||
Balance as of January 31, 2014 | $ | 23,274 | $ | 58 | $ | 23,332 | ||||||||||
Other comprehensive (loss) income before reclassifications | (1,157 | ) | 460 | (697 | ) | |||||||||||
Amounts reclassified from AOCI | — | (227 | ) | (227 | ) | |||||||||||
Other comprehensive (loss) income | (1,157 | ) | 233 | (924 | ) | |||||||||||
Balance as of July 31, 2014 | $ | 22,117 | $ | 291 | $ | 22,408 | ||||||||||
The amounts of unrealized gains on cash flow hedges reclassified out of accumulated other comprehensive income (loss) into the condensed consolidated condensed statements of operations, with presentation location, were as follows: | ||||||||||||||||
Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Cost of revenue | $ | (49 | ) | $ | (219 | ) | $ | (111 | ) | $ | (518 | ) | ||||
Research and development, net | (14 | ) | (64 | ) | (33 | ) | (161 | ) | ||||||||
Selling, general and administrative | (36 | ) | (138 | ) | (83 | ) | (349 | ) | ||||||||
Total | $ | (99 | ) | $ | (421 | ) | $ | (227 | ) | $ | (1,028 | ) |
Loss_per_Share
Loss per Share | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Earnings (Loss) Per Share Attributable to Comverse, Inc.'s Stockholders | ' | |||||||||||||||
. | LOSS PER SHARE | |||||||||||||||
Basic loss per share is computed using the weighted average number of shares of common stock outstanding. For purposes of computing diluted loss per share, shares issuable upon exercise of stock options and deliverable in settlement of unvested Restricted Awards are included in the weighted average number of shares of common stock outstanding, except when the effect would be antidilutive. | ||||||||||||||||
The calculation of loss per share is as follows: | ||||||||||||||||
Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands, except per share data) | ||||||||||||||||
Numerator: | ||||||||||||||||
Net loss - basic and diluted | $ | (16,866 | ) | $ | (17,087 | ) | $ | (32,997 | ) | $ | (20,227 | ) | ||||
Denominator: | ||||||||||||||||
Basic and diluted weighted average common shares outstanding | 22,402 | 22,187 | 22,349 | 22,098 | ||||||||||||
Loss per share | ||||||||||||||||
Basic & diluted | $ | (0.75 | ) | $ | (0.77 | ) | $ | (1.48 | ) | $ | (0.92 | ) | ||||
As a result of the Company’s net loss during the three and six months ended July 31, 2014 and 2013, stock-based awards have been excluded from the diluted loss per share calculations because their inclusion would have been anti-dilutive. For the three and six months ended July 31, 2014 and 2013, the diluted earnings per share computation excludes 0.1 million and 0.2 million shares, respectively. |
Income_Taxes
Income Taxes | 6 Months Ended |
Jul. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
INCOME TAXES | |
The Company's quarterly provision for income taxes is measured using an annual effective tax rate, adjusted for discrete items that occur within the periods presented. The significant differences that impact the effective tax rate relate to the difference between the U.S. federal statutory rate and the rates in foreign tax jurisdictions, withholding taxes, incremental valuation allowances and tax contingencies. | |
The Company recorded an income tax expense from operations of $6.6 million for the three months ended July 31, 2014, representing an effective tax rate of (64.7)% compared with an income tax expense from operations of $29.9 million, representing an effective tax rate of 233.0% for the three months ended July 31, 2013. During the three months ended July 31, 2014 and 2013, the effective tax rates were different from the U.S. statutory rate primarily due to the fact that the Company did not record an income tax benefit on losses incurred in certain of the Company's U.S. and foreign tax jurisdictions in which the Company maintains valuation allowances against the Company's net deferred tax assets. The income tax provisions from operations are comprised of income tax expense recorded in non-loss tax jurisdictions, withholding taxes, incremental valuation allowances and certain tax contingencies. The change in the Company's effective tax rate for the three months ended July 31, 2014, compared to the three months ended July 31, 2013 was primarily attributable to changes in the relative mix of income and losses across various tax jurisdictions, and the fact that the Company has to compute a separate effective tax rate for certain tax jurisdictions incurring losses. | |
The Company recorded an income tax expense from operations of $11.0 million for the six months ended July 31, 2014, representing an effective tax rate of (49.8)% compared with an income tax expense from operations of $34.8 million, representing an effective tax rate of 239.1% for the six months ended July 31, 2013. During the six months ended July 31, 2014 and 2013, the effective tax rates were different from the U.S. statutory rate primarily due to the fact that the Company did not record an income tax benefit on losses incurred in certain of the Company's U.S. and foreign tax jurisdictions in which the Company maintains valuation allowances against the Company's net deferred tax assets. The income tax provisions from operations are comprised of income tax expense recorded in non-loss tax jurisdictions, withholding taxes, incremental valuation allowances and certain tax contingencies. The change in the Company's effective tax rate for the six months ended July 31, 2014, compared to the six months ended July 31, 2013 was primarily attributable to changes in the relative mix of income and losses across various tax jurisdictions, and the fact that the Company has to compute a separate effective tax rate for certain tax jurisdictions incurring losses. | |
As required by the authoritative guidance on accounting for income taxes, the Company evaluates the realizability of deferred tax assets on a tax jurisdictional basis at each reporting date. Accounting for income taxes requires that a valuation allowance be established when it is more-likely-than-not that all or a portion of the deferred tax assets will not be realized. In circumstances where there is sufficient negative evidence indicating that the deferred tax assets are not more-likely-than-not realizable, the Company establishes a valuation allowance. The Company determined that there is sufficient negative evidence to maintain valuation allowances against certain of the Company's federal, state and foreign deferred tax assets as a result of historical losses in the most recent three-year period in the U.S. and certain state and foreign tax jurisdictions. During the six months ended July 31, 2014, the Company reassessed its valuation allowance requirements taking into consideration the Share Distribution and concluded that it intends to maintain its valuation allowance until sufficient positive evidence exists to support its reversal. | |
The Company regularly assesses the adequacy of the Company's provisions for income tax contingencies in accordance with the applicable authoritative guidance on accounting for income taxes. As a result, the Company may adjust the reserves for unrecognized tax benefits for the impact of new facts and developments, such as changes to interpretations of relevant tax law, assessments from taxing authorities, settlements with taxing authorities, and lapses of statutes of limitation. As of July 31, 2014, the total amount of unrecognized tax benefits that, if recognized, would impact the Company's effective tax rate were approximately $95.2 million (see Note 12, Other Long-Term Liabilities). The Company believes that it is reasonably possible that the total amount of unrecognized tax benefits as of July 31, 2014 could decrease by approximately $2.8 million in the next twelve months as a result of settlements of certain tax audits or lapses of statutes of limitation. Such decreases may involve the payment of additional taxes, the adjustment of deferred taxes, including the need for additional valuation allowances and the recognition of tax benefits. | |
The Company's policy is to include interest and penalties related to unrecognized tax benefits as a component of the provision for income taxes in the condensed consolidated statements of operations. Accrued interest and penalties was $42.3 million as of July 31, 2014. |
Business_Segment_Information
Business Segment Information | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Business Segment Information | ' | |||||||||||||||
BUSINESS SEGMENT INFORMATION | ||||||||||||||||
The Company’s reportable segments consist of BSS and Digital Services. The results of operations of the Company’s global corporate functions that support its business units are included in the column captioned “All Other” as part of the Company’s business segment presentation. The Company does not maintain balance sheets for its operating segments. | ||||||||||||||||
Historically, Mobile Internet (“Comverse MI”), which was renamed Policy and is responsible for the Company's mobile Internet and policy products, and Netcentrex, an IP-based solution that provides carrier-hosted enterprise and consumer IP services, were included in All Other. Effective in the three months ended January 31, 2014, Comverse MI and Netcentrex were combined with the Comverse BSS and Comverse VAS segments, respectively, to form the “BSS” and “Digital Services” segments. The change in segment reporting aligns with information reviewed by the Company's chief operating decision maker (“CODM”), a change in management structure and the convergence of operations to take advantage of potential synergies. Accordingly, the results presented under segment reporting for the three and six months ended July 31, 2013 reflect the change in segment reporting to conform to the current period segment reporting presentation. The change in segment reporting does not affect the Company’s previously reported consolidated financial statements. | ||||||||||||||||
Segment Performance | ||||||||||||||||
The Company evaluates its business by assessing the performance of each of its operating segments. The Company’s Chief Executive Officer is its CODM. The CODM uses segment performance, as defined below, as the primary basis for assessing the financial results of the operating segments and for the allocation of resources. Segment performance, as the Company defines it in accordance with the FASB’s guidance relating to segment reporting, is not necessarily comparable to other similarly titled captions of other companies. | ||||||||||||||||
Segment performance is computed by management as income (loss) from operations adjusted for the following: (i) stock-based compensation expense; (ii) amortization of intangible assets; (iii) compliance-related professional fees; (iv) compliance-related compensation and other expenses; (v) strategic-related costs (vi) impairment of property and equipment; (vii) certain litigation settlements and related costs; (viii) Italian VAT recovery recorded within operating expense; (ix) restructuring expenses; and (x) certain other gains and expenses. Compliance-related professional fees relate to fees and expenses recorded in connection with the Company's efforts to remediate material weaknesses in internal control over financial reporting for the fiscal year ended January 31, 2014. | ||||||||||||||||
The tables below present information about total revenue, total costs and expenses, income (loss) from operations, segment performance, interest expense, and depreciation for the three and six months ended July 31, 2014 and 2013: | ||||||||||||||||
BSS | Digital Services | All Other | Consolidated | |||||||||||||
(In thousands) | ||||||||||||||||
Three Months Ended July 31, 2014 | ||||||||||||||||
Total revenue | $ | 60,155 | $ | 55,165 | $ | — | $ | 115,320 | ||||||||
Total costs and expenses | $ | 45,255 | $ | 44,058 | $ | 32,754 | $ | 122,067 | ||||||||
Income (loss) from operations | $ | 14,900 | $ | 11,107 | $ | (32,754 | ) | $ | (6,747 | ) | ||||||
Computation of segment performance: | ||||||||||||||||
Segment revenue | $ | 60,155 | $ | 55,165 | $ | — | ||||||||||
Total costs and expenses | $ | 45,255 | $ | 44,058 | $ | 32,754 | ||||||||||
Segment expense adjustments: | ||||||||||||||||
Stock-based compensation expense | — | — | 2,985 | |||||||||||||
Amortization of intangibles assets | 700 | — | — | |||||||||||||
Compliance-related professional fees | — | — | 335 | |||||||||||||
Strategic-related costs | — | — | 1,100 | |||||||||||||
Impairment of property and equipment | — | 2 | 167 | |||||||||||||
Certain litigation settlements and related cost | — | — | 41 | |||||||||||||
Restructuring expenses | — | — | 1,912 | |||||||||||||
Gain on sale of fixed assets | — | — | (14 | ) | ||||||||||||
Other | — | — | 305 | |||||||||||||
Segment expense adjustments | 700 | 2 | 6,831 | |||||||||||||
Segment expenses | 44,555 | 44,056 | 25,923 | |||||||||||||
Segment performance | $ | 15,600 | $ | 11,109 | $ | (25,923 | ) | |||||||||
Interest expense | $ | — | $ | — | $ | (231 | ) | $ | (231 | ) | ||||||
Depreciation | $ | (862 | ) | $ | (1,260 | ) | $ | (2,000 | ) | $ | (4,122 | ) | ||||
BSS | Digital Services | All Other | Consolidated | |||||||||||||
(In thousands) | ||||||||||||||||
Three Months Ended July 31, 2013 | ||||||||||||||||
Total revenue | $ | 74,158 | $ | 95,595 | $ | — | $ | 169,753 | ||||||||
Total costs and expenses | $ | 67,071 | $ | 54,625 | $ | 36,630 | $ | 158,326 | ||||||||
Income (loss) from operations | $ | 7,087 | $ | 40,970 | $ | (36,630 | ) | $ | 11,427 | |||||||
Computation of segment performance: | ||||||||||||||||
Segment revenue | $ | 74,158 | $ | 95,595 | $ | — | ||||||||||
Total costs and expenses | $ | 67,071 | $ | 54,625 | $ | 36,630 | ||||||||||
Segment expense adjustments: | ||||||||||||||||
Stock-based compensation expense | — | — | 2,249 | |||||||||||||
Amortization of intangibles assets | 729 | — | — | |||||||||||||
Compliance-related professional fees | — | — | 370 | |||||||||||||
Compliance-related compensation and other expenses | — | 162 | (7 | ) | ||||||||||||
Impairment of property and equipment | 3 | — | 2 | |||||||||||||
Certain litigation settlements and related cost | — | — | 1 | |||||||||||||
Restructuring expenses | — | — | 2,633 | |||||||||||||
Gain on sale of fixed assets | 1 | (1 | ) | (7 | ) | |||||||||||
Other | — | — | 567 | |||||||||||||
Segment expense adjustments | 733 | 161 | 5,808 | |||||||||||||
Segment expenses | 66,338 | 54,464 | 30,822 | |||||||||||||
Segment performance | $ | 7,820 | $ | 41,131 | $ | (30,822 | ) | |||||||||
Interest expense | $ | — | $ | — | $ | (166 | ) | $ | (166 | ) | ||||||
Depreciation | $ | (1,049 | ) | $ | (1,289 | ) | $ | (1,681 | ) | $ | (4,019 | ) | ||||
BSS | Digital Services | All Other | Consolidated | |||||||||||||
(In thousands) | ||||||||||||||||
Six Months Ended July 31, 2014 | ||||||||||||||||
Total revenue | $ | 117,027 | $ | 117,425 | $ | — | $ | 234,452 | ||||||||
Total costs and expenses | $ | 95,672 | $ | 87,926 | $ | 71,353 | $ | 254,951 | ||||||||
Income (loss) from operations | $ | 21,355 | $ | 29,499 | $ | (71,353 | ) | $ | (20,499 | ) | ||||||
Computation of segment performance: | ||||||||||||||||
Segment revenue | $ | 117,027 | $ | 117,425 | $ | — | ||||||||||
Total costs and expenses | $ | 95,672 | $ | 87,926 | $ | 71,353 | ||||||||||
Segment expense adjustments: | ||||||||||||||||
Stock-based compensation expense | — | — | 5,923 | |||||||||||||
Amortization of intangibles assets | 1,395 | — | — | |||||||||||||
Compliance-related professional fees | — | — | 704 | |||||||||||||
Compliance-related compensation and other expenses | — | 1 | (71 | ) | ||||||||||||
Strategic-related costs | — | — | 2,390 | |||||||||||||
Impairment of property and equipment | — | 2 | 176 | |||||||||||||
Certain litigation settlements and related cost | — | — | 5 | |||||||||||||
Restructuring expenses | — | — | 4,655 | |||||||||||||
Gain on sale of fixed assets | 2 | 1 | (20 | ) | ||||||||||||
Other | — | — | 600 | |||||||||||||
Segment expense adjustments | 1,397 | 4 | 14,362 | |||||||||||||
Segment expenses | 94,275 | 87,922 | 56,991 | |||||||||||||
Segment performance | $ | 22,752 | $ | 29,503 | $ | (56,991 | ) | |||||||||
Interest expense | $ | — | $ | — | $ | (354 | ) | $ | (354 | ) | ||||||
Depreciation | $ | (1,745 | ) | $ | (2,524 | ) | $ | (3,897 | ) | $ | (8,166 | ) | ||||
BSS | Digital Services | All Other | Consolidated | |||||||||||||
(In thousands) | ||||||||||||||||
Six Months Ended July 31, 2013 | ||||||||||||||||
Total revenue | $ | 150,422 | $ | 175,149 | $ | — | $ | 325,571 | ||||||||
Total costs and expenses | $ | 127,634 | $ | 111,337 | $ | 67,330 | $ | 306,301 | ||||||||
Income (loss) from operations | $ | 22,788 | $ | 63,812 | $ | (67,330 | ) | $ | 19,270 | |||||||
Computation of segment performance: | ||||||||||||||||
Segment revenue | $ | 150,422 | $ | 175,149 | $ | — | ||||||||||
Total costs and expenses | $ | 127,634 | $ | 111,337 | $ | 67,330 | ||||||||||
Segment expense adjustments: | ||||||||||||||||
Stock-based compensation expense | — | — | 5,343 | |||||||||||||
Amortization of intangibles assets | 1,378 | — | — | |||||||||||||
Compliance-related professional fees | — | — | 806 | |||||||||||||
Compliance-related compensation and other expenses | 122 | 218 | (133 | ) | ||||||||||||
Impairment of property and equipment | 29 | 1 | 13 | |||||||||||||
Certain litigation settlements and related cost | — | — | (23 | ) | ||||||||||||
Italian VAT refund recovery recorded within operating expense | — | — | (10,861 | ) | ||||||||||||
Restructuring expenses | — | — | 6,854 | |||||||||||||
Gain on sale of fixed assets | 1 | (1 | ) | (18 | ) | |||||||||||
Other | — | — | 857 | |||||||||||||
Segment expense adjustments | 1,530 | 218 | 2,838 | |||||||||||||
Segment expenses | 126,104 | 111,119 | 64,492 | |||||||||||||
Segment performance | $ | 24,318 | $ | 64,030 | $ | (64,492 | ) | |||||||||
Interest expense | $ | — | $ | — | $ | (354 | ) | $ | (354 | ) | ||||||
Depreciation | $ | (1,886 | ) | $ | (2,509 | ) | $ | (3,544 | ) | $ | (7,939 | ) |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended |
Jul. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
COMMITMENTS AND CONTINGENCIES | |
Indemnifications | |
In the normal course of business, the Company provides indemnifications of varying scopes to customers against claims of intellectual property infringement made by third parties arising from the use of the Company's products. The Company evaluates its indemnifications for potential losses and in its evaluation considers such factors as the degree of probability of an unfavorable outcome and the ability to make a reasonable estimate of the amount of loss. Generally, the Company has not encountered significant expenses as a result of such indemnification provisions. | |
To the extent permitted under state laws or other applicable laws, the Company has agreements in which it agreed to indemnify its directors and officers for certain events or occurrences while the director or officer is, or was, serving at the Company's request in such capacity. The indemnification period covers all pertinent events and occurrences during the Company's director's or officer's lifetime. The maximum potential amount of future payments that the Company could be required to make under these indemnification agreements is unlimited; however, the Company has certain director and officer insurance coverage that limits the Company's exposure and enables the Company to recover a portion of any future amounts paid. The Company is not able to estimate the fair value of these indemnification agreements in excess of applicable insurance coverage, if any. | |
In addition, under the Share Distribution Agreements the Company entered into in connection with the Share Distribution, the Company has agreed to indemnify CTI and its affiliates (including Verint following the Verint Merger) against certain losses that may arise as a result of the Verint Merger and the Share Distribution (see Note 3, Share Distribution Agreements). On February 4, 2013, in connection with the closing of the Verint Merger Agreement, CTI placed $25.0 million in escrow to support indemnification claims to the extent made against the Company by Verint and any cash balance remaining in such escrow fund 18 months after the closing of the Verint Merger, less any claims made on or prior to such date, to be released to the Company. On August 6, 2014, the escrow was released in accordance with its terms and the Company received the escrow amount of approximately $25.0 million. | |
As a result of the Verint Merger, Verint assumed certain rights and liabilities of CTI, including any liability of CTI arising out of the actions discussed below. Under the terms of the Distribution Agreement between CTI and us relating to the Share Distribution, Verint, as successor to CTI, is entitled to indemnification from us for any losses it suffers in its capacity as successor-in-interest to CTI in connection with these actions. As of the closing of the Verint Merger, the Company recognized the estimated fair value of the potential indemnification liability (see Note 1, Organization, Business and Summary of Significant Accounting Policies). | |
Israeli Optionholder Class Action | |
CTI and certain of its former subsidiaries, including Comverse Ltd. (a subsidiary of the Company), were named as defendants in four potential class action litigations in the State of Israel involving claims to recover damages incurred as a result of purported negligence or breach of contract due to previously-settled allegations regarding illegal backdating of CTI options that allegedly prevented certain current or former employees from exercising certain stock options. The Company intends to vigorously defend these actions. | |
Two cases were filed in the Tel Aviv District Court against CTI on March 26, 2009, by plaintiffs Katriel (a former Comverse Ltd. employee) and Deutsch (a former Verint Systems Ltd. employee). The Katriel case (Case Number 1334/09) and the Deutsch case (Case Number 1335/09) both seek to approve class actions to recover damages that are claimed to have been incurred as a result of CTI’s negligence in reporting and filing its financial statements, which allegedly prevented the exercise of certain stock options by certain employees and former employees. By stipulation of the parties, on September 30, 2009, the court ordered that these cases, including all claims against CTI in Israel and the motion to approve the class action, be stayed until resolution of the actions pending in the United States regarding stock option accounting, without prejudice to the parties’ ability to investigate and assert the unique facts, claims and defenses in these cases. On May 7, 2012,the court lifted the stay, and the plaintiffs have filed an amended complaint and motion to certify a class of plaintiffs in a single consolidated class action. The defendants responded to this amended complaint on November 11, 2012, and the plaintiffs filed a further reply on December 20, 2012. A pre-trial hearing for the case was held on December 25, 2012, during which all parties agreed to attempt to settle the dispute through mediation. | |
The mediation process ended without success. According to the parties’ consent to submit summations in the motion to certify the claims as a class action, including the certification of the class of plaintiffs, the court held the following dates for submission of summations: Summations on behalf of the plaintiffs were submitted on August 31, 2014; Summations on behalf of the defendants will be submitted by October 31, 2014; Summations of response by the plaintiffs will be submitted by November 30, 2014. | |
Separately, on July 13, 2012, plaintiffs filed a motion seeking an order that CTI hold back $150 million in assets as a reserve to satisfy any potential damage awards that may be awarded in this case, but did not seek to enjoin the Share Distribution. The Company does not believe that the motion has merit. On July 25, 2012, the court decided that it will not rule on the motion until after it rules on plaintiffs’ motion to certify a class of plaintiffs. On August 16, 2012, plaintiffs filed a motion for leave to appeal the court’s decision to the Israeli Supreme Court (the “Appeal”) and on November 11, 2012, CTI responded to plaintiff's motion. | |
On July 1, 2014, the Plaintiffs filed a motion to the Supreme Court to withdraw the Appeal and accordingly the Appeal was dismissed. | |
Two cases were also filed in the Tel Aviv Labor Court by plaintiffs Katriel and Deutsch, and both sought to approve class actions to recover damages that are claimed to have been incurred as a result of breached employment contracts, which allegedly prevented the exercise by certain employees and former employees of certain CTI and Verint stock options, respectively. The Katriel litigation (Case Number 3444/09) was filed on March 16, 2009, against Comverse Ltd., and the Deutsch litigation (Case Number 4186/09) was filed on March 26, 2009, against Verint Systems Ltd. The Tel Aviv Labor Court has ruled that it lacks jurisdiction, and both cases have been transferred to the Tel Aviv District Court. These cases have been consolidated with the Tel Aviv District Court cases discussed above. | |
The Company did not accrue for these matters as the potential loss is currently not probable or estimable. | |
An additional case has been filed by an individual plaintiff similarly seeking to recover damages up to an aggregate of $3.3 million allegedly incurred as a result of the inability to exercise certain stock options. The case generally alleges the same causes of actions alleged in the potential class action discussed above. The parties conducted a mediation process that ended without success. The parties are now conducting preliminary proceedings. The Company did not accrue for this matter as the potential loss is currently not probable or estimable. | |
On February 4, 2013, Verint and CTI completed the Verint Merger. As a result of the Verint Merger, Verint assumed certain rights and liabilities of CTI, including any liability of CTI arising out of the actions discussed above. However, under the terms of the Distribution Agreement between CTI and the Company relating to the Share Distribution, Verint, as successor to CTI, is entitled to indemnification from the Company for any losses it suffers in its capacity as successor-in-interest to CTI in connection with these actions. | |
Starhome Sale and Indemnification | |
Starhome was a CTI subsidiary (66.5% owned as of January 31, 2012). On September 19, 2012, CTI, in order to ensure it could meet the conditions of the Verint Merger, contributed to the Company its interest in Starhome, including its rights and obligations under the Starhome Share Purchase Agreement discussed below. The Starhome Disposition was completed on October 19, 2012. | |
Under the terms of the Starhome Share Purchase Agreement, Starhome’s shareholders received aggregate cash proceeds of approximately $81.3 million, subject to adjustment for fees, transaction expenses and certain taxes. Of this amount, $10.5 million is held in escrow to cover potential post-closing indemnification claims, with $5.5 million being released after 18 months and the remainder released after 24 months, in each case, less any claims made on or prior to such dates. The Company received aggregate net cash consideration (including $4.9 million deposited in escrow at closing) of approximately $37.2 million, after payments that CTI agreed to make to certain other Starhome shareholders of up to $4.5 million. The escrow funds are available to satisfy certain indemnification claims under the Starhome Share Purchase Agreement to the extent that such claims exceed $1.0 million. As of July 31, 2014, such claims have not exceeded the $1.0 million threshold. During the six months ended July 31, 2014, the Company received approximately $2.6 million in return of escrow. | |
Guarantees | |
The Company provides certain customers in the ordinary course of business with financial performance guarantees, which in certain cases are backed by standby letters of credit or surety bonds, the majority of which are cash collateralized and accounted for as restricted cash and bank deposits. The Company is only liable for the amounts of those guarantees in the event of its nonperformance, which would permit the customer to exercise the guarantee. As of July 31, 2014 and January 31, 2014, the Company believes that it was in compliance with its performance obligations under all contracts for which there is a financial performance guarantee, and that any liabilities arising in connection with these guarantees will not have a material adverse effect on the Company’s condensed consolidated results of operations, financial position or cash flows. The Company also obtained bank guarantees primarily to provide customer assurance relating to the performance of certain obligations required by customer agreements for the guarantee of certain payment obligations. These guarantees, which aggregated $33.1 million and $33.4 million as of July 31, 2014 and January 31, 2014, respectively, are generally scheduled to be released upon the Company’s performance of specified contract milestones, a majority of which are scheduled to be completed at various dates through November 30, 2015. | |
Legal Proceedings | |
From time to time, the Company and its subsidiaries are subject to claims in legal proceedings arising in the normal course of business. The Company does not believe that it or its subsidiaries are currently party to any pending legal action not described herein or disclosed in our consolidated financial statements that could reasonably be expected to have a material adverse effect on its business, financial condition or results of operations. | |
Brazil Tax and Labor Contingencies | |
The Company's operations in Brazil are involved in various litigation matters and have received or been the subject of numerous governmental assessments related to indirect and other taxes, as well as disputes associated with former Company employees. The tax matters, which comprise a significant portion of the contingencies, principally relate to claims for taxes on the transfers of inventory, municipal service taxes on rentals and gross revenue taxes. The Company is disputing these tax matters and intends to vigorously defend its positions. The labor matters principally relate to claims made by former Company employees for pay wages, social security and other related labor benefits, as well as related tax obligations. As of July 31, 2014, the total amounts related to the reserved portion of the tax and labor contingencies was $0.3 million and the unreserved portion of the tax and labor contingencies totaled approximately $9.0 million. With respect to the unreserved balance, these have been assessed by management as being either remote or possible as to the likelihood of ultimately resulting in a loss to the Company. Local laws and regulations often require that the Company make deposits or post other security in connection with such proceedings. As of July 31, 2014, the Company had $7.3 million of deposits, included in Long-term restricted cash, with the government in Brazil for claims that the Company is disputing which provides security with respect to these matters. Generally, any deposits would be refundable to the extent the matters are resolved in the Company's favor. Management routinely assesses these matters as to probability of ultimately incurring a liability against the Company's Brazilian operations and the Company records its best estimate of the ultimate loss in situations where management assesses the likelihood of an ultimate loss as probable. | |
France Labor Contingency | |
A former employee based in France has filed a notice of appeal in the appellate court, seeking to overturn a decision of the Labor Court rejecting his claim to requalify his resignation as a constructive dismissal and for damages in the Labor Court of approximately $2.9 million. In July 2014, after disputing this appeal and vigorously defending the Company’s position, the parties reached a settlement agreement through mediation, which is pending approval by validation request before the Court of Appeal of Paris. The Company has accrued $1.2 million for this matter. | |
Italy VAT | |
The Company applied for Italian VAT refunds for the periods 2004 to 2010. However, collectability was deemed uncertain, as a result of the Italian financial crisis and other matters. On April 30, 2013, the Company received a refund approximating $10.9 million, which was recognized as a reduction of service costs in the condensed consolidated statement of operations for the six months ended July 31, 2013. |
Organization_Business_and_Summ1
Organization, Business and Summary of Significant Accounting Policies (Policy) | 6 Months Ended | |
Jul. 31, 2014 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |
Use Of Estimates | ' | |
Use of Estimates | ||
The preparation of the condensed consolidated financial statements and the accompanying notes in conformity with U.S. GAAP requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses. | ||
The most significant estimates among others include: | ||
• | Estimates relating to the recognition of revenue, including the determination of vendor specific objective evidence (“VSOE”) of fair value and the determination of best estimate of selling price for multiple element arrangements; | |
• | Fair value of stock-based compensation; | |
• | Fair value of reporting units for the purpose of goodwill impairment testing; | |
• | Fair value of long-lived assets; | |
• | Realization of deferred tax assets; | |
• | The identification and measurement of uncertain tax positions; | |
• | Contingencies and litigation; | |
• | Total estimates to complete on percentage-of-completion (“POC”) projects; | |
• | Valuation of inventory; | |
• | Israel employees severance pay; | |
• | Probability assessment of performance based stock units vesting; | |
• | Allowance for doubtful accounts; and | |
• | Valuation of other intangible assets. | |
The Company’s actual results may differ from its estimates. | ||
Recoverability of Long-Lived Assets | ' | |
Recoverability of Long-Lived Assets | ||
The Company periodically evaluates its long-lived assets for potential impairment. In accordance with the relevant accounting guidance, the Company reviews the carrying value of our long-lived assets or asset group that is held and used for impairment whenever circumstances occur that indicate that those carrying values are not recoverable. Under the held and used approach, assets are grouped at the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. The identification of asset groups involves judgment, assumptions, and estimates. The lowest level of cash flows which are largely independent of one another was determined to be at the BSS and Digital Services reporting units. | ||
The Company makes judgments about the recoverability of long-lived assets, including fixed assets and purchased finite-lived intangible assets whenever events or changes in circumstances indicate that impairment may exist. Each period we evaluate the estimated remaining useful lives of long-lived assets and whether events or changes in circumstances warrant a revision to the remaining periods of depreciation or amortization. If circumstances arise that indicate an impairment may exist, we use an estimate of the undiscounted value of expected future operating cash flows over the primary asset’s remaining useful life and salvage value to determine whether the long-lived assets are impaired. If the aggregate undiscounted cash flows and salvage values are less than the carrying amount of the assets, the resulting impairment charge to be recorded is calculated based on the excess of the carrying amount of the assets over the fair value of such assets, with the fair value generally determined using the discounted cash flow ("DCF") method. Application of the DCF method for long-lived assets requires judgment and assumptions related to the amount and timing of future expected cash flows, salvage value assumptions, and appropriate discount rates. Different judgments or assumptions could result in materially different fair value estimates. | ||
Goodwill | ' | |
Goodwill | ||
Goodwill represents the excess of the fair value of consideration transferred in a business combination over the fair value of tangible and intangible assets acquired net of the fair value of liabilities assumed and the fair value of any noncontrolling interest in the acquiree. The Company has no indefinite-lived intangible assets other than goodwill. The carrying amount of goodwill is reviewed annually for impairment on November 1 and whenever events or changes in circumstances indicate that the carrying value may not be recoverable. | ||
The Company applies the FASB's guidance when testing goodwill for impairment which permits the Company to make a qualitative assessment of whether goodwill is impaired, or opt to bypass the qualitative assessment, and proceed directly to performing the first step of the two-step impairment test. If the Company performs a qualitative assessment and concludes it is more-likely-than-not that the fair value of a reporting unit exceeds its carrying value, goodwill is not considered impaired and the two-step impairment test is unnecessary. However, if the Company concludes otherwise, it is then required to perform the first step of the two-step impairment test. | ||
The Company has the unconditional option to bypass the qualitative assessment for any reporting unit and proceed directly to performing the first step of the goodwill impairment test. The Company may resume performing the qualitative assessment in any subsequent period. | ||
For reporting units where the Company decides to perform a qualitative assessment, the Company's management assesses and makes judgments regarding a variety of factors which potentially impact the fair value of a reporting unit, including general economic conditions, industry and market-specific conditions, customer behavior, cost factors, financial performance and trends, strategies and business plans, capital requirements, management and personnel issues, and stock price, among others. Management then considers the totality of these and other factors, placing more weight on the events and circumstances that are judged to most affect a reporting unit's fair value or the carrying amount of its net assets, to reach a qualitative conclusion regarding whether it is more-likely-than-not that the fair value of a reporting unit exceeds its carrying amount. | ||
For reporting units where the Company performs the two-step goodwill impairment test, the first step requires the Company to compare the fair value of each reporting unit to the carrying value of its net assets. The Company considers both an income-based approach using projected discounted cash flows and a market-based approach using multiples of comparable companies to determine the fair value of its reporting units. The Company's estimate of fair value of each reporting unit is based on a number of subjective factors, including: (i) the appropriate weighting of valuation approaches (income-based approach and market-based approach), (ii) estimates of the future revenue and cash flows, (iii) discount rate for estimated cash flows, (iv) selection of peer group companies for the market-based approach, (v) required levels of working capital, (vi) assumed terminal value, (vii) the time horizon of cash flow forecasts; and (viii) control premium. | ||
If the fair value of the reporting unit exceeds its carrying value, goodwill is not considered impaired and no further evaluation is necessary. If the carrying value of the reporting unit is greater than the estimated fair value of the reporting unit, there is an indication that impairment may exist and the second step is required. In the second step, the implied fair value of goodwill is calculated as the excess of the fair value of a reporting unit over the fair value assigned to its assets and liabilities. If the implied fair value of goodwill is less than the carrying value of the reporting unit's goodwill, the difference is recognized as an impairment charge. | ||
The Company's forecasts and estimates are based on assumptions that are consistent with the plans and estimates used to manage the business. Changes in these estimates could change the conclusion regarding an impairment of goodwill. | ||
The Company's stock price and market capitalization declined during the three months ended April 30, 2014 following the announcement on April 15, 2014 of the Company's fourth quarter and fiscal year ended January 31, 2014 results. As a result of the decrease in stock price and market capitalization, the Company performed an interim goodwill test in conjunction with the preparation of its financial statements for the three months ended April 30, 2014 which did not result in an impairment (see Note 5, Goodwill). | ||
A step two analysis was only required to be performed for the Digital Services reporting unit due to the negative carrying value of the Digital Services equity. The inputs for the fair value calculation of the reporting unit included a 2% growth rate to calculate the terminal value and a discount rate of 12.5% which were consistent with the Company’s annual goodwill impairment assessment performed as of November 1, 2013. In addition, the Company assumed revenue growth and applied margin and other cost assumptions consistent with the reporting unit's historical and industry trends. Factors that have the potential to create variances in the estimated fair value of the Digital Services reporting unit include, but are not limited to, fluctuations in (i) forecasted revenue volumes and purchase order values, which can be driven by multiple external factors affecting demand, including macroeconomic factors including US sanctions on Russia, competitive dynamics and changes in capital allocations of the CSP’s; (ii) sales and marketing costs to generate orders; (iii) product and service costs; and (iv) equity valuations and volatility of peer companies. | ||
Revenue Recognition | ' | |
Revenue Recognition | ||
Management is required to make judgments to estimate the total estimated costs and progress to completion. Changes to such estimates can impact the timing of the revenue recognition period to period. The Company uses historical experience, project plans, and an assessment of the risks and uncertainties inherent in the arrangement to establish these estimates. Uncertainties in these arrangements include implementation delays or performance issues that may or may not be within the Company's control. If some level of profitability is assured, but the related revenue and costs cannot be reasonably estimated, then revenue is recognized to the extent of costs incurred until such time that the project's profitability can be estimated or the services have been completed. If the Company determines that based on its estimates its costs exceed the sales price, the entire amount of the estimated loss is accrued in the period that such losses become known. |
Inventories_Tables
Inventories (Tables) | 6 Months Ended | |||||||
Jul. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Schedule Of Inventories | ' | |||||||
Inventories consisted of the following: | ||||||||
July 31, | January 31, | |||||||
2014 | 2014 | |||||||
(In thousands) | ||||||||
Raw materials | $ | 10,622 | $ | 11,445 | ||||
Work in process | 11,389 | 4,612 | ||||||
Finished goods | — | 109 | ||||||
$ | 22,011 | $ | 16,166 | |||||
Goodwill_Tables
Goodwill (Tables) | 6 Months Ended | |||||||||||
Jul. 31, 2014 | ||||||||||||
Goodwill, Impaired [Abstract] | ' | |||||||||||
Changes In Carrying Amount Of Goodwill | ' | |||||||||||
The changes in the carrying amount of goodwill in the Company’s reportable segments for the six months ended July 31, 2014 are as follows: | ||||||||||||
BSS | Digital Services | Total | ||||||||||
(In thousands) | ||||||||||||
Goodwill, gross, at January 31, 2014 | $ | 89,798 | $ | 222,608 | $ | 312,406 | ||||||
Accumulated impairment losses at January 31, 2014 | (5,605 | ) | (156,455 | ) | (162,060 | ) | ||||||
Goodwill, net, at January 31, 2014 | 84,193 | 66,153 | 150,346 | |||||||||
Effect of changes in foreign currencies and other | 159 | 125 | 284 | |||||||||
Goodwill, net, at July 31, 2014 | $ | 84,352 | $ | 66,278 | $ | 150,630 | ||||||
Balance at July 31, 2014 | ||||||||||||
Goodwill, gross, at July 31, 2014 | $ | 89,957 | $ | 222,733 | $ | 312,690 | ||||||
Accumulated impairment losses at July 31, 2014 | (5,605 | ) | (156,455 | ) | (162,060 | ) | ||||||
Goodwill, net, at July 31, 2014 | $ | 84,352 | $ | 66,278 | $ | 150,630 | ||||||
Intangible_Assets_Net_Future_A
Intangible Assets, Net Future Amortization Expense (Tables) | 6 Months Ended | |||||||
Jul. 31, 2014 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | ' | |||||||
Intangible assets, net are as follows: | ||||||||
July 31, | January 31, | |||||||
2014 | 2014 | |||||||
(In thousands) | ||||||||
Gross carrying amount: | ||||||||
Acquired technology | $ | 98,000 | $ | 98,000 | ||||
Customer relationships | 36,189 | 36,033 | ||||||
Trade names | 3,400 | 3,400 | ||||||
Total Intangible Assets | 137,589 | 137,433 | ||||||
Accumulated amortization: | ||||||||
Acquired technology | 98,000 | 98,000 | ||||||
Customer relationships | 32,376 | 30,880 | ||||||
Trade names | 3,400 | 3,400 | ||||||
133,776 | 132,280 | |||||||
Total | $ | 3,813 | $ | 5,153 | ||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | ' | |||||||
Fiscal Years Ending January 31, | (In thousands) | |||||||
2015 (remainder of fiscal year) | $ | 1,405 | ||||||
2016 | 2,408 | |||||||
$ | 3,813 | |||||||
Other_Assets_Tables
Other Assets (Tables) | 6 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Other Assets [Abstract] | ' | ||||||||
Schedule of Other Assets | ' | ||||||||
Other assets consisted of the following: | |||||||||
July 31, | January 31, | ||||||||
2014 | 2014 | ||||||||
(In thousands) | |||||||||
Severance pay fund (1) | $ | 33,058 | $ | 33,482 | |||||
Deposits | 3,006 | 2,956 | |||||||
Other (2) | 2,961 | 4,148 | |||||||
$ | 39,025 | $ | 40,586 | ||||||
-1 | Represents deposits into insurance policies to fund severance liability for Israeli-based employees (see Note 12, Other Long-Term Liabilities). | ||||||||
-2 | Includes a $1.2 million cost-method investment in a subsidiary of a significant customer at each of July 31, 2014 and January 31, 2014. |
Restructuring_Tables
Restructuring (Tables) | 6 Months Ended | |||||||||||||||||||||||||||||||
Jul. 31, 2014 | ||||||||||||||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ' | |||||||||||||||||||||||||||||||
Schedule of Restructuring and Related Costs | ' | |||||||||||||||||||||||||||||||
The following tables represent a roll forward of the liabilities related to the workforce reduction and restructuring activities noted above for the three and six months ended July 31, 2014 and 2013: | ||||||||||||||||||||||||||||||||
2014 Initiative | Fourth Quarter 2012 Initiative | Third Quarter 2010 Initiative | Netcentrex 2010 and 2011 Initiative | |||||||||||||||||||||||||||||
Severance | Facilities | Severance | Facilities | Facilities | Severance | Facilities | Total | |||||||||||||||||||||||||
Related | Related | Related | Related | Related | Related | Related | ||||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||||||
January 31, 2014 | $ | — | $ | — | $ | 1,062 | $ | 5,728 | $ | 390 | $ | 50 | $ | 15 | $ | 7,245 | ||||||||||||||||
Expenses | 5,015 | 4 | 84 | 48 | 10 | — | — | 5,161 | ||||||||||||||||||||||||
Change in assumptions | (107 | ) | — | (102 | ) | (250 | ) | — | (47 | ) | — | (506 | ) | |||||||||||||||||||
Translation and other adjustments | — | — | — | — | — | (1 | ) | (1 | ) | (2 | ) | |||||||||||||||||||||
Paid or utilized | (3,456 | ) | (4 | ) | (1,030 | ) | (873 | ) | (97 | ) | (2 | ) | — | (5,462 | ) | |||||||||||||||||
July 31, 2014 | $ | 1,452 | $ | — | $ | 14 | $ | 4,653 | $ | 303 | $ | — | $ | 14 | $ | 6,436 | ||||||||||||||||
Fourth Quarter 2012 Initiative | Third Quarter 2010 Initiative | Netcentrex 2010 and 2011 Initiative | ||||||||||||||||||||||||||||||
Severance | Facilities | Facilities | Severance | Facilities | Total | |||||||||||||||||||||||||||
Related | Related | Related | Related | Related | ||||||||||||||||||||||||||||
January 31, 2013 | $ | 3,713 | $ | 885 | $ | 391 | $ | 212 | $ | 438 | $ | 5,639 | ||||||||||||||||||||
Expenses | 3,158 | 4,364 | 5 | (126 | ) | 1 | 7,402 | |||||||||||||||||||||||||
Change in assumptions | (967 | ) | 419 | — | — | — | (548 | ) | ||||||||||||||||||||||||
Translation and other adjustments (1) | 62 | 997 | — | (7 | ) | (11 | ) | 1,041 | ||||||||||||||||||||||||
Paid or utilized | (4,608 | ) | (746 | ) | (94 | ) | (12 | ) | (288 | ) | (5,748 | ) | ||||||||||||||||||||
July 31, 2013 | $ | 1,358 | $ | 5,919 | $ | 302 | $ | 67 | $ | 140 | $ | 7,786 | ||||||||||||||||||||
(1) Includes deferred rent liability balance for restructured facilities. |
Recovered_Sheet1
Derivatives And Financial Instruments (Tables) | 6 Months Ended | ||||||||||||
Jul. 31, 2014 | |||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||
Schedule Of Derivative Positions And Respective Fair Values | ' | ||||||||||||
The following tables summarize the Company’s derivative positions and their respective fair values: | |||||||||||||
July 31, 2014 | |||||||||||||
Type of Derivative | Notional | Balance Sheet Classification | Fair Value | ||||||||||
Amount | |||||||||||||
(In thousands) | |||||||||||||
Assets | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Short-term foreign currency forward | $ | 12,847 | Prepaid expenses and other current assets | $ | 291 | ||||||||
Total assets | $ | 291 | |||||||||||
Liabilities | |||||||||||||
Embedded derivatives | |||||||||||||
Long-term | 6,543 | Other long-term liabilities | $ | 413 | |||||||||
Total liabilities | $ | 413 | |||||||||||
January 31, 2014 | |||||||||||||
Type of Derivative | Notional | Balance Sheet Classification | Fair Value | ||||||||||
Amount | |||||||||||||
(In thousands) | |||||||||||||
Assets | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Short-term foreign currency forward | $ | 25,607 | Prepaid expenses and other current assets | $ | 58 | ||||||||
Total assets | $ | 58 | |||||||||||
Liabilities | |||||||||||||
Embedded derivatives | |||||||||||||
Long-term | 6,543 | Other long-term liabilities | $ | 719 | |||||||||
Total liabilities | $ | 719 | |||||||||||
Schedule Of Classification Of Gains And Losses On Derivative Instruments | ' | ||||||||||||
The following tables summarize the Company’s classification of gains and losses on derivative instruments: | |||||||||||||
Three Months Ended July 31, 2014 | |||||||||||||
Gain (Loss) | |||||||||||||
Type of Derivative | Recognized in | Reclassified from | Recognized in | ||||||||||
Other Comprehensive | Accumulated | Other Expense, Net | |||||||||||
Income (Loss) | Other Comprehensive | ||||||||||||
Income into | |||||||||||||
Statement | |||||||||||||
of Operations | |||||||||||||
(In thousands) | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Foreign currency forward | $ | 209 | $ | 99 | $ | — | |||||||
Total | $ | 209 | $ | 99 | $ | — | |||||||
Three Months Ended July 31, 2013 | |||||||||||||
Gain (Loss) | |||||||||||||
Type of Derivative | Recognized in | Reclassified from | Recognized in | ||||||||||
Other Comprehensive | Accumulated | Other Expense, Net | |||||||||||
Income (Loss) | Other Comprehensive | ||||||||||||
Income into | |||||||||||||
Statement | |||||||||||||
of Operations | |||||||||||||
(In thousands) | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Foreign currency forward | $ | (26 | ) | $ | 421 | $ | — | ||||||
Total | $ | (26 | ) | $ | 421 | $ | — | ||||||
Six Months Ended July 31, 2014 | |||||||||||||
Gain (Loss) | |||||||||||||
Type of Derivative | Recognized in | Reclassified from | Recognized in | ||||||||||
Other Comprehensive | Accumulated | Other Expense, Net | |||||||||||
Income (Loss) | Other Comprehensive | ||||||||||||
Income into | |||||||||||||
Statement | |||||||||||||
of Operations | |||||||||||||
(In thousands) | |||||||||||||
Derivatives designated as hedging instruments | |||||||||||||
Foreign currency forward | $ | 460 | $ | 227 | $ | — | |||||||
Total | $ | 460 | $ | 227 | $ | — | |||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Schedule Of Financial Instruments | ' | |||||||||||||||
The following tables present financial instruments according to the fair value hierarchy as defined by the FASB’s guidance: | ||||||||||||||||
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis as of: | ||||||||||||||||
July 31, 2014 | ||||||||||||||||
Quoted Prices | Significant | Significant | Fair Value | |||||||||||||
to Active | Other Observable | Unobservable | ||||||||||||||
Markets for | Inputs | Inputs | ||||||||||||||
Identical | (Level 2) | (Level 3) | ||||||||||||||
Instruments | ||||||||||||||||
(Level 1) | ||||||||||||||||
(In thousands) | ||||||||||||||||
Financial Assets: | ||||||||||||||||
Money market funds (1) | $ | 34,399 | $ | — | $ | — | $ | 34,399 | ||||||||
Derivative assets | — | 291 | — | 291 | ||||||||||||
$ | 34,399 | $ | 291 | $ | — | $ | 34,690 | |||||||||
Financial Liabilities: | ||||||||||||||||
Embedded Derivatives | $ | — | $ | 413 | $ | — | $ | 413 | ||||||||
$ | — | $ | 413 | $ | — | $ | 413 | |||||||||
January 31, 2014 | ||||||||||||||||
Quoted Prices | Significant | Significant | Fair Value | |||||||||||||
to Active | Other | Unobservable | ||||||||||||||
Markets for | Observable | Inputs | ||||||||||||||
Identical | Inputs | (Level 3) | ||||||||||||||
Instruments | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
(In thousands) | ||||||||||||||||
Financial Assets: | ||||||||||||||||
Money market funds (1) | $ | 34,398 | $ | — | $ | — | $ | 34,398 | ||||||||
Derivative assets | — | 58 | — | 58 | ||||||||||||
$ | 34,398 | $ | 58 | $ | — | $ | 34,456 | |||||||||
Financial Liabilities: | ||||||||||||||||
Embedded Derivatives | $ | — | $ | 719 | $ | — | $ | 719 | ||||||||
$ | — | $ | 719 | $ | — | $ | 719 | |||||||||
-1 | As of July 31, 2014 and January 31, 2014, money market funds of $34.4 million were classified in “Cash and cash equivalents” within the condensed consolidated balance sheets. |
Other_LongTerm_Liabilities_Tab
Other Long-Term Liabilities (Tables) | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Other Liabilities Disclosure [Abstract] | ' | |||||||||||||||
Schedule of Other Long-Term Liabilities | ' | |||||||||||||||
Other long-term liabilities consisted of the following: | ||||||||||||||||
July 31, | January 31, | |||||||||||||||
2014 | 2014 | |||||||||||||||
(In thousands) | ||||||||||||||||
Liability for severance pay | $ | 45,610 | $ | 44,793 | ||||||||||||
Tax contingencies | 95,177 | 90,345 | ||||||||||||||
Other long-term liabilities | 8,922 | 12,804 | ||||||||||||||
Total | $ | 149,709 | $ | 147,942 | ||||||||||||
Schedule of Severance Pay Expenses | ' | |||||||||||||||
Severance pay expenses pursuant to Israel’s Severance Pay Law were as follows: | ||||||||||||||||
Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Increase due to passage of time | $ | 1,038 | $ | 1,246 | $ | 2,072 | $ | 2,546 | ||||||||
Increase due to salary increase | 447 | 911 | 674 | 1,033 | ||||||||||||
Reversal due to voluntary termination of employee | (364 | ) | (212 | ) | (511 | ) | (468 | ) | ||||||||
Gain from increase in fund value | (177 | ) | (548 | ) | (152 | ) | (661 | ) | ||||||||
Total operating expense due to Israeli Severance Law | $ | 944 | $ | 1,397 | $ | 2,083 | $ | 2,450 | ||||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||
Schedule Of Stock-Based Compensation Expense | ' | |||||||||||||||
Stock-based compensation expense associated with awards for the three and six months ended July 31, 2014 and 2013 included in the condensed consolidated statements of operations is as follows: | ||||||||||||||||
Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Stock options: | ||||||||||||||||
Service costs | $ | 76 | $ | 23 | $ | 117 | $ | 34 | ||||||||
Research and development | 55 | 9 | 94 | 9 | ||||||||||||
Selling, general and administrative | 564 | 324 | 947 | 560 | ||||||||||||
695 | 356 | 1,158 | 603 | |||||||||||||
Restricted/Deferred stock awards: | ||||||||||||||||
Service costs | 701 | 634 | 1,630 | 1,547 | ||||||||||||
Research and development | 235 | 212 | 553 | 530 | ||||||||||||
Selling, general and administrative | 1,354 | 1,047 | 2,582 | 2,663 | ||||||||||||
2,290 | 1,893 | 4,765 | 4,740 | |||||||||||||
Total | $ | 2,985 | $ | 2,249 | $ | 5,923 | $ | 5,343 | ||||||||
Stockholders_Equity_and_Accumu1
Stockholders Equity and Accumulated Other Comprehensive Income (Tables) | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||
Components of Equity Attributable to Comverse, Inc.'s and Noncontrolling Interest | ' | |||||||||||||||
Components of equity are as follows: | ||||||||||||||||
Six Months Ended July 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
(In thousands) | ||||||||||||||||
Balance, January 31 | $ | 32,810 | $ | (18,763 | ) | |||||||||||
Net loss | (32,997 | ) | (20,227 | ) | ||||||||||||
Unrealized gain (loss) for cash flow hedge positions, net of reclassification adjustments and tax | 233 | (265 | ) | |||||||||||||
Foreign currency translation adjustment | (1,157 | ) | 3,765 | |||||||||||||
Stock-based compensation expense | 5,923 | 5,343 | ||||||||||||||
Exercises of stock options | 40 | 556 | ||||||||||||||
CTI contribution (1) | — | 20,981 | ||||||||||||||
Payment for repurchase of common stock in connection with tax liabilities upon settlement of stock awards | (972 | ) | (770 | ) | ||||||||||||
Payment for repurchase of common stock under repurchase program | (3,573 | ) | — | |||||||||||||
Balance, July 31 | $ | 307 | $ | (9,380 | ) | |||||||||||
-1 | On February 4, 2013, in connection with the closing of the Verint Merger, CTI placed $25.0 million in escrow to support indemnification claims to the extent made against the Company by Verint. The Company recognized the estimated fair value of the potential indemnification liability of $4.0 million with the remaining $21.0 million as an additional contribution from CTI (see Note 1, Organization, Business and Summary of Significant Accounting Policies). | |||||||||||||||
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | ' | |||||||||||||||
Foreign Currency Translation Adjustments | Unrealized Gains on Cash Flow Hedges | Total | ||||||||||||||
Balance as of January 31, 2013 | $ | 21,276 | $ | 475 | $ | 21,751 | ||||||||||
Other comprehensive income before reclassifications | 3,765 | 763 | 4,528 | |||||||||||||
Amounts reclassified from AOCI | — | (1,028 | ) | (1,028 | ) | |||||||||||
Other comprehensive income | 3,765 | (265 | ) | 3,500 | ||||||||||||
Balance as of July 31, 2013 | $ | 25,041 | $ | 210 | $ | 25,251 | ||||||||||
Foreign Currency Translation Adjustments | Unrealized Gains on Cash Flow Hedges | Total | ||||||||||||||
Balance as of January 31, 2014 | $ | 23,274 | $ | 58 | $ | 23,332 | ||||||||||
Other comprehensive (loss) income before reclassifications | (1,157 | ) | 460 | (697 | ) | |||||||||||
Amounts reclassified from AOCI | — | (227 | ) | (227 | ) | |||||||||||
Other comprehensive (loss) income | (1,157 | ) | 233 | (924 | ) | |||||||||||
Balance as of July 31, 2014 | $ | 22,117 | $ | 291 | $ | 22,408 | ||||||||||
The amounts of unrealized gains on cash flow hedges reclassified out of accumulated other comprehensive income (loss) into the condensed consolidated condensed statements of operations, with presentation location, were as follows: | ||||||||||||||||
Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands) | ||||||||||||||||
Cost of revenue | $ | (49 | ) | $ | (219 | ) | $ | (111 | ) | $ | (518 | ) | ||||
Research and development, net | (14 | ) | (64 | ) | (33 | ) | (161 | ) | ||||||||
Selling, general and administrative | (36 | ) | (138 | ) | (83 | ) | (349 | ) | ||||||||
Total | $ | (99 | ) | $ | (421 | ) | $ | (227 | ) | $ | (1,028 | ) |
Loss_per_Share_Tables
Loss per Share (Tables) | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | |||||||||||||||
The calculation of loss per share is as follows: | ||||||||||||||||
Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(In thousands, except per share data) | ||||||||||||||||
Numerator: | ||||||||||||||||
Net loss - basic and diluted | $ | (16,866 | ) | $ | (17,087 | ) | $ | (32,997 | ) | $ | (20,227 | ) | ||||
Denominator: | ||||||||||||||||
Basic and diluted weighted average common shares outstanding | 22,402 | 22,187 | 22,349 | 22,098 | ||||||||||||
Loss per share | ||||||||||||||||
Basic & diluted | $ | (0.75 | ) | $ | (0.77 | ) | $ | (1.48 | ) | $ | (0.92 | ) |
Business_Segment_Information_T
Business Segment Information (Tables) | 6 Months Ended | |||||||||||||||
Jul. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Schedule of Segment Reporting Information, by Segment | ' | |||||||||||||||
The tables below present information about total revenue, total costs and expenses, income (loss) from operations, segment performance, interest expense, and depreciation for the three and six months ended July 31, 2014 and 2013: | ||||||||||||||||
BSS | Digital Services | All Other | Consolidated | |||||||||||||
(In thousands) | ||||||||||||||||
Three Months Ended July 31, 2014 | ||||||||||||||||
Total revenue | $ | 60,155 | $ | 55,165 | $ | — | $ | 115,320 | ||||||||
Total costs and expenses | $ | 45,255 | $ | 44,058 | $ | 32,754 | $ | 122,067 | ||||||||
Income (loss) from operations | $ | 14,900 | $ | 11,107 | $ | (32,754 | ) | $ | (6,747 | ) | ||||||
Computation of segment performance: | ||||||||||||||||
Segment revenue | $ | 60,155 | $ | 55,165 | $ | — | ||||||||||
Total costs and expenses | $ | 45,255 | $ | 44,058 | $ | 32,754 | ||||||||||
Segment expense adjustments: | ||||||||||||||||
Stock-based compensation expense | — | — | 2,985 | |||||||||||||
Amortization of intangibles assets | 700 | — | — | |||||||||||||
Compliance-related professional fees | — | — | 335 | |||||||||||||
Strategic-related costs | — | — | 1,100 | |||||||||||||
Impairment of property and equipment | — | 2 | 167 | |||||||||||||
Certain litigation settlements and related cost | — | — | 41 | |||||||||||||
Restructuring expenses | — | — | 1,912 | |||||||||||||
Gain on sale of fixed assets | — | — | (14 | ) | ||||||||||||
Other | — | — | 305 | |||||||||||||
Segment expense adjustments | 700 | 2 | 6,831 | |||||||||||||
Segment expenses | 44,555 | 44,056 | 25,923 | |||||||||||||
Segment performance | $ | 15,600 | $ | 11,109 | $ | (25,923 | ) | |||||||||
Interest expense | $ | — | $ | — | $ | (231 | ) | $ | (231 | ) | ||||||
Depreciation | $ | (862 | ) | $ | (1,260 | ) | $ | (2,000 | ) | $ | (4,122 | ) | ||||
BSS | Digital Services | All Other | Consolidated | |||||||||||||
(In thousands) | ||||||||||||||||
Three Months Ended July 31, 2013 | ||||||||||||||||
Total revenue | $ | 74,158 | $ | 95,595 | $ | — | $ | 169,753 | ||||||||
Total costs and expenses | $ | 67,071 | $ | 54,625 | $ | 36,630 | $ | 158,326 | ||||||||
Income (loss) from operations | $ | 7,087 | $ | 40,970 | $ | (36,630 | ) | $ | 11,427 | |||||||
Computation of segment performance: | ||||||||||||||||
Segment revenue | $ | 74,158 | $ | 95,595 | $ | — | ||||||||||
Total costs and expenses | $ | 67,071 | $ | 54,625 | $ | 36,630 | ||||||||||
Segment expense adjustments: | ||||||||||||||||
Stock-based compensation expense | — | — | 2,249 | |||||||||||||
Amortization of intangibles assets | 729 | — | — | |||||||||||||
Compliance-related professional fees | — | — | 370 | |||||||||||||
Compliance-related compensation and other expenses | — | 162 | (7 | ) | ||||||||||||
Impairment of property and equipment | 3 | — | 2 | |||||||||||||
Certain litigation settlements and related cost | — | — | 1 | |||||||||||||
Restructuring expenses | — | — | 2,633 | |||||||||||||
Gain on sale of fixed assets | 1 | (1 | ) | (7 | ) | |||||||||||
Other | — | — | 567 | |||||||||||||
Segment expense adjustments | 733 | 161 | 5,808 | |||||||||||||
Segment expenses | 66,338 | 54,464 | 30,822 | |||||||||||||
Segment performance | $ | 7,820 | $ | 41,131 | $ | (30,822 | ) | |||||||||
Interest expense | $ | — | $ | — | $ | (166 | ) | $ | (166 | ) | ||||||
Depreciation | $ | (1,049 | ) | $ | (1,289 | ) | $ | (1,681 | ) | $ | (4,019 | ) | ||||
BSS | Digital Services | All Other | Consolidated | |||||||||||||
(In thousands) | ||||||||||||||||
Six Months Ended July 31, 2014 | ||||||||||||||||
Total revenue | $ | 117,027 | $ | 117,425 | $ | — | $ | 234,452 | ||||||||
Total costs and expenses | $ | 95,672 | $ | 87,926 | $ | 71,353 | $ | 254,951 | ||||||||
Income (loss) from operations | $ | 21,355 | $ | 29,499 | $ | (71,353 | ) | $ | (20,499 | ) | ||||||
Computation of segment performance: | ||||||||||||||||
Segment revenue | $ | 117,027 | $ | 117,425 | $ | — | ||||||||||
Total costs and expenses | $ | 95,672 | $ | 87,926 | $ | 71,353 | ||||||||||
Segment expense adjustments: | ||||||||||||||||
Stock-based compensation expense | — | — | 5,923 | |||||||||||||
Amortization of intangibles assets | 1,395 | — | — | |||||||||||||
Compliance-related professional fees | — | — | 704 | |||||||||||||
Compliance-related compensation and other expenses | — | 1 | (71 | ) | ||||||||||||
Strategic-related costs | — | — | 2,390 | |||||||||||||
Impairment of property and equipment | — | 2 | 176 | |||||||||||||
Certain litigation settlements and related cost | — | — | 5 | |||||||||||||
Restructuring expenses | — | — | 4,655 | |||||||||||||
Gain on sale of fixed assets | 2 | 1 | (20 | ) | ||||||||||||
Other | — | — | 600 | |||||||||||||
Segment expense adjustments | 1,397 | 4 | 14,362 | |||||||||||||
Segment expenses | 94,275 | 87,922 | 56,991 | |||||||||||||
Segment performance | $ | 22,752 | $ | 29,503 | $ | (56,991 | ) | |||||||||
Interest expense | $ | — | $ | — | $ | (354 | ) | $ | (354 | ) | ||||||
Depreciation | $ | (1,745 | ) | $ | (2,524 | ) | $ | (3,897 | ) | $ | (8,166 | ) | ||||
BSS | Digital Services | All Other | Consolidated | |||||||||||||
(In thousands) | ||||||||||||||||
Six Months Ended July 31, 2013 | ||||||||||||||||
Total revenue | $ | 150,422 | $ | 175,149 | $ | — | $ | 325,571 | ||||||||
Total costs and expenses | $ | 127,634 | $ | 111,337 | $ | 67,330 | $ | 306,301 | ||||||||
Income (loss) from operations | $ | 22,788 | $ | 63,812 | $ | (67,330 | ) | $ | 19,270 | |||||||
Computation of segment performance: | ||||||||||||||||
Segment revenue | $ | 150,422 | $ | 175,149 | $ | — | ||||||||||
Total costs and expenses | $ | 127,634 | $ | 111,337 | $ | 67,330 | ||||||||||
Segment expense adjustments: | ||||||||||||||||
Stock-based compensation expense | — | — | 5,343 | |||||||||||||
Amortization of intangibles assets | 1,378 | — | — | |||||||||||||
Compliance-related professional fees | — | — | 806 | |||||||||||||
Compliance-related compensation and other expenses | 122 | 218 | (133 | ) | ||||||||||||
Impairment of property and equipment | 29 | 1 | 13 | |||||||||||||
Certain litigation settlements and related cost | — | — | (23 | ) | ||||||||||||
Italian VAT refund recovery recorded within operating expense | — | — | (10,861 | ) | ||||||||||||
Restructuring expenses | — | — | 6,854 | |||||||||||||
Gain on sale of fixed assets | 1 | (1 | ) | (18 | ) | |||||||||||
Other | — | — | 857 | |||||||||||||
Segment expense adjustments | 1,530 | 218 | 2,838 | |||||||||||||
Segment expenses | 126,104 | 111,119 | 64,492 | |||||||||||||
Segment performance | $ | 24,318 | $ | 64,030 | $ | (64,492 | ) | |||||||||
Interest expense | $ | — | $ | — | $ | (354 | ) | $ | (354 | ) | ||||||
Depreciation | $ | (1,886 | ) | $ | (2,509 | ) | $ | (3,544 | ) | $ | (7,939 | ) |
Organization_Business_and_Summ2
Organization, Business and Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 6 Months Ended | 0 Months Ended | 3 Months Ended | |||
In Millions, unless otherwise specified | Apr. 30, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | Feb. 04, 2013 | Jul. 31, 2014 | Oct. 31, 2012 | Oct. 31, 2014 |
Indemnification Agreement [Member] | Indemnification Agreement [Member] | Share Distribution | Subsequent Event [Member] | ||||
Fair Value Inputs, Long-term Revenue Growth Rate | 2.00% | ' | ' | ' | ' | ' | ' |
Fair Value Inputs, Discount Rate | 12.50% | ' | ' | ' | ' | ' | ' |
Distribution to shareholders of Comverse's common shares (percent) | ' | ' | ' | ' | ' | 100.00% | ' |
Cash Placed in Escrow for Indemnification Claims | ' | ' | ' | $25 | ' | ' | ' |
Proceeds From Return of Escrow | ' | ' | ' | ' | ' | ' | 25 |
Loss Contingency Accrual | ' | ' | ' | 4 | 3.7 | ' | ' |
Proceeds from Contributions from Parent | ' | ' | ' | 21 | ' | ' | ' |
Significant Acquisitions and Disposals, Acquisition Costs or Sale Proceeds | ' | ' | ' | ' | ' | ' | 2.7 |
Noncash or Part Noncash Acquisition, Debt Assumed | ' | ' | ' | ' | ' | ' | 1.4 |
Loss Contract Reserves, Expense During Period | ' | $8 | $5 | ' | ' | ' | ' |
Expense_Allocations_and_Share_1
Expense Allocations and Share Distribution Agreements (Narrative) (Details) (USD $) | Jul. 31, 2014 | Feb. 04, 2013 |
In Millions, unless otherwise specified | Share Distribution | Indemnification Agreement [Member] |
Loss Contingencies [Line Items] | ' | ' |
Loss Contingency, Range of Possible Loss, Maximum | $25 | ' |
Cash Placed in Escrow for Indemnification Claims | ' | $25 |
Inventories_Details
Inventories (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Raw materials | $10,622 | $11,445 |
Work in process | 11,389 | 4,612 |
Finished goods | 0 | 109 |
Inventories | $22,011 | $16,166 |
Goodwill_Changes_In_Carrying_A
Goodwill (Changes In Carrying Amount Of Goodwill) (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jan. 31, 2014 |
Goodwill [Roll Forward] | ' | ' |
Goodwill, gross, at beginning of period | $312,406 | ' |
Accumulated impairment losses, at beginning of period | -162,060 | ' |
Goodwill, net | 150,630 | 150,346 |
Effect of changes in foreign currencies and other | 284 | ' |
Goodwill, gross, at end of period | 312,690 | ' |
Accumulated impairment losses, at end of period | -162,060 | ' |
BSS | ' | ' |
Goodwill [Roll Forward] | ' | ' |
Goodwill, gross, at beginning of period | 89,798 | ' |
Accumulated impairment losses, at beginning of period | -5,605 | ' |
Goodwill, net | 84,352 | 84,193 |
Effect of changes in foreign currencies and other | 159 | ' |
Goodwill, gross, at end of period | 89,957 | ' |
Accumulated impairment losses, at end of period | -5,605 | ' |
Digital Services | ' | ' |
Goodwill [Roll Forward] | ' | ' |
Goodwill, gross, at beginning of period | 222,608 | ' |
Accumulated impairment losses, at beginning of period | -156,455 | ' |
Goodwill, net | 66,278 | 66,153 |
Effect of changes in foreign currencies and other | 125 | ' |
Goodwill, gross, at end of period | 222,733 | ' |
Accumulated impairment losses, at end of period | ($156,455) | ' |
Intangible_Assets_Net_Details
Intangible Assets, Net (Details) (USD $) | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jan. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' |
Finite-Lived Intangible Assets, Gross | $137,589,000 | ' | $137,589,000 | ' | $137,433,000 |
Finite-Lived Intangible Assets, Accumulated Amortization | 133,776,000 | ' | 133,776,000 | ' | 132,280,000 |
Intangible assets, net | 3,813,000 | ' | 3,813,000 | ' | 5,153,000 |
Amortization of intangible assets | 700,000 | 800,000 | 1,400,000 | 1,400,000 | ' |
Impairment of finite-lived intangible assets | 0 | 0 | 0 | 0 | ' |
Technology-Based Intangible Assets [Member] | ' | ' | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' |
Finite-Lived Intangible Assets, Gross | 98,000,000 | ' | 98,000,000 | ' | 98,000,000 |
Finite-Lived Intangible Assets, Accumulated Amortization | 98,000,000 | ' | 98,000,000 | ' | 98,000,000 |
Customer Relationships [Member] | ' | ' | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' |
Finite-Lived Intangible Assets, Gross | 36,189,000 | ' | 36,189,000 | ' | 36,033,000 |
Finite-Lived Intangible Assets, Accumulated Amortization | 32,376,000 | ' | 32,376,000 | ' | 30,880,000 |
Trade Names [Member] | ' | ' | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' |
Finite-Lived Intangible Assets, Gross | 3,400,000 | ' | 3,400,000 | ' | 3,400,000 |
Finite-Lived Intangible Assets, Accumulated Amortization | $3,400,000 | ' | $3,400,000 | ' | $3,400,000 |
Intangible_Assets_Net_Estimate
Intangible Assets, Net Estimated future amortization expense (Details) (USD $) | Jul. 31, 2014 |
In Thousands, unless otherwise specified | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' |
Finite-Lived Intangible Assets, Amortization Expense, Remainder of Fiscal Year | $1,405 |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 2,408 |
Finite-Lived Intangible Assets, Net | $3,813 |
Intangible_Assets_Net_narrativ
Intangible Assets, Net (narrative) (details) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Millions, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' | ' | ' |
Amortization of Intangible Assets | $0.70 | $0.80 | $1.40 | $1.40 |
Other_Assets_Details
Other Assets (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 | ||
Other Assets [Abstract] | ' | ' | ||
Amount Deposited Into Insurance Policies For Funding Severance Liability | $33,058,000 | [1] | $33,482,000 | [1] |
Deposits Assets | 3,006,000 | 2,956,000 | ||
Long-term restricted cash | 9,017,000 | 33,815,000 | ||
Other | 2,961,000 | [2] | 4,148,000 | [2] |
Other assets | 39,025,000 | 40,586,000 | ||
Cost Method Investments | $1,100,000 | $1,200,000 | ||
[1] | Represents deposits into insurance policies to fund severance liability for Israeli-based employees (see Note 12, Other Long-Term Liabilities). | |||
[2] | Includes a $1.2 million cost-method investment in a subsidiary of a significant customer at each of JulyB 31, 2014 and JanuaryB 31, 2014. |
Restructuring_Narrative_Detail
Restructuring (Narrative) (Details) (USD $) | 6 Months Ended | 12 Months Ended | |||||||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jan. 31, 2015 | Jan. 31, 2015 | Jan. 31, 2015 | |
2014 Initiative | 2014 Initiative | Fourth Quarter 2012 Initiative | Fourth Quarter 2012 Initiative | Fourth Quarter 2012 Initiative | Fourth Quarter 2012 Initiative | Subsequent Event [Member] | Minimum [Member] | Maximum [Member] | |||
Severance Related | Facilities Related | Severance Related | Severance Related | Facilities Related | Facilities Related | Subsequent Event [Member] | Subsequent Event [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restructuring and Related Cost, Expected Cost | ' | ' | ' | ' | ' | ' | ' | ' | $9,000,000 | $15,000,000 | $17,000,000 |
Restructuring Charges | 5,161,000 | 7,402,000 | 5,015,000 | 4,000 | 84,000 | 3,158,000 | 48,000 | 4,364,000 | ' | ' | ' |
Payments for severance-related costs | ($5,462,000) | ($5,748,000) | ($3,456,000) | ($4,000) | ($1,030,000) | ($4,608,000) | ($873,000) | ($746,000) | ' | ' | ' |
Restructuring_Schedule_of_Rest
Restructuring (Schedule of Restructuring and Related Costs) (Details) (USD $) | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | |
Restructuring Reserve [Roll Forward] | ' | ' | |
Restructuring reserve, beginning of period | $7,245 | $5,639 | |
Restructuring charges | 5,161 | 7,402 | |
Change in assumptions | 506 | 548 | |
Translation adjustments | -2 | 1,041 | [1] |
Payments for severance-related costs | -5,462 | -5,748 | |
Restructuring reserve, end of period | 6,436 | 7,786 | |
2014 Initiative | Severance Related | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | |
Restructuring reserve, beginning of period | 0 | ' | |
Restructuring charges | 5,015 | ' | |
Change in assumptions | 107 | ' | |
Translation adjustments | 0 | ' | |
Payments for severance-related costs | -3,456 | ' | |
Restructuring reserve, end of period | 1,452 | ' | |
2014 Initiative | Facilities Related | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | |
Restructuring reserve, beginning of period | 0 | ' | |
Restructuring charges | 4 | ' | |
Change in assumptions | 0 | ' | |
Translation adjustments | 0 | ' | |
Payments for severance-related costs | -4 | ' | |
Restructuring reserve, end of period | 0 | ' | |
Fourth Quarter 2012 Initiative | Severance Related | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | |
Restructuring reserve, beginning of period | 1,062 | 3,713 | |
Restructuring charges | 84 | 3,158 | |
Change in assumptions | 102 | 967 | |
Translation adjustments | 0 | 62 | [1] |
Payments for severance-related costs | -1,030 | -4,608 | |
Restructuring reserve, end of period | 14 | 1,358 | |
Fourth Quarter 2012 Initiative | Facilities Related | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | |
Restructuring reserve, beginning of period | 5,728 | 885 | |
Restructuring charges | 48 | 4,364 | |
Change in assumptions | 250 | -419 | |
Translation adjustments | 0 | 997 | [1] |
Payments for severance-related costs | -873 | -746 | |
Restructuring reserve, end of period | 4,653 | 5,919 | |
Third Quarter 2010 Initiative | Facilities Related | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | |
Restructuring reserve, beginning of period | 390 | 391 | |
Restructuring charges | 10 | 5 | |
Change in assumptions | 0 | 0 | |
Translation adjustments | 0 | 0 | [1] |
Payments for severance-related costs | -97 | -94 | |
Restructuring reserve, end of period | 303 | 302 | |
Netcentrex 2010 and 2011 Initiative | Severance Related | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | |
Restructuring reserve, beginning of period | 50 | 212 | |
Restructuring charges | 0 | -126 | |
Change in assumptions | 47 | 0 | |
Translation adjustments | -1 | -7 | [1] |
Payments for severance-related costs | -2 | -12 | |
Restructuring reserve, end of period | 0 | 67 | |
Netcentrex 2010 and 2011 Initiative | Facilities Related | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | |
Restructuring reserve, beginning of period | 15 | 438 | |
Restructuring charges | 0 | 1 | |
Change in assumptions | 0 | 0 | |
Translation adjustments | -1 | -11 | [1] |
Payments for severance-related costs | 0 | -288 | |
Restructuring reserve, end of period | $14 | $140 | |
[1] | Includes deferred rent liability balance for restructured facilities. |
Debt_Details
Debt (Details) (USD $) | 6 Months Ended | 12 Months Ended |
Jul. 31, 2014 | Jan. 31, 2014 | |
Debt [Line Items] | ' | ' |
Debt outstanding | $0 | $0 |
Comverse Ltd. | ' | ' |
Debt [Line Items] | ' | ' |
Amount available line of credit for various performance guarantees | 25,000,000 | 20,000,000 |
Credit facility used for guarantees and foreign currency transactions | 20,700,000 | 20,000,000 |
Comverse Ltd - Lines Of Credit | Comverse Ltd. | ' | ' |
Debt [Line Items] | ' | ' |
Credit facility used for guarantees and foreign currency transactions | 8,400,000 | 8,000,000 |
Additional line of credit | ' | 8,000,000 |
Debt Instrument, Covenant, Cash Reserve Deposit Required | $10,000,000 | ' |
Derivatives_And_Financial_Inst1
Derivatives And Financial Instruments (Schedule Of Derivative Positions And Respective Fair Values) (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative assets, fair value | $291 | $58 |
Derivative Liability, Fair Value, Gross Liability | 413 | 719 |
Derivatives Designated As Hedging Instruments | Foreign Exchange Forward [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative asset, notional amount | 12,847 | 25,607 |
Derivatives Designated As Hedging Instruments | Embedded Derivative Financial Instruments [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative Liability, Notional Amount | 6,543 | 6,543 |
Prepaid expenses and other current assets | Derivatives Designated As Hedging Instruments | Foreign Exchange Forward [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative assets, fair value | 291 | 58 |
Other long-term liabilities | Derivatives Designated As Hedging Instruments | Embedded Derivative Financial Instruments [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative Liability, Fair Value, Gross Liability | $413 | $719 |
Derivatives_And_Financial_Inst2
Derivatives And Financial Instruments (Schedule Of Classification Of Gains And Losses On Derivative Instruments) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | |
Derivatives, Fair Value [Line Items] | ' | ' | ' | ' |
Recognized in Other Comprehensive Income (Loss) | $209,000 | ($26,000) | $460,000 | $763,000 |
Derivative Instruments, Gain Reclassified from Accumulated OCI into Income, Effective Portion | 99,000 | 421,000 | 227,000 | 1,028,000 |
Derivative, Gain (Loss) on Derivative, Net | 0 | 0 | 0 | 0 |
Derivatives Designated As Hedging Instruments | Foreign Exchange Forward [Member] | ' | ' | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' | ' | ' |
Recognized in Other Comprehensive Income (Loss) | 209,000 | -26,000 | 460,000 | 763,000 |
Derivative Instruments, Gain Reclassified from Accumulated OCI into Income, Effective Portion | 99,000 | 421,000 | 227,000 | 1,028,000 |
Derivative, Gain (Loss) on Derivative, Net | 0 | 0 | 0 | 0 |
Gain (Loss) from Ineffectiveness | $0 | $0 | $0 | $0 |
Fair_Value_Measurements_Schedu
Fair Value Measurements (Schedule Of Financial Instruments) (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 | ||
In Thousands, unless otherwise specified | ||||
Financial Assets: | ' | ' | ||
Financial assets | $34,690 | $34,456 | ||
Derivative assets | 291 | 58 | ||
Embedded Derivatives | 413 | 719 | ||
Financial Liabilities: | 413 | 719 | ||
Money Market Funds [Member] | ' | ' | ||
Financial Assets: | ' | ' | ||
Financial assets | 34,399 | [1] | 34,398 | [1] |
Quoted Prices to Active Markets For Identical Instruments (Level 1) | ' | ' | ||
Financial Assets: | ' | ' | ||
Financial assets | 34,399 | 34,398 | ||
Derivative assets | 0 | 0 | ||
Embedded Derivatives | 0 | 0 | ||
Financial Liabilities: | 0 | 0 | ||
Quoted Prices to Active Markets For Identical Instruments (Level 1) | Money Market Funds [Member] | ' | ' | ||
Financial Assets: | ' | ' | ||
Financial assets | 34,399 | [1] | 34,398 | [1] |
Significant Other Observable Inputs (Level 2) | ' | ' | ||
Financial Assets: | ' | ' | ||
Financial assets | 291 | 58 | ||
Derivative assets | 291 | 58 | ||
Embedded Derivatives | 413 | 719 | ||
Financial Liabilities: | 413 | 719 | ||
Significant Other Observable Inputs (Level 2) | Money Market Funds [Member] | ' | ' | ||
Financial Assets: | ' | ' | ||
Financial assets | 0 | [1] | 0 | [1] |
Significant Unobservable Inputs (Level 3) | ' | ' | ||
Financial Assets: | ' | ' | ||
Financial assets | 0 | 0 | ||
Derivative assets | 0 | 0 | ||
Embedded Derivatives | 0 | 0 | ||
Financial Liabilities: | 0 | 0 | ||
Significant Unobservable Inputs (Level 3) | Money Market Funds [Member] | ' | ' | ||
Financial Assets: | ' | ' | ||
Financial assets | $0 | [1] | $0 | [1] |
[1] | As of JulyB 31, 2014 and JanuaryB 31, 2014, money market funds of $34.4 million were classified in bCash and cash equivalentsb within the condensed consolidated balance sheets. |
Other_LongTerm_Liabilities_Nar
Other Long-Term Liabilities (Narrative) (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 | ||
In Thousands, unless otherwise specified | ||||
Other Liabilities Disclosure [Abstract] | ' | ' | ||
Amount Deposited Into Insurance Policies For Funding Severance Liability | $33,058 | [1] | $33,482 | [1] |
[1] | Represents deposits into insurance policies to fund severance liability for Israeli-based employees (see Note 12, Other Long-Term Liabilities). |
Other_LongTerm_Liabilities_Oth
Other Long-Term Liabilities Other Long-Term Liabilities (Schedule of Other Long-Term Liabilities) (Details) (USD $) | Jul. 31, 2014 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Other Liabilities Disclosure [Abstract] | ' | ' |
Liability for severance pay | $45,610 | $44,793 |
Tax contingencies | 95,177 | 90,345 |
Other long-term liabilities | 8,922 | 12,804 |
Total | $149,709 | $147,942 |
Other_LongTerm_Liabilities_Oth1
Other Long-Term Liabilities Other Long Term Liabilities (Schedule of Severance Pay Expenses) (Details) (Israeli Subsidiaries [Member], USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Israeli Subsidiaries [Member] | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Increase due to passage of time | $1,038 | $1,246 | $2,072 | $2,546 |
Increase due to salary increase | 447 | 911 | 674 | 1,033 |
Reversal due to voluntary termination of employee | -364 | -212 | -511 | -468 |
Gain from increase in fund value | -177 | -548 | -152 | -661 |
Total operating expense due to Israeli Severance Law | $944 | $1,397 | $2,083 | $2,450 |
StockBased_Compensation_Narrat
Stock-Based Compensation (Narrative) (Details) (USD $) | 6 Months Ended | 3 Months Ended | 6 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | |||||||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Oct. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | |
Comverse, Inc. 2012 Stock Incentive Compensation Plan | Comverse, Inc. 2012 Stock Incentive Compensation Plan | Comverse, Inc. 2012 Stock Incentive Compensation Plan | Comverse, Inc. 2012 Stock Incentive Compensation Plan | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Performance Shares [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | |||
Comverse, Inc. 2012 Stock Incentive Compensation Plan | Comverse, Inc. 2012 Stock Incentive Compensation Plan | Comverse, Inc. 2012 Stock Incentive Compensation Plan | Comverse, Inc. 2012 Stock Incentive Compensation Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | ' | ' | ' | ' | ' | ' | 300,494 | 314,399 | ' | ' | ' | ' | 121,335 | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 374,827 | 328,639 |
Shares available for future grants | ' | ' | ' | 1,159,651 | ' | 2,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding stock options | 1,105,229 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted Awards outstanding (shares) | ' | ' | ' | ' | ' | ' | 635,902 | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued upon exercise of stock options under Plan | ' | ' | 19,934 | 1,365 | 20,950 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from exercises of stock options | $40,000 | $556,000 | $500,000 | ' | $600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of vested awards | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | 1,000,000 | 9,100,000 | 8,100,000 | ' | ' | ' |
Unrecognized compensation expense for nonvested awards | ' | ' | ' | 6,000,000 | ' | ' | ' | ' | 13,200,000 | ' | 13,200,000 | ' | ' | ' | ' |
Weighted average recognition period for unvested restricted awards | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years 0 months 14 days | ' | ' | ' | ' |
Shares of common stock available to purchase related to unvested stock options | ' | ' | ' | 742,531 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | ' | ' | ' | $9.28 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected term of unvested stock options | ' | ' | ' | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | ' | ' | ' | $6,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average recognition period for unvested common stock | ' | ' | ' | '2 years 3 months 14 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
StockBased_Compensation_Schedu
Stock-Based Compensation (Schedule Of Stock-Based Compensation Expense) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $2,985 | $2,249 | $5,923 | $5,343 |
Restricted Stock Units (RSUs) [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 2,290 | 1,893 | 4,765 | 4,740 |
Restricted Stock Units (RSUs) [Member] | Service Costs | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 701 | 634 | 1,630 | 1,547 |
Restricted Stock Units (RSUs) [Member] | Research and Development | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 235 | 212 | 553 | 530 |
Restricted Stock Units (RSUs) [Member] | Selling, General and Administrative Expenses [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 1,354 | 1,047 | 2,582 | 2,663 |
Employee Stock Option [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 695 | 356 | 1,158 | 603 |
Employee Stock Option [Member] | Service Costs | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 76 | 23 | 117 | 34 |
Employee Stock Option [Member] | Research and Development | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 55 | 9 | 94 | 9 |
Employee Stock Option [Member] | Selling, General and Administrative Expenses [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $564 | $324 | $947 | $560 |
Stockholders_Equity_and_Accumu2
Stockholders Equity and Accumulated Other Comprehensive Income (Components of Equity Attributable to Comverse, Inc.'s Stockholders and Noncontrolling Interest) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' |
Balance, January 31 | ' | ' | $32,810 | ($18,763) |
Net loss | -16,866 | -17,087 | -32,997 | -20,227 |
Unrealized gain (loss) for cash flow hedge positions, net of reclassification adjustments and tax | ' | ' | 233 | -265 |
Foreign currency translation adjustments | 1,305 | 2,145 | -1,157 | 3,765 |
Stock-based compensation expense | ' | ' | 5,923 | 5,343 |
Exercises of stock options | ' | ' | 40 | 556 |
CTI contribution | ' | ' | 0 | 20,981 |
Payment for repurchase of common stock in connection with tax liabilities upon settlement of stock awards | ' | ' | -972 | -770 |
Payment for repurchase of common stock under repurchase program | ' | ' | -3,573 | 0 |
Balance, July 31 | $307 | ($9,380) | $307 | ($9,380) |
Stockholders_Equity_and_Accumu3
Stockholders Equity and Accumulated Other Comprehensive Income (Narrative) (Details) (Indemnification Agreement [Member], USD $) | 0 Months Ended | |
In Millions, unless otherwise specified | Feb. 04, 2013 | Jul. 31, 2014 |
Indemnification Agreement [Member] | ' | ' |
Class of Stock [Line Items] | ' | ' |
Cash Placed in Escrow for Indemnification Claims | $25 | ' |
Loss Contingency Accrual | 4 | 3.7 |
Proceeds from Contributions from Parent | $21 | ' |
Stockholders_Equity_and_Accumu4
Stockholders Equity and Accumulated Other Comprehensive Income Accumulated other comprehensive income (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' |
Balance as of beginning of period | ' | ' | $23,332 | $21,751 |
Other comprehensive (loss) income before reclassifications | ' | ' | -697 | 4,528 |
Amounts reclassified from AOCI | ' | ' | 227 | 1,028 |
Other comprehensive (loss) income | 1,415 | 1,698 | -924 | 3,500 |
Balance as of end of period | 22,408 | 25,251 | 22,408 | 25,251 |
Foreign Currency Translation Adjustments | ' | ' | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' |
Balance as of beginning of period | ' | ' | 23,274 | 21,276 |
Other comprehensive (loss) income before reclassifications | ' | ' | -1,157 | 3,765 |
Amounts reclassified from AOCI | ' | ' | 0 | 0 |
Other comprehensive (loss) income | ' | ' | -1,157 | 3,765 |
Balance as of end of period | 22,117 | 25,041 | 22,117 | 25,041 |
Unrealized Gains on Cash Flow Hedges | ' | ' | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' |
Balance as of beginning of period | ' | ' | 58 | 475 |
Other comprehensive (loss) income before reclassifications | ' | ' | 460 | 763 |
Amounts reclassified from AOCI | ' | ' | -227 | -1,028 |
Other comprehensive (loss) income | ' | ' | -233 | -265 |
Balance as of end of period | $291 | $210 | $291 | $210 |
Stockholders_Equity_and_Accumu5
Stockholders Equity and Accumulated Other Comprehensive Income Schedule of Restructuring and related costs (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ' | ' | ' | ' |
Selling, general and administrative | ($29,549) | ($35,349) | ($63,694) | ($72,059) |
Net loss | -16,866 | -17,087 | -32,997 | -20,227 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ' | ' | ' | ' |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ' | ' | ' | ' |
Cost of revenue | -49 | -219 | -111 | -518 |
Research and development, net | -14 | -64 | -33 | -161 |
Selling, general and administrative | -36 | -138 | -83 | -349 |
Net loss | ($99) | ($421) | ($227) | ($1,028) |
Loss_per_Share_Details
Loss per Share (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Basic & diluted (in US$ per share) | ($0.75) | ($0.77) | ($1.48) | ($0.92) |
Basic & diluted (shares) | 22,401,902 | 22,186,729 | 22,348,835 | 22,097,619 |
Net loss - basic and diluted | ($16,866) | ($17,087) | ($32,997) | ($20,227) |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 100,000 | 100,000 | 200,000 | 200,000 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Income tax provision | $6,626,000 | $29,935,000 | $10,964,000 | $34,772,000 |
Effective tax rate (percent) | -64.70% | 233.00% | -49.80% | ' |
Unrecognized tax benefits, if recognized would impact effective tax rate | 95,200,000 | ' | 95,200,000 | ' |
Amount unrecognized tax benefits could decrease in the next twelve months as a result of settlement of certain tax audits or lapses of statutes of limitation | 2,800,000 | ' | 2,800,000 | ' |
Accrued interest and penalties | $42,300,000 | ' | $42,300,000 | ' |
Business_Segment_Information_S
Business Segment Information (Schedule of Total Revenue, Total Costs and Expenses, Segment Performance) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total revenue | $115,320 | $169,753 | $234,452 | $325,571 |
Total costs and expenses | 122,067 | 158,326 | 254,951 | 306,301 |
Income (loss) from operations | -6,747 | 11,427 | -20,499 | 19,270 |
Revenue | 115,320 | 169,753 | 234,452 | 325,571 |
Stock-based compensation expense | 2,985 | 2,249 | 5,923 | 5,343 |
Amortization of acquisition-related intangibles | 700 | 800 | 1,400 | 1,400 |
Restructuring charges | ' | ' | 5,161 | 7,402 |
Interest expense | -231 | -166 | -354 | -354 |
Depreciation | -4,122 | -4,019 | -8,166 | -7,939 |
BSS | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total revenue | 60,155 | 74,158 | 117,027 | 150,422 |
Total costs and expenses | 45,255 | 67,071 | 95,672 | 127,634 |
Income (loss) from operations | 14,900 | 7,087 | 21,355 | 22,788 |
Revenue | 60,155 | 74,158 | 117,027 | 150,422 |
Stock-based compensation expense | 0 | 0 | 0 | 0 |
Amortization of acquisition-related intangibles | 700 | 729 | 1,395 | 1,378 |
Compliance-related professional fees | 0 | 0 | 0 | 0 |
Compliance-related compensation and other expenses | ' | 0 | 0 | 122 |
Strategic Evaluation Related Costs | 0 | ' | 0 | ' |
Impairment of property and equipment | 0 | 3 | 0 | 29 |
Litigation settlements and related costs | 0 | 0 | 0 | 0 |
Recovery of Direct Costs | ' | ' | ' | 0 |
Restructuring charges | 0 | 0 | 0 | 0 |
Gain on sale of fixed assets | 0 | 1 | 2 | 1 |
Other | 0 | 0 | 0 | 0 |
Segment expense adjustments | 700 | 733 | 1,397 | 1,530 |
Segment expenses | 44,555 | 66,338 | 94,275 | 126,104 |
Segment performance | 15,600 | 7,820 | 22,752 | 24,318 |
Interest expense | 0 | 0 | 0 | 0 |
Depreciation | -862 | -1,049 | -1,745 | -1,886 |
BSS | Segment Revenue | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total revenue | 60,155 | ' | ' | ' |
Revenue | 60,155 | ' | ' | ' |
Digital Services | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total revenue | 55,165 | 95,595 | 117,425 | 175,149 |
Total costs and expenses | 44,058 | 54,625 | 87,926 | 111,337 |
Income (loss) from operations | 11,107 | 40,970 | 29,499 | 63,812 |
Revenue | 55,165 | 95,595 | 117,425 | 175,149 |
Stock-based compensation expense | 0 | 0 | 0 | 0 |
Amortization of acquisition-related intangibles | 0 | 0 | 0 | 0 |
Compliance-related professional fees | 0 | 0 | 0 | 0 |
Compliance-related compensation and other expenses | ' | 162 | 1 | 218 |
Strategic Evaluation Related Costs | 0 | ' | 0 | ' |
Impairment of property and equipment | 2 | 0 | 2 | 1 |
Litigation settlements and related costs | 0 | 0 | 0 | 0 |
Recovery of Direct Costs | ' | ' | ' | 0 |
Restructuring charges | 0 | 0 | 0 | 0 |
Gain on sale of fixed assets | 0 | -1 | 1 | -1 |
Other | 0 | 0 | 0 | 0 |
Segment expense adjustments | 2 | 161 | 4 | 218 |
Segment expenses | 44,056 | 54,464 | 87,922 | 111,119 |
Segment performance | 11,109 | 41,131 | 29,503 | 64,030 |
Interest expense | 0 | 0 | 0 | 0 |
Depreciation | -1,260 | -1,289 | -2,524 | -2,509 |
Digital Services | Segment Revenue | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total revenue | 55,165 | ' | ' | ' |
Revenue | 55,165 | ' | ' | ' |
All Other | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total revenue | 0 | 0 | 0 | 0 |
Total costs and expenses | 32,754 | 36,630 | 71,353 | 67,330 |
Income (loss) from operations | -32,754 | -36,630 | -71,353 | -67,330 |
Revenue | 0 | 0 | 0 | 0 |
Stock-based compensation expense | 2,985 | 2,249 | 5,923 | 5,343 |
Amortization of acquisition-related intangibles | 0 | 0 | 0 | 0 |
Compliance-related professional fees | 335 | 370 | 704 | 806 |
Compliance-related compensation and other expenses | ' | -7 | -71 | -133 |
Strategic Evaluation Related Costs | 1,100 | ' | 2,390 | ' |
Impairment of property and equipment | 167 | 2 | 176 | 13 |
Litigation settlements and related costs | 41 | 1 | 5 | -23 |
Recovery of Direct Costs | ' | ' | ' | -10,861 |
Restructuring charges | 1,912 | 2,633 | 4,655 | 6,854 |
Gain on sale of fixed assets | -14 | -7 | -20 | -18 |
Other | 305 | 567 | 600 | 857 |
Segment expense adjustments | 6,831 | 5,808 | 14,362 | 2,838 |
Segment expenses | 25,923 | 30,822 | 56,991 | 64,492 |
Segment performance | -25,923 | -30,822 | -56,991 | -64,492 |
Interest expense | ' | -166 | -354 | -354 |
Depreciation | -2,000 | -1,681 | -3,897 | -3,544 |
All Other | Segment Revenue | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total revenue | 0 | 0 | 0 | 0 |
Revenue | $0 | $0 | $0 | $0 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | Jul. 31, 2014 | Jul. 31, 2014 | Feb. 04, 2013 | Jul. 13, 2012 | Mar. 26, 2009 | Mar. 16, 2009 | Mar. 31, 2009 | Jul. 31, 2014 | Jul. 31, 2014 | Aug. 02, 2012 | Jul. 31, 2014 | Aug. 02, 2012 | Jan. 31, 2012 | Jul. 31, 2014 | Jan. 31, 2014 |
In Millions, unless otherwise specified | Indemnification Agreement [Member] | Indemnification Agreement [Member] | Israeli Optionholder Class Actions | Israeli Optionholder Class Actions | Israeli Optionholder Class Actions | Israeli Optionholder Class Actions | Israeli Optionholder Class Actions | France litigation [Member] | Starhome Disposition | Starhome Disposition | Starhome Disposition | Starhome Disposition | Guarantee Obligations [Member] | Guarantee Obligations [Member] | |
litigation_case | litigation_case | litigation_case | Israeli Optionholder Class Actions | Starhome B V [Member] | Starhome B V [Member] | ||||||||||
Commitments And Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash Placed in Escrow for Indemnification Claims | ' | ' | $25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds From Return of Escrow | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.6 | ' | ' | ' | ' |
Bank guarantees to provide customer assurance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 33.1 | 33.4 |
Loss Contingency, Damages Sought, Value | ' | ' | ' | 150 | ' | ' | ' | 3.3 | 2.9 | ' | ' | ' | ' | ' | ' |
Loss Contingency Accrual | ' | 3.7 | 4 | ' | ' | ' | ' | ' | 1.2 | ' | ' | ' | ' | ' | ' |
Loss Contingency, New Claims Filed, Number | ' | ' | ' | ' | 2 | 2 | 4 | ' | ' | ' | ' | ' | ' | ' | ' |
Value Added Tax Receivable | 10.9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments And Contingencies, Tax And Labor Contingencies, Reserved | 0.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments And Contingencies, Tax And Labor Contingencies, Unreserved | 9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Security Deposit | 7.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
CTI Ownership Interest in Starhome | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 66.50% | ' | ' |
Proceeds from Divestiture of Businesses | ' | ' | ' | ' | ' | ' | ' | ' | ' | 37.2 | ' | 81.3 | ' | ' | ' |
Proceeds Held in Escrow From Divestiture of Businesses | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.5 | ' | ' | ' | ' | ' |
First Portion of Proceeds Held in Escrow To Be Released From Divestiture of Businesses | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.5 | ' | ' | ' | ' | ' |
Proceeds Withheld in Escrow at Closing From Divestiture of Businesses | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.9 | ' | ' | ' | ' | ' |
Discontinued Operation, Agreed Upon Payments to Shareholders, Maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.5 | ' | ' | ' | ' | ' |
Discontinued Operations, Indemnification Claims, Threshold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' | ' |