Document and Entity Information
Document and Entity Information Document - USD ($) | 12 Months Ended | ||
Jan. 31, 2016 | May. 17, 2016 | Jul. 31, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jan. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Xura, Inc. | ||
Entity Central Index Key | 1,549,872 | ||
Current Fiscal Year End Date | --01-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 25,018,539 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 350,556,312 |
Consolidated and Combined Balan
Consolidated and Combined Balance Sheets - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 |
ASSETS | ||
Cash and cash equivalents | $ 115,445 | $ 158,121 |
Restricted cash and bank deposits | 50,110 | 35,802 |
Accounts receivable, net of allowance of $3,360 and $3,627, respectively | 85,034 | 35,494 |
Inventories | 10,387 | 17,817 |
Deferred cost of revenue | 4,261 | 3,545 |
Deferred income taxes | 0 | 13,781 |
Prepaid expenses | 18,285 | 14,310 |
Other current assets | 8,295 | 5,148 |
Current assets of discontinued operations | 0 | 158,061 |
Current liabilities of discontinued operations | 0 | 123,340 |
Total current assets | 291,817 | 442,079 |
Property and equipment, net | 38,470 | 40,222 |
Goodwill | 253,819 | 67,518 |
Intangible assets, net | 201,984 | 1,658 |
Deferred cost of revenue | 14,506 | 22,169 |
Deferred income taxes | 9,119 | 3,064 |
Long-term restricted cash | 4,416 | 7,940 |
Other assets | 6,491 | 21,702 |
Total assets | 820,622 | 606,352 |
LIABILITIES AND EQUITY | ||
Accounts payable and accrued expenses | 135,639 | 99,165 |
Deferred revenue | 90,365 | 125,063 |
Deferred income taxes | 0 | 1,491 |
Income taxes payable | 11,022 | 2,166 |
Secured Debt, Current | 12,248 | 132 |
Total current liabilities | 249,274 | 351,357 |
Deferred revenue | 48,506 | 60,735 |
Deferred income taxes | 75,652 | 56,815 |
Other long-term liabilities | 107,185 | 123,065 |
Secured Long-term Debt, Noncurrent | 140,710 | 998 |
Total liabilities | $ 621,327 | $ 592,970 |
Commitments and contingencies (Note 24) | ||
Equity: | ||
Common stock, $0.01 par value - authorized, 100,000,000 shares; issued, 26,128,807 and 22,591,411 shares, respectively; outstanding, 25,003,715 and 21,830,081 shares, respectively | $ 261 | $ 226 |
Preferred stock, $0.01 par value - authorized, 100,000 shares | 0 | 0 |
Treasury stock, at cost, 1,125,092 and 761,330 shares, respectively | (24,460) | (17,211) |
Accumulated earnings (deficit) | 86,383 | (46,390) |
Additional paid-in-capital | 114,004 | 45,935 |
Accumulated other comprehensive income | 23,107 | 30,822 |
Total equity | 199,295 | 13,382 |
Total liabilities and equity | $ 820,622 | $ 606,352 |
Consolidated and Combined Bala3
Consolidated and Combined Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 3,360 | $ 3,627 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 26,128,807 | 22,591,411 |
Common stock, shares outstanding | 25,003,715 | 21,830,081 |
Treasury stock, shares | 1,378,091 | 761,330 |
Consolidated and Combined State
Consolidated and Combined Statements Of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||||
Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | [1] | Jul. 31, 2014 | Apr. 30, 2014 | Oct. 31, 2013 | Jul. 31, 2015 | Oct. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |||||
Revenue: | |||||||||||||||||||
Product revenue | $ 55,187 | $ 69,238 | $ 154,704 | ||||||||||||||||
Service revenue | 215,727 | 199,736 | 261,266 | ||||||||||||||||
Total revenue | $ 81,705 | $ 81,875 | $ 61,629 | $ 45,705 | $ 64,394 | $ 74,988 | $ 65,082 | $ 64,510 | 270,914 | 268,974 | 415,970 | ||||||||
Costs and expenses: | |||||||||||||||||||
Product costs | 36,380 | 55,108 | 96,909 | ||||||||||||||||
Service costs | 53,800 | $ 111,800 | 157,529 | 146,624 | 167,232 | ||||||||||||||
Research and development, net | 37,270 | 36,857 | 39,401 | ||||||||||||||||
Selling, general and administrative | 95,349 | 82,722 | 90,607 | ||||||||||||||||
Other operating expenses: | |||||||||||||||||||
Restructuring expenses and write-off of property and equipment | 12,755 | 12,111 | 9,845 | ||||||||||||||||
Total other operating expenses | 12,755 | 12,111 | 9,845 | ||||||||||||||||
Total costs and expenses | 339,283 | 333,422 | 403,994 | ||||||||||||||||
(Loss) income from operations | (9,264) | (18,998) | (10,494) | (29,613) | (6,594) | (17,011) | (21,594) | (19,249) | (68,369) | (64,448) | 11,976 | ||||||||
Interest income | 327 | 480 | 614 | ||||||||||||||||
Interest expense | (8,654) | (641) | (847) | ||||||||||||||||
Foreign currency transaction (loss) gain, net | (249) | 4,659 | (10,290) | ||||||||||||||||
Other income (expense), net | 361 | (517) | 699 | ||||||||||||||||
(Loss) income before income tax benefit | (76,584) | (60,467) | 2,152 | ||||||||||||||||
Income tax benefit (expense) | (4,200) | (6,500) | 25,234 | 3,229 | (6,579) | ||||||||||||||
Net loss from continuing operations | 24,371 | (23,578) | (12,163) | (39,980) | (75,700) | (51,350) | (57,238) | (4,427) | |||||||||||
Income from discontinued operations, net of tax | 1,500 | 183,000 | $ 196,400 | 197,800 | 184,123 | 35,099 | 23,113 | ||||||||||||
Net income (loss) | $ 10,664 | $ (22,086) | $ 170,856 | $ (26,661) | $ 9,908 | $ (16,866) | $ (16,131) | $ 950 | $ 122,100 | $ 132,773 | $ (22,139) | $ 18,686 | |||||||
Weighted average common shares outstanding: | |||||||||||||||||||
Weighted Average Number of Shares Outstanding, Basic and Diluted | 23,455,088 | 22,190,630 | 22,164,131 | ||||||||||||||||
Basic and diluted earnings (loss) per share: | |||||||||||||||||||
Loss per share from continuing operations attributable to Xura, Inc. | $ (0.95) | $ 0.18 | [1] | $ (1) | [1] | $ (0.99) | [1] | $ (0.75) | [1] | $ (3.30) | $ (2.19) | $ (2.58) | $ (0.20) | ||||||
Discontinued operations, earnings per share - basic and diluted (in US$ per share) | 0.06 | $ 8.31 | 0.27 | [1] | 0.25 | [1] | 0.27 | [1] | $ 0.79 | [1] | $ 8.95 | 8.63 | 7.85 | 1.58 | 1.04 | ||||
Basic and diluted earnings (loss) per share | $ (0.89) | $ 0.45 | [1] | $ 0.04 | $ (0.75) | [1] | $ (0.72) | [1] | $ 5.33 | $ 5.66 | $ (1) | $ 0.84 | |||||||
Continuing Operations [Member] | |||||||||||||||||||
Other operating expenses: | |||||||||||||||||||
(Loss) income before income tax benefit | $ (76,585) | $ (60,467) | $ 2,152 | ||||||||||||||||
Income tax benefit (expense) | $ 25,234 | $ 3,229 | $ (6,579) | ||||||||||||||||
[1] | Amounts may not total to annual earnings per share attributable to stockholders because each quarter and year are calculated separately based on basic and diluted weighted-average common shares outstanding during that period. |
Consolidated and Combined Stat5
Consolidated and Combined Statement of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Net income (loss) | $ 132,773 | $ (22,139) | $ 18,686 |
Other comprehensive income (loss), net of tax: | |||
Foreign currency translation adjustments | (7,832) | 7,665 | 1,998 |
Changes in accumulated OCI on cash flow hedges, net of tax | 117 | (175) | (417) |
Other comprehensive (loss) income, net of tax | (7,715) | 7,490 | 1,581 |
Comprehensive income (loss) | $ 125,058 | $ (14,649) | $ 20,267 |
Consolidated and Combined Stat6
Consolidated and Combined Statement of Stockholders Equity - USD ($) $ in Thousands | Total | Common Stock | Preferred Stock [Member] | Treasury Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income |
Preferred Stock, Value, Issued | $ 0 | ||||||
Net (loss) income attributable to Comverse, Inc. | $ 18,686 | $ 0 | $ 0 | $ 18,686 | $ 0 | ||
Number of shares outstanding at Jan. 31, 2013 | 21,934,569 | ||||||
Stockholders' equity including portion attributable to noncontrolling interest at Jan. 31, 2013 | (18,763) | $ 219 | (33) | 2,237 | (42,937) | 21,751 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 18,686 | ||||||
Other comprehensive income, net of tax | 1,581 | 0 | 0 | 0 | 1,581 | ||
Exercise of stock options (shares) | (41,250) | ||||||
Exercise of stock options (value) | 1,109 | $ 1 | 0 | 0 | 1,108 | 0 | 0 |
Common stock issued for restricted stock (shares) | 310,304 | ||||||
Common stock issued for restricted stock (value) | (991) | $ 3 | 0 | (991) | (3) | 0 | 0 |
Stock-based compensation expense | 10,208 | 0 | 10,208 | 0 | 0 | ||
CTI contribution | 20,980 | 0 | 20,980 | 0 | 0 | ||
Number of shares outstanding at Jan. 31, 2014 | 22,286,123 | ||||||
Stockholders' equity including portion attributable to noncontrolling interest at Jan. 31, 2014 | $ 32,810 | $ 223 | (1,024) | 34,530 | (24,251) | 23,332 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock Issued | |||||||
Preferred Stock, Value, Issued | 0 | ||||||
Net (loss) income attributable to Comverse, Inc. | $ (22,139) | 0 | 0 | (22,139) | 0 | ||
Net income (loss) | (22,139) | ||||||
Other comprehensive income, net of tax | 7,490 | 0 | 0 | 0 | 7,490 | ||
Exercise of stock options (shares) | (1,365) | ||||||
Exercise of stock options (value) | 40 | $ 0 | 0 | 0 | 40 | 0 | 0 |
Common stock issued for restricted stock (shares) | 303,923 | ||||||
Common stock issued for restricted stock (value) | (1,053) | $ 3 | 0 | (1,053) | (3) | 0 | 0 |
Repurchase Of Common Stock including unsettled items | (15,134) | (15,134) | 0 | 0 | 0 | ||
Stock-based compensation expense | 11,368 | 0 | 11,368 | 0 | 0 | ||
Number of shares outstanding at Jan. 31, 2015 | 22,591,411 | ||||||
Stockholders' equity including portion attributable to noncontrolling interest at Jan. 31, 2015 | 13,382 | $ 226 | (17,211) | 45,935 | (46,390) | 30,822 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock Issued | 0 | ||||||
Preferred Stock, Value, Issued | 0 | 0 | |||||
Net (loss) income attributable to Comverse, Inc. | 132,773 | 0 | 0 | 132,773 | 0 | ||
Net income (loss) | 132,773 | ||||||
Other comprehensive income, net of tax | $ (7,715) | 0 | 0 | 0 | (7,715) | ||
Exercise of stock options (shares) | (57,984) | (57,984) | |||||
Exercise of stock options (value) | $ 1,379 | $ 1 | 0 | 0 | 1,378 | 0 | 0 |
Common stock issued for restricted stock (shares) | 336,426 | ||||||
Common stock issued for restricted stock (value) | (947) | $ 3 | 0 | (947) | (3) | 0 | 0 |
Repurchase Of Common Stock including unsettled items | (6,302) | (6,302) | 0 | 0 | 0 | ||
Stock-based compensation expense | 9,794 | 0 | 9,794 | 0 | 0 | ||
Number of shares outstanding at Jan. 31, 2016 | 26,128,807 | ||||||
Stockholders' equity including portion attributable to noncontrolling interest at Jan. 31, 2016 | 199,295 | $ 261 | (24,460) | 114,004 | 86,383 | 23,107 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock Issued During Period, Shares, Acquisitions | 3,142,986 | ||||||
Stock Issued | 56,931 | $ 31 | $ 0 | $ 0 | $ 56,900 | $ 0 | $ 0 |
Preferred Stock, Value, Issued | $ 0 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Cash flows from operating activities: | |||
Net loss from continuing operations | $ (51,350) | $ (57,238) | $ (4,427) |
Non-cash items | |||
Depreciation and amortization | 36,658 | 14,046 | 12,529 |
Provision for doubtful accounts | 463 | 829 | 933 |
Stock-based compensation expense | 9,794 | 11,368 | 10,208 |
Deferred income taxes | (5,790) | (296) | 16,050 |
Inventory write-downs | 2,351 | 2,553 | 4,239 |
Other non-cash items, net | 4,254 | (2,409) | 2,253 |
Accounts receivable | 6,811 | (1,686) | 12,656 |
Inventories | 3,806 | (6,750) | 374 |
Deferred cost of revenue | 6,587 | 14,017 | 29,826 |
Prepaid expense and other current assets | 11,877 | (44,703) | 16,356 |
Accounts payable and accrued expenses | (6,986) | 38,008 | (62,998) |
Income tax payable | (5,322) | 930 | (7,237) |
Deferred revenue | (58,293) | (10,217) | (6,370) |
Tax contingencies | (21,220) | (655) | (24,036) |
Other assets and liabilities | (17,930) | (3,280) | 1,210 |
Net cash (used in) provided by operating activities - continuing operations | (85,582) | (47,675) | (643) |
Net cash provided by (used in) operating activities - discontinued operations | (51,901) | (21,920) | 7,264 |
Net cash (used in) provided by operating activities | (137,483) | (69,595) | 6,621 |
Cash flows from investing activities: | |||
Purchase of property and equipment | (11,173) | (18,977) | (10,923) |
Payments to Acquire Businesses, Gross | (140,000) | (2,673) | 0 |
Net change in restricted cash and bank deposits | (13,017) | 23,791 | (26,918) |
Other, net | (270) | 41 | 890 |
Net cash provided by (used in) investing activities | (164,460) | 2,182 | (36,951) |
Cash Provided by (Used in) Investing Activities, Discontinued Operations | 271,981 | (4,335) | (1,346) |
Net Cash Provided by (Used in) Investing Activities | 107,521 | (2,153) | (38,297) |
Cash flows from financing activities: | |||
CTI capital contribution | 0 | 0 | 25,000 |
Payment for repurchase of common stock in connection with tax liabilities upon settlement of awards | (947) | (1,053) | (991) |
Repurchase Of Common Stock | (6,302) | (15,134) | 0 |
Proceeds from stock options exercises and issuance of subsidiary common stock | 1,379 | 40 | 1,109 |
Proceeds from (Repayments of) Secured Debt | 0 | 87 | 0 |
Repayments of Secured Debt | (4,127) | (100) | 0 |
Other, net | (143) | 0 | 0 |
Net cash (used in) provided by financing activities | (10,140) | (16,160) | 25,118 |
Effects of exchange rates on cash and cash equivalents | (2,574) | (8,551) | (1,783) |
Net decrease in cash and cash equivalents | (42,676) | (96,459) | (8,341) |
Cash and cash equivalents, beginning of year | 158,121 | 254,580 | 262,921 |
Cash and cash equivalents, end of year | 115,445 | 158,121 | 254,580 |
Continuing Operations [Member] | |||
Non-cash items | |||
Stock-based compensation expense | $ 8,502 | $ 9,176 | $ 7,999 |
Organization, Business and Summ
Organization, Business and Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 31, 2016 | |
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), Xura, Inc. (formerly known as Comverse, Inc.) (the “Company”) was a wholly-owned subsidiary of Comverse Technology, Inc. (“CTI”). Effective September 9, 2015, the Company changed its name from Comverse, Inc. to Xura, Inc. The Company was organized as a Delaware corporation in November 1997. The Company is a global provider of digital communications solutions for communication service providers (“CSPs”), enterprises and application providers. The Company's solutions are designed to enhance CSPs’ ability to address evolving market trends with the simplification and modernization of networks, as well as to create monetizable services with both existing and emerging technologies, such as voice over long-term evolution (“VoLTE”), rich communication services (“RCS”) credit orchestration and internet protocol (“IP”) messaging and web real-time communications (“WebRTC”). The Company also provides solutions for messaging security, network signaling security, data analytics, and machine-to-machine messaging. The Company continues to offer traditional value-added services (“VAS”) solutions, including voicemail, visual voicemail, call completion, short messaging service (“SMS”), multimedia picture and video messaging (“MMS”) and IP-messaging designed to provide CSPs the ability to augment their networks with emerging products and solutions to address opportunities provided by new types of devices, technologies, and multi-device user experiences. In addition, the Company offers CSPs innovative monetization solutions using messaging as transport to exchange billing credits between subscribers, primarily in prepaid markets. The Company's enterprise solutions are designed to accelerate the Company's enterprise customers’ shift towards mobile-enablement and to improve their customer engagement. These solutions include secure enterprise application-to-person messaging (“A2P”), two-factor authentication (or “2FA”) and developer tools for customized service creation. The Company's solutions can be delivered via the cloud, in a “software-as-a-service” model, which allows the Company to speed up deployment and permit rapid introduction of additional services. With the acquisition of Acision (as defined below), several of the Company's monetization solutions are offered in a revenue-share model, which reduces the customers' up-front investments and ties payments to actual service usage, provides continual revenue streams and allows the Company to actively participate in service value creation. The Share Distribution On October 31, 2012, CTI completed the 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 held any of the Company's outstanding capital stock, and the Company became 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 agreed to indemnify each other against certain liabilities that may rise 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 September 9, 2015, the Company changed its trading symbol to “MESG”. 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 January 31, 2016 , the indemnification liability is $3.2 million . Amdocs Asset Purchase Agreement On April 29, 2015, the Company entered into an Asset Purchase Agreement (including the ancillary agreements and documents thereto, the “Amdocs Purchase Agreement”) with Amdocs Limited, a Guernsey company (the “Purchaser”). Pursuant to the Amdocs Purchase Agreement, the Company agreed to sell substantially all of its assets required for operating the Company's converged, prepaid and postpaid billing and active customer management systems for wireless, wireline, cable and multi-play communication service providers (the “BSS Business”) to the Purchaser, and the Purchaser agreed to assume certain post-closing liabilities of the Company (the “Asset Sale”). The initial closing of the Asset Sale occurred on July 2, 2015. The total cash purchase price payable by the Purchaser to the Company in connection with the Asset Sale was approximately $271.7 million , including currently estimated purchase price adjustment of approximately $0.7 million , of which an aggregate of $5.5 million was paid upon certain deferred closings. In connection with the Asset Sale, the Company agreed to indemnify the Purchaser for certain pre-closing liabilities and breaches of certain representations and warranties. Upon the closing, $26 million of the purchase price was deposited into escrow to fund potential indemnification claims and certain adjustments for a period of 12 months following the closing. This $26 million is classified as a current asset within restricted cash in the Company's consolidated balance sheet. In August 2015 and May 2016, the Company received various claims for indemnification against the escrow from the Purchaser. While the Company continues to evaluate certain claims made, it believes several pending claims are without merit and intend to vigorously defend against them. In connection with the Amdocs Purchase Agreement, the Company and the Purchaser have also entered into a Transition Services Agreement (the “TSA”), which provides for support services between the Company and the Purchaser in connection with the transition of the BSS Business to the Purchaser, for various periods up to 12 months following the closing of the Asset Sale (see Note 17, Discontinued Operations). Acquisition of Acision On August 6, 2015 (the “Closing Date”), the Company completed its previously announced acquisition (the “Acquisition”) of Acision Global Limited, a private company formed under the laws of England and Wales (“Acision”) and a holding company for Acision B.V. (its sole asset), pursuant to the terms of the share sale and purchase agreement, dated June 15, 2015 (the “Purchase Agreement”), between the Company and Bergkamp Coöperatief U.A., a cooperative with excluded liability formed under the laws of the Netherlands (the “Seller”). Acision is a holding company formed on September 5, 2014 that holds all of the equity interests of Acision B.V. Other than its equity interest in Acision B.V., Acision does not have any other assets or liabilities. The assets, liabilities and operations of Acision B.V. reflect the acquired business. Acision is a provider of messaging software solutions to CSPs and enterprises, including SMS, MMS, instant messaging ("IM") and IP messaging. The Company acquired Acision to complement its solution portfolio, enhance its market leadership, penetrate growth markets and improve its operational efficiency. Pursuant to the terms of the Purchase Agreement, on the Closing Date the Company acquired 100% of the equity interests of Acision in exchange for $171.3 million in cash (excluding cash acquired and closing costs), earnout payments (as discussed below), and 3.14 million shares of the Company’s common stock, par value $0.01 per share (the “Consideration Shares”), which were issued in a private placement transaction conducted pursuant to Section 4(a)(2) under the Securities Act of 1933, as amended (the “Securities Act”). As previously disclosed, pursuant to the terms of the Purchase Agreement, an amount up to $35.0 million of cash consideration is subject to an earnout, contingent on the achievement of revenue targets by certain of Acision’s business activities through the first quarter of 2016. Earnout revenue targets through December 31, 2015 were not achieved and accordingly, no earnout was paid in respect thereof. To secure claims the Company may have under the Purchase Agreement, $10.0 million of the initial cash consideration was retained in escrow, which amount will be increased in the event that further consideration is triggered under the earnout, up to a maximum aggregate escrow retention of $25.0 million . Such monies will be released to the Seller two years after completion of the Acquisition, subject to any claims. In addition, Acision, in consultation with the Company, entered into a consent, waiver and amendment (the “Amendment”) with the requisite lenders under Acision’s credit agreement (the “Acision Credit Agreement”) governing Acision’s existing approximately $156.0 million senior credit facility (the “Acision Senior Debt”), pursuant to which the Acision Senior Debt remains in place following completion of the Acquisition. The Acision Senior Debt matures, subject to the terms and conditions of the Acision Credit Agreement, on December 15, 2018. In connection with the Amendment, the Company agreed to pay certain costs imposed on Acision by its lenders under the Acision Senior Debt. Each party agreed to indemnify the other for certain potential liabilities and claims, subject to certain exceptions and limitations (see Note 16, Acquisitions). Acquisition of Solaiemes On August 1, 2014, the Company acquired 100% of the outstanding equity of 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. Solaiemes has been integrated into the Company’s Digital Services segment (see Note 16, Acquisition). Agreement with Tech Mahindra On April 14, 2015, the Company entered into a Master Services Agreement (the “MSA”) with Tech Mahindra Limited (“Tech Mahindra”) pursuant to which Tech Mahindra performs certain services for the Company’s business on a global basis. The services include research and development, project deployment and delivery and maintenance and support for certain customers of the Company. In connection with the transaction, approximately 500 employees of the Company and its subsidiaries have been rehired by Tech Mahindra or its affiliates. Under the MSA, the Company is obligated to pay to Tech Mahindra in the aggregate approximately $212.0 million in base fees for services to be provided pursuant to the MSA for a term of six years, renewable at the Company’s option. The services under the MSA started on June 1, 2015. The Company has the right to terminate the MSA for convenience subject to the payment of certain termination fees. The Company may terminate the MSA upon certain material breaches, certain material performance failures or violations of applicable law by Tech Mahindra without termination fees. Tech Mahindra may terminate the MSA upon certain material breaches by the Company, including the failure to pay undisputed amounts. Upon any termination or expiration, Tech Mahindra will provide reverse transition services to transition the services being provided by Tech Mahindra pursuant to the MSA back to the Company or its designee. The MSA contains certain indemnification provisions by both the Company and Tech Mahindra (see Note 24, Commitments and Contingencies). Basis of Presentation The consolidated financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Intercompany accounts and transactions within the Company have been eliminated. The Company has experienced operating losses in the past two years. In addition, the Company has utilized cash to fund operations, resulting in negative operating cash flows and a decrease in cash balances. As of January 31, 2016, the Company had approximately $115.4 million of unrestricted cash on-hand. During the most recent fiscal year, the Company utilized approximately $85.6 million of cash to fund continuing operations. In connection with the acquisition of Acision, the Company assumed a senior credit facility which requires the Company to comply with certain operating financial covenants. This debt matures on December 15, 2018. The Company’s liquidity is dependent on its ability to profitably grow revenues while further reducing costs under its restructuring initiatives announced as well as cost reduction efforts in the future, in connection with plans to consolidate further its operations and integrate the Acision business, realizing favorable cost synergies as a result. The Company’s liquidity is also dependent on its ability to satisfy the operating financial covenants required by the terms of the senior credit facility agreement. Management believes that future sources of liquidity will include cash and cash equivalents, cash flows from operations, refinancing of the senior credit facility or proceeds from the issuance of equity or debt securities. The Company currently forecasts available cash and cash equivalents will be sufficient to meet its liquidity needs, including capital expenditures, for at least the next 12 months. Management's current forecast is based upon a number of assumptions including, among others: assumed levels of customer order activity, revenue and collections; continued implementation of initiatives to reduce operating costs; no significant degradation in operating margins; increased spending on certain investments in the business; slight reductions in the unrestricted cash levels required to support the working capital needs of the business and other professional fees; successful integration of the Acision business; intra-period working capital fluctuations consistent with historical trends. Management believes that the above-noted assumptions are reasonable. Discontinued Operations As of April 30, 2015, the BSS Business met the criteria to be classified as held for sale as well as discontinued operations. As such, the BSS Business has been re-classified and reflected as discontinued operations on the consolidated statements of operations for all periods presented. The assets and liabilities of the BSS business are included in discontinued operations as separate components to the Company’s consolidated balance sheet as of January 31, 2015 (see Note 17, Discontinued Operations). Segment Information Prior to entering into the Amdocs Purchase Agreement, the Company’s reportable segments consisted of BSS and Digital Services. As a result of entering into the Amdocs Purchase Agreement, the results of operations of the former BSS Business segment are classified as discontinued operations. Therefore, with the reported divestiture, the Company operates as a single business segment the results of which are included in the Company's income statement from continuing operations. On August 6, 2015, the Company completed its acquisition of Acision (as defined below). The Company acquired Acision to complement its solution portfolio, enhance its market leadership, penetrate growth markets and improve its operational efficiency. Acision was integrated into Digital Services and the Company continues to operate a single segment as a global provider of digital communications solutions for communication service providers. Use of Estimates The preparation of the 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; • Recoverability of long-lived assets and asset groups; • 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; • Allowance for doubtful accounts; • Purchase price accounting valuation; • Valuation of other intangible assets; and • Discontinued operations. The Company’s actual results may differ from its estimates. Functional Currency and Foreign Currency Translation and Transactions The determination of the functional currency for the Company's foreign subsidiaries is made based on appropriate economic factors, including the currency in which the subsidiary sells its products, the sales market in which the subsidiary operates and the currency in which the subsidiary's financing is denominated. For foreign subsidiaries whose functional currency is not the U.S. dollar, assets and liabilities are translated using current exchange rates at the balance sheet date, and income and expense accounts using average exchange rates for the period, except revenue previously deferred which is translated using historical rates. The resulting foreign currency translation adjustments are reported as a separate component of “Other comprehensive (loss) income, net of tax” in the consolidated statements of comprehensive (loss) income. For foreign subsidiaries whose functional currency is not the local currency, re-measurement gains and losses are recorded during each period in “Foreign currency transaction gain (loss), net” in the consolidated statements of operations. Unrealized and realized foreign currency transaction gains and losses on transactions denominated in currencies other than the functional currency of the entity are included in the consolidated statements of operations in “Other comprehensive (loss) income, net of tax” for the period in which the exchange rates changed. Cash and Cash Equivalents Cash primarily consists of cash on hand and bank deposits. Cash equivalents primarily consist of interest-bearing money market accounts, commercial paper, agency notes and other highly liquid investments with an original maturity of three months or less when purchased. The Company maintains cash and cash equivalents in U.S. dollars and in foreign currencies, which are subject to risks related to foreign currency exchange rate fluctuations. Restricted Cash and Bank Deposits Restricted cash and bank deposits include compensating cash balances related to existing lines of credit and deposits that are pledged as collateral or restricted for use to settle potential indemnification claims arising from the disposition of businesses, specified performance guarantees to customers and vendors, letters of credit, foreign currency transactions in the ordinary course of business and pending tax judgments. Cash expected to be restricted for more than one year from the balance sheet date is classified as long-term restricted cash. Restricted bank deposits generally consist of certificates of deposit with original maturities of twelve months or less. Accounts Receivable, Net The application of revenue recognition guidance often results in circumstances for which the Company is unable to recognize revenue relating to sales transactions that have been billed. In these circumstances, the Company does not recognize the deferred revenue or the related accounts receivable and no amounts are recognized in the consolidated balance sheets for such transactions with the exception of certain arrangements recognized in accordance with the FASB's guidance relating to accounting for performance of construction-type and certain production-type contracts. Only to the extent that the Company has recognized revenue and not received cash for such transactions are amounts included in “Accounts receivable, net.” Also, only to the extent that the Company has received cash for such transactions is the amount included in “Deferred revenue” in the consolidated balance sheets. Allowance for Doubtful Accounts The Company estimates the collectability of its accounts receivable balances for each accounting period and adjusts its allowance for doubtful accounts accordingly. The Company exercises judgment in assessing the collectability of accounts receivable, including consideration of current economic conditions, the creditworthiness of customers, their collection history and the related aging of past due receivables balances. The Company evaluates specific accounts when it becomes aware that a customer may be experiencing a deterioration of its financial condition due to lower credit ratings, bankruptcy or other factors that may affect such customer's ability to meet its payment obligations. The Company expenses uncollectible trade receivables when all collection efforts have been exhausted and the Company believes the amount will not be collected. Balance at Beginning of Fiscal Year Additions Charged (Credited) to Expenses Net Deductions (Recoveries) Other Balance at End of Fiscal Year (In thousands) Allowance for doubtful accounts: Fiscal Year Ended January 31, 2016 $ 3,627 $ 463 $ (543 ) $ (187 ) $ 3,360 Fiscal Year Ended January 31, 2015 5,634 829 (2,191 ) (645 ) 3,627 Fiscal Year Ended January 31, 2014 6,868 933 (2,103 ) (64 ) 5,634 Investments The Company accounts for investments in accordance with the FASB's guidance relating to accounting for certain investments in debt and equity securities. Purchases are recorded on the settlement date. Interest on short-term investments is recognized in the consolidated statements of operations when earned. Realized gains and losses on available-for-sale securities are recognized when securities are sold and are calculated using the specific identification method, and are recorded in “Other (expense) income, net” in the consolidated statements of operations. Unrealized gains and losses, net of taxes, are recorded as a component of “Accumulated other comprehensive income” in the consolidated statements of equity. Generally, investments with original maturities of greater than three months and remaining maturities of less than one year are classified as short-term investments. The Company reviews its investments for indications of impairment in value on a quarterly basis. The Company considers an investment to be impaired when the fair value is less than the carrying value (or amortized cost). The Company evaluates each impaired investment individually to determine whether such investment is other-than-temporarily impaired. Inventories Inventories are stated at the lower of cost or market. Cost is determined by the first-in, first-out method. The Company reduces the carrying value of inventory when it holds excess or obsolete inventories determined through an evaluation of both historical usage and expected future demand. Part of the raw materials comprises software licenses, which are capitalized into inventory upon purchase from a vendor when the license will be used by the Company as part of its deliverables to its customers. Such expenses are included as a component of “Product costs” in the consolidated statements of operations. The Company evaluates slow moving or obsolete inventory for impairment. Raw material hardware is evaluated based upon utilization and projected usage. Raw material software is written-off upon determination that licenses will no longer be used in products nor can be converted to use within the organization or with other licenses/products. Property and Equipment Property and equipment are carried at cost less accumulated depreciation and amortization. The Company depreciates and amortizes its property and equipment on a straight-line basis. Leasehold improvements are capitalized and amortized over the shorter of their estimated useful lives or the related lease term. The cost of maintenance and repairs is expensed as incurred. Gains or losses on the sale or retirement of assets are included in income when the assets are retired or sold provided there is reasonable assurance of the collectability of the sales price and any future activities to be performed by the Company relating to the assets sold are insignificant. The estimated useful lives of property and equipment are as follows: Useful Life in Years Shortest Longest Lab equipment 5 5 Computers and software 2 4 Leasehold improvements 1 10 Production equipment 5 5 Furnishings 5 8 Business Combinations The Company allocates the fair value of consideration transferred in a business combination to the estimated fair value at the acquisition date of the tangible and intangible assets acquired, the liabilities assumed and any noncontrolling interest. Acquisition costs are expensed as incurred. Any residual consideration is recorded as goodwill. The fair value of consideration includes cash, equity securities, other assets and contingent consideration. The Company remeasures the fair value of contingent consideration at each reporting period and any change in the fair value from either the passage of time or events occurring after the acquisition date, is recorded in earnings. The Company's determination of the fair values of assets acquired and liabilities assumed requires the Company to make significant estimates, primarily with respect to intangible assets. These estimates can include, but are not limited to, cash flow projections for the acquired business, and the appropriate weighted-average cost of capital. The results of operations of the acquired business are included in the Company's consolidated results of operations from the date of the acquisition (See Note 16, Acquisitions). 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. As a result of the Amdocs Purchase Agreement for the sale the BSS Business, the Company performed an interim goodwill test in conjunction with the preparation of its financial statements for the three months ended April 30, 2015 which did not result in an impairment. The Company did not record any impairment of goodwill for the fiscal years ended January 31, 2016 , 2015 and 2014 . 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. Impairment of Long-Lived and Intangible 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 its long-live |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Jan. 31, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | RECENT 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 April 2014, the FASB issued and Accounting Standards update for Presentation of Financial Statements, Property, Plant, and Equipment and Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. Under the new guidance, the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The guidance was effective for the fiscal year ended January 31, 2016. The adoption of this guidance resulted in additional disclosures (see Note 17, Discontinued Operations). In November 2015, the FASB issued accounting guidance that requires that deferred tax assets and liabilities be classified as noncurrent in the Consolidated Balance Sheets. The guidance was early adopted during the fiscal year ended January 31, 2016 and applied prospectively to all deferred tax liabilities and assets in our consolidated balance sheets. The prior reporting period was not retrospectively adjusted. The adoption of this guidance had no impact on the Company’s Consolidated Statements of Operations and 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. In August 2015, the FASB issued an amendment to defer the effective date of this guidance by one year and allow entities to early adopt no earlier than the original effective date. The guidance will be effective for the Company beginning February 1, 2018. The Company is currently evaluating the impact of the adoption of this accounting standard update on its financial statements. In August 2014, the FASB issued new guidance on going concern. Under the new guidance, management will be required to assess an entity’s ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. The guidance will be effective for the Company beginning February 1, 2017. This guidance is not expected to have an impact on the Company’s financial statements or disclosures. In September 2015, the FASB issued new guidance on Business Combinations. The new guidance requires that adjustments to provisional amounts identified during the measurement period of a business combination be recognized in the reporting period in which those adjustments are determined, including the effect on earnings, if any, calculated as if the accounting had been completed at the acquisition date. The guidance eliminates the previous requirement to retrospectively account for such adjustments and requires additional disclosures related to the income statement effects of adjustments to provisional amounts identified during the measurement period. The guidance will be effective for the Company beginning February 1, 2016. The Company does not expect the adoption of this standard to have a material impact on the consolidated financial statements. In February 2016, the FASB issued new guidance on Leases. The new guidance requires that lessees recognize lease assets and lease liabilities on the balance sheet for all leases with a lease term greater than 12 months. The guidance will be effective for the Company beginning February 1, 2019. The Company is currently evaluating the potential impact of this standard. In March 2016, the FASB issued new guidance on Stock Compensation. The new guidance is intended to simplify aspects of the accounting for share-based payment transactions, including income tax impacts, classification on the statement of cash flows, and forfeitures. The guidance will be effective for the Company beginning February 1, 2017. The various amendments within the standard require different approaches to adoption of either retrospective, modified retrospective or prospective. Early adoption is permitted. The Company is currently evaluating the potential impact of this standard as well as the as available transition methods. |
Expense Allocations and Share D
Expense Allocations and Share Distribution Agreements | 12 Months Ended |
Jan. 31, 2016 | |
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 24, 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 24, 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 | 12 Months Ended |
Jan. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories consist of the following: January 31, 2016 2015 (In thousands) Raw materials $ 7,388 $ 10,455 Work in process 2,999 7,362 Finished goods — — $ 10,387 $ 17,817 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Jan. 31, 2016 | |
PROPERTY AND EQUIPMENT, NET [Abstract] | |
Property, Plant and Equipment Disclosure | PROPERTY AND EQUIPMENT, NET Property and equipment, net consist of: January 31, 2016 2015 (In thousands) Lab equipment $ 44,330 $ 47,973 Technology equipment 35,367 33,349 Software 23,644 24,382 Leasehold improvements 30,631 26,766 Production equipment 3,590 3,492 Furniture and fixtures 7,770 4,547 145,332 140,509 Less accumulated depreciation and amortization (106,862 ) (100,287 ) Total $ 38,470 $ 40,222 Depreciation and amortization expense of property and equipment was $13.5 million , $13.9 million and $12.5 million for the fiscal years ended January 31, 2016 , 2015 and 2014 , respectively. The Company also wrote off and disposed of unappreciated assets, primarily property and equipment, net of $0.6 million , $0.8 million and $0.2 million during the fiscal years ended January 31, 2016 , 2015 and 2014 , respectively, recorded in "Selling, general and administrative" in the consolidated statements of operations. In December 2014 , the Company commenced the lease of approximately 218,912 square feet of office space in Ra'anana, Israel to replace its then-existing office space in Tel Aviv, Israel (see Note 23, Leases). During the fiscal years ended January 31, 2016 and 2015, the Company incurred leasehold improvement of approximately $2.7 million and $12.1 million , respectively, for its new facility in Ra'anana, Israel. |
Goodwill
Goodwill | 12 Months Ended |
Jan. 31, 2016 | |
Goodwill, Impaired [Abstract] | |
Goodwill | GOODWILL The changes in the carrying amount of goodwill for the fiscal years ended January 31, 2016 , 2015 and 2014 are as follows: Total For the Year Ended January 31, 2014 Goodwill, gross at January 31, 2013 $ 222,450 Accumulated impairment losses at January 31, 2013 (1) (156,455 ) Goodwill, net, at January 31, 2013 65,995 Effect of changes in foreign currencies and other 158 Goodwill, net, at January 31, 2014 $ 66,153 For the Year Ended at January 31, 2015 Goodwill, gross, at January 31, 2014 222,608 Accumulated impairment losses at January 31, 2014 (156,455 ) Goodwill, net, at January 31, 2014 66,153 Goodwill acquired with the purchase of Solaiemes (2) 2,053 Effect of changes in foreign currencies and other (688 ) Goodwill, net, at January 31, 2015 $ 67,518 For the Year Ended at January 31, 2016 Goodwill, gross, at January 31, 2015 223,973 Accumulated impairment losses at January 31, 2015 (156,455 ) Goodwill, net, at January 31, 2015 67,518 Acision acquisition (3) 186,600 Effect of changes in foreign currencies and other (299 ) Goodwill, net, at January 31, 2016 $ 253,819 Balance at January 31, 2016 Goodwill, gross, at January 31, 2016 $ 410,274 Accumulated impairment losses at January 31, 2016 (156,455 ) Goodwill, net, at January 31, 2016 $ 253,819 (1) The goodwill associated with Netcentrex, was impaired during the fiscal year ended January 31, 2009 and prior fiscal years. (2) The resulting amount of goodwill reflects the value of the additional functionality added to the Company's Evolved Communications Suite product offering that management believes distinguishes the Company technologically in competitive bids. (3) Reflects the Acquisition of Acision completed on August 6, 2015 (see Note 16, Acquisitions). The Company tests goodwill for impairment annually as of November 1 or more frequently if events or circumstances indicate the potential for an impairment exists. Under the Company's segment structure prior to the Asset Sale, the BSS and Digital Services segments have been evaluated and it has been determined that for each segment the fair value significantly exceeds the book value. As a result of the Amdocs Purchase Agreement for the sale the BSS Business, the Company performed an interim goodwill test in conjunction with the preparation of its financial statements for the three months ended April 30, 2015. 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. Digital Services Reporting Unit Step one of the quantitative goodwill impairment interim test for the three months ended April 30, 2015, 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 continuing assets and liabilities following the classification of BSS as an asset held for sale. The fair value of the goodwill as calculated under step two of the impairment test exceeded the carrying value as recorded. The Company completed its annual review for impairment as of November 1, 2015, using a market based approach in determining fair value, which did not result in an impairment. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Jan. 31, 2016 | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
Intangible Assets, Net | INTANGIBLE ASSETS, NET Intangible assets, net are as follows: January 31, Useful Life 2016 2015 (In thousands) Gross carrying amount: Acquired technology 5 to 10 years $ 56,012 $ 1,833 Customer relationships 15 years 146,382 — Backlog 1 to 2 years 21,192 — Leasehold interest 2 to 5 years 921 — Total Intangible Assets 224,507 1,833 Accumulated amortization: Acquired technology 9,805 175 Customer relationships 743 — Backlog 11,877 — Lease contracts 98 — Total accumulated amortization 22,523 175 Total (1) $ 201,984 $ 1,658 (1) Reflects an increase in intangible assets due to the acquisition of Acision completed on August 6, 2015 (see Note 16, Acquisition). Amortization of intangible assets from continuing operations was $22.5 million and $0.2 million for the fiscal years ended January 31, 2016 and 2015 , respectively. In connection with its testing of goodwill for impairment, the Company also tested long-lived assets, including finite-lived intangible assets. The Company did not record an impairment charge related to finite-lived intangible assets for the fiscal years ended January 31, 2016 , 2015 and 2014 . 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) 2017 $ 26,980 2018 25,020 2019 22,232 2020 18,868 2021 and thereafter 108,884 $ 201,984 |
Other Assets
Other Assets | 12 Months Ended |
Jan. 31, 2016 | |
Other Assets [Abstract] | |
Other Assets | OTHER ASSETS Other assets consisted of the following: January 31 2016 2015 (In thousands) Severance pay fund (1) $ — $ 18,008 Deposits 2,739 2,776 Other (2) 3,752 918 $ 6,491 $ 21,702 (1) Represents deposits into insurance policies to fund severance liability of the Company's Israeli employees. As a result of entering into a MSA with Tech Mahindra and changes to the benefits policy for employees in Israel during the fiscal year ended January 31, 2016, the Company re-classified its severance pay long-term assets to Other current assets (see Note 14, Other Long-Term Liabilities). (2) Includes a $1.2 million cost-method investment in a subsidiary of a significant customer as of each of January 31, 2016 and 2015 . |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Jan. 31, 2016 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Accounts Payable and Accrued Expenses | 9. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consist of the following: January 31, 2016 2015 (In thousands) Accrued compensation and benefits $ 20,457 $ 17,209 Accounts payable 31,402 32,162 Accrued legal, audit and professional fees 3,083 2,598 Accrued taxes-other than income taxes 37,013 16,191 Accrued commissions 3,314 6,220 Accrued outside services-contractors 14,099 8,148 Accrued workforce reduction and restructuring 4,773 4,869 Accrued travel and entertainment 352 862 Other accrued expenses (1) 21,146 10,906 $ 135,639 $ 99,165 (1) Includes liabilities related to the Company’s 401(k) Plans. The Company maintains a 401(k) plan for its full-time employees. These plans allow eligible employees to elect to contribute up to 60% of their annual compensation, subject to the prescribed maximum amount. The Company matches employee contributions at a rate of 50% , limited to a maximum annual matched contribution of $2,000 per employee. Employee contributions are always fully vested. The continuing eligibility requirement to receive employer matching contribution is that an employee be employed on the last day of the calendar year. Participants age 50 or greater at any time during the year may contribute up to 100% of their eligible compensation. The Company’s matching contributions for each year vest on the last day of the calendar year providing the employee remains employed with the Company on that day. The Company’s matching contributions to the 401(k) plan amounted to $0.1 million , $0.3 million and $0.4 million for each of the fiscal years ended January 31, 2016 , 2015 and 2014 , respectively. |
Restructuring
Restructuring | 12 Months Ended |
Jan. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | RESTRUCTURING The Company reviews its business, manages costs and aligns resources with market demand and in conjunction with various acquisitions. 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. 2015 Initiatives During the fiscal year ended January 31, 2016 , the Company approved the commencement of a restructuring plan primarily in connection with the MSA with Tech Mahindra, the BSS Business sale and the acquisition of Acision which primarily includes a reduction of workforce included in cost of revenue, research and development and selling, general and administrative expenses. The aggregate cost of the plan is currently estimated at $27.2 million and $0.9 million in severance and facilities-related costs, respectively, which is expected to be paid by July, 2016 and December, 2024 , respectively. During the fiscal year ended January 31, 2016 , the Company recorded severance-related and facilities-related costs of $29.3 million and $1.0 million , respectively, and paid $24.0 million and $0.5 million respectively. 2014 Initiatives During the fiscal year ended January 31, 2015, 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) includes a reduction of workforce included in cost of revenue, research and development and selling, general and administrative expenses. During the fiscal year ended January 31, 2016 , the Company paid severance and facilities-related costs of $2.3 million and $1.0 million , respectively. The remaining facilities-related costs accrued under the plan are expected to be paid by December, 2024 . Fourth Quarter 2012 Initiatives During the fourth quarter of 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 fiscal year ended January 31, 2016 , the Company paid facilities-related costs of $1.0 million . The remaining facilities-related costs accrued under the 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 April 2016. The following table represent a roll forward of the workforce reduction and restructuring activities noted above: 2015 Initiative 2014 Initiative Fourth Quarter 2012 Initiative 2010 and 2011 Initiatives Severance-Related Facilities-Related Severance-Related Facilities-Related Severance-Related Facilities-Related Severance-Related Facilities-Related Total (In thousands) January 31, 2013 $ — $ — $ — $ — $ 3,713 $ 885 $ 212 $ 829 $ 5,639 Expenses (1) — — — — 7,086 5,259 (126 ) 10 12,229 Change in assumptions (1) — — — — (1,702 ) 171 — 85 (1,446 ) Translation adjustments and other (2) — — — — 62 997 (5 ) (8 ) 1,046 Paid or utilized — — — — (8,097 ) (1,584 ) (31 ) (511 ) (10,223 ) January 31, 2014 $ — $ — $ — $ — $ 1,062 $ 5,728 $ 50 $ 405 $ 7,245 Expenses (1) — — 13,014 2,366 106 173 — 18 15,677 Change in assumptions (1) — — (70 ) (105 ) (82 ) (493 ) (47 ) (11 ) (808 ) Translation adjustments and other (2) — — — 14 (14 ) — (1 ) (2 ) (3 ) Paid or utilized — — (10,101 ) (438 ) (1,072 ) (2,536 ) (2 ) (196 ) (14,345 ) January 31, 2015 $ — $ — $ 2,843 $ 1,837 $ — $ 2,872 $ — $ 214 $ 7,766 Expenses (1) 29,291 966 50 634 — 242 — 19 31,202 Change in assumptions (1) (2,119 ) (29 ) (558 ) (1,125 ) — 63 — (4 ) (3,772 ) Translation adjustments and other (2) (39 ) (3 ) — — — — — — (42 ) Paid or utilized (23,954 ) (536 ) (2,322 ) (962 ) — (953 ) — (192 ) (28,919 ) January 31, 2016 (3) $ 3,179 $ 398 $ 13 $ 384 $ — $ 2,224 $ — $ 37 $ 6,235 (1) Includes restructuring expense associated with BSS employees of $14.7 million , $2.8 million and $0.9 million for the fiscal years ended January 31, 2016 , 2015 and 2014 , respectively. (2) Includes deferred rent liability balance for restructured facilities. (3) Includes restructuring liability relating to the BSS Business sale of $1.3 million as of January 31, 2016 . |
Debt
Debt | 12 Months Ended |
Jan. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Spanish Government Sponsored Loans On August 1, 2014, the Company assumed in connection with the acquisition of Solaiemes approximately $0.1 million and $1.3 million of short-term and long-term debt, respectively. The debt consists of Spain government sponsored loans extended for research and development projects. The loans are subject to certain acceleration clauses which are not considered probable. Acision Indebtedness In connection with the of Acision acquisition, Acision, in consultation with the Company, entered into the previously disclosed Amendment with the requisite lenders under the Acision Credit Agreement governing Acision’s existing approximately $156.0 million senior credit facility, which Amendment became effective upon completion of the Acquisition on August 6, 2015 (see Note 5 Acquisition). The loan commenced on December 15, 2014, and accrues interest at 10.75% ( 9.75% plus Libor) payable quarterly. Capital repayments are also payable quarterly; 1.25% of the outstanding principal amount of the loan per quarter in 2015, 1.875% of the outstanding principal amount of the loan per quarter in 2016 and 2.5% of the outstanding principal amount of the loan per quarter in 2017 and 2018. The remaining balance is due for repayment on December 15, 2018. The Acision Credit Agreement contains customary representations and warranties and affirmative, restrictive and financial covenants. These provisions, with certain exceptions, restrict Acision’s ability and the ability of its subsidiaries to (i) incur additional indebtedness, (ii) create, incur, assume or permit to exist any liens, (iii) enter into mergers, consolidations or similar transactions, (iv) make investments and acquisitions, (v) make certain dispositions of assets, (vi) make dividends, distributions and prepayments of certain indebtedness, and (vii) enter into certain transactions with affiliates. The Acision Credit Agreement also contains customary events of default, including, among other things, non-payment defaults, covenant defaults, material adverse effect defaults, bankruptcy and insolvency defaults and material judgment default. The Acision Credit Agreement provides for customary events of default with corresponding grace periods, including failure to pay principal or interest under the new credit agreement when due, failure to comply with covenants, any representation or warranty made by Acision proving to be inaccurate in any material respect, a change of control (which was triggered by the acquisition of Acision and waived by the requisite lenders in the aforementioned amendment). Upon an event of default, all of Acision's indebtedness under the Acision Credit Agreement may be declared immediately due and payable, and the lenders' commitments to provide loans under the Acision Credit Agreement may be terminated. The Acision Credit Agreement also contains a number of affirmative reporting and operational covenants, including a requirement to submit consolidated financial statements to the lenders within certain periods after the end of each fiscal year and quarter. . On May 13, 2016, the Company entered into an amendment agreement with the requisite lenders to extend the period requirement to submit consolidated financial statements for the fiscal year ended December 31, 2015 and for the three months ended March 31, 2016 to July 5, 2016. The Acision Credit Agreement also contains a financial covenant that requires Acision to maintain under IFRS a Consolidated Debt to Consolidated Earnings before Interest, Taxes, Depreciation and Amortization (or Consolidated EBITDA) (all of the foregoing as defined in the Acision Credit Agreement) leverage ratio measured quarterly of no greater than 3.75 to 1 . At the last covenant reporting date, December 31, 2015, Acision was in compliance with the financial covenant under IFRS and its consolidated leverage ratio was approximately 3.25 to 1 . As of January 31, 2016 and 2015, the balance of total outstanding debt is as follows: January 31, (In thousands) 2016 2015 Acision debt: 10.75% notes due 2018 152,000 — Solaiemes debt: 3.98% note due 2017 $ 159 $ 216 0.53% note due 2018 300 312 2.48% notes due 2018 81 118 3.95% note due 2020 81 84 0% note due 2022 337 400 152,958 1,130 Less: current portion 12,248 132 Long-term debt $ 140,710 $ 998 Aggregate debt maturities for each of the succeeding fiscal years are as follows: Fiscal Years Ending January 31, (In thousands) 2017 $ 12,248 2018 16,251 2019 124,238 2020 67 2021 and thereafter 153 $ 152,958 Xura Ltd. Lines of Credit As of January 31, 2016 and 2015 , Xura Ltd., the Company’s wholly-owned Israeli subsidiary, had a $17.0 million and 25.0 million , respectively, 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 fiscal year ended January 31, 2016, Xura Ltd. decreased the line of credit from $25.0 million to $17.0 million with a corresponding decrease in the cash balances Xura Ltd. is required to maintain with the bank to $17.0 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. Xura 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 January 31, 2016 and 2015 , Xura Ltd. had utilized $10.3 million and $19.5 million , respectively, of capacity under the line of credit for guarantees and foreign currency transactions. As of January 31, 2016 and 2015 , Xura Ltd. had an additional line of credit with a bank for $5.0 million and $10.0 million , respectively, 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 fiscal year ended January 31, 2016, Xura Ltd. decreased the line of credit from $10.0 million to $5.0 million with a corresponding decrease in the cash balances Xura Ltd. is required to maintain with the bank to $5.0 million . 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. Xura 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 January 31, 2016 and 2015 , Xura Ltd. had no outstanding borrowings under the line of credit. As of January 31, 2016 and 2015 , Xura Ltd. had utilized $3.7 million and $6.8 million , respectively, of capacity under the line of credit for guarantees and foreign currency transactions. Other than Xura 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” included within the consolidated balance sheets as of January 31, 2016 and 2015 . |
Derivatives and Financial Instr
Derivatives and Financial Instruments | 12 Months Ended |
Jan. 31, 2016 | |
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 fiscal years ended January 31, 2016 , 2015 and 2014 , 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 fiscal years ended January 31, 2016 , 2015 and 2014 , 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 (the “USD”) 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) income in the consolidated statement of comprehensive loss. Such amounts are reclassified to the consolidated statements of operations when the effects of the item being hedged are recognized. The Company’s derivatives outstanding as of January 31, 2015 were short-term in nature and were due to contractually settle within the next twelve months. There were no outstanding currency forward contract as of January 31, 2016 . The following tables summarize the Company’s derivative positions and their respective fair values: January 31, 2015 Type of Derivative Notional Amount Balance Sheet Classification Fair Value (In thousands) Liabilities Derivatives designated as hedging instruments Short-term foreign currency forward $ 31,123 Other current liabilities $ 117 The following tables summarize the Company’s classification of gains and losses from continuing operations on derivative instruments: January 31, 2016 Gain (Loss) Type of Derivative Recognized in Other Comprehensive (Loss) Income Reclassified from Accumulated Other Comprehensive Income into Statement of Operations (1) Recognized in foreign currency transaction gain (loss), net (In thousands) Derivatives designated as hedging instruments Foreign currency forward $ 261 $ 144 $ — Total $ 261 $ 144 $ — January 31, 2015 Gain (Loss) Type of Derivative Recognized in Other Comprehensive (Loss) Income Reclassified from Accumulated Other Comprehensive Income into Statement of Operations (1) Recognized in foreign currency transaction gain (loss), net (In thousands) Derivatives designated as hedging instruments Foreign currency forward $ (978 ) $ (803 ) $ — Total $ (978 ) $ (803 ) $ — January 31, 2014 Gain (Loss) Type of Derivative Recognized in Other Comprehensive (Loss) Income Reclassified from Accumulated Other Comprehensive Income into Statement of Operations (1) Recognized in foreign currency transaction gain (loss), net (In thousands) Derivatives designated as hedging instruments Foreign currency forward $ 768 $ 1,185 $ — Total $ 768 $ 1,185 $ — (1) Amounts reclassified from accumulated other comprehensive income (“OCI”) into the statement of operations are classified in foreign currency transaction gain (loss), net. There were no gains or losses from ineffectiveness of these hedges recorded for the fiscal years ended January 31, 2016 , 2015 and 2014 . The components of OCI related to cash flow hedges are as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Accumulated OCI related to cash flow hedges, beginning of the year $ (117 ) $ 58 $ 475 Unrealized gains (losses) on cash flow hedges 261 (978 ) 768 Reclassification adjustment (144 ) 803 (1,185 ) Changes in accumulated OCI on cash flow hedges, before tax (1) 117 (175 ) (417 ) Changes in accumulated OCI on cash flow hedges 117 (175 ) (417 ) Accumulated OCI related to cash flow hedges, end of the year $ — $ (117 ) $ 58 (1) There was no tax impact on OCI related to cash flow hedges for the fiscal years ended January 31, 2016 , 2015 and 2014 . The amounts reclassified out of accumulated other comprehensive (loss) income into the consolidated statements of operations for continuing operations, with presentation location, loss (gain) were as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Cost of revenue $ (52 ) $ 350 $ (602 ) Research and development, net (16 ) 141 (186 ) Selling, general and administrative (76 ) 312 (397 ) Total $ (144 ) $ 803 $ (1,185 ) |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jan. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS 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. Commercial paper. The Company uses quoted prices for similar assets and liabilities. Money Market Funds. The Company values these assets using quoted market prices for such funds. Derivative assets. 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 markets 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 January 31, 2016 Quoted Prices to Active Markets for Identical Instruments (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value (In thousands) Financial Assets: Money market funds (1) $ 10,403 $ — $ — $ 10,403 January 31, 2015 Quoted Prices to Active Markets for Identical Instruments (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value (In thousands) Financial Assets: Money market funds (1) 20,401 — — 20,401 $ 20,401 $ — $ — $ 20,401 Financial Liabilities: Derivative liability $ — $ 117 $ — $ 117 $ — $ 117 $ — $ 117 (1) Money market funds are classified in “Cash and cash equivalents” within the consolidated balance sheet. 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. For further details regarding impairment reviews, see Note 1, Organization, Business and Summary of Significant Accounting Policies. The carrying amounts of cash and cash equivalents, restricted cash and bank deposits, accounts receivable and accounts payable are reasonable estimates of their fair value. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 12 Months Ended |
Jan. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-Term Liabilities | 14. OTHER LONG-TERM LIABILITIES Other long-term liabilities consisted of the following: January 31, 2016 2015 (In thousands) Liability for severance pay $ 742 $ 24,732 Tax contingencies 77,503 85,782 Long-term contingencies 22,442 3,591 Other long-term liabilities 6,498 8,960 Total $ 107,185 $ 123,065 Under Israeli law, the Company is obligated to make severance payments under certain circumstances to employees of its Israeli subsidiaries hired prior to January 2011 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 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. 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 consolidated statements of operations. The asset and liability are recognized gross and not offset on the 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 consolidated statements of operations. For employees in Israel hired after January 2011, under Israeli law, 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 balance sheets. The portion of liability not funded is included in Other long-term liabilities in the 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 consolidated balance sheets as severance pay fund in the amount of $18.0 million as of January 31, 2015 . During the fiscal year ended January 31, 2016 , the Company changed its benefits policy for employees in Israel and began funding the insurance policies at levels covering the full severance liability and funding the insurance policies for all previously unfunded accrued severance liability. Upon deposit of 100% of the severance liability with the insurance companies, the Company was relieved from any severance pay liability with respect to deposits made on behalf of each employee. Severance pay expenses for continuing and discontinued operations pursuant to Israel’s Severance Pay Law were as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Increase due to passage of time $ 1,212 $ 3,702 $ 4,794 Increase due to salary increase 655 783 1,370 Reversal due to voluntary termination of employee (399 ) (591 ) (1,046 ) Gain from increase in fund value (144 ) (295 ) (1,410 ) Total operating expense due to Israeli Severance Law $ 1,324 $ 3,599 $ 3,708 |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Jan. 31, 2016 | |
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 2012 Stock Incentive Compensation Plan, which was amended and restated in June 2015 (as amended, the "2012 Incentive Plan"). The 2012 Incentive Plan provides for the issuance of non-qualified 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 the Company's 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. In June 2015, the Company registered additional shares under the 2012 Incentive Plan in connection with its amendment and restatement. A total of 5.0 million Shares were 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 January 31, 2016 , an aggregate of 3.0 million Future Awards are available for grant under the plan. The 2012 Incentive Plan is scheduled to terminate in October 2022. Options will be designated as either non-qualified stock options or incentive stock options. An option granted as an incentive stock option will, to the extent it fails to qualify as an incentive stock option, be treated as a non-qualified option. The exercise price of an option, either incentive stock option or non-qualified stock options, may not be less than the fair market value of underlying shares on the date of grant, except for individuals who hold a 10% or more interest in the Company, for whom the exercise price of any Future Award may not be less than 110% of the share price. The term of each option may not exceed ten years (or, in the case of an incentive stock option granted to a 10% shareholder, five years). The maximum number of shares with respect to which any options may be granted to any grantee in any consecutive twelve (12) month period shall be 300,000 shares. In addition, the maximum number of shares with respect to which any stock appreciation rights may be granted to any grantee in any consecutive twelve (12) month period shall be 300,000 shares. The maximum amount of compensation under an award that is intended to constitute “qualified performance-based compensation” within the meaning of Section 162(m) of the Internal Revenue Code (“Performance-Based Compensation Awards”) (other than options and stock appreciation rights) granted to any grantee in any consecutive twelve (12) month period shall be 150,000 shares and the maximum amount of Performance-Based Compensation Awards granted to any grantee in any consecutive twelve (12) month period shall be $10,000,000 if such Performance-Based Compensation Awards are denominated in cash rather than shares. Employee Stock Purchase Plan In June 2015, the Company adopted the Employee Stock Purchase Plan (“ESPP”). The ESPP authorizes an aggregate of 840,000 Shares to be purchased by eligible employees. The ESPP allows eligible employees to purchase Shares at certain regular purchase dates through payroll deductions of up to a maximum of 15% of the employee’s compensation. The purchase price for each offering period is 85% of the lesser of (a) the fair market value of the Shares on the offering date or (b) the fair market value of the Shares on the purchase date. During the three months ended January 31, 2016, the Company initiated its first ESPP offering period of three months. Future offering periods will be six month in duration. The fair value of ESPP shares was estimated using the Black-Scholes option pricing model. ESPP compensation cost is recognized ratably over the term based on employee stock purchases under the plan. The fair value of the employees’ purchase rights under the ESPP was estimated using the following assumptions: dividend yield of 0.0% , expected volatility of 31.7% , risk-free interest rate of 0.21% and expected life of three months. The weighted average fair value of those purchase rights granted was $5.54 . Company Share-Based Awards Stock-based compensation expense associated with awards included in the Company’s consolidated statements of operations are as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Stock options: Service costs 85 279 142 Research and development, net 229 199 86 Selling, general and administrative 2,417 2,237 1,430 2,731 2,715 1,658 Restricted/Deferred stock awards: Service costs 1,255 2,513 2,749 Research and development, net 540 837 925 Selling, general and administrative 5,231 5,303 4,876 7,026 8,653 8,550 ESPP: Service costs 14 — — Research and development, net 10 — — Selling, general and administrative 13 — — 37 — — Total $ 9,794 $ 11,368 $ 10,208 Stock-based compensation expense associated with awards granted includes awards granted to BSS employees of $1.3 million , $2.2 million and $2.2 million , respectively, for the fiscal years ended January 31, 2016 , 2015 and 2014 . Restricted Awards and Stock Options The Company grants restricted stock unit awards and deferred stock unit awards subject to vesting provisions ( collectively, “Restricted Awards”) to certain key employees and directors. For the fiscal years ended January 31, 2016 , 2015 and 2014 , the Company granted Restricted Awards valued at $6.4 million , $9.0 million and $9.8 million , respectively, based on the fair market value of the Company’s common stock on the date of grant. The Company also grants stock options to certain key employees. For the fiscal years ended January 31, 2016 , 2015 and 2014, the Company granted stock options valued at $3.3 million , $3.9 million and $3.1 million , respectively, based on the grant date fair value. Included in the grants of restricted stock awards during the fiscal year ended January 31, 2016 , were performance-based awards of restricted stock units covering up to an aggregate of 236,944 shares of common stock. Vesting of the performance-based RSUs in whole or in part was conditioned upon the achievement of performance objective by January 31, 2016 and service requirements of two years for vesting. Partial achievement of performance objectives have been met resulting in the issuance of 53,192 Shares with a grant date fair value of $1.2 million during the three month ended January 31, 2016 and an additional 46,809 shares with a modification fair value of $0.9 million during the three month ended April 30, 2016. The remainder of the shares have been forfeited due to prescribed performance milestones not being achieved. There were no performance-based awards granted during the fiscal year ended January 31, 2015. Performance-based awards of restricted stock units, included in the grants of restricted stock awards, for the issuance of 116,279 shares of common stock, with a fair value of $3.4 million , were granted, during the fiscal year ended January 31, 2014, to certain executive officers and employees of the Company. These grants vested upon achievement of prescribed performance milestones and service requirements of two years from date of grant. During the fiscal year ended January 31, 2014, 34,884 shares were forfeited due to prescribed performance milestones not being achieved. The remainder of the performance shares milestones were achieved during the fiscal years ended January 31, 2015 and 2014. As of January 31, 2016 , 1,384,439 stock options to purchase the Company’s common stock and 492,943 Restricted Awards were outstanding. There were 3,015,859 shares available for future grant under the 2012 Incentive Plan as of January 31, 2016 . The following table presents the combined activity of the Company's stock options: Outstanding Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term ( in years) Aggregate Intrinsic Value (in millions) Balance, January 31, 2015 1,056,329 $ 27.65 Options granted 600,057 21.22 Options expired (1) (11,769 ) 58.16 Options cancelled (1) (85,091 ) 29.10 Options forfeited (117,103 ) 24.79 Options exercised (57,984 ) 23.78 Balance, January 31, 2016 (2) 1,384,439 $ 24.92 7.36 $ 0.3 Options exercisable as of January 31, 2016 (3) 611,731 $ 27.68 5.13 $ — Options expected to vest thereafter (3) 721,729 $ 22.77 9.10 $ 0.3 (1) Awards issued under the 5.0 million shares reserved for issuance under the Assumed CTI Awards may not be reissued pursuant to any future awards. During the fiscal year ended January 31, 2016 , the number of stock options expired and cancelled under the Assumed CTI Awards were 11,769 and 14,640 , respectively. During the fiscal year ended January 31, 2015 , the number of stock options expired and cancelled under the Assumed CTI Awards were 10,521 and 16,915 , respectively. (2) The outstanding stock options as of January 31, 2016 include 772,706 unvested stock options with a weighted-average modified/grant date fair value of $6.56 per share, an expected term of 4 years and a total fair value of $5.1 million . The unrecognized compensation expense, net of estimated forfeitures, related to the remaining unvested stock options was $3.5 million which is expected to be recognized over a weighted-average period of 1.97 years. The cash received from the exercise of stock options was negligible during the fiscal year ended January 31, 2016 . (3) During the fiscal years ended January 31, 2016 , 2015 and 2014, 380,465 , 235,701 , 115,997 shares of stock options vested with a total grant date fair value of $3.5 million , $2.1 million and $1.1 million , respectively. The following table summarizes information about the Company’s stock options: January 31, 2016 Options Outstanding Options Exercisable Range of Exercise Prices Options Outstanding Weighted Average Remaining Contractual Life Weighted Average Exercise Price Options Exercisable Weighted Average Remaining Contractual Life Weighted Average Exercise Price Below $24.00 588,085 9.22 $ 21.32 23,366 3.40 $ 23.03 $24.00 - $28.99 540,024 6.35 $ 26.83 389,067 5.52 $ 27.23 $29.00 and Above 256,330 5.20 $ 29.11 199,298 4.57 $ 29.09 Total 1,384,439 7.36 $ 24.91 611,731 5.13 $ 27.68 Fair Value Assumptions The Company estimated the fair value of stock options on the date of grant or modification utilizing the Black-Scholes option valuation model. Assumptions for all grants and significant modifications are detailed below. The fair value assumptions for stock options granted during the fiscal years ended January 31, 2016 , 2015 and 2014 , were as follows: Fiscal Years Ended January 31, 2016 2015 2014 Risk-Free Rate 1.21% - 1.54% 1.3% - 1.47% 0.77% - 1.27% Volatility 30.14% -30.78% 44.96% - 45.53% 37.37% - 43.72% Expected Term (years) 4 4 4 Weighted-average estimated fair value of options granted during the year $ 5.49 $ 9.43 $ 8.93 Intrinsic value of all options exercised (in millions) $ 0.15 $ 0.01 $ 0.2 The Company based the risk-free interest rate on the implied yields on U.S. Treasury zero-coupon issues with an equivalent remaining term at the time of grant. The expected term in years represents the period of time that the awards granted are expected to be outstanding based on historical experience of the Company’s employees while the Company was a wholly-owned subsidiary of CTI prior to the Share Distribution. The assumption for dividend yield is zero because the Company has not historically paid dividends nor does it expect to do so in the foreseeable future. For the fiscal year ended January 31, 2016, the volatility was based on the Company's historical stock volatility. For the fiscal years ended January 31, 2015 and 2014 , the volatility was based on the historical stock volatility of several peer companies, as the Company has limited trading history to use the volatility of its own common shares. The following table summarizes the activities for unvested RSUs for the year ended January 31, 2016 Unvested Restricted Awards Shares Weighted Average Modified/Grant Price Unvested balance, January 31, 2015 585,183 $ 27.28 Restricted/deferred shares granted 307,373 20.80 Restricted shares vested (1) (352,044 ) 27.81 Restricted shares forfeited (2) (147,570 ) 25.57 Performance shares granted 236,944 22.43 Performance shares forfeited (136,943 ) 22.43 Unvested balance, January 31, 2016 (3) 492,943 22.40 Expected to vest after January 31, 2016 (4) 411,866 $ 22.44 (1) The total fair value of vested Restricted Awards during the fiscal years ended January 31, 2016 , 2015 and 2014 , was $9.8 million , $9.3 million and $9.0 million , respectively. (2) Awards issued under the 5.0 million shares reserved for issuance under the Assumed CTI Awards may not be reissued pursuant to any future awards. During the fiscal year ended January 31, 2016 , 2015 , the number of restricted stocks units forfeited under the Assumed CTI Awards was 3,359 and 45,685 , respectively. (3) As of January 31, 2016 , the unrecognized compensation expense, net of estimated forfeitures, related to unvested Restricted Awards was $6.5 million which is expected to be recognized over a weighted-average period of 1.79 years . (4) RSUs expected to vest reflect an estimated forfeiture rate. |
Acqusition Acquisition (Notes)
Acqusition Acquisition (Notes) | 12 Months Ended |
Jan. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisition | ACQUISITIONS Acision On August 6, 2015 (the “Closing Date”), the Company completed its previously announced acquisition (the “Acquisition”) of Acision Global Limited, a private company formed under the laws of England and Wales (“Acision”) and a holding company for Acision B.V. (its sole asset), pursuant to the terms of the share sale and purchase agreement, dated June 15, 2015 (the “Purchase Agreement”), between the Company and Bergkamp Coöperatief U.A., a cooperative with excluded liability formed under the laws of the Netherlands (the “Seller”). Acision is a holding company formed on September 5, 2014 that holds all of the equity interests of Acision B.V. Other than its equity interest in Acision B.V., Acision does not have any other assets or liabilities. The assets, liabilities and operations of Acision B.V. reflect the acquired business. Acision is a provider of messaging software solutions to CSPs and enterprises, including SMS, MMS, IM and IP messaging. The Company acquired Acision to complement its solution portfolio, enhance its market leadership, penetrate growth markets and improve its operational efficiency. Pursuant to the terms of the Purchase Agreement, on the Closing Date the Company acquired 100% of the equity interests of Acision in exchange for $171.3 million in cash (excluding cash acquired and closing costs), earnout payments (as discussed below), and 3.14 million shares of the Company’s common stock, par value $0.01 per share (the “Consideration Shares”), which were issued in a private placement transaction conducted pursuant to Section 4(a)(2) under the Securities Act of 1933, as amended (the “Securities Act”). As previously disclosed, pursuant to the terms of the Purchase Agreement, an amount up to $35.0 million of cash consideration is subject to an earnout, contingent on the achievement of revenue targets by certain of Acision’s business activities through the first quarter of 2016. Earnout revenue targets through December 31, 2015 were not achieved and accordingly, no earnout was paid in respect thereof. To secure claims the Company may have under the Purchase Agreement, $10.0 million of the initial cash consideration was retained in escrow, which amount will be increased in the event that further consideration is triggered under the earnout, up to a maximum aggregate escrow retention of $25.0 million . Such monies will be released to the Seller two years after completion of the Acquisition, subject to any claims. In addition, Acision, in consultation with the Company, entered into a consent, waiver and amendment (the “Amendment”) with the requisite lenders under Acision’s credit agreement (the “Acision Credit Agreement”) governing Acision’s existing approximately $156.0 million senior credit facility (the “Acision Senior Debt”), pursuant to which the Acision Senior Debt remains in place following completion of the Acquisition. The Acision Senior Debt matures, subject to the terms and conditions of the Acision Credit Agreement, on December 15, 2018. In connection with the Amendment, the Company agreed to pay certain costs imposed on Acision by its lenders under the Acision Senior Debt. The Acision Credit Agreement contains customary representations and warranties and affirmative, restrictive and financial covenants. These provisions, with certain exceptions, restrict Acision’s ability and the ability of its subsidiaries to (i) incur additional indebtedness, (ii) create, incur, assume or permit to exist any liens, (iii) enter into mergers, consolidations or similar transactions, (iv) make investments and acquisitions, (v) make certain dispositions of assets, (vi) make dividends, distributions and prepayments of certain indebtedness, and (vii) enter into certain transactions with affiliates. The Acision Credit Agreement also contains customary events of default, including, among other things, non-payment defaults, covenant defaults, material adverse effect defaults, bankruptcy and insolvency defaults and material judgment default. Each party agreed to indemnify the other for certain potential liabilities and claims, subject to certain exceptions and limitations. As of January 31, 2016, the Company had accrued approximately $2.0 million in connection with indemnification demands from two customers of Acision in connection with claims of intellectual property infringement made by third parties arising from the use of Acision’s products prior to the Company’s acquisition of Acision. Pursuant to the terms of the Purchase Agreement, the Seller agreed to indemnify the Company up to a maximum of $10.0 million for losses in connection with certain IP claims. In connection with the Acquisition, the Company reflected a $2.0 million indemnification asset for such claims for intellectual property infringement. In addition, pursuant to the Purchase Agreement, subject to the Company notifying the Seller within two years after the Closing Date of its claim against the Seller, the Seller is liable for the pre-Closing Date tax liabilities of Acision and its subsidiaries (the “Group”) up to an initial cap of $10 million . The precise cap for tax liabilities depends on whether the Company makes any payment to the Seller under the earn-out (in which case the cap may increase) and represents the aggregate liability of the Seller in respect of certain other potential claims under the Purchase Agreement. The Purchase Agreement also contains certain provisions to ensure that the Seller obtains the benefit of certain tax assets for which the Company has not paid relating broadly to pre-Closing Date periods. This is achieved generally by means of offset against payments due to the Company from the Seller. The Purchase Agreement also contains provisions relating to the preparation of tax returns for pre-Closing Date periods that have not been filed and the current period at the Closing Date, and to the conduct of tax authority claims relating to pre-Closing Date periods. The Company is liable under the Purchase Agreement for secondary tax liabilities imposed on the Seller as a result of the Company’s failure after the Closing Date to settle tax liabilities for which it is primarily responsible. The Company's consolidated financial statements include the operating results of Acision from the Closing Date, including revenue of $63.0 million and net loss of $12.9 million in the consolidated statements of operations for the fiscal year ended January 31, 2016. Purchase Price The Company acquired Acision for an aggregate consideration as calculated below: (In thousands) Cash $ 171,336 Estimated fair value of Earnout (1) 567 Common stock, $0.01 par value - 3.14 million shares issued (2) 56,931 Total $ 228,834 (1) Pursuant to the terms of the Purchase Agreement, an amount up to $35.0 million of cash consideration is subject to an earnout, contingent on the achievement of revenue targets by certain of Acision’s business activities through the first quarter of 2016. Of this amount, $25.0 million is subject to targets to be achieved based on fiscal year results, while the remaining $10.0 million is subject to targets to be achieved in the first quarter of 2016. Earnout revenue targets through December 31, 2015 were not achieved and accordingly, no earnout was paid in respect thereof. (2) The Company issued 3.14 million shares of common stock, par value $0.01 per share, which were issued in a private placement transaction conducted pursuant to Section 4(a)(2) under the Securities Act. The share consideration fair value is based upon the market price of the Company's common stock upon completion of purchase and discounted due to liquidity considerations. The following table summarizes the purchase price allocation to the estimated fair values of the assets acquired and liabilities assumed in the Acquisition including impact of errors and measurement period adjustments on purchase price allocation. (In thousands) Cash and cash equivalents $ 31,335 Accounts receivable 54,183 Prepaid expenses and other assets 11,827 Property and equipment 3,737 Goodwill 186,600 Intangible assets 239,152 Deferred income taxes 17,215 Total assets acquired 544,049 Accounts payable and accrued expenses 61,752 Deferred revenue 7,664 Deferred income taxes 56,552 Debt 156,000 Other long-term liabilities 33,247 Total liabilities acquired 315,215 Total purchase price $ 228,834 Identifiable intangible assets and their estimated useful lives consist of the following: Weighted Average Useful life (In thousands) Customer relationships 15 years $ 159,900 Backlog 1 year 22,800 Leasehold interest 5 years 1,052 Acquired Technology 8 years 55,400 Total Intangible Assets $ 239,152 The fair values for the intangible assets and property, plant and equipment acquired were primarily based on significant inputs that are not observable in the market and thus represent a Level 3 measurement in the fair value hierarchy. Customer relationships, backlog and developed technology were valued using the income approach, based on estimated projections of expected cash flows to be generated by the assets, discounted to the present value at discount rates commensurate with perceived risk. The discounted cash flow analyses factor in assumptions on revenue and expense growth rates including estimates of customer growth and attrition rates, technology obsolescence, and relief from royalty projections. These estimates are based upon the Company's historical customer and telecommunications industry experience and projections of future activity, factoring in customer demand, changes in technology and a cost structure necessary to achieve the related revenues. Additionally, these discounted cash flow analyses factor in expected amounts of working capital and weighted average cost of capital. The cost approach, which estimates value by determining the current cost of replacing an asset with another of equivalent economic utility, was used for property, plant and equipment. Goodwill is attributable to the value of the synergies between the acquired company and the Company. The majority of the value assigned to goodwill will not be deductible for tax purposes. The Company incurred acquisition-related costs for the Acision acquisition of $11.7 million included in Selling, General and administrative costs. Pro Forma Information The following pro forma information presents the financial results as if the acquisition of Acision had occurred on February 1, 2014. Pro forma adjustments give effect to an increase in amortization for fair value adjustments to intangible assets using an economic assumption rate and related tax effects. Pro forma adjustments also give effect to the deferred revenue amounts to arrive at fair value as of February 1, 2014. The Pro forma results do not include any anticipated cost synergies, costs or other effects of the planned integration of Acision. Accordingly, such pro forma amounts are not necessarily indicative of the results that actually would have occurred for the periods presented below had the acquisition been completed on February 1, 2014, nor are they indicative of the future operating results of the Company. Fiscal year ended January 31, 2016 2015 (In thousands, except share and per share data) Revenue $ 360,032 $ 441,804 Income (loss) from continuing operations 4,145 (51,631 ) Earnings (loss) per share from continuing operations Basic $ 0.17 $ (2.04 ) Diluted $ 0.16 $ (2.04 ) Solaiemes On August 1, 2014, the Company acquired 100% of the outstanding equity of 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 a comprehensive platform for service monetization of IP-based digital services. Solaiemes has been integrated into the Company’s Digital Services segment. At the time of the acquisition, Solaiemes had 15 employees. Proforma and actual revenues and earnings related to Solaiemes were not material to the Company. The results of operations of Solaiemes have been included in the Company's consolidated financial statements beginning on the acquisition date. Revenue and earnings of Solaiemes since the acquisition date were not material. The acquisition of Solaiemes has been accounted for as a business combination. Assets acquired and liabilities assumed have been recorded at their estimated fair values as of the August 1, 2014 acquisition date. The fair values of intangible asset were based on valuations using a cost approach. The excess of the purchase price over the tangible assets, identifiable intangible assets and assumed liabilities was recorded as goodwill. The goodwill is not deductible for tax purposes. The amounts in the table below represent the estimated fair value upon acquisition. (In thousands) Amount Assets: Cash $ 16 Other current assets 114 Intangible assets 2,174 Goodwill 2,053 Other assets 129 Total assets acquired $ 4,486 Liabilities: Current liabilities $ 242 Current and long-term debt 1,354 Other long-term liabilities 201 Total liabilities acquired $ 1,797 |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Jan. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | DISCONTINUED OPERATIONS Amdocs Asset Purchase Agreement On April 29, 2015, the Company entered into an Asset Purchase Agreement (including the ancillary agreements and documents thereto, the “Amdocs Purchase Agreement") with Amdocs Limited, a Guernsey company (the “Purchaser”). Pursuant to the Amdocs Purchase Agreement, the Company agreed to sell substantially all of its assets required for operating the Company's converged, prepaid and postpaid billing and active customer management systems for wireless, wireline, cable and multi-play communication service providers (the “BSS Business”) to the Purchaser, and the Purchaser agreed to assume certain post-closing liabilities of the Company (the “Asset Sale”). The initial closing of the Asset Sale occurred on July 2, 2015. The total cash purchase price payable by the Purchaser to the Company in connection with the Asset Sale was approximately $271.7 million , including currently estimated purchase price adjustment of approximately $0.7 million , of which an aggregate of $5.5 million was paid upon certain deferred closings. In connection with the Asset Sale, the Company agreed to indemnify the Purchaser for certain pre-closing liabilities and breaches of certain representations and warranties. Upon the closing, $26 million of the purchase price was deposited into escrow to fund potential indemnification claims and certain adjustments for a period of 12 months following the closing. This $26 million is classified as a current asset within restricted cash in the Company's consolidated balance sheet. In August 2015 and May 2016, the Company received various claims for indemnification against the escrow from the Purchaser. While the Company continues to evaluate certain claims made, it believes several pending claims are without merit and intends to vigorously defend against them. In connection with the Amdocs Purchase Agreement, the Company and the Purchaser have also entered into a Transition Services Agreement (the “TSA”), which provides for support services between the Company and the Purchaser in connection with the transition of the BSS Business to the Purchaser, for various periods up to 12 months following the closing of the Asset Sale. During the fiscal year ended January 31, 2016 , approximately $8.1 million and $5.5 million have been recognized for services provided under the TSA and expenses to be reimbursed by the Purchaser, respectively. As of January 31, 2016 , the balance due of $2.4 million is classified in “Other current assets” within the consolidated balance sheets. The BSS Business met the criteria to be classified as held for sale as well as discontinued operations. As such, the BSS Business has been re-classified and reflected as discontinued operations on the consolidated statements of operations for all periods presented. The assets and liabilities of the BSS business are included in discontinued operations as separate components to the Company’s consolidated balance sheet as of January 31, 2015. The income tax on the sale of discontinued operations has been reduced by the utilization of foreign tax credits. Upon completion of the sale, the Company paid a commission of approximately $4.0 million to its advisors. The table below provides a breakout of the discontinued operations statements of operations. Fiscal Year Ended January 31, 2016 2015 2014 (in thousands) Revenue $ 71,092 $ 208,331 $ 236,531 Costs and expenses: Product and service costs 40,902 106,911 138,335 Research and development, net 7,694 19,477 28,111 Selling, general and administrative 11,612 30,572 43,424 Other operating expenses: Restructuring expenses 14,676 2,759 938 Total other operating expenses 14,676 2,759 938 Total costs and expenses 74,884 159,719 210,808 (Loss) income from operations (3,792 ) 48,612 25,723 Income tax benefit (expense) 278 (13,513 ) (2,610 ) Discontinued operations, net of tax (3,514 ) 35,099 23,113 Gain on sale of discontinued operations, before tax 197,720 — — Income tax benefit (expense) (10,083 ) — — Gain on sale of discontinued operations, net of tax 187,637 — — Net income from discontinued operations, net of tax $ 184,123 $ 35,099 $ 23,113 Supplemental information: Depreciation $ 2,909 $ 3,512 $ 3,690 Amortization $ 1,160 $ 2,789 $ 2,765 Components of assets and liabilities held for sale are as follows: January 31, 2015 (in thousands) ASSETS Current assets: Accounts receivable, net of allowance 36,175 Deferred cost of revenue 3,514 Deferred income taxes — Prepaid expenses 846 Other current assets 5,422 Total current assets 45,957 Property and equipment, net 9,008 Goodwill 83,699 Intangible assets, net 2,391 Deferred cost of revenue 8,268 Deferred income taxes — Other assets 8,738 Total assets $ 158,061 LIABILITIES Current liabilities: Accounts payable and accrued expenses $ 22,382 Deferred revenue 60,260 Deferred income taxes — Income taxes payable — Total current liabilities 82,642 Deferred revenue 29,264 Deferred income taxes — Other long-term liabilities 11,434 Total liabilities $ 123,340 Stock-based compensation expense associated with awards included in the discontinued operations statements of operations is as follows: Fiscal Year Ended January 31, 2016 2015 2014 (in thousands) Stock options: Service costs 16 21 20 Research and development — 10 11 Selling, general and administrative 85 164 78 101 195 109 Restricted/Deferred stock awards: Service costs 552 1,122 1,128 Research and development 72 269 453 Selling, general and administrative 567 606 519 1,191 1,997 2,100 Total $ 1,292 $ 2,192 $ 2,209 |
Earnings (Loss) Per Share Attri
Earnings (Loss) Per Share Attributable to Comverse, Inc.'s Stockholders | 12 Months Ended |
Jan. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share Attributable to Comverse, Inc.'s Stockholders | EARNINGS PER SHARE ATTRIBUTABLE TO XURA, INC.'S STOCKHOLDERS Basic (loss) earnings per share attributable to the Company’s stockholders for the fiscal years ended January 31, 2016 , 2015 and 2014 is computed using the weighted average number of shares of common stock outstanding. For purposes of computing diluted (loss) earnings per share attributable to the Company’s stockholders, shares issuable upon exercise of stock options and deliverable in settlement of unvested RSU awards are included in the weighted average number of shares of common stock outstanding, except when the effect would be antidilutive. The calculation of earnings (loss) per share attributable to Xura, Inc.’s stockholders is as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands, except per share data) Numerator: Net loss from continuing operations attributable to $ (51,350 ) $ (57,238 ) $ (4,427 ) Net income from discontinued operations, attributable to 184,123 35,099 23,113 Denominator: Basic and diluted weighted average common shares outstanding 23,455 22,191 22,164 Earnings (loss) per share basic & diluted Loss per share from continuing operations attributable to Xura, Inc. $ (2.19 ) $ (2.58 ) $ (0.20 ) Earnings per share from discontinued operations attributable to Xura, Inc. 7.85 1.58 1.04 Basic and diluted earnings (loss) per share $ 5.66 $ (1.00 ) $ 0.84 As a result of the Company's net loss from continuing operation in the fiscal years ended January 31, 2016, 2015 and 2014 the diluted earnings per share calculation excludes 0.2 million , 0.1 million and 0.2 million shares, respectively, of stock-based awards from the calculation because their inclusion would have been anti-dilutive. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES During the fiscal year ended January 31, 2015, the Company identified and corrected over accruals related to various tax matters recorded in the periods 2010 to 2013. The correction resulted in a $0.7 million increase of its income tax benefit during the fiscal year ended January 31, 2015. These out-of-period adjustments were not material to any previously issued annual or interim financial statements. The components of United States and foreign (loss) income from continuing operations before income taxes are as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) United States $ (16,656 ) $ 940 $ 33,426 Foreign (59,929 ) (61,407 ) (31,274 ) (Loss) income before income taxes $ (76,585 ) $ (60,467 ) $ 2,152 The expense (benefit) for income taxes from continuing operations consists of the following: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Current income tax benefit: U.S. Federal $ 3,649 $ (127 ) $ (10,887 ) U.S. States 691 (104 ) (771 ) Foreign (23,784 ) (2,702 ) 2,187 Total current income tax benefit $ (19,444 ) $ (2,933 ) $ (9,471 ) Deferred income tax (benefit) expense: U.S. Federal, net of federal (benefit) expense of state $ (4,728 ) $ 302 $ 12,765 U.S. States (249 ) — 288 Foreign (813 ) (598 ) 2,997 Total deferred income tax (benefit) expense $ (5,790 ) $ (296 ) $ 16,050 Total income tax (benefit) expense $ (25,234 ) $ (3,229 ) $ 6,579 The reconciliation of the U.S. federal statutory income tax rate to the effective tax rate on (loss) income before income tax provision and equity in (losses) earnings of consolidated affiliate is as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) U.S. federal statutory income tax rate 35.0 % 35.0 % 35.0 % Income tax expense (benefit) at the U.S. statutory rate $ (26,805 ) $ (21,162 ) $ 747 Valuation allowance, excluding state valuation allowances 62,177 48,860 22,899 Foreign rate differential 10,285 8,617 15,670 US tax effects of foreign operations 1,605 961 1,015 Tax contingencies (13,955 ) (42,118 ) 11,185 Stock based compensation 115 2,288 482 Interest on tax refunds (32 ) (727 ) (1 ) Non-deductible expenses (1,802 ) 352 (2,278 ) Change in Israeli Approved Enterprise Status (47,670 ) — (43,660 ) Correction of Prior Period (67 ) (651 ) (3,592 ) Foreign exchange (1,046 ) (947 ) (2,499 ) Change in tax laws (3,531 ) (975 ) 612 State tax provision, net 285 (33 ) 4,827 Withholding tax, net of credits (6,843 ) 2,788 2,122 Return to provision and other adjustments 2,050 (482 ) (950 ) Total income tax (benefit) expense $ (25,234 ) $ (3,229 ) $ 6,579 Effective Income Tax Rate 32.9 % 5.3 % 305.7 % The significant differences that impact the effective tax rate relate to changes to the valuation allowance, tax credit, tax contingencies, the difference between the U.S. federal statutory rate and the rates in foreign jurisdictions, the U.S. tax effect on foreign earnings and withholding taxes. For the year ended January 31, 2016, the tax benefit for withholding tax, net of credits is primarily driven by a domestic foreign tax credit claim that was done during the fiscal year ended January 31, 2016 that resulted in a tax benefit of ($8.8) million offset by $2.0 million of withholding taxes. “The Company's operations in Israel have been approved as an “Approved Enterprise”. Further, at the time the Company filed its 2012 Israeli tax return, the Company made an election for a “Benefited Enterprise” program. Under these programs, the Company is eligible for tax benefits under the Israeli Law for Encouragement of Capital Investments, 1959. When the “Benefited Enterprise” program is not in effect and when the other “Approved Enterprise” programs expire, an alternative income tax rate of 16% can be requested from the authorities within the “Preferred Enterprise” path. The Company’s used this 16% rate for its Israeli entity ordinary deferred tax items in the fiscal year ended Jan 31st, 2015. Due to not meeting the condition of the enterprise status for Comverse, Ltd, as a result of subcontracting most of its engineering activity to a subcontractor (Tech Mahindra) which may perform this work from outside of Israel, the Company no longer qualified for the 16% and increased its deferred rate during the fiscal year ended January 31, 2016, to 25% . This required a revaluation of the deferred tax asset on net operating losses of $529.7 million . The effect of the deferred rate change on these losses is offset fully by a valuation allowance. Deferred income taxes are provided for the effects of temporary differences between the amounts of assets and liabilities recognized for financial reporting purposes and the amounts recognized for income tax purposes. Significant components of the Company’s deferred tax assets and deferred tax liabilities are as follows: January 31, 2016 2015 (In thousands) Deferred tax assets: Deferred revenue $ 30,575 $ 45,927 Loss carryforwards (1) 159,763 135,423 Stock-based and other compensation 5,039 7,183 Tax credits - net of foreign withholding taxes 38,690 36,198 Other intangibles (1) — 14,847 Capitalized R&D Costs — 17,330 Property and equipment, net 2,971 2,491 Other 28,356 18,015 Total deferred tax assets $ 265,394 $ 277,414 Deferred tax liabilities: Deferred cost of revenue $ (1,797 ) $ (9,820 ) Goodwill (18,765 ) (24,800 ) Other intangibles (42,527 ) — Total deferred tax liabilities $ (63,089 ) $ (34,620 ) Valuation allowance (1) (268,838 ) (284,255 ) Net deferred income tax liability $ (66,533 ) $ (41,461 ) Recognized as: Current deferred income tax assets $ — $ 13,781 Noncurrent deferred income tax assets 9,119 3,064 Current deferred income tax liabilities — (1,491 ) Noncurrent deferred income tax liabilities (75,652 ) (56,815 ) Total $ (66,533 ) $ (41,461 ) (1) The change in deferred tax assets in the current year includes a $3.2 million correction of an error to gross deferred tax assets offset by a corresponding change in the valuation allowance. The out-of-period adjustment impacted the disclosure only and had no impact on the previously reported statements of operations, balance sheets, statements of cash flows or the statements of stockholders’ equity of any previously reported periods. Based on evaluation of the relevant quantitative and qualitative factors, the Company concluded that the error in the disclosures was not material to any periods affected. U.S. income and foreign withholding taxes have not been recorded on permanently reinvested earnings of certain subsidiaries aggregating $104.6 million as of January 31, 2016 . At this time, determination of the amounts of deferred U.S. federal and state income taxes and foreign withholding taxes related to these earnings is not practicable. Determination of the amount of unrecognized deferred tax liability on unremitted foreign earnings is not practicable because of the complexities of the hypothetical calculation. As of January 31, 2016 , $148.5 million of earnings from certain subsidiaries are not considered to be permanently reinvested and therefore, foreign withholding taxes of $20.3 million have been accrued. A portion of the earnings of subsidiaries in the following countries are not considered permanently reinvested: Israel, Brazil, Hong Kong, New Zealand, Mexico, Portugal, Netherlands, and the United Kingdom. The Company has net operating loss carryforwards (“NOLs”) for tax purposes and other deferred tax benefits that are available to offset future taxable income. The Company’s gross NOLs for tax return purposes are as follows: Fiscal Years Ended January 31, 2016 2015 (In thousands) U.S. Federal NOLs $ 368,971 $ 451,009 U.S. State NOLs 300,197 363,080 Foreign NOLs 711,489 621,976 The U.S. federal NOL carry forwards expire in various years ending from January 31, 2021 to January 31, 2035. The U.S. state NOL carry forwards expire in various years ending from January 31, 2017 to January 31, 2033. At January 31, 2016 , all but $50.5 million of the foreign NOLs have indefinite carry forward periods. The table above reflects gross NOLs for tax return basis which are different from financial statement NOLs, primarily due to the reduction of the financial statement NOLs under the FASB's guidance on accounting for uncertainty in income taxes. The Company has U.S. federal, state and foreign tax credit carryforwards of approximately $43.2 million and $33.7 million as of January 31, 2016 and 2015 , respectively. The utilization of these carryforwards is subject to limitations. The federal AMT credit has no expiration date. The foreign tax credit carryforwards expire in various years ending from January 31, 2017 to 2025. In accordance with the FASB’s guidance relating to accounting for uncertainty in income taxes the Company recognizes unrecognized tax benefits in non-current tax liabilities. The following table reconciles the amounts recorded for unrecognized tax benefits for the fiscal years ended January 31, 2016 , 2015 and 2014 : Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Gross unrecognized tax benefits as of February 1 $ 240,285 $ 301,174 $ 278,602 Increase due to Acquisitions 25,761 — — Increases related to tax positions taken in prior years (1) 10,856 29,688 29,520 Decreases related to tax positions taken in prior years (2,448 ) (541 ) (11,671 ) Increases related to tax positions in current year 2,639 5,391 5,970 Decreases related to tax positions in current year — (259 ) — Decreases due to settlements with taxing authorities (302 ) (31,834 ) (1,500 ) Reductions resulting from lapse in statute of limitations (28,465 ) (51,085 ) (1,072 ) Increases (decreases) related to foreign currency exchange rate fluctuations (4,371 ) (12,249 ) 1,325 Gross unrecognized tax benefits as of January 31 $ 243,955 $ 240,285 $ 301,174 (1) The increase related to tax positions taken in prior years for the year ended January 31, 2015 included a $25.9 million correction to properly reflect gross positions which had been reported net of certain deferred tax assets in prior periods. The out-of-period adjustment impacted the disclosure only and had no impact on the previously reported statements of operations, balance sheets, statements of cash flows or the statements of stockholders’ equity of any previously reported periods. Based on evaluation of the relevant quantitative and qualitative factors, the Company concluded that the error in the disclosures was not material to any periods affected. The balances of unrecognized tax benefits as of January 31, 2016 , 2015 and 2014 are $244.0 million , $240.3 million and $301.2 million of which $77.1 million , $84.8 million and $90.5 million represent the amounts that, if recognized, may impact the effective income tax rate in future periods. The Company recognized interest and penalties related to unrecognized tax benefits in its income tax provision. As of January 31, 2016 , 2015 and 2014, the Company accrued $34.7 million , $39.2 million and $39.2 million for interest and penalties, respectively. The Company estimates that it is reasonably possible that the balance of unrecognized tax benefits as of January 31, 2016 may decrease by approximately $18.7 million in the next twelve months, as a result of lapse of statutes of limitation and settlements with tax authorities. The significant tax jurisdictions in which the Company is currently under examination by tax authorities include Canada, India, Indonesia and United Kingdom. The Company anticipates that it is reasonably possible that new tax matters could be raised by tax authorities that may require increases or decreases to the balance of unrecognized tax benefits; however, an estimate of such increases or decreases cannot be made. The Company files income tax returns in the U.S. federal, various state and local, and foreign tax jurisdictions. As of January 31, 2016 , the Company has open tax years which can be subject to tax audit (and in some cases are under tax audit) in the following major jurisdictions: Jurisdiction Tax Years Ended United States January 31, 1999 - January 31, 2016 Israel January 31, 2013 - January 31, 2016 United Kingdom December 31, 2005 - January 31, 2016 India March 31, 2002 - March 31, 2015 France January 31, 2008 - January 31, 2016 Brazil December 31, 2010 - December 31, 2015 Canada January 31, 2007, January 31, 2008, January 31, 2010, January 31, 2012 - January 31, 2016 The Netherlands December 31, 2004 - December 31, 2015 Germany December 31, 2011 - December 31, 2015 Ireland December 31, 2011 - December 31, 2015 Various U.S. States January 31, 1999 - January 31, 2016 The Company regularly assesses the adequacy of its provisions for income tax contingencies in accordance with the FASB's guidance. As a result, the Company may adjust the liabilities 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 limitations. The Company maintains valuation allowances in jurisdictions where it is more-likely-than-not that all or a portion of a deferred tax asset may not be realized. In determining whether a valuation allowance is warranted, the Company evaluates factors such as prior earnings history, expected future earnings, reversal of existing taxable temporary differences, carry-back and carry-forward periods and tax strategies that could potentially enhance the likelihood of the realization of a deferred tax asset. Changes in valuation allowances are included in the Company's tax provision in the period of change except for items related to additional paid-in capital. During the fiscal year ended January 31, 2016 , the Company recorded a decrease of $15.4 million to its valuation allowance related primarily to net operating losses in the U.S. and foreign jurisdictions. The Company’s activity in the valuation allowance is as follows: Balance at Beginning of Fiscal Year Additions (Charged) Credited to Expenses Other Balance at End of Fiscal Year (In thousands) Valuation allowance on income tax assets: Fiscal Year Ended January 31, 2016 $ (284,255 ) $ 2,897 $ 12,520 $ (268,838 ) Fiscal Year Ended January 31, 2015 $ (266,617 ) $ (50,985 ) $ 33,347 $ (284,255 ) Fiscal Year Ended January 31, 2014 $ (195,468 ) $ (31,655 ) $ (39,494 ) $ (266,617 ) |
Business Segment Information
Business Segment Information | 12 Months Ended |
Jan. 31, 2016 | |
Segment Reporting [Abstract] | |
Business Segment Information | venue by major geographical region is based upon the geographic location of the customers who purchase the Company's products and services. The geographical locations of distributors, resellers and systems integrators who purchase products and utilize the Company's services may be different from the geographical locations of end customers. Revenue by geographic region and revenue by geographic region as a percentage of total revenue was as follows: Fiscal Years Ended January 31, 2016 2015 2014 (Dollars in thousands) United States $ 81,029 30 % $ 84,270 31 % $ 167,140 40 % Japan 21,389 8 % 30,280 11 % 42,502 10 % Canada 20,064 7 % 13,893 5 % 14,028 3 % Germany 15,805 6 % 6,180 2 % 5,442 1 % India 9,933 4 % 19,979 7 % 29,850 7 % Ukraine 7,628 3 % 16,362 6 % 22,376 5 % Australia 8,739 3 % 11,698 4 % 18,753 5 % Other Foreign (1) 106,327 39 % 86,312 34 % 115,879 29 % Total $ 270,914 100 % $ 268,974 100 % $ 415,970 100 % (1) Other foreign consists of numerous countries, none of which represents more than 5% of total revenue in any fiscal year presented. Long-lived assets primarily consist of property and equipment, net, capitalized software development costs, net, and deferred costs of revenue. The Company believes that property and equipment, net, is exposed to the geographic area risks and uncertainties more than other long-lived assets, because these tangible assets are difficult to move and is relatively illiquid. Property and equipment, net, by country consists of the following: January 31, 2016 2015 2014 (In thousands) Israel $ 29,659 $ 33,467 $ 22,673 United States 2,761 4,288 5,189 Other 6,050 2,467 4,818 $ 38,470 $ 40,222 $ 32,680 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Jan. 31, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Information | SUPPLEMENTAL CASH FLOW INFORMATION The following represents non-cash activities and supplemental information to the consolidated statements of cash flows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Non-cash investing transactions: Accrued but unpaid purchases of property and equipment $ 1,692 $ 3,606 $ 3,404 Inventory transfers to property and equipment $ 1,238 $ 2,372 $ 4,001 Non-cash financing transactions: Liabilities for contingent consideration recorded for business combination $ 567 $ — $ — Stock consideration issued in connection with business combination $ 56,931 $ — Cash paid during the year for interest $ 8,486 $ 20 $ — Cash paid during the year for income taxes net of amounts refunded—continuing operations $ 3,368 $ 2,304 $ 7,417 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jan. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS 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 (see Note 3, Share Distribution Agreements). |
Leases
Leases | 12 Months Ended |
Jan. 31, 2016 | |
Leases [Abstract] | |
Leases | LEASES The Company leases office and warehouse space, as well as certain equipment and vehicles, under non-cancelable operating leases. Gross rent expense was $11.0 million , $9.5 million and $19.6 million in the fiscal years ended January 31, 2016 , 2015 and 2014 , respectively. Sublease income was $7.9 million , $0.9 million and $2.1 million , in the fiscal years ended January 31, 2016 , 2015 and 2014 respectively. The majority of the Company's leases include options that allow it to renew or extend the lease term beyond the initial lease period, subject to terms and conditions agreed upon at the inception of the lease. Such terms and conditions include rental rates agreed upon at the inception of the lease that could represent below-or above-market rental rates later in the life of the lease, depending upon market conditions at the time of such renewal or extension. The Company has entered into various sublease agreements to lease excess space. As of January 31, 2016 , the minimum annual rent obligations (excluding taxes, maintenance and other pass-throughs), sublease income to be received under non-cancelable subleases, and minimum net rentals of the Company are as follows for the fiscal years ending January 31: (In thousands) Minimum Lease Commitments Noncancellable Subleases Minimum Net Rentals 2017 $ 9,860 $ 1,616 $ 8,244 2018 8,538 1,678 6,860 2019 7,425 1,596 5,829 2020 6,068 1,387 4,681 2021 4,830 784 4,046 2022 and thereafter 18,204 1,027 17,177 $ 54,925 $ 8,088 $ 46,837 In connection with the 2012 restructuring initiative, certain office space, including offices in New York, New York, have been vacated or consolidated upon expiration of leases. In May 2012 , the Company entered into an agreement for the lease of a facility in Ra'anana, Israel to replace its then-existing office space in Tel Aviv, Israel. The lease includes an option to terminate up to 30% of the Company's leased space in the building subject to a penalty. During the fiscal year ended January 31, 2014, the Company exercised this option and returned 27% of the building and recognized a termination penalty of $1.7 million during such fiscal year. The term of the lease is for ten years, which commenced in December 2014 . In addition, the Company has the right to extend the term of the lease by up to five years. The annual base rent under the agreement after partial return of office space, for approximately 218,912 square feet is $4.5 million . In connection with the 2014 restructuring plan, the Company has ceased use of an additional 21% of the remaining leased space in Ra'anana, Israel. The Company recorded restructuring expense for facilities-related costs of $2.0 million and a write-off of $1.5 million in property and equipment during the fiscal year ended January 31, 2015. In connection with the 2015 restructuring plan, the Company has ceased use of an additional 7% and has subleased 11% of the leased space in Ra'anana, Israel. The Company recorded restructuring expense net of change in assumptions for facilities-related costs of $0.8 million during the fiscal year ended January 31, 2016. The Company continues to evaluate the existing lease commitments and reduce or expand space as warranted. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Indemnification Obligations In the normal course of business, the Company provides indemnification to various customers against claims of intellectual property infringement made by third parties arising from the use of the Company's products. The Company evaluates its indemnification obligations 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. As of January 31, 2016 , the Company had accrued approximately $2.0 million in connection with indemnification demands from two customers of Acision in connection with claims of intellectual property infringement made by third parties arising from the use of Acision’s products prior to the Company's acquisition of Acision. Pursuant to the terms of the Purchase Agreement, the Seller agreed to indemnify the Company up to a maximum of $10.0 million for losses in connection with certain IP claims. In connection with the Acquisition, the Company reflected a $2.0 million indemnification asset for such claims for intellectual property infringement. 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 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 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. 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 Xura Ltd. (formerly Xura 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 Xura 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 (the “Motion to Certify”), 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 were submitted on November 20, 2014; and summations of response by the plaintiffs were submitted on December 30, 2014. On February 9, 2015, the Judge presiding over the case recused herself due to a conflict of interests. On March 30, 2015, the plaintiffs filed a motion to the Court seeking to have the case assigned to a new presiding Judge and as a result on April 4, 2015 a new presiding judge was assigned to the case. The parties are now waiting for the Court’s decision on the Motion to Certify. 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 Xura 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 has not accrued for these matters as the potential loss is currently not probable or estimable. An additional case has been filed by an individual plaintiff in the Tel Aviv District Court 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 alleged the same causes of actions alleged in the potential class action discussed above. In December 2014, the District Court assigned the case to the Labor Court. In December 2015, the case was settled without admission of liability by the defendants for an immaterial amount. Starhome Sale and Indemnification Starhome was a CTI subsidiary ( 66.5% owned prior to the disposition). 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 was 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 were available to satisfy certain indemnification claims under the Starhome Share Purchase Agreement to the extent that such claims exceeded $1.0 million . During the fiscal year ended January 31, 2015, the Company received approximately $4.7 million in settlement of escrow. Amdocs Asset Purchase Agreement On April 29, 2015, the Company entered into an Asset Purchase Agreement (including the ancillary agreements and documents thereto, the “Amdocs Purchase Agreement”) with Amdocs Limited, a Guernsey company (the “Purchaser”). Pursuant to the Amdocs Purchase Agreement, the Company’s BSS Business to the Purchaser, and the Purchaser agreed to assume certain post-closing liabilities of the Company (the “Asset Sale”). The initial closing of the Asset Sale occurred on July 2, 2015. The total cash purchase price payable by the Purchaser to the Company in connection with the Asset Sale was approximately $271.7 million , including currently estimated purchase price adjustment of approximately $0.7 million , of which an aggregate of $5.5 million was paid upon certain deferred closings. In connection with the Asset Sale, the Company agreed to indemnify Amdocs for certain pre-closing liabilities and breaches of certain representations and warranties. Upon the closing, $26.0 million of the purchase price was deposited into escrow to fund potential indemnification claims and certain adjustments for a period of 12 months following the closing. This $26.0 million is classified as a current asset within restricted cash in the Company's consolidated balance sheet (see Note 17, Discontinued Operations). In August 2015 and May 2016, the Company received various claims for indemnification against the escrow from Amdocs. While the Company continues to evaluate certain claims made, it believes several pending claims are without merit and intends to vigorously defend against them. Agreement with Tech Mahindra On April 14, 2015, the Company entered into a MSA with Tech Mahindra pursuant to which Tech Mahindra performs certain services for the Company’s business on a global basis. The services include research and development, project deployment and delivery and maintenance and support for certain customers of the Company. In connection with the transaction, approximately 500 employees of the Company and its subsidiaries have been rehired by Tech Mahindra or its affiliates. Under the MSA, the Company is obligated to pay to Tech Mahindra in the aggregate approximately $212.0 million in base fees for services to be provided pursuant to the MSA for a term of six years, renewable at the Company’s option. The services under the MSA started on June 1, 2015. The Company has the right to terminate the MSA for convenience subject to the payment of certain termination fees. The Company may terminate the MSA upon certain material breaches, certain material performance failures or violations of applicable law by Tech Mahindra without termination fees. Tech Mahindra may terminate the MSA upon certain material breaches by the Company, including the failure to pay undisputed amounts. Upon any termination or expiration, Tech Mahindra will provide reverse transition services to transition the services being provided by Tech Mahindra pursuant to the MSA back to the Company or its designee. The MSA contains certain customary indemnification provisions by both the Company and Tech Mahindra. Acision On August 6, 2015, the Company completed its previously announced acquisition of Acision pursuant to the terms of the share sale and purchase agreement, dated June 15, 2015. The Acision Purchase Agreement contains customary representations, warranties and covenants, by the parties thereto. Each party agreed to indemnify the other for certain potential liabilities and claims, subject to certain exceptions and limitations (see indemnification obligation included Note 16, Acquisition). 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 January 31, 2016 and 2015 , 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 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 $19.1 million and $29.0 million as of January 31, 2016 and 2015 , 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 July 31, 2016 . Unconditional Purchase Obligations In the ordinary course of business, the Company enters into certain unconditional purchase obligations, which are agreements to purchase goods or services that are enforceable, legally binding and specify all significant terms, including fixed or minimum quantities to be purchased, fixed, minimum or variable price provisions, and the approximate timing of the transaction. Purchase obligations exclude agreements that are cancelable without penalty. The Company had unconditional purchase obligations of approximately $195.9 million as of January 31, 2016 . Of these obligations, $50.3 million are due in the next twelve months, $75.2 million are due in one to three years, $61.0 million are due in three to five years and $9.3 million are due in more than five years. 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 the 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 January 31, 2016 , the total amounts related to the reserved portion of the tax and labor contingencies was $8.5 million and the unreserved portion of the tax and labor contingencies totaled approximately $31.1 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 January 31, 2016 , the Company had $4.5 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. 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 consolidated statement of operations for the fiscal year ended January 31, 2014. |
Quarterly Information (Unaudite
Quarterly Information (Unaudited) | 12 Months Ended |
Jan. 31, 2016 | |
Selected Quarterly Financial Information [Abstract] | |
Quarterly Information (Unaudited) | QUARTERLY INFORMATION (UNAUDITED) Impact of errors and measurement period adjustments on purchase price allocation On August 6, 2015, the Company completed the acquisition of Acision pursuant to the terms of the share sale and purchase agreement, dated June 15, 2015 (see Note 16, Acquisitions). During the three months ended January 31, 2016, the Company identified errors and measurement period adjustments to the preliminary allocations of the purchase prices as additional information was obtained about the facts and circumstances that existed as of the acquisition date. The errors and measurement period adjustment had an impact on prepaid expenses and other assets, accounts payable and accrued expenses, deferred income taxes and other long-term liabilities. The correction of these items in the three months ended January 31, 2016 resulted in an increase in goodwill. As Reported Impact of Errors Measurement Period Adjustments Adjusted Purchase Price Allocation (In millions) Cash and cash equivalents $ 31,155 $ 180 $ — $ 31,335 Accounts receivable 55,370 (1,187 ) — 54,183 Prepaid expenses and other assets 25,376 (11,549 ) (2,000 ) 11,827 Property and equipment 4,079 (342 ) — 3,737 Goodwill 183,709 2,784 107 186,600 Intangible assets 239,152 — — 239,152 Deferred income taxes 6,248 10,967 — 17,215 Total assets acquired 545,089 853 (1,893 ) 544,049 Accounts payable and accrued expenses 55,762 1,583 4,407 61,752 Deferred revenue 18,487 (10,823 ) — 7,664 Deferred income taxes 52,845 3,707 — 56,552 Debt 156,000 — — 156,000 Other long-term liabilities 33,161 6,386 (6,300 ) 33,247 Total liabilities acquired 316,255 853 (1,893 ) 315,215 Total purchase price $ 228,834 $ — $ — $ 228,834 Revision of Previously Reported During the three months ended January 31, 2016, in conjunction with the remediation efforts to resolve the material weaknesses disclosed in this report, the Company identified errors related to its income tax provision resulting from the usage of unavailable foreign tax credits, adjustments to Acision's accounting practices for recording deferred and accrued cost of goods sold and to revisions in Acision account balances not considered measurement period adjustments. The Company determined that these errors were not material, individually and in the aggregate, to any of the Company’s prior interim periods consolidated financial statements and therefore, amendments of previously filed reports were not required. As such, the revision for the corrections is reflected in the financial information of the applicable prior periods in this Form 10-K filing and disclosure of the revised amount on other prior periods will be reflected in future filings containing the applicable period. There was no impact to cash flows from operations on the Consolidated Condensed Statements of Cash Flows for the periods ended July 31, 2015 and October 31, 2015. The impact of this revision for periods presented within this annual report on Form 10-K are presented in the tables below: Three Months Ended July 31, 2015 Six Months Ended July 31, 2015 As reported Adjustment Revised As reported Adjustment Revised (In millions, except per share data) Income from discontinued operations $ 175.1 $ 8.0 $ 183.0 $ 188.4 $ 8.0 $ 196.4 Earnings per share - basic & diluted Discontinued operations $ 7.95 $ 0.36 $ 8.31 $ 8.59 $ 0.36 $ 8.95 Three Months Ended October 31, 2015 Nine Months Ended October 31, 2015 As reported Adjustment Revised As reported Adjustment Revised (In millions, except per share data) Service costs $ 52.3 $ 1.5 $ 53.8 $ 110.4 $ 1.5 $ 111.8 Income tax expense 4.4 (0.1 ) 4.2 6.6 (0.1 ) 6.5 Loss from continuing operations (22.3 ) (1.3 ) (23.6 ) (74.4 ) (1.3 ) (75.7 ) Income from discontinued operations 4.4 (2.9 ) 1.5 192.8 5.1 197.8 Net Income $ (17.9 ) $ (4.2 ) $ (22.1 ) $ 118.4 $ 3.7 $ 122.1 (Loss) earnings per share - basic & diluted Continuing operations $ (0.90 ) $ (0.05 ) $ (0.95 ) $ (3.25 ) $ (0.06 ) $ (3.30 ) Discontinued operations 0.18 (0.12 ) 0.06 8.41 0.22 8.63 $ (0.72 ) $ (0.17 ) $ (0.89 ) $ 5.16 $ 0.16 $ 5.33 During the three months ended January 31, 2016, the Company recorded the impact of the corrections resulting in an increase of continuing operations earnings per share of $0.05 and a decrease in discontinued operations earnings per share of $0.20 . The following table shows selected results of operations, as revised for prior period errors, for each of the quarters during the fiscal years ended January 31, 2016 and 2015 : Fiscal Quarters Ended April 30, 2015 July 31, 2015 October 31, 2015 January 31, 2016 (In thousands, except per share data) Revenue $ 45,705 $ 61,629 $ 81,875 $ 81,705 Gross profit 1,948 21,665 25,292 28,100 Loss from operations (29,613 ) (10,494 ) (18,998 ) (9,264 ) (Loss) income from continuing operations (39,980 ) (12,163 ) (23,578 ) 24,371 Income (loss) from discontinued operations 13,319 183,019 1,492 (13,707 ) Net (loss) income $ (26,661 ) $ 170,856 $ (22,086 ) $ 10,664 Basic (loss) earnings per share (1) Continuing operations $ (1.83 ) $ (0.55 ) $ (0.95 ) $ 0.97 Discontinued operations 0.61 8.31 0.06 (0.54 ) Total $ (1.22 ) $ 7.76 $ (0.89 ) $ 0.43 Diluted (loss) earnings per share (1) Continuing operations $ (1.83 ) $ (0.55 ) $ (0.95 ) $ 0.97 Discontinued operations 0.61 8.31 0.06 (0.55 ) Total $ (1.22 ) $ 7.76 $ (0.89 ) $ 0.42 (1) Amounts may not total to annual loss per share attributable to stockholders because each quarter and year are calculated separately based on basic and diluted weighted-average common shares outstanding during that period. Fiscal Quarters Ended April 30, 2014 July 31, 2014 October 31, 2014 January 31, 2015 (In thousands, except per share data) Revenue $ 65,082 $ 74,988 $ 64,510 $ 64,394 Gross profit 14,197 17,032 16,361 19,652 Loss from operations (21,594 ) (17,011 ) (19,249 ) (6,594 ) Loss from continuing operations (22,095 ) (22,381 ) (16,681 ) 3,919 Income from discontinued operations 5,964 5,515 17,631 5,989 Net (loss) income $ (16,131 ) $ (16,866 ) $ 950 $ 9,908 Basic & diluted (loss) earnings per share (1) Continuing operations $ (0.99 ) $ (1.00 ) $ (0.75 ) $ 0.18 Discontinued operations 0.27 0.25 0.79 0.27 Total $ (0.72 ) $ (0.75 ) $ 0.04 $ 0.45 (1) Amounts may not total to annual earnings per share attributable to stockholders because each quarter and year are calculated separately based on basic and diluted weighted-average common shares outstanding during that period. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jan. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | 26. SUBSEQUENT EVENTS On May 23, 2016, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Sierra Private Holdings II Ltd., a private limited company incorporated under the laws of England and Wales (“Sierra”), and Sierra Private Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Sierra (“Merger Sub”), under which Merger Sub will be merged with and into the Company (the “Merger”), with the Company continuing after the Merger as the surviving corporation and wholly-owned subsidiary of Sierra, subject to the terms and conditions set forth in the Merger Agreement. Parent and Merger Sub are affiliates of Siris Capital Group, LLC (“Siris”). The Merger Agreement has been unanimously approved by the Company’s Board of Directors. Under the terms of the Merger Agreement, Sierra will acquire all of the Company's outstanding common stock for $25.00 per share in cash. The completion of the Merger is subject to approval by the Company's stockholders, certain regulatory approvals and other closing conditions. |
Schedule I Condensed Financial
Schedule I Condensed Financial Information of Registrant | 12 Months Ended |
Jan. 31, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Financial Information of Registrant | XURA, INC. (PARENT COMPANY ONLY) CONDENSED BALANCE SHEETS (In thousands, except share and per share data) January 31, January 31, ASSETS Current assets: Cash and cash equivalents $ 23,093 $ 69,250 Restricted cash and bank time deposits 26,005 44 Accounts receivable, net of allowance 20,455 9,405 Deferred cost of revenue 8,914 13,384 Deferred income taxes — 9,731 Prepaid expenses 2,209 999 Other current assets 84 50 Advances to and investments in subsidiaries 190,217 1,513 Current assets of discontinued operations — 43,233 Total current assets 270,977 147,609 Property and equipment, net 2,758 4,288 Goodwill 20,084 20,084 Deferred cost of revenue 39,569 51,481 Deferred income taxes — — Other assets 1,158 1,228 Total assets $ 334,546 $ 224,690 LIABILITIES AND EQUITY Current liabilities: Accounts payable and accrued expenses $ 17,641 $ 18,607 Deferred revenue 41,402 60,040 Income taxes payable 1,141 907 Current liabilities of discontinued operations — 33,675 Total current liabilities 60,184 113,229 Deferred revenue 33,931 40,583 Deferred income taxes 38,223 50,426 Other long-term liabilities 5,251 7,070 Total liabilities 137,589 211,308 Commitments and contingencies Equity: Xura, Inc. shareholders’ equity: Common stock, $0.01 par value - authorized, 100,000,000 shares; issued, 26,130,007 and 22,591,411 shares, respectively; outstanding, 25,004,913 and 21,830,081 shares, respectively 261 226 Preferred stock, $0.01 par value - authorized, 100,000 shares — — Treasury stock, at cost, 1,125,094 and 761,330 shares, respectively (24,460 ) (17,211 ) Accumulated earnings (deficit) 83,843 (46,390 ) Additional paid-in capital 114,004 45,935 Accumulated other comprehensive income 23,309 30,822 Total equity 196,957 13,382 Total liabilities and equity $ 334,546 $ 224,690 XURA, INC. (PARENT COMPANY ONLY) CONDENSED STATEMENTS OF OPERATIONS (In thousands) Fiscal Years Ended January 31, 2016 2015 2014 Revenue: Product revenue $ 53,426 $ 48,517 $ 116,278 Service revenue 63,147 68,549 83,381 Product and Service revenue 116,573 117,066 199,659 Costs and expenses: Product costs 22,952 19,045 54,637 Service costs 25,983 25,923 31,747 Research and development, net 5,009 7,774 7,652 Selling, general and administrative 44,941 25,598 38,306 Other operating expenses: Restructuring expenses and write-off of property and equipment 2,898 2,944 5,162 Total other operating expenses 2,898 2,944 5,162 Total costs and expenses 101,783 81,284 137,504 Income from operations 14,790 35,782 62,155 Interest income 104 149 150 Interest expense (65 ) (97 ) (104 ) Foreign currency transaction loss, net (1,757 ) (1,108 ) (365 ) Other (expense) income, net (2 ) 55,134 (3,934 ) Income before income tax benefit 13,070 89,860 57,902 Income tax benefit (expense) 135 (553 ) (15,945 ) Equity in (losses) gains of subsidiaries from continuing operations, net of tax (77,175 ) (123,013 ) 59,987 Net (loss) income from continuing operations (63,970 ) (33,706 ) 101,944 Income (loss) from discontinued operations, net of tax 196,743 11,567 (83,258 ) Net income (loss) 132,773 (22,139 ) 18,686 Comprehensive income (loss) 132,773 (22,139 ) 18,686 XURA, INC. (PARENT COMPANY ONLY) CONDENSED STATEMENTS OF CASH FLOWS (In thousands) Fiscal Years Ended January 31, 2016 2015 2014 Net cash provided by (used in) provided by operating activities 146,799 (95,205 ) 45,301 Cash flows from investing activities: Purchase of other assets 1,223 — — Acquisitions (171,335 ) — — Purchase of property and equipment (74 ) (951 ) (2,055 ) Net change in restricted cash and bank deposits (25,964 ) 25,230 (25,000 ) Other, net 9,064 (233 ) 843 Net cash (used in) provided by investing activities (187,086 ) 24,046 (26,212 ) Cash flows from financing activities: CTI capital contribution — — 25,000 Payment for repurchase of common stock in connection with tax liabilities upon settlement of awards (947 ) (1,053 ) (991 ) Payment for repurchase of common stock under repurchase program (6,302 ) (15,134 ) — Proceeds from stock options exercises and issuance of subsidiary common stock 1,379 40 1,108 Net cash (used in) provided by financing activities (5,870 ) (16,147 ) 25,117 Net (decrease) increase in cash and cash equivalents (46,157 ) (87,306 ) 44,206 Cash and cash equivalents, beginning of year 69,250 156,556 112,350 Cash and cash equivalents, end of year $ 23,093 $ 69,250 $ 156,556 BASIS OF PRESENTATION The condensed financial statements of Xura, Inc. (the “Parent”) have been prepared on a parent-only basis. These parent-only financial statements do not include all of the information and notes required by GAAP for annual financial statements, and therefore these parent-only financial statements and other information included should be read in conjunction with Xura, Inc. and Subsidiaries (collectively, the “Company”) audited consolidated financial statements and notes included in Item 15 of this Annual Report. Equity in (losses) gains of subsidiaries from continuing operations, net of tax in the condensed statement of operations includes transfer pricing adjustments and intercompany interest expense of $28.6 million , $46.7 million and $66.1 million for the fiscal years ended January 31, 2016 , 2015 and 2014 , respectively. Restrictions on Access to Subsidiary Cash Parent’s Acision subsidiary has long-term debt outstanding as of January 31,2016 that contains certain negative covenants which include restrictions on making dividends, distributions and other transactions with affiliates. The Acision Credit Agreement also contains a financial covenant that requires Acision to maintain under IFRS a Consolidated Debt to Consolidated Earnings before Interest, Taxes, Depreciation and Amortization (or Consolidated EBITDA) (all of the foregoing as defined in the Acision Credit Agreement) leverage ratio measured quarterly of no greater than 3.75 to 1 . At the last covenant reporting date, December 31, 2015, Acision was in compliance with the financial covenant under IFRS and its consolidated leverage ratio was approximately 3.25 to 1 . COMMITTMENTS AND CONTINGENCIES Indemnification Obligations Parent is subject to significant indemnification obligations, including to customers in the ordinary course and counterparties in connection with corporate transactions. In the normal course of business, Parent provides indemnifications of varying scopes to customers against claims of intellectual property infringement made by third parties arising from the use of products. In addition, Parent is subject to significant indemnification obligations to counterparties under certain agreements with third parties in connection with corporate transactions. These indemnification obligations include obligations to (i) Verint (as successor to CTI) under the Share Distribution Agreements Parent entered into in connection with the Share Distribution, (ii) Amdocs for certain pre-closing liabilities and breaches of certain representations and warranties in connection with the Asset Sale of the BSS business to Amdocs, (iii) Tech Mahindra, under the MSA therewith; and (iv) Acision, for certain potential liabilities and claims, subject to certain exceptions and limitations in connection with the acquisition of Acision. For more information, see Note 24 to the consolidated financial statements included in Item 15 of this Annual Report. These indemnification obligations could subject Parent to significant liabilities. Share Distribution Agreements In connection with the Share Distribution, Parent 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. 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 Parent 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 Parent. On August 6, 2014, the escrow was released in accordance with its terms and Parent 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 Parent relating to the Share Distribution, Verint, as successor to CTI, is entitled to indemnification from Parent 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, Parent 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 January 31, 2016 , the indemnification liability is $3.2 million . Israeli Optionholder Class Action CTI and certain of its former subsidiaries, including Xura Ltd. (formerly Xura Ltd., a subsidiary of Parent), 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. Parent intends to vigorously defend these actions. For more information, see Note 24 to the consolidated financial statements. An additional case has been filed by an individual plaintiff in the Tel Aviv District Court 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 alleged the same causes of actions alleged in the potential class action discussed above. In December 2014, the District Court assigned the case to the Labor Court. In December 2015, the case was settled without admission of liability by the defendants for an immaterial amount. Amdocs Asset Purchase Agreement On April 29, 2015, Parent entered into an Asset Purchase Agreement (including the ancillary agreements and documents thereto, the “Amdocs Purchase Agreement”) with Amdocs Limited, a Guernsey company (the “Purchaser”). Pursuant to the Amdocs Purchase Agreement, Parent’s BSS Business to the Purchaser, and the Purchaser agreed to assume certain post-closing liabilities of the Company (the “Asset Sale”). The initial closing of the Asset Sale occurred on July 2, 2015. The total cash purchase price payable by the Purchaser to Parent in connection with the Asset Sale was approximately $271.7 million , including currently estimated purchase price adjustment of approximately $0.7 million , of which an aggregate of $5.5 million was paid upon certain deferred closings. In connection with the Asset Sale, Parent agreed to indemnify Amdocs for certain pre-closing liabilities and breaches of certain representations and warranties. Upon the closing, $26.0 million of the purchase price was deposited into escrow to fund potential indemnification claims and certain adjustments for a period of 12 months following the closing. This $26.0 million is classified as a current asset within restricted cash in Parent’s consolidated balance sheet. In August 2015 and May 2016, Parent received various claims for indemnification against the escrow from Amdocs. While Parent continues to evaluate certain claims made, it believes several pending claims are without merit and intends to vigorously defend against them. Agreement with Tech Mahindra On April 14, 2015, Parent entered into a MSA with Tech Mahindra pursuant to which Tech Mahindra performs certain services for Parent’s business on a global basis. The services include research and development, project deployment and delivery and maintenance and support for certain customers of Parent. In connection with the transaction, approximately 500 employees of Parent and its subsidiaries have been rehired by Tech Mahindra or its affiliates. Under the MSA, Parent is obligated to pay to Tech Mahindra in the aggregate approximately $212.0 million in base fees for services to be provided pursuant to the MSA for a term of six years, renewable at the Company’s option. The services under the MSA started on June 1, 2015. Parent has the right to terminate the MSA for convenience subject to the payment of certain termination fees. Parent may terminate the MSA upon certain material breaches, certain material performance failures or violations of applicable law by Tech Mahindra without termination fees. Tech Mahindra may terminate the MSA upon certain material breaches by Parent, including the failure to pay undisputed amounts. Upon any termination or expiration, Tech Mahindra will provide reverse transition services to transition the services being provided by Tech Mahindra pursuant to the MSA back to Parent or its designee. The MSA contains certain customary indemnification provisions by both Parent and Tech Mahindra. Acision On August 6, 2015, Parent completed its acquisition of Acision pursuant to the terms of the share sale and purchase agreement, dated June 15, 2015. The Acision Purchase Agreement contains customary representations, warranties and covenants, by the parties thereto. Each party agreed to indemnify the other for certain potential liabilities and claims, subject to certain exceptions and limitations (see indemnification obligation included Note 16, Acquisition). Starhome Sale and Indemnification Starhome was a CTI subsidiary ( 66.5% owned prior to the disposition). On September 19, 2012, CTI, in order to ensure it could meet the conditions of the Verint Merger, contributed to the Parent 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 was 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. Parent 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 were available to satisfy certain indemnification claims under the Starhome Share Purchase Agreement to the extent that such claims exceeded $1.0 million . During the fiscal year ended January 31, 2015, Parent received approximately $4.7 million in settlement of escrow. Guarantees Parent 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. Parent 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 January 31, 2016 and 2015 , Parent 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 Parent’s consolidated results of operations, financial position or cash flows. Parent 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 $0.7 million and $1.4 million as of January 31, 2016 and 2015 , respectively, are generally scheduled to be released upon Parent’s performance of specified contract milestones, a majority of which are scheduled to be completed at various dates through July 31, 2017 . DISCONTINUED OPERATIONS Amdocs Asset Purchase Agreement On April 29, 2015, the Parent entered into an Asset Purchase Agreement (including the ancillary agreements and documents thereto, the “Amdocs Purchase Agreement”) with Amdocs Limited, a Guernsey company (the “Purchaser”). Pursuant to the Amdocs Purchase Agreement, Parent agreed to sell substantially all of its assets required for operating Parent's converged, prepaid and postpaid billing and active customer management systems for wireless, wireline, cable and multi-play communication service providers (the “BSS Business”) to the Purchaser, and the Purchaser agreed to assume certain post-closing liabilities of Parent (the “Asset Sale”). The initial closing of the Asset Sale occurred on July 2, 2015. The total cash purchase price payable by the Purchaser to Parent in connection with the Asset Sale was approximately $271.7 million . As of April 30, 2015, the BSS Business met the criteria to be classified as held for sale as well as discontinued operations. As such, the BSS Business is reflected as discontinued operations on the parent company condensed statements of operations for all periods presented. The assets and liabilities of the BSS business are included in discontinued operations as separate components to the parent company condensed balance sheet as of January 31, 2015. DIVIDENDS Parent's Acision subsidiaries are contractually not permitted to paid any dividends and does not expect to pay any dividends to the parent company in the near future. Any future determination as to the declaration and payment of dividends will be made by Company's Board of Directors, in its discretion, and will depend upon contractual restrictions, the Company's earnings, financial condition, capital requirements and other relevant factors. RESTRUCTURING The following table represent a roll forward of the workforce reduction and restructuring activities noted above: 2015 Initiative 2014 Initiative 2012 & Prior Initiatives Severance-Related Facilities-Related Severance-Related Severance-Related Facilities-Related Total (In thousands) January 31, 2013 $ — $ — $ — $ 1,195 $ 2,267 $ 3,462 Expenses — — — 2,080 3,487 5,567 Change in assumptions — — — (234 ) 351 117 Translation adjustments and other (1) — — — — — — Paid or utilized — — — (2,428 ) (1,691 ) (4,119 ) January 31, 2014 $ — $ — $ — $ 613 $ 4,414 $ 5,027 Expenses — — 4,245 56 192 4,493 Change in assumptions — — (104 ) (58 ) (93 ) (255 ) Translation adjustments and other (1) — — 14 (14 ) — — Paid or utilized — — (3,555 ) (597 ) (1,453 ) (5,605 ) January 31, 2015 $ — $ — $ 600 $ — $ 3,060 $ 3,660 Expenses 4,820 59 — — 253 5,132 Change in assumptions (25 ) — (26 ) — 86 35 Translation adjustments and other (1) — — — — — — Paid or utilized (4,291 ) (59 ) (574 ) — (1,136 ) (6,060 ) January 31, 2016 $ 504 $ — $ — $ — $ 2,263 $ 2,767 (1) Includes restructuring expense associated with BSS employees of $2.0 million , $1.3 million and $0.5 million for the fiscal years ended January 31, 2016 , 2015 and 2014 , respectively. GOODWILL The carrying amount of goodwill was $20.1 million as of each of January 31, 2016 , 2015 and 2014 . |
Organization, Business and Su35
Organization, Business and Summary of Significant Accounting Policies (Policy) | 12 Months Ended |
Jan. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Intercompany accounts and transactions within the Company have been eliminated. |
Use Of Estimates | Use of Estimates The preparation of the 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; • Recoverability of long-lived assets and asset groups; • 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; • Allowance for doubtful accounts; • Purchase price accounting valuation; • Valuation of other intangible assets; and • Discontinued operations. The Company’s actual results may differ from its estimates. |
Foreign Currency and Foreign Currency Translation and Transactions | Functional Currency and Foreign Currency Translation and Transactions The determination of the functional currency for the Company's foreign subsidiaries is made based on appropriate economic factors, including the currency in which the subsidiary sells its products, the sales market in which the subsidiary operates and the currency in which the subsidiary's financing is denominated. For foreign subsidiaries whose functional currency is not the U.S. dollar, assets and liabilities are translated using current exchange rates at the balance sheet date, and income and expense accounts using average exchange rates for the period, except revenue previously deferred which is translated using historical rates. The resulting foreign currency translation adjustments are reported as a separate component of “Other comprehensive (loss) income, net of tax” in the consolidated statements of comprehensive (loss) income. For foreign subsidiaries whose functional currency is not the local currency, re-measurement gains and losses are recorded during each period in “Foreign currency transaction gain (loss), net” in the consolidated statements of operations. Unrealized and realized foreign currency transaction gains and losses on transactions denominated in currencies other than the functional currency of the entity are included in the consolidated statements of operations in “Other comprehensive (loss) income, net of tax” for the period in which the exchange rates changed. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash primarily consists of cash on hand and bank deposits. Cash equivalents primarily consist of interest-bearing money market accounts, commercial paper, agency notes and other highly liquid investments with an original maturity of three months or less when purchased. The Company maintains cash and cash equivalents in U.S. dollars and in foreign currencies, which are subject to risks related to foreign currency exchange rate fluctuations. |
Restricted Cash and Bank Time Deposits | Restricted Cash and Bank Deposits Restricted cash and bank deposits include compensating cash balances related to existing lines of credit and deposits that are pledged as collateral or restricted for use to settle potential indemnification claims arising from the disposition of businesses, specified performance guarantees to customers and vendors, letters of credit, foreign currency transactions in the ordinary course of business and pending tax judgments. Cash expected to be restricted for more than one year from the balance sheet date is classified as long-term restricted cash. Restricted bank deposits generally consist of certificates of deposit with original maturities of twelve months or less. |
Accounts Receivable, Net and Allowance for Doubtful Accounts | Accounts Receivable, Net The application of revenue recognition guidance often results in circumstances for which the Company is unable to recognize revenue relating to sales transactions that have been billed. In these circumstances, the Company does not recognize the deferred revenue or the related accounts receivable and no amounts are recognized in the consolidated balance sheets for such transactions with the exception of certain arrangements recognized in accordance with the FASB's guidance relating to accounting for performance of construction-type and certain production-type contracts. Only to the extent that the Company has recognized revenue and not received cash for such transactions are amounts included in “Accounts receivable, net.” Also, only to the extent that the Company has received cash for such transactions is the amount included in “Deferred revenue” in the consolidated balance sheets. |
Investments | Investments The Company accounts for investments in accordance with the FASB's guidance relating to accounting for certain investments in debt and equity securities. Purchases are recorded on the settlement date. Interest on short-term investments is recognized in the consolidated statements of operations when earned. Realized gains and losses on available-for-sale securities are recognized when securities are sold and are calculated using the specific identification method, and are recorded in “Other (expense) income, net” in the consolidated statements of operations. Unrealized gains and losses, net of taxes, are recorded as a component of “Accumulated other comprehensive income” in the consolidated statements of equity. Generally, investments with original maturities of greater than three months and remaining maturities of less than one year are classified as short-term investments. The Company reviews its investments for indications of impairment in value on a quarterly basis. The Company considers an investment to be impaired when the fair value is less than the carrying value (or amortized cost). The Company evaluates each impaired investment individually to determine whether such investment is other-than-temporarily impaired. |
Inventories | Inventories Inventories are stated at the lower of cost or market. Cost is determined by the first-in, first-out method. The Company reduces the carrying value of inventory when it holds excess or obsolete inventories determined through an evaluation of both historical usage and expected future demand. Part of the raw materials comprises software licenses, which are capitalized into inventory upon purchase from a vendor when the license will be used by the Company as part of its deliverables to its customers. Such expenses are included as a component of “Product costs” in the consolidated statements of operations. The Company evaluates slow moving or obsolete inventory for impairment. Raw material hardware is evaluated based upon utilization and projected usage. Raw material software is written-off upon determination that licenses will no longer be used in products nor can be converted to use within the organization or with other licenses/products. |
Property and Equipment | Property and Equipment Property and equipment are carried at cost less accumulated depreciation and amortization. The Company depreciates and amortizes its property and equipment on a straight-line basis. Leasehold improvements are capitalized and amortized over the shorter of their estimated useful lives or the related lease term. The cost of maintenance and repairs is expensed as incurred. Gains or losses on the sale or retirement of assets are included in income when the assets are retired or sold provided there is reasonable assurance of the collectability of the sales price and any future activities to be performed by the Company relating to the assets sold are insignificant. The estimated useful lives of property and equipment are as follows: Useful Life in Years Shortest Longest Lab equipment 5 5 Computers and software 2 4 Leasehold improvements 1 10 Production equipment 5 5 Furnishings 5 8 |
Business Combinations | Business Combinations The Company allocates the fair value of consideration transferred in a business combination to the estimated fair value at the acquisition date of the tangible and intangible assets acquired, the liabilities assumed and any noncontrolling interest. Acquisition costs are expensed as incurred. Any residual consideration is recorded as goodwill. The fair value of consideration includes cash, equity securities, other assets and contingent consideration. The Company remeasures the fair value of contingent consideration at each reporting period and any change in the fair value from either the passage of time or events occurring after the acquisition date, is recorded in earnings. The Company's determination of the fair values of assets acquired and liabilities assumed requires the Company to make significant estimates, primarily with respect to intangible assets. These estimates can include, but are not limited to, cash flow projections for the acquired business, and the appropriate weighted-average cost of capital. The results of operations of the acquired business are included in the Company's consolidated results of operations from the date of the acquisition |
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. As a result of the Amdocs Purchase Agreement for the sale the BSS Business, the Company performed an interim goodwill test in conjunction with the preparation of its financial statements for the three months ended April 30, 2015 which did not result in an impairment. The Company did not record any impairment of goodwill for the fiscal years ended January 31, 2016 , 2015 and 2014 . 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. |
Impairment of Long-Lived and Intangible Assets | Impairment of Long-Lived and Intangible 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 its 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 the Company evaluates 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, the Company uses 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. Any impairment of these assets must be considered prior to the Company's impairment review of goodwill. The Company did not record any impairment of intangible assets for the fiscal years ended January 31, 2016 , 2015 and 2014 . |
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. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an asset or liability is classified in its entirety based on the lowest level of input that is significant to the measurement of fair value. Fair value is a market-based measure considered from the perspective of a market participant who holds the asset or owes the liability rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Company's own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Company uses prices and inputs that are current as of the measurement date, including during periods of market dislocation. The FASB's guidance requires that the valuation techniques used are consistent with at least one of the three possible approaches: the market approach, income approach, and/or cost approach. The Company's Level 2 valuations use the market approach and are based on significant other observable inputs such as quoted prices for financial instruments not traded on a daily basis. The FASB's guidance relating to the fair value option for financial assets and financial liabilities permits an instrument-by-instrument irrevocable election to account for selected financial instruments at fair value. The Company elected not to apply the fair value option to any eligible financial assets or financial liabilities. The Company also elected not to apply the fair value option for non-financial assets and non-financial liabilities. |
Derivative Instruments and Hedge Accounting | Derivative Instruments and Hedge Accounting As part of the Company's risk management strategy, it uses derivative financial instruments, primarily forward contracts, to hedge against certain foreign currency exposures. The Company recognizes all derivatives as either assets or liabilities in the consolidated balance sheets at their fair value on a trade date basis. Short-term derivatives in a gain position are reported in “Prepaid expenses and other current assets” in the consolidated balance sheets and derivatives in a loss position are recorded in “Other current liabilities” in the consolidated balance sheets. In order to qualify for hedge accounting, the Company formally documents at the inception of each hedging relationship the hedging instrument, the hedged item, the risk management objective and strategy for undertaking each hedging relationship, and the method used to assess hedge effectiveness, which includes the Company's assessment of the creditworthiness of each party and their ability to comply with the contractual terms of the hedging derivative. When derivative financial instruments qualify for cash flow hedge accounting, the Company records the effective portion of changes in fair value as part of other comprehensive (loss) income in the consolidated statements of equity. When the hedged item is recognized in the consolidated statements of operations, the related derivative gain or loss is reclassified from “Accumulated other comprehensive (loss) income” in the consolidated statements of equity to the consolidated statements of operations within the line item in which the hedged item is recorded. The cash flows from a derivative financial instrument qualifying for cash flow hedge accounting are classified in the consolidated statements of cash flows in the same category as the cash flows from the hedged item. If a derivative financial instrument does not qualify for hedge accounting, the Company records the changes in fair value of derivative instruments in “Other (expense) income, net” in the consolidated statements of operations. The Company does not purchase, hold or sell derivative financial instruments for trading and speculative purposes. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments, which potentially expose the Company to credit risk, consist primarily of investments, derivatives and accounts receivable. From time to time, the Company invests excess cash in high credit-quality financial institutions and invests primarily in money market funds placed with major banks and financial institutions and corporate commercial paper. The Company believes that the financial institutions that hold its cash and liquid investments are financially sound and accordingly minimal credit risk exists with respect to these balances. A significant portion of accounts receivable are with CSPs. However, the concentration of credit risk is diversified due to the large number of commercial and government entities comprising the Company's customer base and their dispersion across different industries and geographic regions. The Company manages credit risk on trade accounts receivable by performing ongoing credit evaluations of its customers' financial condition and limiting the extension of credit when deemed necessary. For the fiscal years ended January 31, 2016 , 2015 and 2014 , one customer represented approximately 16% , 17% and 30% , respectively, of total revenue. For the fiscal year ended January 31, 2016 , one customer accounted for 15% of the consolidated accounts receivable. For the fiscal year ended January 31, 2015 , one customer accounted for 19% of the consolidated accounts receivable. The revenues related to these receivables are primarily deferred in each of the periods presented. The Company believes that no significant customer credit risk exists other than what is reserved. The Company depends on a limited number of suppliers and manufacturers for certain components and is exposed to the risk that these suppliers and manufacturers will not be able to fill its orders on a timely basis and at the specifications it requires. |
Revenue Recognition | venue Recognition The Company reports its revenue in two categories: (i) product revenue, including hardware and software products; and (ii) service revenue, including revenue from professional services, training services and post-contract customer support (“PCS”). Professional services primarily include installation, customization and consulting services. The Company's revenue is accounted for in accordance with the FASB's guidance relating to multiple element arrangements entered into or materially modified on or after February 1, 2011 that include hardware which functions together with software to provide the essential functionality of the product. Revenue recognition for software and (or) services arrangements are accounted under the FASB's new guidance applicable to multiple element arrangements. In applying the FASB's guidance, the Company exercises judgment and uses estimates in determining the revenue to be recognized in each accounting period. For arrangements that do not require significant customization of the underlying software, the Company recognizes revenue when it has persuasive evidence of an arrangement, the product has been shipped and the services have been provided to the customer, the sales price is fixed or determinable, collectability is probable, and all other pertinent criteria are met as required by the FASB's guidance. In certain instances, payment terms extend beyond the Company's customary practices. In these situations, if a customer does not have an adequate history of abiding by its contractual payment terms without concessions, the sales price is not considered fixed or determinable. As such, revenue recognition commences upon collection, provided all other revenue recognition criteria have been met. Under certain contractual arrangements, the Company is required to pay a penalty or liquidated damages if delivery of the Company's products and installation services are not completed by a certain date. In other arrangements, the Company has guaranteed product performance and warranty service response rates, which, if not met, can result in penalties. The Company assesses whether such penalties are akin to a warranty provision or a separate element. To the extent that the penalties are akin to a warranty provision, the Company accounts for such penalties or liquidated damages in accordance with the FASB's guidance relating to contingencies. Shipping and handling amounts billed to the Company's customers are included in product revenue and the related shipping and handling costs are included in product costs. The Company reports revenue net of any revenue-based taxes assessed by governmental authorities that are imposed on and concurrent with specific revenue producing transactions. The following are the specific revenue recognition policies for each major category of revenue. Multiple Element Arrangements Revenue arrangements may incorporate one or more elements in a single transaction or combination of related transactions. In September 2009, the FASB issued revenue recognition guidance applicable to multiple element arrangements, which applies to multiple element revenue arrangements that contain both software and hardware elements, focusing on determining which revenue arrangements are within the scope of the software revenue guidance; and addresses how to separate consideration related to each element in a multiple element arrangement, excluding software arrangements, and establishes a hierarchy for determining the selling price of an element. It also eliminates the residual method of allocation by requiring that arrangement consideration be allocated at the inception of the arrangement to all elements using the relative selling price method. Certain of the Company's multiple element arrangements include hardware that functions together with software to provide the essential functionality of the product. Therefore, such arrangements entered into or materially modified on or after February 1, 2011 are no longer accounted for in accordance with the FASB's software accounting guidance. Accordingly, the selling price used for each deliverable is based on VSOE of fair value, if available, third party evidence (“TPE”) of fair value if VSOE is not available, or the Company's best estimate of selling price (“BESP”) if neither VSOE nor TPE is available. In determining the units of accounting for these arrangements, the Company evaluates whether each deliverable has stand-alone value as defined in the FASB's guidance. Given that the hardware and software function together to provide the essential functionality of the product and each element is critical to the overall tangible product sold, neither the software nor the hardware has stand-alone value. Professional services performed prior to the product's acceptance do not have stand-alone value and are therefore combined with the related hardware and software as one non-software deliverable. After determining the fair value for each deliverable, the arrangement consideration is allocated using the relative selling price method. Revenue is recognized accordingly for each deliverable once the respective revenue recognition criteria are met for that deliverable. The Company has not yet established VSOE of fair value for any element other than PCS for a portion of its arrangements. Generally, the Company is not able to determine TPE because its offerings contain a significant level of differentiation such that the comparable pricing of substantially similar products or services cannot be obtained. When the Company is unable to establish fair value of its non-software deliverables using VSOE or TPE, it uses BESP in its allocation of arrangement consideration. The objective of BESP is to determine the price at which it would transact a sale if the product or service were sold on a stand-alone basis, which requires significant judgment. The Company determines BESP for a product or service by considering multiple factors, including, but not limited to, cost of products, gross margin objectives, pricing practices, geographies and customer classes. The Company exercises judgment and uses estimates in determining the revenue to be recognized in each accounting period. The majority of multiple element arrangements contain at least two of the following elements: (1) tangible product (hardware, software, and professional services performed prior to the product's acceptance), (2) PCS, (3) training, and (4) post acceptance services. The Company's tangible products are rarely sold separately. In addition, the Company's tangible products are complex, and contain a high degree of customizations such that the Company is unable to demonstrate pricing within a pricing range to establish BESP as very few contracts are comparable. Therefore, the Company has concluded that cost plus a target gross profit margin provides the best estimate of the selling price. PCS, training, and post acceptance services have various pricing practices based on several factors, including the geographical region of the customer, the volume of services being sold and the type or class of service being performed. As noted above, the Company has VSOE of PCS for a portion of its arrangements. For PCS, under the substantive renewal rate approach, the Company uses its minimum substantive VSOE thresholds by region plus a reasonable margin as the basis to estimate BESP of PCS for transactions that do not meet the VSOE criteria. For training and post-acceptance services, the Company performs an annual study of stand-alone training and post-acceptance sales to arrive at BESP. While the study does not result in VSOE, it is useful in determining the Company's BESP. With the exception of arrangements that require significant customization of the product to meet the particular requirements of the customer, which are accounted for using the percentage-of-completion method, the initial revenue recognition for each non-software product only deliverable is generally upon completion of the related professional services. For all software arrangements without hardware, the Company allocates revenue to the delivered elements of the arrangement using the residual method, whereby revenue is allocated to the undelivered elements based on VSOE of fair value of the undelivered elements with the remaining arrangement fee allocated to the delivered elements and recognized as revenue assuming all other revenue recognition criteria are met. If the Company is unable to establish VSOE of fair value for the undelivered elements of the arrangement, revenue recognition is deferred for the entire arrangement until all elements of the arrangement are delivered. However, if the only undelivered element is PCS, the Company recognizes the arrangement fee ratably over the PCS period. PCS revenue is derived primarily from providing technical software support services, unspecified software updates and upgrades to customers on a when and if available basis. PCS revenue is recognized ratably over the term of the PCS period. When PCS is included within a multiple element arrangement and the arrangement is within the scope of the software revenue guidance, the Company utilizes the substantive renewal rate or the bell-shaped curve approach (depending on the maintenance pricing mechanism for each customer) to establish VSOE of fair value for PCS. The Company's policy for establishing VSOE of fair value for professional services and training is based upon an analysis of separate sales of services, which are then compared with the fees charged when the same elements are included in a multiple element arrangement. When using the substantive renewal rate method, the Company may be unable to establish VSOE of fair value for PCS because the renewal rate is deemed to be non-substantive or there are no contractually-stated renewal rates. If the stated renewal rate is non-substantive, the entire arrangement fee is recognized ratably over the estimated economic life of the product ( five to eight years) beginning upon delivery of all elements other than PCS. The Company believes that the estimated economic life of the product is the best estimate of how long the customer will renew PCS. If there is no contractually stated renewal rate, the entire arrangement fee is recognized ratably over the relevant contractual PCS term beginning upon delivery of all elements other than PCS. In certain multiple element arrangements, the Company is obligated to provide training services to customers related to the operation of the Company's software products. These training services are either provided to the customer on a “defined” basis (limited to a specified number of days or training classes) or on an “as-requested” basis (unlimited training over a contractual period). For multiple element arrangements containing as-requested training obligations that are within the scope of the software revenue guidance, the Company recognizes the total arrangement consideration ratably over the contractual period during which the Company is required to “stand ready” to perform such training, provided that all other criteria for revenue recognition have been met. For multiple element arrangements containing defined training obligations, the training services are typically provided to the customer prior to the completion of the installation services. For multiple element arrangements that are not within the scope of the software guidance, training is treated as a separate deliverable and recognized when delivered. For arrangements that are within the scope of the software revenue guidance, because revenue recognition does not commence until the completion of installation, the defined training obligations do not impact the timing of recognition of revenue. In certain circumstances in which training is provided after the end of the installation period, the Company commences revenue recognition upon the completion of training, provided that all other criteria for revenue recognition have been met. In its multiple element arrangements the Company may offer a discount on future purchases of products and services. A discount is considered an additional element of an arrangement if the discount is considered more than insignificant. A more-than-insignificant discount with respect to future purchases is a discount that is: (i) incremental to the range of discounts reflected in the pricing of the other elements of the arrangement, (ii) incremental to the range of discounts typically given in comparable transactions, and (iii) significant. Insignificant discounts and discounts that are not incremental do not affect revenue recognition. If the discount is considered more than insignificant, then a portion of the fee received is deferred and recognized as revenue as the future purchases are made by the customer or upon expiration of the period that the discount is available. Some of the Company's arrangements require significant customization of the product to meet the particular requirements of the customer. For these arrangements, revenue is typically recognized in accordance with the FASB's guidance for long-term construction type contracts using the POC method. The determination of whether services entail significant customization requires judgment and is primarily based on alterations to the features and functionality to the standard release, complex or unusual interfaces as well as the amount of hours necessary to complete the customization solution relative to the size of the contract. Revenue from these arrangements is recognized on the POC method based on the ratio of total hours incurred to date compared to estimated total hours to complete the contract. 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. Revenue derived from sales to distributors, resellers, and value-added resellers are recognized when the resellers in turn sell the software product to their customers and installation of the software product has occurred, provided all other revenue recognition criteria are met. This is commonly referred to as the sell-through method. The contractual arrangements between the reseller and end user, or between the reseller and the Company, generally obligate the Company to provide services to the end user that are subject to end user acceptance. Further, payment terms are generally subject to the reseller's receiving payment from the end user and the end user's acceptance of the product. Therefore, the Company defers recognition until there is a “sell-through” by the reseller to an actual end user customer and acceptance by the end user. In the consolidated statements of operations, the Company classifies revenue as product revenue or service revenue. For multiple element arrangements that include both product and service elements, management evaluates various available indicators of fair value and applies its judgment to reasonably classify the arrangement fee between product revenue and service revenue. The amount of multiple element arrangement fees classified as product and service revenue based on management estimates of fair value when VSOE of fair value for all elements of an arrangement does not exist could differ from amounts classified as product and service revenue if VSOE of fair value for all elements existed. The allocation of multiple element arrangement fees between product revenue and service revenue, when VSOE of fair value for all elements does not exist, is for consolidated financial statement presentation purposes only and does not affect the timing or amount of revenue recognized. In determining the amount of a multiple element arrangement fee that should be classified between product revenue and service revenue, the Company first allocates the arrangement fee to product revenue and PCS (PCS is classified as service revenue) based on management's estimate of fair value for those elements. The remainder of the arrangement fee, which is comprised of all other service elements, is allocated to service revenue. The estimate of fair value of the product element is based primarily on management's evaluation of direct costs and reasonable profit margins on those products. This was determined to be the most appropriate methodology as the Company has historically been product-oriented with respect to pricing policies which facilitates the evaluation of product costs and related margins in arriving at a reasonable estimate of the product element fair value. Management's estimate of reasonable profit margins requires significant judgment and consideration of various factors, such as the impact of the economic environment on margins, the complexity of projects, the stability of product profit margins and the nature of products. The estimate of fair value for PCS is based on management's evaluation of the weighted-average of PCS rates for arrangements for which VSOE of fair value of PCS exists. Post-Contract Customer Support Renewals The Company's multiple element arrangements typically provide for renewal of PCS terms upon expiration of the original term. The amounts of these PCS renewals are recognized as revenue ratably over the specified PCS renewal period. Professional Services Only Arrangements Based on the type and nature of its professional-services-only arrangements, the Company recognizes revenue using either the proportional performance method, ratable recognition, completed performance method or on a time and materials basis. For fixed-fee arrangements recognized based on the proportional performance method, the Company typically measures progress to completion based on the ratio of hours incurred to total estimated project hours, an input method. For fixed-fee arrangements recognized based on the ratable method, the Company recognizes revenue on a straight line basis over the service period. For fixed-fee arrangements recognized based on the completed performance method, the Company recognizes revenue once the services are completed and there are no other obligations of the Company. The Company recognizes revenue for time and materials arrangements as the services are performed based on contractually stipulated billing rates. |
Product and Service Costs | Software Costs Costs of software developed for internal use are capitalized in accordance with the FASB's guidance during the application development stage and are then amortized over the estimated useful life of the software, which to date has been five years or less once the software is ready for its intended use. These costs are included in “Property and equipment, net” in the consolidated balance sheets. Product and Service Costs The Company's cost of revenue primarily consists of (i) material costs, (ii) compensation and related overhead expenses for personnel involved in the customization of its products, customer delivery and maintenance and professional services, (iii) contractor costs, (iv) royalties and license fees, (v) depreciation of equipment used in operations, and (vi) amortization of capitalized software costs and certain purchased intangible assets. When revenue is recognized over multiple periods in accordance with the Company's revenue recognition policies, the material cost, including hardware and third party software license fees are deferred and amortized over the same period that product revenue is recognized. These costs are recognized as “Deferred cost of revenue” on the consolidated balance sheets. However, the Company has made an accounting policy election whereby the cost for installation and other service costs are expensed as incurred, except for arrangements recognized in accordance with the FASB's guidance for long-term construction type contracts. For certain contracts where revenue is recognized in accordance with the FASB's guidance for long-term construction type contracts, revisions in estimates of costs are reflected in the accounting period in which the facts that require the revision become known. These costs include all direct material and labor costs and overhead related to contract performance. |
Research and Development, Net and Software Costs | Research and Development, Net Research and development, net expenses primarily consist of personnel-related costs involved in product development and third party development and programming costs. Research and development costs are expensed as incurred. A portion of the Company’s research and development operations are located in Israel, where certain of the Company’s subsidiaries derive benefits from participation in programs sponsored by the Government of Israel for the support of research and development activities in Israel. Certain of the Company’s research and development activities include projects partially funded by the Authority for Technological Innovation of the Israeli Ministry of the Economy, formerly known as the Office of the Chief Scientist (the “ATI”) under which the funding organization reimburses a portion of the Company’s research and development expenditures under approved project budgets. Although the Government of Israel does not own proprietary rights in the ATI-funded Products and there is no specific restriction by the ATI with regard to the export of the ATI-funded Products, under certain circumstances, there may be limitations on the ability to transfer technology, know-how and manufacturing of ATI-funded Products outside of Israel. Such limitations could result in the requirement to pay a redemption fee calculated according to the applicable regulations. The amounts reimbursable by the ATI and others for the fiscal years ended January 31, 2016 , 2015 and 2014 were negligible. |
Sales and Marketing | Sales and Marketing Sales and marketing expenses include payroll, employee benefits, stock-based compensation, and other headcount-related expenses associated with sales and marketing personnel, and the costs of advertising, promotions and other programs. In addition, the Company's customer acquisition and origination costs, including sales and agent commissions are expensed when incurred, with the exception of certain sales referral fees that are capitalized and amortized ratably over the revenue recognition period. Advertising costs are expensed as incurred. |
Stock-Based Compensation | Stock-Based Compensation The Company uses the Black-Scholes option-pricing model to estimate the fair value of certain of its stock-based awards. Stock-based compensation expense is measured at the grant date based on the fair value of the award and the cost is recognized as expense ratably over the award's vesting period, which generally vest ratably over two or three years and expire ten years from the date of grant. The Black-Scholes model requires making certain assumptions used within the model, the most significant of which are the stock price volatility assumption over the term of the awards and the expected life of the option award based on the actual and projected employee stock option behaviors. Other assumptions include the risk-free rate of return and dividends during the expected term. The Company estimates expected forfeitures of stock-based awards at the grant date and recognizes compensation cost only for those awards expected to vest. Forfeiture rates are estimated based on historical experience of Xura employees. The forfeiture assumption is adjusted to the actual forfeitures that occur. Therefore, changes in the forfeiture assumptions may impact the amount and timing of the total amount of expense recognized over the vesting period. Estimated forfeitures are reassessed in subsequent periods and may change based on new facts and circumstances. 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 on November 1, 2012. The replacement of CTI's equity-based compensation awards was considered a modification that resulted in a negligible increase in the fair value of the awards. The Company's consolidated statements of operations prior to the Share Distribution include expenses related to the Company's employee participation in the CTI plans. |
APIC Pool and Income Taxes | APIC Pool The long form method is used to determine the Company's pool of excess tax benefits available within additional paid-in capital. Excess tax benefits resulting from stock option exercises are recognized as additions to APIC in the period the benefit is realized. In the event of a shortfall (that is, the tax benefit realized is less than the amount previously recognized through periodic stock-based compensation expense recognition and related deferred tax accounting), the shortfall is charged against APIC to the extent of previous excess benefits, if any, including the hypothetical APIC pool, and then to tax expense. Income Taxes Income taxes are provided using the asset and liability method, such that income taxes (i.e., deferred tax assets, deferred tax liabilities, taxes currently payable/refunds receivable and tax expense/benefit) are recorded based on amounts refundable or payable in the current year and include the results of any difference between U.S. GAAP and tax reporting. Deferred income taxes reflect the tax effect of net operating losses, capital losses and general business credit carryforwards and the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial statement and income tax purposes, as determined under enacted tax laws and rates. Valuation allowances are established when management determines that it is more-likely-than-not that some portion or the entire deferred tax asset will not be realized. The financial effect of changes in tax laws or rates is accounted for in the period of enactment. The subsequent realization of net operating loss and general business credit carryforwards acquired in acquisitions accounted for using the acquisition method of accounting is recognized in the consolidated statement of operations. From time to time, the Company has business transactions in which the tax consequences are uncertain. Significant judgment is required in assessing and estimating the tax consequences of these transactions. The Company prepares and files tax returns based on its interpretation of tax laws. In the normal course of business, the Company's tax returns are subject to examination by various taxing authorities. Such examinations may result in future tax, interest and penalty assessments. In determining the Company's tax provision for financial reporting purposes, the Company establishes a liability for uncertain tax positions unless such positions are determined to be more-likely-than-not of being sustained upon examination, based on their technical merits. That is, for financial reporting purposes, the Company only recognizes tax benefits that it believes are more-likely-than-not of being sustained and then recognizes the largest amount of benefit that is greater than 50 percent likely to be realized upon settlement. There is considerable judgment involved in determining whether positions taken on the tax return are more-likely-than-not of being sustained and determining the likelihood of various potential settlement outcomes. The Company adjusts its estimated liability for uncertain tax positions periodically because of new information discovered as a function of ongoing examinations by, and settlements with, the various taxing authorities, as well as changes in tax laws, regulations and interpretations. The combined tax provision of any given year includes adjustments to prior year income tax accruals that are considered appropriate as well as any related estimated interest. The Company's policy is to recognize, when applicable, interest and penalties on uncertain tax positions as part of income tax benefit (expense) (see Note 19, Income Taxes). As part of the Company's accounting for business combinations, some of the purchase price is allocated to goodwill and intangible assets. Impairment expenses associated with goodwill are generally not tax deductible and will result in an increased effective income tax rate in the fiscal period any impairment is recorded. Amortization expenses associated with acquired intangible assets are generally not tax deductible pursuant to the Company's existing tax structure; however, deferred taxes have been recorded for non-deductible amortization expenses as a part of the purchase price allocation process. The Company has taken into account the allocation of these identified intangibles among different taxing jurisdictions, including those with nominal or zero percent tax rates, in establishing the related deferred tax liabilities. Under the FASB's guidance, the income tax benefit from future releases of the acquisition date valuation allowances or income tax contingencies, if any, are reflected in the income tax provision in the consolidated statements of operations, rather than as an adjustment to the purchase price allocation. |
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Income The components of Accumulated Other Comprehensive Income (“AOCI”), net of zero tax, were as follows: Unrealized Gains on Cash Flow Hedges Foreign Currency Translation Adjustments Total (In thousands) Balance as of January 31, 2015 $ (117 ) $ 30,939 $ 30,822 Other comprehensive income (loss) before reclassifications 261 (7,832 ) (7,571 ) Amounts reclassified from AOCI (144 ) — (144 ) Other comprehensive income (loss) 117 (7,832 ) (7,715 ) Balance as of January 31, 2016 $ — $ 23,107 $ 23,107 |
Contingencies | Contingencies Contingencies by their nature relate to uncertainties that require management to exercise judgment both in assessing the likelihood that a liability has been incurred as well as in estimating the amount of potential loss, if any. The Company accrues for costs relating to litigation, claims and other contingent matters when such liabilities become probable and reasonably estimable. Legal costs are expensed as incurred. |
Restructuring | Restructuring The Company has developed and implemented restructuring initiatives to improve efficiencies across the organization, reduce operating expenses, and better align its resources to market conditions. As a result of these plans, the Company has recorded restructuring expenses comprised principally of employee severance and associated termination costs related to the reduction of its workforce, office closures, losses on subleases and contract termination costs. The Company recognizes a liability for costs associated with an exit or disposal activity when the liability is incurred, as opposed to when management commits to an exit plan. The Company measures the liabilities associated with exit and disposal activities at fair value. One-time termination benefits are expensed at the date the employees are notified, unless the employees must provide future services beyond a minimum retention period, in which case the benefits are expensed ratably over the future service periods. Certain employees included in a termination plan may include employees in countries which require the Company by law to pay mandatory severance for involuntary termination based on years of service. A liability for the cost of the benefits would be recognized when payment is probable and estimable. The Company recognizes a liability for office closures measured at its fair value when the Company ceases using the rights conveyed by the contract, based on the remaining lease rentals, adjusted for the effects of any prepaid or deferred items recognized under the lease. This liability is further reduced by estimated sublease rentals that could be reasonably obtained for the property regardless of the intention of the lessee to sublease the premises. |
Organization, Business and Su36
Organization, Business and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Allowance for doubtful accounts rollforward | Allowance for Doubtful Accounts The Company estimates the collectability of its accounts receivable balances for each accounting period and adjusts its allowance for doubtful accounts accordingly. The Company exercises judgment in assessing the collectability of accounts receivable, including consideration of current economic conditions, the creditworthiness of customers, their collection history and the related aging of past due receivables balances. The Company evaluates specific accounts when it becomes aware that a customer may be experiencing a deterioration of its financial condition due to lower credit ratings, bankruptcy or other factors that may affect such customer's ability to meet its payment obligations. The Company expenses uncollectible trade receivables when all collection efforts have been exhausted and the Company believes the amount will not be collected. Balance at Beginning of Fiscal Year Additions Charged (Credited) to Expenses Net Deductions (Recoveries) Other Balance at End of Fiscal Year (In thousands) Allowance for doubtful accounts: Fiscal Year Ended January 31, 2016 $ 3,627 $ 463 $ (543 ) $ (187 ) $ 3,360 Fiscal Year Ended January 31, 2015 5,634 829 (2,191 ) (645 ) 3,627 Fiscal Year Ended January 31, 2014 6,868 933 (2,103 ) (64 ) 5,634 |
Estimated Useful Lives of Property, Plant and Equipment | Property and Equipment Property and equipment are carried at cost less accumulated depreciation and amortization. The Company depreciates and amortizes its property and equipment on a straight-line basis. Leasehold improvements are capitalized and amortized over the shorter of their estimated useful lives or the related lease term. The cost of maintenance and repairs is expensed as incurred. Gains or losses on the sale or retirement of assets are included in income when the assets are retired or sold provided there is reasonable assurance of the collectability of the sales price and any future activities to be performed by the Company relating to the assets sold are insignificant. The estimated useful lives of property and equipment are as follows: Useful Life in Years Shortest Longest Lab equipment 5 5 Computers and software 2 4 Leasehold improvements 1 10 Production equipment 5 5 Furnishings 5 8 Property and equipment, net consist of: January 31, 2016 2015 (In thousands) Lab equipment $ 44,330 $ 47,973 Technology equipment 35,367 33,349 Software 23,644 24,382 Leasehold improvements 30,631 26,766 Production equipment 3,590 3,492 Furniture and fixtures 7,770 4,547 145,332 140,509 Less accumulated depreciation and amortization (106,862 ) (100,287 ) Total $ 38,470 $ 40,222 |
Schedule of Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income The components of Accumulated Other Comprehensive Income (“AOCI”), net of zero tax, were as follows: Unrealized Gains on Cash Flow Hedges Foreign Currency Translation Adjustments Total (In thousands) Balance as of January 31, 2015 $ (117 ) $ 30,939 $ 30,822 Other comprehensive income (loss) before reclassifications 261 (7,832 ) (7,571 ) Amounts reclassified from AOCI (144 ) — (144 ) Other comprehensive income (loss) 117 (7,832 ) (7,715 ) Balance as of January 31, 2016 $ — $ 23,107 $ 23,107 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule Of Inventories | Inventories consist of the following: January 31, 2016 2015 (In thousands) Raw materials $ 7,388 $ 10,455 Work in process 2,999 7,362 Finished goods — — $ 10,387 $ 17,817 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
PROPERTY AND EQUIPMENT, NET [Abstract] | |
Property, Plant and Equipment | Property and Equipment Property and equipment are carried at cost less accumulated depreciation and amortization. The Company depreciates and amortizes its property and equipment on a straight-line basis. Leasehold improvements are capitalized and amortized over the shorter of their estimated useful lives or the related lease term. The cost of maintenance and repairs is expensed as incurred. Gains or losses on the sale or retirement of assets are included in income when the assets are retired or sold provided there is reasonable assurance of the collectability of the sales price and any future activities to be performed by the Company relating to the assets sold are insignificant. The estimated useful lives of property and equipment are as follows: Useful Life in Years Shortest Longest Lab equipment 5 5 Computers and software 2 4 Leasehold improvements 1 10 Production equipment 5 5 Furnishings 5 8 Property and equipment, net consist of: January 31, 2016 2015 (In thousands) Lab equipment $ 44,330 $ 47,973 Technology equipment 35,367 33,349 Software 23,644 24,382 Leasehold improvements 30,631 26,766 Production equipment 3,590 3,492 Furniture and fixtures 7,770 4,547 145,332 140,509 Less accumulated depreciation and amortization (106,862 ) (100,287 ) Total $ 38,470 $ 40,222 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Goodwill, Impaired [Abstract] | |
Changes In Carrying Amount Of Goodwill | The changes in the carrying amount of goodwill for the fiscal years ended January 31, 2016 , 2015 and 2014 are as follows: Total For the Year Ended January 31, 2014 Goodwill, gross at January 31, 2013 $ 222,450 Accumulated impairment losses at January 31, 2013 (1) (156,455 ) Goodwill, net, at January 31, 2013 65,995 Effect of changes in foreign currencies and other 158 Goodwill, net, at January 31, 2014 $ 66,153 For the Year Ended at January 31, 2015 Goodwill, gross, at January 31, 2014 222,608 Accumulated impairment losses at January 31, 2014 (156,455 ) Goodwill, net, at January 31, 2014 66,153 Goodwill acquired with the purchase of Solaiemes (2) 2,053 Effect of changes in foreign currencies and other (688 ) Goodwill, net, at January 31, 2015 $ 67,518 For the Year Ended at January 31, 2016 Goodwill, gross, at January 31, 2015 223,973 Accumulated impairment losses at January 31, 2015 (156,455 ) Goodwill, net, at January 31, 2015 67,518 Acision acquisition (3) 186,600 Effect of changes in foreign currencies and other (299 ) Goodwill, net, at January 31, 2016 $ 253,819 Balance at January 31, 2016 Goodwill, gross, at January 31, 2016 $ 410,274 Accumulated impairment losses at January 31, 2016 (156,455 ) Goodwill, net, at January 31, 2016 $ 253,819 (1) The goodwill associated with Netcentrex, was impaired during the fiscal year ended January 31, 2009 and prior fiscal years. (2) The resulting amount of goodwill reflects the value of the additional functionality added to the Company's Evolved Communications Suite product offering that management believes distinguishes the Company technologically in competitive bids. (3) |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
Acquired Intangible Assets | Intangible assets, net are as follows: January 31, Useful Life 2016 2015 (In thousands) Gross carrying amount: Acquired technology 5 to 10 years $ 56,012 $ 1,833 Customer relationships 15 years 146,382 — Backlog 1 to 2 years 21,192 — Leasehold interest 2 to 5 years 921 — Total Intangible Assets 224,507 1,833 Accumulated amortization: Acquired technology 9,805 175 Customer relationships 743 — Backlog 11,877 — Lease contracts 98 — Total accumulated amortization 22,523 175 Total (1) $ 201,984 $ 1,658 |
Schedule of Expected Amortization Expense | 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) 2017 $ 26,980 2018 25,020 2019 22,232 2020 18,868 2021 and thereafter 108,884 $ 201,984 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Other Assets [Abstract] | |
Schedule of Other Assets | Other assets consisted of the following: January 31 2016 2015 (In thousands) Severance pay fund (1) $ — $ 18,008 Deposits 2,739 2,776 Other (2) 3,752 918 $ 6,491 $ 21,702 (1) Represents deposits into insurance policies to fund severance liability of the Company's Israeli employees. As a result of entering into a MSA with Tech Mahindra and changes to the benefits policy for employees in Israel during the fiscal year ended January 31, 2016, the Company re-classified its severance pay long-term assets to Other current assets (see Note 14, Other Long-Term Liabilities). (2) Includes a $1.2 million cost-method investment in a subsidiary of a significant customer as of each of January 31, 2016 and 2015 . |
Accounts Payable and Accrued 42
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued expenses consist of the following: January 31, 2016 2015 (In thousands) Accrued compensation and benefits $ 20,457 $ 17,209 Accounts payable 31,402 32,162 Accrued legal, audit and professional fees 3,083 2,598 Accrued taxes-other than income taxes 37,013 16,191 Accrued commissions 3,314 6,220 Accrued outside services-contractors 14,099 8,148 Accrued workforce reduction and restructuring 4,773 4,869 Accrued travel and entertainment 352 862 Other accrued expenses (1) 21,146 10,906 $ 135,639 $ 99,165 (1) Includes liabilities related to the Company’s 401(k) Plans. |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Costs | The following table represent a roll forward of the workforce reduction and restructuring activities noted above: 2015 Initiative 2014 Initiative Fourth Quarter 2012 Initiative 2010 and 2011 Initiatives Severance-Related Facilities-Related Severance-Related Facilities-Related Severance-Related Facilities-Related Severance-Related Facilities-Related Total (In thousands) January 31, 2013 $ — $ — $ — $ — $ 3,713 $ 885 $ 212 $ 829 $ 5,639 Expenses (1) — — — — 7,086 5,259 (126 ) 10 12,229 Change in assumptions (1) — — — — (1,702 ) 171 — 85 (1,446 ) Translation adjustments and other (2) — — — — 62 997 (5 ) (8 ) 1,046 Paid or utilized — — — — (8,097 ) (1,584 ) (31 ) (511 ) (10,223 ) January 31, 2014 $ — $ — $ — $ — $ 1,062 $ 5,728 $ 50 $ 405 $ 7,245 Expenses (1) — — 13,014 2,366 106 173 — 18 15,677 Change in assumptions (1) — — (70 ) (105 ) (82 ) (493 ) (47 ) (11 ) (808 ) Translation adjustments and other (2) — — — 14 (14 ) — (1 ) (2 ) (3 ) Paid or utilized — — (10,101 ) (438 ) (1,072 ) (2,536 ) (2 ) (196 ) (14,345 ) January 31, 2015 $ — $ — $ 2,843 $ 1,837 $ — $ 2,872 $ — $ 214 $ 7,766 Expenses (1) 29,291 966 50 634 — 242 — 19 31,202 Change in assumptions (1) (2,119 ) (29 ) (558 ) (1,125 ) — 63 — (4 ) (3,772 ) Translation adjustments and other (2) (39 ) (3 ) — — — — — — (42 ) Paid or utilized (23,954 ) (536 ) (2,322 ) (962 ) — (953 ) — (192 ) (28,919 ) January 31, 2016 (3) $ 3,179 $ 398 $ 13 $ 384 $ — $ 2,224 $ — $ 37 $ 6,235 (1) Includes restructuring expense associated with BSS employees of $14.7 million , $2.8 million and $0.9 million for the fiscal years ended January 31, 2016 , 2015 and 2014 , respectively. (2) Includes deferred rent liability balance for restructured facilities. (3) Includes restructuring liability relating to the BSS Business sale of $1.3 million as of January 31, 2016 . |
Derivatives And Financial Ins44
Derivatives And Financial Instruments (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
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: January 31, 2015 Type of Derivative Notional Amount Balance Sheet Classification Fair Value (In thousands) Liabilities Derivatives designated as hedging instruments Short-term foreign currency forward $ 31,123 Other current liabilities $ 117 |
Schedule Of Classification Of Gains And Losses On Derivative Instruments | The following tables summarize the Company’s classification of gains and losses from continuing operations on derivative instruments: January 31, 2016 Gain (Loss) Type of Derivative Recognized in Other Comprehensive (Loss) Income Reclassified from Accumulated Other Comprehensive Income into Statement of Operations (1) Recognized in foreign currency transaction gain (loss), net (In thousands) Derivatives designated as hedging instruments Foreign currency forward $ 261 $ 144 $ — Total $ 261 $ 144 $ — January 31, 2015 Gain (Loss) Type of Derivative Recognized in Other Comprehensive (Loss) Income Reclassified from Accumulated Other Comprehensive Income into Statement of Operations (1) Recognized in foreign currency transaction gain (loss), net (In thousands) Derivatives designated as hedging instruments Foreign currency forward $ (978 ) $ (803 ) $ — Total $ (978 ) $ (803 ) $ — January 31, 2014 Gain (Loss) Type of Derivative Recognized in Other Comprehensive (Loss) Income Reclassified from Accumulated Other Comprehensive Income into Statement of Operations (1) Recognized in foreign currency transaction gain (loss), net (In thousands) Derivatives designated as hedging instruments Foreign currency forward $ 768 $ 1,185 $ — Total $ 768 $ 1,185 $ — (1) Amounts reclassified from accumulated other comprehensive income (“OCI”) into the statement of operations are classified in foreign currency transaction gain (loss), net. |
Schedule Of Other Comprehensive Income ("OCI") Related To Cash Flow Hedges | The components of OCI related to cash flow hedges are as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Accumulated OCI related to cash flow hedges, beginning of the year $ (117 ) $ 58 $ 475 Unrealized gains (losses) on cash flow hedges 261 (978 ) 768 Reclassification adjustment (144 ) 803 (1,185 ) Changes in accumulated OCI on cash flow hedges, before tax (1) 117 (175 ) (417 ) Changes in accumulated OCI on cash flow hedges 117 (175 ) (417 ) Accumulated OCI related to cash flow hedges, end of the year $ — $ (117 ) $ 58 (1) There was no tax impact on OCI related to cash flow hedges for the fiscal years ended January 31, 2016 , 2015 and 2014 . The amounts reclassified out of accumulated other comprehensive (loss) income into the consolidated statements of operations for continuing operations, with presentation location, loss (gain) were as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Cost of revenue $ (52 ) $ 350 $ (602 ) Research and development, net (16 ) 141 (186 ) Selling, general and administrative (76 ) 312 (397 ) Total $ (144 ) $ 803 $ (1,185 ) |
Reclassification out of Accumulated Other Comprehensive Income (Loss) | The amounts reclassified out of accumulated other comprehensive (loss) income into the consolidated statements of operations for continuing operations, with presentation location, loss (gain) were as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Cost of revenue $ (52 ) $ 350 $ (602 ) Research and development, net (16 ) 141 (186 ) Selling, general and administrative (76 ) 312 (397 ) Total $ (144 ) $ 803 $ (1,185 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
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 January 31, 2016 Quoted Prices to Active Markets for Identical Instruments (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value (In thousands) Financial Assets: Money market funds (1) $ 10,403 $ — $ — $ 10,403 January 31, 2015 Quoted Prices to Active Markets for Identical Instruments (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value (In thousands) Financial Assets: Money market funds (1) 20,401 — — 20,401 $ 20,401 $ — $ — $ 20,401 Financial Liabilities: Derivative liability $ — $ 117 $ — $ 117 $ — $ 117 $ — $ 117 (1) Money market funds are classified in “Cash and cash equivalents” within the consolidated balance sheet. |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Long-Term Liabilities | Other long-term liabilities consisted of the following: January 31, 2016 2015 (In thousands) Liability for severance pay $ 742 $ 24,732 Tax contingencies 77,503 85,782 Long-term contingencies 22,442 3,591 Other long-term liabilities 6,498 8,960 Total $ 107,185 $ 123,065 |
Schedule of Severance Pay Expenses | Severance pay expenses for continuing and discontinued operations pursuant to Israel’s Severance Pay Law were as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Increase due to passage of time $ 1,212 $ 3,702 $ 4,794 Increase due to salary increase 655 783 1,370 Reversal due to voluntary termination of employee (399 ) (591 ) (1,046 ) Gain from increase in fund value (144 ) (295 ) (1,410 ) Total operating expense due to Israeli Severance Law $ 1,324 $ 3,599 $ 3,708 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule Of Stock-Based Compensation Expense | Stock-based compensation expense associated with awards included in the Company’s consolidated statements of operations are as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Stock options: Service costs 85 279 142 Research and development, net 229 199 86 Selling, general and administrative 2,417 2,237 1,430 2,731 2,715 1,658 Restricted/Deferred stock awards: Service costs 1,255 2,513 2,749 Research and development, net 540 837 925 Selling, general and administrative 5,231 5,303 4,876 7,026 8,653 8,550 ESPP: Service costs 14 — — Research and development, net 10 — — Selling, general and administrative 13 — — 37 — — Total $ 9,794 $ 11,368 $ 10,208 Stock-based compensation expense associated with awards included in the discontinued operations statements of operations is as follows: Fiscal Year Ended January 31, 2016 2015 2014 (in thousands) Stock options: Service costs 16 21 20 Research and development — 10 11 Selling, general and administrative 85 164 78 101 195 109 Restricted/Deferred stock awards: Service costs 552 1,122 1,128 Research and development 72 269 453 Selling, general and administrative 567 606 519 1,191 1,997 2,100 Total $ 1,292 $ 2,192 $ 2,209 |
Schedule of Share-based Compensation, Activity | The following table presents the combined activity of the Company's stock options: Outstanding Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term ( in years) Aggregate Intrinsic Value (in millions) Balance, January 31, 2015 1,056,329 $ 27.65 Options granted 600,057 21.22 Options expired (1) (11,769 ) 58.16 Options cancelled (1) (85,091 ) 29.10 Options forfeited (117,103 ) 24.79 Options exercised (57,984 ) 23.78 Balance, January 31, 2016 (2) 1,384,439 $ 24.92 7.36 $ 0.3 Options exercisable as of January 31, 2016 (3) 611,731 $ 27.68 5.13 $ — Options expected to vest thereafter (3) 721,729 $ 22.77 9.10 $ 0.3 (1) Awards issued under the 5.0 million shares reserved for issuance under the Assumed CTI Awards may not be reissued pursuant to any future awards. During the fiscal year ended January 31, 2016 , the number of stock options expired and cancelled under the Assumed CTI Awards were 11,769 and 14,640 , respectively. During the fiscal year ended January 31, 2015 , the number of stock options expired and cancelled under the Assumed CTI Awards were 10,521 and 16,915 , respectively. (2) The outstanding stock options as of January 31, 2016 include 772,706 unvested stock options with a weighted-average modified/grant date fair value of $6.56 per share, an expected term of 4 years and a total fair value of $5.1 million . The unrecognized compensation expense, net of estimated forfeitures, related to the remaining unvested stock options was $3.5 million which is expected to be recognized over a weighted-average period of 1.97 years. The cash received from the exercise of stock options was negligible during the fiscal year ended January 31, 2016 . (3) During the fiscal years ended January 31, 2016 , 2015 and 2014, 380,465 , 235,701 , 115,997 shares of stock options vested with a total grant date fair value of $3.5 million , $2.1 million and $1.1 million , respectively. |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable | The following table summarizes information about the Company’s stock options: January 31, 2016 Options Outstanding Options Exercisable Range of Exercise Prices Options Outstanding Weighted Average Remaining Contractual Life Weighted Average Exercise Price Options Exercisable Weighted Average Remaining Contractual Life Weighted Average Exercise Price Below $24.00 588,085 9.22 $ 21.32 23,366 3.40 $ 23.03 $24.00 - $28.99 540,024 6.35 $ 26.83 389,067 5.52 $ 27.23 $29.00 and Above 256,330 5.20 $ 29.11 199,298 4.57 $ 29.09 Total 1,384,439 7.36 $ 24.91 611,731 5.13 $ 27.68 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value assumptions for stock options granted during the fiscal years ended January 31, 2016 , 2015 and 2014 , were as follows: Fiscal Years Ended January 31, 2016 2015 2014 Risk-Free Rate 1.21% - 1.54% 1.3% - 1.47% 0.77% - 1.27% Volatility 30.14% -30.78% 44.96% - 45.53% 37.37% - 43.72% Expected Term (years) 4 4 4 Weighted-average estimated fair value of options granted during the year $ 5.49 $ 9.43 $ 8.93 Intrinsic value of all options exercised (in millions) $ 0.15 $ 0.01 $ 0.2 |
Schedule of Other Share-based Compensation, Activity | The following table summarizes the activities for unvested RSUs for the year ended January 31, 2016 Unvested Restricted Awards Shares Weighted Average Modified/Grant Price Unvested balance, January 31, 2015 585,183 $ 27.28 Restricted/deferred shares granted 307,373 20.80 Restricted shares vested (1) (352,044 ) 27.81 Restricted shares forfeited (2) (147,570 ) 25.57 Performance shares granted 236,944 22.43 Performance shares forfeited (136,943 ) 22.43 Unvested balance, January 31, 2016 (3) 492,943 22.40 Expected to vest after January 31, 2016 (4) 411,866 $ 22.44 (1) The total fair value of vested Restricted Awards during the fiscal years ended January 31, 2016 , 2015 and 2014 , was $9.8 million , $9.3 million and $9.0 million , respectively. (2) Awards issued under the 5.0 million shares reserved for issuance under the Assumed CTI Awards may not be reissued pursuant to any future awards. During the fiscal year ended January 31, 2016 , 2015 , the number of restricted stocks units forfeited under the Assumed CTI Awards was 3,359 and 45,685 , respectively. (3) As of January 31, 2016 , the unrecognized compensation expense, net of estimated forfeitures, related to unvested Restricted Awards was $6.5 million which is expected to be recognized over a weighted-average period of 1.79 years . (4) RSUs expected to vest reflect an estimated forfeiture rate. |
Acqusition Acquisition (Tables)
Acqusition Acquisition (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions by Acquisition, Equity Interest Issued or Issuable [Table Text Block] | The Company acquired Acision for an aggregate consideration as calculated below: (In thousands) Cash $ 171,336 Estimated fair value of Earnout (1) 567 Common stock, $0.01 par value - 3.14 million shares issued (2) 56,931 Total $ 228,834 (1) Pursuant to the terms of the Purchase Agreement, an amount up to $35.0 million of cash consideration is subject to an earnout, contingent on the achievement of revenue targets by certain of Acision’s business activities through the first quarter of 2016. Of this amount, $25.0 million is subject to targets to be achieved based on fiscal year results, while the remaining $10.0 million is subject to targets to be achieved in the first quarter of 2016. Earnout revenue targets through December 31, 2015 were not achieved and accordingly, no earnout was paid in respect thereof. (2) The Company issued 3.14 million shares of common stock, par value $0.01 per share, which were issued in a private placement transaction conducted pursuant to Section 4(a)(2) under the Securities Act. The share consideration fair value is based upon the market price of the Company's common stock upon completion of purchase and discounted due to liquidity considerations. |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The following table summarizes the purchase price allocation to the estimated fair values of the assets acquired and liabilities assumed in the Acquisition including impact of errors and measurement period adjustments on purchase price allocation. (In thousands) Cash and cash equivalents $ 31,335 Accounts receivable 54,183 Prepaid expenses and other assets 11,827 Property and equipment 3,737 Goodwill 186,600 Intangible assets 239,152 Deferred income taxes 17,215 Total assets acquired 544,049 Accounts payable and accrued expenses 61,752 Deferred revenue 7,664 Deferred income taxes 56,552 Debt 156,000 Other long-term liabilities 33,247 Total liabilities acquired 315,215 Total purchase price $ 228,834 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | Identifiable intangible assets and their estimated useful lives consist of the following: Weighted Average Useful life (In thousands) Customer relationships 15 years $ 159,900 Backlog 1 year 22,800 Leasehold interest 5 years 1,052 Acquired Technology 8 years 55,400 Total Intangible Assets $ 239,152 |
Business Acquisition, Pro Forma Information [Table Text Block] | Accordingly, such pro forma amounts are not necessarily indicative of the results that actually would have occurred for the periods presented below had the acquisition been completed on February 1, 2014, nor are they indicative of the future operating results of the Company. Fiscal year ended January 31, 2016 2015 (In thousands, except share and per share data) Revenue $ 360,032 $ 441,804 Income (loss) from continuing operations 4,145 (51,631 ) Earnings (loss) per share from continuing operations Basic $ 0.17 $ (2.04 ) Diluted $ 0.16 $ (2.04 ) |
Schedule of Preliminary Estimated Fair Value Upon Acqusition | The amounts in the table below represent the estimated fair value upon acquisition. (In thousands) Amount Assets: Cash $ 16 Other current assets 114 Intangible assets 2,174 Goodwill 2,053 Other assets 129 Total assets acquired $ 4,486 Liabilities: Current liabilities $ 242 Current and long-term debt 1,354 Other long-term liabilities 201 Total liabilities acquired $ 1,797 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | The table below provides a breakout of the discontinued operations statements of operations. Fiscal Year Ended January 31, 2016 2015 2014 (in thousands) Revenue $ 71,092 $ 208,331 $ 236,531 Costs and expenses: Product and service costs 40,902 106,911 138,335 Research and development, net 7,694 19,477 28,111 Selling, general and administrative 11,612 30,572 43,424 Other operating expenses: Restructuring expenses 14,676 2,759 938 Total other operating expenses 14,676 2,759 938 Total costs and expenses 74,884 159,719 210,808 (Loss) income from operations (3,792 ) 48,612 25,723 Income tax benefit (expense) 278 (13,513 ) (2,610 ) Discontinued operations, net of tax (3,514 ) 35,099 23,113 Gain on sale of discontinued operations, before tax 197,720 — — Income tax benefit (expense) (10,083 ) — — Gain on sale of discontinued operations, net of tax 187,637 — — Net income from discontinued operations, net of tax $ 184,123 $ 35,099 $ 23,113 Supplemental information: Depreciation $ 2,909 $ 3,512 $ 3,690 Amortization $ 1,160 $ 2,789 $ 2,765 Components of assets and liabilities held for sale are as follows: January 31, 2015 (in thousands) ASSETS Current assets: Accounts receivable, net of allowance 36,175 Deferred cost of revenue 3,514 Deferred income taxes — Prepaid expenses 846 Other current assets 5,422 Total current assets 45,957 Property and equipment, net 9,008 Goodwill 83,699 Intangible assets, net 2,391 Deferred cost of revenue 8,268 Deferred income taxes — Other assets 8,738 Total assets $ 158,061 LIABILITIES Current liabilities: Accounts payable and accrued expenses $ 22,382 Deferred revenue 60,260 Deferred income taxes — Income taxes payable — Total current liabilities 82,642 Deferred revenue 29,264 Deferred income taxes — Other long-term liabilities 11,434 Total liabilities $ 123,340 |
Schedule Of Stock-Based Compensation Expense | Stock-based compensation expense associated with awards included in the Company’s consolidated statements of operations are as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Stock options: Service costs 85 279 142 Research and development, net 229 199 86 Selling, general and administrative 2,417 2,237 1,430 2,731 2,715 1,658 Restricted/Deferred stock awards: Service costs 1,255 2,513 2,749 Research and development, net 540 837 925 Selling, general and administrative 5,231 5,303 4,876 7,026 8,653 8,550 ESPP: Service costs 14 — — Research and development, net 10 — — Selling, general and administrative 13 — — 37 — — Total $ 9,794 $ 11,368 $ 10,208 Stock-based compensation expense associated with awards included in the discontinued operations statements of operations is as follows: Fiscal Year Ended January 31, 2016 2015 2014 (in thousands) Stock options: Service costs 16 21 20 Research and development — 10 11 Selling, general and administrative 85 164 78 101 195 109 Restricted/Deferred stock awards: Service costs 552 1,122 1,128 Research and development 72 269 453 Selling, general and administrative 567 606 519 1,191 1,997 2,100 Total $ 1,292 $ 2,192 $ 2,209 |
Earnings (Loss) Per Share Att50
Earnings (Loss) Per Share Attributable to Comverse, Inc.'s Stockholders (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The calculation of earnings (loss) per share attributable to Xura, Inc.’s stockholders is as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands, except per share data) Numerator: Net loss from continuing operations attributable to $ (51,350 ) $ (57,238 ) $ (4,427 ) Net income from discontinued operations, attributable to 184,123 35,099 23,113 Denominator: Basic and diluted weighted average common shares outstanding 23,455 22,191 22,164 Earnings (loss) per share basic & diluted Loss per share from continuing operations attributable to Xura, Inc. $ (2.19 ) $ (2.58 ) $ (0.20 ) Earnings per share from discontinued operations attributable to Xura, Inc. 7.85 1.58 1.04 Basic and diluted earnings (loss) per share $ 5.66 $ (1.00 ) $ 0.84 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | The components of United States and foreign (loss) income from continuing operations before income taxes are as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) United States $ (16,656 ) $ 940 $ 33,426 Foreign (59,929 ) (61,407 ) (31,274 ) (Loss) income before income taxes $ (76,585 ) $ (60,467 ) $ 2,152 |
Schedule of Components of Income Tax Expense (Benefit) | The expense (benefit) for income taxes from continuing operations consists of the following: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Current income tax benefit: U.S. Federal $ 3,649 $ (127 ) $ (10,887 ) U.S. States 691 (104 ) (771 ) Foreign (23,784 ) (2,702 ) 2,187 Total current income tax benefit $ (19,444 ) $ (2,933 ) $ (9,471 ) Deferred income tax (benefit) expense: U.S. Federal, net of federal (benefit) expense of state $ (4,728 ) $ 302 $ 12,765 U.S. States (249 ) — 288 Foreign (813 ) (598 ) 2,997 Total deferred income tax (benefit) expense $ (5,790 ) $ (296 ) $ 16,050 Total income tax (benefit) expense $ (25,234 ) $ (3,229 ) $ 6,579 |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation of the U.S. federal statutory income tax rate to the effective tax rate on (loss) income before income tax provision and equity in (losses) earnings of consolidated affiliate is as follows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) U.S. federal statutory income tax rate 35.0 % 35.0 % 35.0 % Income tax expense (benefit) at the U.S. statutory rate $ (26,805 ) $ (21,162 ) $ 747 Valuation allowance, excluding state valuation allowances 62,177 48,860 22,899 Foreign rate differential 10,285 8,617 15,670 US tax effects of foreign operations 1,605 961 1,015 Tax contingencies (13,955 ) (42,118 ) 11,185 Stock based compensation 115 2,288 482 Interest on tax refunds (32 ) (727 ) (1 ) Non-deductible expenses (1,802 ) 352 (2,278 ) Change in Israeli Approved Enterprise Status (47,670 ) — (43,660 ) Correction of Prior Period (67 ) (651 ) (3,592 ) Foreign exchange (1,046 ) (947 ) (2,499 ) Change in tax laws (3,531 ) (975 ) 612 State tax provision, net 285 (33 ) 4,827 Withholding tax, net of credits (6,843 ) 2,788 2,122 Return to provision and other adjustments 2,050 (482 ) (950 ) Total income tax (benefit) expense $ (25,234 ) $ (3,229 ) $ 6,579 Effective Income Tax Rate 32.9 % 5.3 % 305.7 % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and deferred tax liabilities are as follows: January 31, 2016 2015 (In thousands) Deferred tax assets: Deferred revenue $ 30,575 $ 45,927 Loss carryforwards (1) 159,763 135,423 Stock-based and other compensation 5,039 7,183 Tax credits - net of foreign withholding taxes 38,690 36,198 Other intangibles (1) — 14,847 Capitalized R&D Costs — 17,330 Property and equipment, net 2,971 2,491 Other 28,356 18,015 Total deferred tax assets $ 265,394 $ 277,414 Deferred tax liabilities: Deferred cost of revenue $ (1,797 ) $ (9,820 ) Goodwill (18,765 ) (24,800 ) Other intangibles (42,527 ) — Total deferred tax liabilities $ (63,089 ) $ (34,620 ) Valuation allowance (1) (268,838 ) (284,255 ) Net deferred income tax liability $ (66,533 ) $ (41,461 ) Recognized as: Current deferred income tax assets $ — $ 13,781 Noncurrent deferred income tax assets 9,119 3,064 Current deferred income tax liabilities — (1,491 ) Noncurrent deferred income tax liabilities (75,652 ) (56,815 ) Total $ (66,533 ) $ (41,461 ) |
Summary of Operating Loss Carryforwards | The Company’s gross NOLs for tax return purposes are as follows: Fiscal Years Ended January 31, 2016 2015 (In thousands) U.S. Federal NOLs $ 368,971 $ 451,009 U.S. State NOLs 300,197 363,080 Foreign NOLs 711,489 621,976 |
Summary of Income Tax Contingencies | The following table reconciles the amounts recorded for unrecognized tax benefits for the fiscal years ended January 31, 2016 , 2015 and 2014 : Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Gross unrecognized tax benefits as of February 1 $ 240,285 $ 301,174 $ 278,602 Increase due to Acquisitions 25,761 — — Increases related to tax positions taken in prior years (1) 10,856 29,688 29,520 Decreases related to tax positions taken in prior years (2,448 ) (541 ) (11,671 ) Increases related to tax positions in current year 2,639 5,391 5,970 Decreases related to tax positions in current year — (259 ) — Decreases due to settlements with taxing authorities (302 ) (31,834 ) (1,500 ) Reductions resulting from lapse in statute of limitations (28,465 ) (51,085 ) (1,072 ) Increases (decreases) related to foreign currency exchange rate fluctuations (4,371 ) (12,249 ) 1,325 Gross unrecognized tax benefits as of January 31 $ 243,955 $ 240,285 $ 301,174 |
Summary of Valuation Allowance | The Company’s activity in the valuation allowance is as follows: Balance at Beginning of Fiscal Year Additions (Charged) Credited to Expenses Other Balance at End of Fiscal Year (In thousands) Valuation allowance on income tax assets: Fiscal Year Ended January 31, 2016 $ (284,255 ) $ 2,897 $ 12,520 $ (268,838 ) Fiscal Year Ended January 31, 2015 $ (266,617 ) $ (50,985 ) $ 33,347 $ (284,255 ) Fiscal Year Ended January 31, 2014 $ (195,468 ) $ (31,655 ) $ (39,494 ) $ (266,617 ) |
Business Segment Information (T
Business Segment Information (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block] | Revenue by geographic region and revenue by geographic region as a percentage of total revenue was as follows: Fiscal Years Ended January 31, 2016 2015 2014 (Dollars in thousands) United States $ 81,029 30 % $ 84,270 31 % $ 167,140 40 % Japan 21,389 8 % 30,280 11 % 42,502 10 % Canada 20,064 7 % 13,893 5 % 14,028 3 % Germany 15,805 6 % 6,180 2 % 5,442 1 % India 9,933 4 % 19,979 7 % 29,850 7 % Ukraine 7,628 3 % 16,362 6 % 22,376 5 % Australia 8,739 3 % 11,698 4 % 18,753 5 % Other Foreign (1) 106,327 39 % 86,312 34 % 115,879 29 % Total $ 270,914 100 % $ 268,974 100 % $ 415,970 100 % (1) Other foreign consists of numerous countries, none of which represents more than 5% of total revenue in any fiscal year presented. |
Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Indiviidual Contries [Table Text Block] | Property and equipment, net, by country consists of the following: January 31, 2016 2015 2014 (In thousands) Israel $ 29,659 $ 33,467 $ 22,673 United States 2,761 4,288 5,189 Other 6,050 2,467 4,818 $ 38,470 $ 40,222 $ 32,680 |
Supplemental Cash Flow Inform53
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | The following represents non-cash activities and supplemental information to the consolidated statements of cash flows: Fiscal Years Ended January 31, 2016 2015 2014 (In thousands) Non-cash investing transactions: Accrued but unpaid purchases of property and equipment $ 1,692 $ 3,606 $ 3,404 Inventory transfers to property and equipment $ 1,238 $ 2,372 $ 4,001 Non-cash financing transactions: Liabilities for contingent consideration recorded for business combination $ 567 $ — $ — Stock consideration issued in connection with business combination $ 56,931 $ — Cash paid during the year for interest $ 8,486 $ 20 $ — Cash paid during the year for income taxes net of amounts refunded—continuing operations $ 3,368 $ 2,304 $ 7,417 |
Leases Schedule of Future minim
Leases Schedule of Future minimun lease payments (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Leases [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | As of January 31, 2016 , the minimum annual rent obligations (excluding taxes, maintenance and other pass-throughs), sublease income to be received under non-cancelable subleases, and minimum net rentals of the Company are as follows for the fiscal years ending January 31: (In thousands) Minimum Lease Commitments Noncancellable Subleases Minimum Net Rentals 2017 $ 9,860 $ 1,616 $ 8,244 2018 8,538 1,678 6,860 2019 7,425 1,596 5,829 2020 6,068 1,387 4,681 2021 4,830 784 4,046 2022 and thereafter 18,204 1,027 17,177 $ 54,925 $ 8,088 $ 46,837 |
Quarterly Information (Unaudi55
Quarterly Information (Unaudited) (Tables) | 12 Months Ended |
Jan. 31, 2016 | |
Selected Quarterly Financial Information [Abstract] | |
Schedule of Quantifying Prior Year Misstatements Corrected in Current Year Financial Statements | The impact of this revision for periods presented within this annual report on Form 10-K are presented in the tables below: Three Months Ended July 31, 2015 Six Months Ended July 31, 2015 As reported Adjustment Revised As reported Adjustment Revised (In millions, except per share data) Income from discontinued operations $ 175.1 $ 8.0 $ 183.0 $ 188.4 $ 8.0 $ 196.4 Earnings per share - basic & diluted Discontinued operations $ 7.95 $ 0.36 $ 8.31 $ 8.59 $ 0.36 $ 8.95 Three Months Ended October 31, 2015 Nine Months Ended October 31, 2015 As reported Adjustment Revised As reported Adjustment Revised (In millions, except per share data) Service costs $ 52.3 $ 1.5 $ 53.8 $ 110.4 $ 1.5 $ 111.8 Income tax expense 4.4 (0.1 ) 4.2 6.6 (0.1 ) 6.5 Loss from continuing operations (22.3 ) (1.3 ) (23.6 ) (74.4 ) (1.3 ) (75.7 ) Income from discontinued operations 4.4 (2.9 ) 1.5 192.8 5.1 197.8 Net Income $ (17.9 ) $ (4.2 ) $ (22.1 ) $ 118.4 $ 3.7 $ 122.1 (Loss) earnings per share - basic & diluted Continuing operations $ (0.90 ) $ (0.05 ) $ (0.95 ) $ (3.25 ) $ (0.06 ) $ (3.30 ) Discontinued operations 0.18 (0.12 ) 0.06 8.41 0.22 8.63 $ (0.72 ) $ (0.17 ) $ (0.89 ) $ 5.16 $ 0.16 $ 5.33 |
Schedule of Quarterly Financial Information | The following table shows selected results of operations, as revised for prior period errors, for each of the quarters during the fiscal years ended January 31, 2016 and 2015 : Fiscal Quarters Ended April 30, 2015 July 31, 2015 October 31, 2015 January 31, 2016 (In thousands, except per share data) Revenue $ 45,705 $ 61,629 $ 81,875 $ 81,705 Gross profit 1,948 21,665 25,292 28,100 Loss from operations (29,613 ) (10,494 ) (18,998 ) (9,264 ) (Loss) income from continuing operations (39,980 ) (12,163 ) (23,578 ) 24,371 Income (loss) from discontinued operations 13,319 183,019 1,492 (13,707 ) Net (loss) income $ (26,661 ) $ 170,856 $ (22,086 ) $ 10,664 Basic (loss) earnings per share (1) Continuing operations $ (1.83 ) $ (0.55 ) $ (0.95 ) $ 0.97 Discontinued operations 0.61 8.31 0.06 (0.54 ) Total $ (1.22 ) $ 7.76 $ (0.89 ) $ 0.43 Diluted (loss) earnings per share (1) Continuing operations $ (1.83 ) $ (0.55 ) $ (0.95 ) $ 0.97 Discontinued operations 0.61 8.31 0.06 (0.55 ) Total $ (1.22 ) $ 7.76 $ (0.89 ) $ 0.42 (1) Amounts may not total to annual loss per share attributable to stockholders because each quarter and year are calculated separately based on basic and diluted weighted-average common shares outstanding during that period. Fiscal Quarters Ended April 30, 2014 July 31, 2014 October 31, 2014 January 31, 2015 (In thousands, except per share data) Revenue $ 65,082 $ 74,988 $ 64,510 $ 64,394 Gross profit 14,197 17,032 16,361 19,652 Loss from operations (21,594 ) (17,011 ) (19,249 ) (6,594 ) Loss from continuing operations (22,095 ) (22,381 ) (16,681 ) 3,919 Income from discontinued operations 5,964 5,515 17,631 5,989 Net (loss) income $ (16,131 ) $ (16,866 ) $ 950 $ 9,908 Basic & diluted (loss) earnings per share (1) Continuing operations $ (0.99 ) $ (1.00 ) $ (0.75 ) $ 0.18 Discontinued operations 0.27 0.25 0.79 0.27 Total $ (0.72 ) $ (0.75 ) $ 0.04 $ 0.45 |
Organization, Business and Su56
Organization, Business and Summary of Significant Accounting Policies (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Aug. 06, 2015USD ($)$ / sharesshares | Jul. 02, 2015USD ($) | Apr. 30, 2013USD ($) | Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($) | Jan. 31, 2014USD ($) | Apr. 14, 2015USD ($)employee | Feb. 04, 2013USD ($) | Jan. 31, 2013 | Oct. 31, 2012 |
Cash and cash equivalents | $ 115,445 | $ 158,121 | ||||||||
Deferred revenue, current | 90,365 | 125,063 | ||||||||
Number of Employees Rehired | employee | 500 | |||||||||
Acquisitions | 140,000 | 2,673 | $ 0 | |||||||
Net cash provided by (used in) operating activities - continuing operations | $ (85,582) | $ (47,675) | $ (643) | |||||||
Share Distribution | ||||||||||
Distribution to shareholders of Comverse's common shares (percent) | 100.00% | |||||||||
Cash Placed in Escrow for Indemnification Claims | $ 25,000 | |||||||||
Minimum [Member] | ||||||||||
Estimated economic life of the product | 5 years | |||||||||
Maximum [Member] | ||||||||||
Estimated economic life of the product | 8 years | |||||||||
Indemnification Agreement [Member] | ||||||||||
Loss Contingency Accrual | $ 3,200 | $ 4,000 | ||||||||
Proceeds from Contributions from Parent | $ 21,000 | |||||||||
Segment revenue | Customer Concentration Risk [Member] | ||||||||||
Concentration Risk, Percentage | 16.00% | 17.00% | 30.00% | |||||||
Concentration Risk, Customer Number One [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||||||||||
Concentration Risk, Percentage | 15.00% | 19.00% | ||||||||
Business Support Systems [Member] | ||||||||||
Cash Provided by (Used in) Financing Activities, Discontinued Operations | $ 5,500 | |||||||||
Starhome | Starhome Disposition | ||||||||||
CTI Ownership Interest in Starhome | 66.50% | |||||||||
Income Tax Expense [Member] | Out of Period Adjustment [Member] | ||||||||||
Quantifying Misstatement in Current Year Financial Statements, Amount | $ (700) | |||||||||
Amdocs Limited [Member] | Business Support Systems [Member] | ||||||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 271,700 | |||||||||
Disposal Group, Including Discontinued Operations, Indemnification and Adjustment Escrow | $ 26,000 | |||||||||
Disposal Group, Including Discontinued Operations, Transitional Agreement Period | 12 months | |||||||||
Disposal Group, Including Discontinued Operations, Indemnification Period | 12 months | |||||||||
Tech Mahindra [Member] | ||||||||||
Number of Employees Rehired | employee | 500 | |||||||||
Contractual Obligation | $ 212,000 | |||||||||
Pro Forma [Member] | Amdocs Limited [Member] | Business Support Systems [Member] | ||||||||||
Disposal Group, Including Discontinued Operations, Increase (Decrease) in Consideration | $ 700 | |||||||||
Acision Global Limited [Member] | ||||||||||
Acquisitions | $ 171,336 | |||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 3,140 | |||||||||
Business Acquisition, Share Price | $ / shares | $ 0.01 | |||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 35,000 | |||||||||
Business Combination, Cash Consideration to be Retained in Escrow | 10,000 | |||||||||
Acision Global Limited [Member] | Line of Credit [Member] | Acision Credit Agreement [Member] | ||||||||||
Long-term Borrowings | 156,000 | |||||||||
Acision Global Limited [Member] | Maximum [Member] | ||||||||||
Business Combination, Cash Consideration to be Retained in Escrow | $ 25,000 |
Organization, Business and Su57
Organization, Business and Summary of Significant Accounting Policies - Allowance For Doubtful Accounts Rollforward (Details) - Allowance for Doubtful Accounts [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Fiscal Year | $ 3,627 | $ 5,634 | $ 6,868 |
Additions Charged (Credited) to Expenses | 463 | 829 | 933 |
Net Deductions (Recoveries) | (543) | (2,191) | (2,103) |
Other | (187) | (645) | (64) |
Balance at End of Fiscal Year | $ 3,360 | $ 3,627 | $ 5,634 |
Organization, Business and Su58
Organization, Business and Summary of Significant Accounting Policies - Property and Equipment (Details) | 12 Months Ended |
Jan. 31, 2016 | |
Minimum [Member] | Lab equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life, Minimum | 5 years |
Minimum [Member] | Computers and software | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life, Minimum | 2 years |
Minimum [Member] | Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life, Minimum | 1 year |
Minimum [Member] | Production equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life, Minimum | 5 years |
Minimum [Member] | Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life, Minimum | 5 years |
Maximum [Member] | Lab equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life, Minimum | 5 years |
Maximum [Member] | Computers and software | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life, Minimum | 4 years |
Maximum [Member] | Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life, Minimum | 10 years |
Maximum [Member] | Production equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life, Minimum | 5 years |
Maximum [Member] | Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life, Minimum | 8 years |
Organization, Business and Su59
Organization, Business and Summary of Significant Accounting Policies - Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | $ (7,571) | |||
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, before Tax | 144 | |||
Other comprehensive (loss) income, net of tax | (7,715) | $ 7,490 | $ 1,581 | |
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | 23,107 | 30,822 | ||
Accumulated Translation Adjustment [Member] | ||||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | (7,832) | |||
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, before Tax | 0 | |||
Other comprehensive (loss) income, net of tax | (7,832) | |||
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | 23,107 | 30,939 | ||
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | ||||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 261 | (978) | 768 | |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, before Tax | 144 | (803) | 1,185 | |
Other comprehensive (loss) income, net of tax | 117 | |||
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | $ 0 | $ (117) | $ 58 | $ 475 |
Organization, Business and Su60
Organization, Business and Summary of Significant Accounting Policies - Concentration Risk (Details) - Customer Concentration Risk [Member] | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Sales Revenue, Segment [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 16.00% | 17.00% | 30.00% |
Concentration Risk, Customer Number One [Member] | Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 15.00% | 19.00% |
Organization, Business and Su61
Organization, Business and Summary of Significant Accounting Policies Organization, Business and Summary of Significant Accounting Policies - Research and Development (Details) $ in Millions | 3 Months Ended |
Oct. 31, 2014USD ($) | |
Research and Development [Abstract] | |
Proceeds From Return of Escrow | $ 25 |
Expense Allocations and Share62
Expense Allocations and Share Distribution Agreements (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Oct. 31, 2014 | Feb. 04, 2013 | |
Loss Contingencies [Line Items] | ||
Proceeds From Return of Escrow | $ 25 | |
Share Distribution | ||
Loss Contingencies [Line Items] | ||
Cash Placed in Escrow for Indemnification Claims | $ 25 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 |
Inventory, Net [Abstract] | ||
Raw materials | $ 7,388 | $ 10,455 |
Work in process | 2,999 | 7,362 |
Finished goods | 0 | 0 |
Inventories | $ 10,387 | $ 17,817 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 145,332 | $ 140,509 | |
Less accumulated depreciation and amortization | (106,862) | (100,287) | |
Property and equipment, net | 38,470 | 40,222 | $ 32,680 |
Property Plant and Equipment Income Statement Disclosures [Abstract] | |||
Depreciation and amortization | 13,500 | 13,900 | 12,500 |
Ra'anana, Israel - Leasehold Improvements | 2,700 | 12,100 | |
Lab equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 44,330 | 47,973 | |
Technology equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 35,367 | 33,349 | |
Software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 23,644 | 24,382 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 30,631 | 26,766 | |
Production equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 3,590 | 3,492 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 7,770 | 4,547 | |
Undepreciated Assets [Member] | |||
Property Plant and Equipment Income Statement Disclosures [Abstract] | |||
Disposed of property and equipment | $ 600 | $ 800 | $ 200 |
Goodwill (Changes In Carrying A
Goodwill (Changes In Carrying Amount Of Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |||||
Goodwill [Roll Forward] | ||||||||
Goodwill, gross, at beginning of period | $ 223,973 | |||||||
Accumulated impairment losses, at beginning of period | (156,455) | |||||||
Goodwill, net | 253,819 | $ 67,518 | $ 66,153 | |||||
Effect of changes in foreign currencies and other | (299) | |||||||
Goodwill, gross, at end of period | 223,973 | |||||||
Accumulated impairment losses, at end of period | (156,455) | |||||||
Goodwill, Acquired During Period | 186,600 | 2,053 | ||||||
Digital Services | ||||||||
Goodwill [Roll Forward] | ||||||||
Goodwill, gross, at beginning of period | 222,608 | 222,450 | ||||||
Accumulated impairment losses, at beginning of period | (156,455) | [1] | (156,455) | [2] | ||||
Goodwill, net | 253,819 | 66,153 | $ 65,995 | |||||
Effect of changes in foreign currencies and other | $ (688) | 158 | ||||||
Goodwill, gross, at end of period | 410,274 | 222,608 | ||||||
Accumulated impairment losses, at end of period | [1] | $ (156,455) | [3] | $ (156,455) | ||||
[1] | The goodwill associated with Netcentrex, was impaired during the fiscal year ended January 31, 2009 and prior fiscal years. | |||||||
[2] | The resulting amount of goodwill reflects the value of the additional functionality added to the Company's Evolved Communications Suite product offering that management believes distinguishes the Company technologically in competitive bids. | |||||||
[3] | Reflects the Acquisition of Acision completed on August 6, 2015 (see Note 16, Acquisitions). |
Intangible Assets, Net (Details
Intangible Assets, Net (Details) - USD ($) | 12 Months Ended | ||||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | Aug. 01, 2014 | ||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross carrying amount of intangible assets | $ 224,507,000 | $ 1,833,000 | |||
Intangible asset accumulated amortization | 22,523,000 | 175,000 | |||
Total | 201,984,000 | 1,658,000 | |||
Amortization of Intangible Assets | 22,500,000 | 200,000 | |||
Impairment of finite-lived intangible assets | 0 | 0 | $ 0 | ||
Acquired technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross carrying amount of intangible assets | 56,012,000 | [1] | 1,833,000 | ||
Intangible asset accumulated amortization | 9,805,000 | 175,000 | |||
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross carrying amount of intangible assets | 146,382,000 | 0 | |||
Intangible asset accumulated amortization | 743,000 | 0 | |||
Order or Production Backlog [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross carrying amount of intangible assets | 21,192,000 | 0 | |||
Intangible asset accumulated amortization | 11,877,000 | 0 | |||
Leases, Acquired-in-Place [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross carrying amount of intangible assets | 921,000 | 0 | |||
Intangible asset accumulated amortization | $ 98,000 | $ 0 | |||
Minimum [Member] | Acquired technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life - minimum | 5 years | ||||
Minimum [Member] | Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life - minimum | 15 years | ||||
Minimum [Member] | Order or Production Backlog [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life - minimum | 1 year | ||||
Minimum [Member] | Leases, Acquired-in-Place [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life - minimum | 2 years | ||||
Minimum [Member] | Trade names | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life - minimum | 10 years | ||||
Maximum [Member] | Acquired technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life - minimum | 10 years | ||||
Maximum [Member] | Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life - minimum | 15 years | ||||
Maximum [Member] | Order or Production Backlog [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life - minimum | 2 years | ||||
Maximum [Member] | Leases, Acquired-in-Place [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life - minimum | 5 years | ||||
Maximum [Member] | Trade names | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life - minimum | 10 years | ||||
Solaiemes [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 2,174,000 | ||||
[1] | Reflects an increase in intangible assets due to the acquisition of Acision completed on August 6, 2015 (see Note 16, Acquisition). |
Intangible Assets, Net Schedule
Intangible Assets, Net Schedule of Future Amortization (Details) $ in Thousands | Jan. 31, 2016USD ($) |
Finite-Lived Intangible Assets, Future Amortization Expense [Abstract] | |
2,015 | $ 26,980 |
2,016 | 25,020 |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 22,232 |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 18,868 |
Finite-Lived Intangible Assets, Amortization Expense, Rolling after Year Five | 108,884 |
Finite-Lived Intangible Assets, Future Amortization Expense | $ 201,984 |
Intangible Assets, Net -New (De
Intangible Assets, Net -New (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Intangible assets, net | $ 201,984 | $ 1,658 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 | |
Other Assets [Abstract] | |||
Severance pay fund | [1] | $ 0 | $ 18,008 |
Deposits | 2,739 | 2,776 | |
Other | [2] | 3,752 | 918 |
Other assets | 6,491 | 21,702 | |
Cost Method Investments | $ 1,200 | $ 1,200 | |
[1] | Represents deposits into insurance policies to fund severance liability of the Company's Israeli employees. As a result of entering into a MSA with Tech Mahindra and changes to the benefits policy for employees in Israel during the fiscal year ended January 31, 2016, the Company re-classified its severance pay long-term assets to Other current assets (see Note 14, Other Long-Term Liabilities). | ||
[2] | Includes a $1.2 million cost-method investment in a subsidiary of a significant customer as of each of January 31, 2016 and 2015. |
Accounts Payable and Accrued 70
Accounts Payable and Accrued Expenses (Details) - USD ($) | 12 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | ||
Accounts Payable and Accrued Liabilities [Abstract] | ||||
Accrued compensation and benefits | $ 20,457,000 | $ 17,209,000 | ||
Accounts payable | 31,402,000 | 32,162,000 | ||
Accrued legal, audit and professional fees | 3,083,000 | 2,598,000 | ||
Accrued taxes-other than income taxes | 37,013,000 | 16,191,000 | ||
Accrued commissions | 3,314,000 | 6,220,000 | ||
Accrued outside services-contractors | 14,099,000 | 8,148,000 | ||
Accrued workforce reduction and restructuring | 4,773,000 | 4,869,000 | ||
Accrued travel and entertainment | 352,000 | 862,000 | ||
Other accrued expenses | [1] | 21,146,000 | 10,906,000 | |
Accounts Payable and Accrued Liabilities, Current | $ 135,639,000 | 99,165,000 | ||
Deferred compensation arrangement with individual, maximum employee subsciption rate | 60.00% | |||
Deferred compensation arrangement with individual, employer, contribution, percentage | 50.00% | |||
Deferred compensation arrangement with individual, employer contribution, maximum per employee | $ 2,000 | |||
Deferred compensation arrangement with individual, employer contribution | $ 100,000 | $ 300,000 | $ 400,000 | |
[1] | Includes liabilities related to the Company’s 401(k) Plans. |
Restructuring (Narrative) (Deta
Restructuring (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | $ 31,202 | $ 15,677 | $ 12,229 | |
Restructuring Reserve, Settled with Cash | 28,919 | 14,345 | 10,223 | |
Restructuring Reserve | 6,235 | 7,766 | 7,245 | $ 5,639 |
Comverse Two Thousand and Fifteen Initiative [Member] [Member] [Domain] | Severance Related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and Related Cost, Expected Cost | 27,200 | |||
Restructuring expenses | 29,291 | 0 | 0 | |
Restructuring Reserve, Settled with Cash | 23,954 | 0 | 0 | |
Restructuring Reserve | 3,179 | 0 | 0 | 0 |
Comverse Two Thousand and Fifteen Initiative [Member] [Member] [Domain] | Facilities Related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and Related Cost, Expected Cost | 900 | |||
Restructuring expenses | 966 | 0 | 0 | |
Restructuring Reserve, Settled with Cash | 536 | 0 | 0 | |
Restructuring Reserve | 398 | 0 | 0 | 0 |
Comverse Two Thousand and Fourteen Initiative [Member] [Member] | Severance Related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 50 | 13,014 | 0 | |
Restructuring Reserve, Settled with Cash | 2,322 | 10,101 | 0 | |
Restructuring Reserve | 13 | 2,843 | 0 | 0 |
Comverse Two Thousand and Fourteen Initiative [Member] [Member] | Facilities Related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 634 | 2,366 | 0 | |
Restructuring Reserve, Settled with Cash | 962 | 438 | 0 | |
Restructuring Reserve | 384 | 1,837 | 0 | 0 |
Fourth Quarter 2012 Initiative | Severance Related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 0 | 106 | 7,086 | |
Restructuring Reserve, Settled with Cash | 0 | 1,072 | 8,097 | |
Restructuring Reserve | 0 | 0 | 1,062 | 3,713 |
Fourth Quarter 2012 Initiative | Facilities Related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 242 | 173 | 5,259 | |
Restructuring Reserve, Settled with Cash | 953 | 2,536 | 1,584 | |
Restructuring Reserve | 2,224 | 2,872 | 5,728 | 885 |
Third Quarter 2010 Initiative | Facilities Related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 19 | 18 | 10 | |
Restructuring Reserve, Settled with Cash | 192 | 196 | 511 | |
Restructuring Reserve | 37 | 214 | 405 | $ 829 |
Business Support Systems [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Costs | 14,676 | $ 2,759 | $ 938 | |
Restructuring Reserve | $ 1,300 |
Restructuring (Schedule of Rest
Restructuring (Schedule of Restructuring and Related Costs) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning of period | $ 7,766 | $ 7,245 | $ 5,639 |
Expenses (1) | 31,202 | 15,677 | 12,229 |
Change in assumptions (1) | (3,772) | (808) | (1,446) |
Translation adjustments and other (2) | (42) | (3) | 1,046 |
Paid or utilized | (28,919) | (14,345) | (10,223) |
Restructuring reserve, end of period | 6,235 | 7,766 | 7,245 |
Comverse Two Thousand and Fourteen Initiative [Member] [Member] | Severance Related | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning of period | 2,843 | 0 | 0 |
Expenses (1) | 50 | 13,014 | 0 |
Change in assumptions (1) | (558) | (70) | 0 |
Translation adjustments and other (2) | 0 | 0 | 0 |
Paid or utilized | (2,322) | (10,101) | 0 |
Restructuring reserve, end of period | 13 | 2,843 | 0 |
Comverse Two Thousand and Fourteen Initiative [Member] [Member] | Facilities Related | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning of period | 1,837 | 0 | 0 |
Expenses (1) | 634 | 2,366 | 0 |
Change in assumptions (1) | (1,125) | (105) | 0 |
Translation adjustments and other (2) | 0 | 14 | 0 |
Paid or utilized | (962) | (438) | 0 |
Restructuring reserve, end of period | 384 | 1,837 | 0 |
Third Quarter 2010 Initiative | Facilities Related | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning of period | 214 | 405 | 829 |
Expenses (1) | 19 | 18 | 10 |
Change in assumptions (1) | (4) | (11) | 85 |
Translation adjustments and other (2) | 0 | (2) | (8) |
Paid or utilized | (192) | (196) | (511) |
Restructuring reserve, end of period | 37 | 214 | 405 |
Comverse Third Quarter Two Thousand And Ten Initiative [Member} [Member] | Severance Related | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning of period | 0 | 50 | 212 |
Expenses (1) | 0 | 0 | (126) |
Change in assumptions (1) | 0 | (47) | 0 |
Translation adjustments and other (2) | 0 | (1) | (5) |
Paid or utilized | 0 | (2) | (31) |
Restructuring reserve, end of period | 0 | 0 | 50 |
2012 Initiative | Severance Related | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning of period | 0 | 1,062 | 3,713 |
Expenses (1) | 0 | 106 | 7,086 |
Change in assumptions (1) | 0 | (82) | (1,702) |
Translation adjustments and other (2) | 0 | (14) | 62 |
Paid or utilized | 0 | (1,072) | (8,097) |
Restructuring reserve, end of period | 0 | 0 | 1,062 |
2012 Initiative | Facilities Related | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning of period | 2,872 | 5,728 | 885 |
Expenses (1) | 242 | 173 | 5,259 |
Change in assumptions (1) | 63 | (493) | 171 |
Translation adjustments and other (2) | 0 | 0 | 997 |
Paid or utilized | (953) | (2,536) | (1,584) |
Restructuring reserve, end of period | 2,224 | 2,872 | 5,728 |
Comverse Two Thousand and Fifteen Initiative [Member] [Member] [Domain] | Severance Related | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning of period | 0 | 0 | 0 |
Expenses (1) | 29,291 | 0 | 0 |
Change in assumptions (1) | (2,119) | 0 | 0 |
Translation adjustments and other (2) | (39) | 0 | 0 |
Paid or utilized | (23,954) | 0 | 0 |
Restructuring reserve, end of period | 3,179 | 0 | 0 |
Comverse Two Thousand and Fifteen Initiative [Member] [Member] [Domain] | Facilities Related | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning of period | 0 | 0 | 0 |
Expenses (1) | 966 | 0 | 0 |
Change in assumptions (1) | (29) | 0 | 0 |
Translation adjustments and other (2) | (3) | 0 | 0 |
Paid or utilized | (536) | 0 | 0 |
Restructuring reserve, end of period | $ 398 | $ 0 | $ 0 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Oct. 31, 2015 | Aug. 01, 2014 | |
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | $ 152,958 | $ 1,130 | ||
Other Long-term Debt, Current | 12,248 | 132 | ||
Other long-term liabilities | 140,710 | 998 | ||
Comverse Ltd. [Member] | ||||
Debt Instrument [Line Items] | ||||
Amount available line of credit for various performance guarantees | 17,000 | 25,000 | ||
Credit facility used for guarantees and foreign currency transactions | 10,300 | 19,500 | ||
Debt Instrument, Covenant, Cash Reserve Deposit Required | 17,000 | |||
3.98% note due 2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 3.98% | |||
Long-term Debt, Gross | 159 | 216 | ||
0.53% note due 2018 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 0.53% | |||
Long-term Debt, Gross | 300 | 312 | ||
2.48% note due 2018 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 2.48% | |||
Long-term Debt, Gross | 81 | 118 | ||
10.75% note due 2018 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 10.75% | |||
Long-term Debt, Gross | 152,000 | 0 | ||
3.95% note due 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 3.95% | |||
Long-term Debt, Gross | 81 | 84 | ||
Spain Government-sponsored Loans [Member] | ||||
Debt Instrument [Line Items] | ||||
Short-term Debt | $ 100 | |||
Long-term Debt | $ 1,300 | |||
Comverse Ltd Lines Of Credit [Member] | Comverse Ltd. [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility used for guarantees and foreign currency transactions | 3,700 | 6,800 | ||
Additional line of credit | 5,000 | 10,000 | ||
Debt Instrument, Covenant, Cash Reserve Deposit Required | 5,000 | |||
0% note due 2022 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 0.00% | |||
Long-term Debt, Gross | $ 337 | $ 400 |
Debt Debt maturities (Details)
Debt Debt maturities (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 |
Debt Instrument [Line Items] | ||
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $ 12,248 | |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 16,251 | |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 124,238 | |
Long-term Debt, Maturities, Repayments of Principal in Year Four | 67 | |
Long-term Debt, Maturities, Repayments of Principal in Year Five | 153 | |
Long-term Debt, Gross | $ 152,958 | $ 1,130 |
Debt Narrative (Details)
Debt Narrative (Details) $ in Millions | Dec. 15, 2014 | Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2016USD ($) | Aug. 06, 2015USD ($) | Jan. 31, 2015USD ($) |
Acision Global Limited [Member] | Acision Credit Agreement [Member] | ||||||
Debt instrument, Covenant, Consolidated Debt to Consolidated EBITDA Leverage Ratio Maximum | 3.25 | 3.75 | ||||
Acision Global Limited [Member] | Acision Credit Agreement [Member] | Line of Credit [Member] | ||||||
Long-term Borrowings | $ 156 | |||||
Debt Instrument, Periodic Payment, Percentage of Outstanding Principal Amount | 1.25% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Acision Global Limited [Member] | Acision Credit Agreement [Member] | Line of Credit [Member] | ||||||
Debt Instrument, Interest Rate During Period | 10.75% | |||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 9.75% | |||||
Scenario, Forecast [Member] | Acision Global Limited [Member] | Acision Credit Agreement [Member] | Line of Credit [Member] | ||||||
Debt Instrument, Periodic Payment, Percentage of Outstanding Principal Amount | 2.50% | 1.875% | ||||
Comverse Ltd. [Member] | ||||||
Debt Instrument, Covenant, Cash Reserve Deposit Required | $ 17 | |||||
Comverse Ltd. [Member] | Comverse Ltd Lines Of Credit [Member] | ||||||
Additional line of credit | 5 | $ 10 | ||||
Debt Instrument, Covenant, Cash Reserve Deposit Required | $ 5 |
Derivatives and Financial Ins76
Derivatives and Financial Instruments (Fair Values of Derivatives) (Details) - Derivatives designated as hedging instruments - Short Term Foreign Currency Forward [Member] $ in Thousands | Jan. 31, 2015USD ($) |
Derivative [Line Items] | |
Derivative Asset, Notional Amount | $ 31,123 |
Prepaid Expenses and Other Current Assets [Member] | |
Derivative [Line Items] | |
Derivative Asset, Fair Value, Gross Asset | $ 117 |
Derivatives And Financial Ins77
Derivatives And Financial Instruments (Schedule Of Classification Of Gains And Losses On Derivative Instruments) (Details) - Derivatives designated as hedging instruments - USD ($) | 12 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | ||
Derivatives, Fair Value [Line Items] | ||||
Recognized in Other Comprehensive (Loss) Income | $ 261,000 | $ (978,000) | $ 768,000 | |
Reclassified from Accumulated Other Comprehensive Income into Statement of Operations | [1] | 144,000 | (803,000) | 1,185,000 |
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | 0 | 0 | 0 | |
Foreign Currency Forward [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net | 0 | 0 | 0 | |
Recognized in Other Comprehensive (Loss) Income | 261,000 | (978,000) | 768,000 | |
Reclassified from Accumulated Other Comprehensive Income into Statement of Operations | [1] | 144,000 | (803,000) | 1,185,000 |
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | 0 | 0 | 0 | |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Tax | $ 0 | $ 0 | $ 0 | |
[1] | Amounts reclassified from accumulated other comprehensive income (“OCI”) into the statement of operations are classified in foreign currency transaction gain (loss), net. |
Derivatives And Financial Ins78
Derivatives And Financial Instruments (Schedule Of Other Comprehensive Income ("OCI") Related To Cash Flow Hedges) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | ||
Other Comprehensive Income Related to Cash Flow Hedges [Roll Forward] | ||||
Accumulated OCI related to cash flow hedges, beginning of the year | $ 30,822 | |||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | (7,571) | |||
Reclassification adjustment | (144) | |||
Accumulated OCI related to cash flow hedges, end of the year | 23,107 | $ 30,822 | ||
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | ||||
Other Comprehensive Income Related to Cash Flow Hedges [Roll Forward] | ||||
Accumulated OCI related to cash flow hedges, beginning of the year | (117) | 58 | $ 475 | |
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 261 | (978) | 768 | |
Reclassification adjustment | (144) | 803 | (1,185) | |
Changes in accumulated OCI on cash flow hedges, before tax(1) | [1] | 117 | (175) | (417) |
Changes in accumulated OCI on cash flow hedges | 117 | (175) | (417) | |
Accumulated OCI related to cash flow hedges, end of the year | $ 0 | $ (117) | $ 58 | |
[1] | There was no tax impact on OCI related to cash flow hedges for the fiscal years ended January 31, 2016, 2015 and 2014. |
Derivatives And Financial Ins79
Derivatives And Financial Instruments (Reclassification Out of AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Oct. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||||||
Selling, General and Administrative Expense | $ (95,349) | $ (82,722) | $ (90,607) | |||||
Net loss from continuing operations | $ 24,371 | $ (23,578) | $ (12,163) | $ (39,980) | $ (75,700) | (51,350) | (57,238) | (4,427) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||||||
Cost of Revenue | (52) | 350 | (602) | |||||
Research and Development Expense | (16) | 141 | (186) | |||||
Selling, General and Administrative Expense | (76) | 312 | (397) | |||||
Net loss from continuing operations | (144) | 803 | (1,185) | |||||
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||||||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax, Portion Attributable to Parent | $ 117 | $ (175) | $ (417) |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule Of Financial Instruments) (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 | |
Financial Assets: | |||
Financial assets | $ 20,401 | ||
Derivative liabilities | 117 | ||
Financial liabilities | 117 | ||
Money Market Funds | |||
Financial Assets: | |||
Financial assets | [1] | 20,401 | |
Quoted Prices to Active Markets for Identical Instruments (Level 1) | |||
Financial Assets: | |||
Financial assets | 20,401 | ||
Derivative liabilities | 0 | ||
Financial liabilities | 0 | ||
Quoted Prices to Active Markets for Identical Instruments (Level 1) | Money Market Funds | |||
Financial Assets: | |||
Financial assets | [1] | $ 10,403 | 20,401 |
Significant Other Observable Inputs (Level 2) | |||
Financial Assets: | |||
Financial assets | 0 | ||
Derivative liabilities | 117 | ||
Financial liabilities | 117 | ||
Significant Other Observable Inputs (Level 2) | Money Market Funds | |||
Financial Assets: | |||
Financial assets | [1] | 0 | 0 |
Significant Unobservable Inputs (Level 3) | |||
Financial Assets: | |||
Financial assets | 0 | ||
Derivative liabilities | 0 | ||
Financial liabilities | 0 | ||
Significant Unobservable Inputs (Level 3) | Money Market Funds | |||
Financial Assets: | |||
Financial assets | [1] | $ 0 | $ 0 |
[1] | Money market funds are classified in “Cash and cash equivalents” within the consolidated balance sheet. |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) $ in Thousands | Jan. 31, 2015USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets, Fair Value Disclosure | $ 20,401 |
Quoted Prices to Active Markets for Identical Instruments (Level 1) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets, Fair Value Disclosure | 20,401 |
Fair Value, Inputs, Level 2 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets, Fair Value Disclosure | $ 0 |
Other Long-Term Liabilities (Sc
Other Long-Term Liabilities (Schedule of Other Long-Term Liabilities) (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 |
Other Liabilities Disclosure [Abstract] | ||
Liability for severance pay | $ 742 | $ 24,732 |
Tax contingencies | 77,503 | 85,782 |
Commitments and contingencies (Note 24) | 22,442 | 3,591 |
Liabilities, Other than Long-term Debt, Noncurrent | 6,498 | 8,960 |
Total | $ 107,185 | $ 123,065 |
Other Long-Term Liabilities (Na
Other Long-Term Liabilities (Narrative) (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 | |
Other Liabilities Disclosure [Abstract] | |||
Amount deposited into insurance policies for funding severance liability | [1] | $ 0 | $ 18,008 |
[1] | Represents deposits into insurance policies to fund severance liability of the Company's Israeli employees. As a result of entering into a MSA with Tech Mahindra and changes to the benefits policy for employees in Israel during the fiscal year ended January 31, 2016, the Company re-classified its severance pay long-term assets to Other current assets (see Note 14, Other Long-Term Liabilities). |
Other Long Term Liabilities (Sc
Other Long Term Liabilities (Schedule of Severance Pay Expenses) (Details) - Israeli Subsidiaries [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||
Increase due to passage of time | $ 1,212 | $ 3,702 | $ 4,794 |
Increase due to salary increase | 655 | 783 | 1,370 |
Reversal due to voluntary termination of employee | (399) | (591) | (1,046) |
Gain from increase in fund value | (144) | (295) | (1,410) |
Total operating expense due to Israeli Severance Law | $ 1,324 | $ 3,599 | $ 3,708 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Jun. 30, 2015 | Apr. 30, 2016 | Jan. 31, 2016 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted-average estimated fair value of options granted during the year | $ 5.49 | $ 9.43 | $ 8.93 | ||||||
Stock-based compensation expense | $ 9,794 | $ 11,368 | $ 10,208 | ||||||
Stock-based compensation expense | $ 9,794 | 11,368 | 10,208 | ||||||
Options exercised (shares) | 57,984 | ||||||||
Options | [1] | 1,384,439 | 1,384,439 | ||||||
Expected Term (years) | 4 years | ||||||||
Proceeds from stock options exercises and issuance of subsidiary common stock | $ 1,379 | $ 40 | $ 1,109 | ||||||
Options cancelled (shares) | [2] | 85,091 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | [3] | $ 0 | $ 0 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 380,465 | 235,701 | 115,997 | ||||||
Grant date fair value of stock options vested (in millions) | $ 3,500 | $ 2,100 | $ 1,100 | ||||||
Employee Stock Purchase Plan, ESPP, Shares In ESPP | 840,000 | ||||||||
Employee Stock Purchase Plan, ESPP, Share Purchase Price, Percentage of Employee's Compensation | 15.00% | ||||||||
Employee Stock Purchase Plan, ESPP, Share Purchase Price as Percentage of Fair Value | 85.00% | ||||||||
Replacement options granted under 2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Ownership interest in CTI (percent) | 10.00% | 10.00% | |||||||
Shares reserved for future issuance to replace previously granted awards | 5,000,000 | 5,000,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 5,000,000 | 3,000,000 | 3,000,000 | ||||||
Options cancelled (shares) | [2] | 14,640 | 16,915 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period | [2] | 11,769 | 10,521 | ||||||
Stock options | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||
Stock-based compensation expense | $ 2,731 | $ 2,715 | 1,658 | ||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 3,300 | $ 3,900 | $ 3,100 | ||||||
Options | 1,056,329 | ||||||||
Unvested stock options (shares) | 772,706 | 772,706 | |||||||
Weighted-average grant date fair value of unvested stock options (in dollars per share) | $ 6.56 | $ 6.56 | |||||||
Expected Term (years) | 4 years | 4 years | 4 years | ||||||
Fair value of unvested stock options | $ 5,100 | $ 5,100 | |||||||
Unrecognized compensation expense for nonvested awards | $ 3,500 | $ 3,500 | |||||||
Weighted-average period of remaining nonvested awards (in years) | 1 year 11 months 20 days | ||||||||
Stock options | Replacement options granted under 2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Maximum number of shares that may be granted per employee (shares) | 300,000 | ||||||||
Performance Shares [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Aggregate of Future Awards granted under the Plan | 53,192 | 236,944 | 116,279 | ||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 1,200 | $ 3,400 | |||||||
Restricted shares forfeited (shares) | (136,943) | (34,884) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 22.43 | ||||||||
Stock Appreciation Rights (SARs) [Member] | Replacement options granted under 2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Maximum number of shares that may be granted per employee (shares) | 300,000 | ||||||||
Qualified Awards [Member] | Replacement options granted under 2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Maximum number of shares that may be granted per employee (shares) | 150,000 | ||||||||
Non-qualified Awards [Member] | Replacement options granted under 2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Maximum number of shares that may be granted per employee (shares) | 10,000,000 | ||||||||
Employee stock purchase plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||
Volatility | 31.70% | ||||||||
Risk-Free Rate | 0.21% | ||||||||
Stock-based compensation expense | $ 37 | $ 0 | $ 0 | ||||||
Expected Term (years) | 3 months | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 5.54 | ||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted shares forfeited (shares) | [4] | (3,359) | (45,685) | ||||||
Restricted awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 6,400 | $ 9,000 | 9,800 | ||||||
Restricted stock units | 492,943 | [5] | 492,943 | [5] | 585,183 | ||||
Fair value of vested awards | $ 9,800 | $ 9,300 | 9,000 | ||||||
Unrecognized compensation expense for nonvested awards | $ 6,500 | $ 6,500 | |||||||
Weighted-average period of remaining nonvested awards (in years) | 1 year 9 months 16 days | ||||||||
Restricted shares forfeited (shares) | [4] | (147,570) | |||||||
Business Support Systems [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock-based compensation expense | $ 1,292 | 2,192 | 2,209 | ||||||
Business Support Systems [Member] | Stock options | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock-based compensation expense | $ 101 | $ 195 | $ 109 | ||||||
Minimum [Member] | Replacement options granted under 2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Minimum exercise price of Future Awards (percent) | 110.00% | ||||||||
Minimum [Member] | Stock options | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Volatility | 30.14% | 44.96% | 37.37% | ||||||
Risk-Free Rate | 1.21% | 1.30% | 0.77% | ||||||
Maximum [Member] | Stock options | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Volatility | 30.78% | 45.53% | 43.72% | ||||||
Risk-Free Rate | 1.54% | 1.47% | 1.27% | ||||||
Maximum [Member] | Stock options | Replacement options granted under 2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted Average Remaining Contractual Term (Years) | 10 years | ||||||||
Maximum [Member] | Performance Shares [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Aggregate of Future Awards granted under the Plan | 236,944 | ||||||||
Group A Stock Options [Member] | Stock options | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||||||||
Ten Percent Shareholder [Member] | Maximum [Member] | Stock options | Replacement options granted under 2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted Average Remaining Contractual Term (Years) | 5 years | ||||||||
Subsequent Event [Member] | Performance Shares [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Aggregate of Future Awards granted under the Plan | 46,809 | ||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 900 | ||||||||
[1] | The outstanding stock options as of January 31, 2016 include 772,706 unvested stock options with a weighted-average modified/grant date fair value of $6.56 per share, an expected term of 4 years and a total fair value of $5.1 million. The unrecognized compensation expense, net of estimated forfeitures, related to the remaining unvested stock options was $3.5 million which is expected to be recognized over a weighted-average period of 1.97 years. The cash received from the exercise of stock options was negligible during the fiscal year ended January 31, 2016. | ||||||||
[2] | Awards issued under the 5.0 million shares reserved for issuance under the Assumed CTI Awards may not be reissued pursuant to any future awards. During the fiscal year ended January 31, 2016, the number of stock options expired and cancelled under the Assumed CTI Awards were 11,769 and 14,640, respectively. During the fiscal year ended January 31, 2015, the number of stock options expired and cancelled under the Assumed CTI Awards were 10,521 and 16,915, respectively. | ||||||||
[3] | During the fiscal years ended January 31, 2016, 2015 and 2014, 380,465, 235,701, 115,997 shares of stock options vested with a total grant date fair value of $3.5 million, $2.1 million and $1.1 million, respectively. | ||||||||
[4] | Awards issued under the 5.0 million shares reserved for issuance under the Assumed CTI Awards may not be reissued pursuant to any future awards. During the fiscal year ended January 31, 2016, 2015, the number of restricted stocks units forfeited under the Assumed CTI Awards was 3,359 and 45,685, respectively. | ||||||||
[5] | As of January 31, 2016, the unrecognized compensation expense, net of estimated forfeitures, related to unvested Restricted Awards was $6.5 million which is expected to be recognized over a weighted-average period of 1.79 years. |
Stock-Based Compensation (Optio
Stock-Based Compensation (Options and Restricted Units Held and Replacements Under 2012 Incentive Plan) (Details) - shares | Jan. 31, 2016 | Jan. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options | [1] | 1,384,439 | |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options | 1,056,329 | ||
[1] | The outstanding stock options as of January 31, 2016 include 772,706 unvested stock options with a weighted-average modified/grant date fair value of $6.56 per share, an expected term of 4 years and a total fair value of $5.1 million. The unrecognized compensation expense, net of estimated forfeitures, related to the remaining unvested stock options was $3.5 million which is expected to be recognized over a weighted-average period of 1.97 years. The cash received from the exercise of stock options was negligible during the fiscal year ended January 31, 2016. |
Stock-Based Compensation (Sched
Stock-Based Compensation (Schedule Of Stock-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | $ 9,794 | $ 11,368 | $ 10,208 |
Stock options | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 2,731 | 2,715 | 1,658 |
Stock options | Service Costs | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 85 | 279 | 142 |
Stock options | Research and Development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 229 | 199 | 86 |
Stock options | Selling, General and Administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 2,417 | 2,237 | 1,430 |
Restricted/Deferred Stock Awards | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 7,026 | 8,653 | 8,550 |
Restricted/Deferred Stock Awards | Service Costs | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 1,255 | 2,513 | 2,749 |
Restricted/Deferred Stock Awards | Research and Development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 540 | 837 | 925 |
Restricted/Deferred Stock Awards | Selling, General and Administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 5,231 | 5,303 | 4,876 |
Employee stock purchase plan [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 37 | 0 | 0 |
Employee stock purchase plan [Member] | Service Costs | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 14 | 0 | 0 |
Employee stock purchase plan [Member] | Research and Development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 10 | 0 | 0 |
Employee stock purchase plan [Member] | Selling, General and Administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | $ 13 | $ 0 | $ 0 |
Stock-Based Compensation (Exerc
Stock-Based Compensation (Exercisable Options and Vested Restricted Awards) (Details) | 12 Months Ended | |
Jan. 31, 2016$ / sharesshares | ||
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares | shares | 611,731 | [1] |
Weighted Average Exercise Price | $ / shares | $ 27.68 | [1] |
Restricted awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares / Units | shares | (352,044) | [2] |
Weighted Average Modified Date Fair Value | $ / shares | $ 27.81 | [2] |
[1] | During the fiscal years ended January 31, 2016, 2015 and 2014, 380,465, 235,701, 115,997 shares of stock options vested with a total grant date fair value of $3.5 million, $2.1 million and $1.1 million, respectively. | |
[2] | The total fair value of vested Restricted Awards during the fiscal years ended January 31, 2016, 2015 and 2014, was $9.8 million, $9.3 million and $9.0 million, respectively. |
Stock-Based Compensation (Combi
Stock-Based Compensation (Combined Activity of the 2012 Incentive Plan) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2016 | Jan. 31, 2015 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | [1] | $ 0.3 | $ 0.3 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Outstanding Options - Shares | ||||
Outstanding Options - Weighted Average Exercise Price (US$ per share) | ||||
Options granted (shares) | 600,057 | |||
Options granted (US$ per share) | $ 21.22 | |||
Options expired (US$ per share) | [2] | $ 58.16 | ||
Options cancelled (shares) | [2] | (85,091) | ||
Options cancelled (US$ per share) | [2] | $ 29.10 | ||
Options forfeited (shares) | (117,103) | |||
Options forfeited (US$ per share) | $ 24.79 | |||
Options exercised (shares) | (57,984) | |||
Options exercised (US$ per share) | $ 23.78 | |||
Outstanding Options - Shares | [1] | 1,384,439 | 1,384,439 | |
Outstanding Options - Weighted Average Exercise Price (US$ per share) | [1] | $ 24.92 | $ 24.92 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | [3] | $ 0 | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number | [3] | 721,729 | 721,729 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Weighted Average Exercise Price | [3] | $ 22.77 | $ 22.77 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Weighted Average Remaining Contractual Term | [3] | 9 years 1 month 6 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | [3] | $ 0.3 | $ 0.3 | |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted Average Exercise Price | [3] | $ 27.68 | $ 27.68 | |
Weighted Average Remaining Contractual Life | [1] | 7 years 4 months 9 days | ||
Shares | [3] | 611,731 | 611,731 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Outstanding Options - Shares | 1,056,329 | |||
Outstanding Options - Weighted Average Exercise Price (US$ per share) | $ 27.65 | |||
Outstanding Options - Shares | 1,056,329 | |||
Outstanding Options - Weighted Average Exercise Price (US$ per share) | $ 27.65 | |||
Weighted Average Remaining Contractual Life | [3] | 5 years 1 month 17 days | ||
Restricted/Deferred Stock Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Restricted /deferred shares granted (shares) | 307,373 | |||
Restricted / deferred shares granted (US$ per share) | $ 20.80 | |||
Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Restricted shares forfeited (shares) | [4] | 3,359 | 45,685 | |
[1] | The outstanding stock options as of January 31, 2016 include 772,706 unvested stock options with a weighted-average modified/grant date fair value of $6.56 per share, an expected term of 4 years and a total fair value of $5.1 million. The unrecognized compensation expense, net of estimated forfeitures, related to the remaining unvested stock options was $3.5 million which is expected to be recognized over a weighted-average period of 1.97 years. The cash received from the exercise of stock options was negligible during the fiscal year ended January 31, 2016. | |||
[2] | Awards issued under the 5.0 million shares reserved for issuance under the Assumed CTI Awards may not be reissued pursuant to any future awards. During the fiscal year ended January 31, 2016, the number of stock options expired and cancelled under the Assumed CTI Awards were 11,769 and 14,640, respectively. During the fiscal year ended January 31, 2015, the number of stock options expired and cancelled under the Assumed CTI Awards were 10,521 and 16,915, respectively. | |||
[3] | During the fiscal years ended January 31, 2016, 2015 and 2014, 380,465, 235,701, 115,997 shares of stock options vested with a total grant date fair value of $3.5 million, $2.1 million and $1.1 million, respectively. | |||
[4] | Awards issued under the 5.0 million shares reserved for issuance under the Assumed CTI Awards may not be reissued pursuant to any future awards. During the fiscal year ended January 31, 2016, 2015, the number of restricted stocks units forfeited under the Assumed CTI Awards was 3,359 and 45,685, respectively. |
Stock-Based Compensation (Sch90
Stock-Based Compensation (Schedule of Stock Options by Exercise Price Range) (Details) - Stock options | 12 Months Ended | |
Jan. 31, 2016$ / sharesshares | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding | shares | 1,384,439 | |
Weighted Average Remaining Contractual Life | 7 years 4 months 9 days | [1] |
Weighted Average Exercise Price | $ 24.91 | |
Shares | shares | 611,731 | [2] |
Weighted Average Remaining Contractual Life | 5 years 1 month 17 days | [2] |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 27.68 | [2] |
$24.00 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price - Upper range limit | $ 24 | |
Options Outstanding | shares | 588,085 | |
Weighted Average Remaining Contractual Life | 9 years 2 months 19 days | |
Weighted Average Exercise Price | $ 21.32 | |
Options Exercisable | shares | 23,366 | |
Weighted Average Remaining Contractual Life | 3 years 4 months 24 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 23.03 | |
$24.00 - $28.99 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price - Lower range limit | 27 | |
Exercise price - Upper range limit | $ 28.99 | |
Options Outstanding | shares | 540,024 | |
Weighted Average Remaining Contractual Life | 6 years 4 months 6 days | |
Weighted Average Exercise Price | $ 26.83 | |
Options Exercisable | shares | 389,067 | |
Weighted Average Remaining Contractual Life | 5 years 6 months 7 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 27.23 | |
$29.00 and Above | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price - Lower range limit | $ 29 | |
Options Outstanding | shares | 256,330 | |
Weighted Average Remaining Contractual Life | 5 years 2 months 12 days | |
Weighted Average Exercise Price | $ 29.11 | |
Options Exercisable | shares | 199,298 | |
Weighted Average Remaining Contractual Life | 4 years 6 months 25 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 29.09 | |
[1] | The outstanding stock options as of January 31, 2016 include 772,706 unvested stock options with a weighted-average modified/grant date fair value of $6.56 per share, an expected term of 4 years and a total fair value of $5.1 million. The unrecognized compensation expense, net of estimated forfeitures, related to the remaining unvested stock options was $3.5 million which is expected to be recognized over a weighted-average period of 1.97 years. The cash received from the exercise of stock options was negligible during the fiscal year ended January 31, 2016. | |
[2] | During the fiscal years ended January 31, 2016, 2015 and 2014, 380,465, 235,701, 115,997 shares of stock options vested with a total grant date fair value of $3.5 million, $2.1 million and $1.1 million, respectively. |
Stock-Based Compensation (Fair
Stock-Based Compensation (Fair Value Assumptions for Stock Options) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected Term (years) | 4 years | ||
Weighted-average estimated fair value of options granted during the year | $ 5.49 | $ 9.43 | $ 8.93 |
Grant date fair value of stock options vested (in millions) | $ 3,500 | $ 2,100 | $ 1,100 |
Intrinsic value of all options exercised (in millions) | $ 150 | $ 10 | $ 200 |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected Term (years) | 4 years | 4 years | 4 years |
Minimum [Member] | Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-Free Rate | 1.21% | 1.30% | 0.77% |
Volatility | 30.14% | 44.96% | 37.37% |
Market Value | $ 19.13 | $ 19.48 | $ 29 |
Maximum [Member] | Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-Free Rate | 1.54% | 1.47% | 1.27% |
Volatility | 30.78% | 45.53% | 43.72% |
Market Value | $ 24.58 | $ 26.68 | $ 38.87 |
Stock-Based Compensation Stock
Stock-Based Compensation Stock Based Compensation (Unvested Restricted Stock Activity) (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |||||
Jan. 31, 2016 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | ||||
Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted / performance shares forfeited (shares) | [1] | (3,359) | (45,685) | ||||
Restricted awards | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unvested Restricted Stock, Shares | 585,183 | ||||||
Unvested Restricted Stock (US$ per share) | $ 27.28 | ||||||
Restricted shares vested (shares) | [2] | (352,044) | |||||
Restricted shares vested (US$ per share) | [2] | $ 27.81 | |||||
Restricted / performance shares forfeited (shares) | [1] | (147,570) | |||||
Restricted / performance shares forfeited (US$ per share) | [1] | $ 25.57 | |||||
Unvested Restricted Stock, Shares | 492,943 | [3] | 492,943 | [3] | 585,183 | ||
Unvested Restricted Stock (US$ per share) | $ 22.40 | [3] | $ 22.40 | [3] | $ 27.28 | ||
Restricted shares expected to vest (shares) | [4] | 411,866 | 411,866 | ||||
Restricted shares expected to vest (US$ per share) | [4] | $ 22.44 | $ 22.44 | ||||
Restricted/Deferred Stock Awards | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted /deferred shares granted (shares) | 307,373 | ||||||
Restricted / deferred shares granted (US$ per share) | $ 20.80 | ||||||
Performance Shares [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted /deferred shares granted (shares) | 53,192 | 236,944 | 116,279 | ||||
Restricted / deferred shares granted (US$ per share) | $ 22.43 | ||||||
Restricted / performance shares forfeited (shares) | (136,943) | (34,884) | |||||
Restricted / performance shares forfeited (US$ per share) | $ 22.43 | ||||||
[1] | Awards issued under the 5.0 million shares reserved for issuance under the Assumed CTI Awards may not be reissued pursuant to any future awards. During the fiscal year ended January 31, 2016, 2015, the number of restricted stocks units forfeited under the Assumed CTI Awards was 3,359 and 45,685, respectively. | ||||||
[2] | The total fair value of vested Restricted Awards during the fiscal years ended January 31, 2016, 2015 and 2014, was $9.8 million, $9.3 million and $9.0 million, respectively. | ||||||
[3] | As of January 31, 2016, the unrecognized compensation expense, net of estimated forfeitures, related to unvested Restricted Awards was $6.5 million which is expected to be recognized over a weighted-average period of 1.79 years. | ||||||
[4] | RSUs expected to vest reflect an estimated forfeiture rate. |
Acqusition Narrative (Details)
Acqusition Narrative (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Aug. 06, 2015USD ($)$ / sharesshares | Aug. 01, 2014USD ($)employee | Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($) | Jan. 31, 2014USD ($) |
Acquisitions | $ 140,000 | $ 2,673 | $ 0 | ||
Acision Global Limited [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||
Business Combination, Acquisition Related Costs | $ 11,700 | ||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 63,000 | ||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 12,900 | ||||
Acquisitions | $ 171,336 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 3,140 | ||||
Business Acquisition, Share Price | $ / shares | $ 0.01 | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 35,000 | ||||
Business Combination, Cash Consideration to be Retained in Escrow | 10,000 | ||||
Business Combination, Indemnification Assets, Amount as of Acquisition Date | 2,000 | ||||
Business Combination, Indemnification Assets, Range of Outcomes, Value, High | $ 10,000 | ||||
Solaiemes [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||
Noncash or Part Noncash Acquisition, Debt Assumed | $ 1,354 | ||||
Other Payments to Acquire Businesses | $ 2,700 | ||||
Business Combination, Number of Employees at Acquired Entity | employee | 15 | ||||
Maximum [Member] | Acision Global Limited [Member] | |||||
Business Combination, Cash Consideration to be Retained in Escrow | 25,000 | ||||
Line of Credit [Member] | Acision Credit Agreement [Member] | Acision Global Limited [Member] | |||||
Long-term Borrowings | 156,000 | ||||
Contingent on Fiscal Year Achievement Targets [Member] | Acision Global Limited [Member] | |||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 25,000 | ||||
Contingent on 2016 Q1 Achievement Targets [Member] | Acision Global Limited [Member] | |||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 10,000 |
Discontinued Operations (Narrat
Discontinued Operations (Narratives) (Details) - USD ($) $ in Millions | Jul. 02, 2015 | Aug. 02, 2012 | Oct. 31, 2015 | Oct. 31, 2014 | Jan. 31, 2016 | Jan. 31, 2015 | Apr. 29, 2015 | Jan. 31, 2013 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds From Return of Escrow | $ 25 | |||||||
Business Support Systems [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Disposal Group, Including Discontinued Operations, Disposal Commission Liability | $ 4 | |||||||
Cash Provided by (Used in) Financing Activities, Discontinued Operations | $ 5.5 | |||||||
Starhome Disposition | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from Divestiture of Businesses | $ 37.2 | |||||||
Cash proceeds held in escrow to cover claims | 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 | |||||||
Period for first portion of cash proceeds held in escrow before release (in months) | 18 months | |||||||
Period for remaining portion of cash proceeds held in escrow before release (in months) | 24 months | |||||||
Discontinued Operation, Agreed Upon Payments to Shareholders, Maximum | $ 4.5 | |||||||
Discontinued Operations, Indemnification Claims, Threshold | $ 1 | |||||||
Proceeds From Return of Escrow | $ 4.7 | |||||||
Period of noncompete agreement with Starhome (in years) | 4 years | |||||||
Starhome | Starhome Disposition | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
CTI Ownership Interest in Starhome | 66.50% | |||||||
Proceeds from Divestiture of Businesses | $ 81.3 | |||||||
Amdocs Limited [Member] | Business Support Systems [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 271.7 | |||||||
Disposal Group, Including Discontinued Operations, Indemnification and Adjustment Escrow | $ 26 | |||||||
Disposal Group, Including Discontinued Operations, Indemnification Period | 12 months | |||||||
Disposal Group, Including Discontinued Operations, Transitional Agreement Period | 12 months | |||||||
Pro Forma [Member] | Amdocs Limited [Member] | Business Support Systems [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Disposal Group, Including Discontinued Operations, Increase (Decrease) in Consideration | 0.7 | |||||||
Other Current Assets [Member] | Business Support Systems [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Contracts Revenue | $ 8.1 | |||||||
Reimbursement Revenue | $ 5.5 | |||||||
Outstanding balance from revenue recognized under TSA | $ 2.4 |
Acqusition - Preliminary Alloca
Acqusition - Preliminary Allocation of Fair Value (Details) - USD ($) $ in Thousands | Aug. 06, 2015 | Aug. 01, 2014 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 |
Business Acquisition [Line Items] | |||||
Acquisitions | $ 140,000 | $ 2,673 | $ 0 | ||
Goodwill | $ 253,819 | $ 67,518 | $ 66,153 | ||
Acision Global Limited [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Deferred Revenue | $ 7,664 | ||||
Acquisitions | 171,336 | ||||
Cash and cash equivalents | 31,335 | ||||
Goodwill | 186,600 | ||||
Total assets acquired | 544,049 | ||||
Other long-term liabilities | 33,247 | ||||
Total liabilities acquired | 315,215 | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 35,000 | ||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 56,931 | ||||
Business Combination, Consideration Transferred | 228,834 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 239,152 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Assets Noncurrent | 17,215 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities, Current | 56,552 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | 156,000 | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 228,834 | ||||
Solaiemes [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash and cash equivalents | $ 16 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | 114 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 2,174 | ||||
Goodwill | 2,053 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 129 | ||||
Total assets acquired | 4,486 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | 242 | ||||
Noncash or Part Noncash Acquisition, Debt Assumed | 1,354 | ||||
Other long-term liabilities | 201 | ||||
Total liabilities acquired | $ 1,797 | ||||
Estimate of Fair Value Measurement [Member] | Acision Global Limited [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 567 |
Discontinued Operations (Schedu
Discontinued Operations (Schedule of Results of Operations Included in Discontinued Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Jul. 31, 2014 | Apr. 30, 2014 | Oct. 31, 2013 | Jul. 31, 2015 | Oct. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Revenues | $ 81,705 | $ 81,875 | $ 61,629 | $ 45,705 | $ 64,394 | $ 74,988 | $ 65,082 | $ 64,510 | $ 270,914 | $ 268,974 | $ 415,970 | ||
Research and development, net | 37,270 | 36,857 | 39,401 | ||||||||||
Selling, general and administrative | 95,349 | 82,722 | 90,607 | ||||||||||
Total other operating expenses | 12,755 | 12,111 | 9,845 | ||||||||||
Total costs and expenses | 339,283 | 333,422 | 403,994 | ||||||||||
Operating Income (Loss) | (9,264) | (18,998) | (10,494) | (29,613) | (6,594) | (17,011) | (21,594) | (19,249) | (68,369) | (64,448) | 11,976 | ||
Income Tax Expense (Benefit) | (4,200) | $ (6,500) | 25,234 | 3,229 | (6,579) | ||||||||
Income from discontinued operations, net of tax | 1,500 | 183,000 | $ 196,400 | 197,800 | 184,123 | 35,099 | 23,113 | ||||||
Net income (loss) | $ 10,664 | $ (22,086) | $ 170,856 | $ (26,661) | $ 9,908 | $ (16,866) | $ (16,131) | $ 950 | $ 122,100 | 132,773 | (22,139) | 18,686 | |
Amortization of Intangible Assets | 22,500 | 200 | |||||||||||
Business Support Systems [Member] | |||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Revenues | 71,092 | 208,331 | 236,531 | ||||||||||
Cost of Revenue | 40,902 | 106,911 | 138,335 | ||||||||||
Research and development, net | 7,694 | 19,477 | 28,111 | ||||||||||
Selling, general and administrative | 11,612 | 30,572 | 43,424 | ||||||||||
Restructuring Costs | 14,676 | 2,759 | 938 | ||||||||||
Total other operating expenses | 14,676 | 2,759 | 938 | ||||||||||
Total costs and expenses | 74,884 | 159,719 | 210,808 | ||||||||||
Operating Income (Loss) | (3,792) | 48,612 | 25,723 | ||||||||||
Income Tax Expense (Benefit) | 278 | (13,513) | (2,610) | ||||||||||
Income from discontinued operations, net of tax | (3,514) | 35,099 | 23,113 | ||||||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 197,720 | 0 | 0 | ||||||||||
Discontinued Operation, Tax (Expense) Benefit from Provision for (Gain) Loss on Disposal | (10,083) | 0 | 0 | ||||||||||
Gain on sale of discontinued operations, net of tax | 187,637 | 0 | 0 | ||||||||||
Net income (loss) | 184,123 | 35,099 | 23,113 | ||||||||||
Depreciation | 2,909 | 3,512 | 3,690 | ||||||||||
Amortization of Intangible Assets | $ 1,160 | $ 2,789 | $ 2,765 |
Acqusition - Pro forma Allocati
Acqusition - Pro forma Allocation (Details) - Acision Global Limited [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Business Acquisition [Line Items] | ||
Business Acquisition, Pro Forma Revenue | $ 360,032 | $ 441,804 |
Business Acquisition, Pro Forma Income (Loss) from Continuing Operations before Changes in Accounting and Extraordinary Items, Net of Tax | $ 4,145 | $ (51,631) |
Business Acquisition, Pro Forma Earnings Per Share, Basic | $ 0.17 | $ (2.04) |
Business Acquisition, Pro Forma Earnings Per Share, Diluted | $ 0.16 | $ (2.04) |
Discontinued Operations (Sche98
Discontinued Operations (Schedule of Assets and Liabilities Included in Discontinued Operations) (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 |
ASSETS | |||
Accounts receivable, net of allowance | $ 85,034 | $ 35,494 | |
Deferred cost of revenue | 4,261 | 3,545 | |
Deferred income taxes | 0 | 13,781 | |
Prepaid expenses | 18,285 | 14,310 | |
Other current assets | 8,295 | 5,148 | |
Total current assets | 291,817 | 442,079 | |
Property and equipment, net | 38,470 | 40,222 | $ 32,680 |
Goodwill | 253,819 | 67,518 | $ 66,153 |
Deferred cost of revenue | 14,506 | 22,169 | |
Deferred income taxes | 9,119 | 3,064 | |
Other assets | 6,491 | 21,702 | |
LIABILITIES | |||
Deferred income taxes | 0 | 1,491 | |
Income taxes payable | 11,022 | 2,166 | |
Total current liabilities | 249,274 | 351,357 | |
Deferred revenue | 48,506 | 60,735 | |
Deferred income taxes | 75,652 | 56,815 | |
Other long-term liabilities | 107,185 | 123,065 | |
Total liabilities | $ 621,327 | 592,970 | |
Business Support Systems [Member] | |||
ASSETS | |||
Accounts receivable, net of allowance | 36,175 | ||
Deferred cost of revenue | 3,514 | ||
Deferred income taxes | 0 | ||
Prepaid expenses | 846 | ||
Other current assets | 5,422 | ||
Total current assets | 45,957 | ||
Property and equipment, net | 9,008 | ||
Goodwill | 83,699 | ||
Intangible assets | 2,391 | ||
Deferred cost of revenue | 8,268 | ||
Deferred income taxes | 0 | ||
Other assets | 8,738 | ||
Total assets acquired | 158,061 | ||
LIABILITIES | |||
Accounts payable and accrued expenses | 22,382 | ||
Deferred revenue | 60,260 | ||
Deferred income taxes | 0 | ||
Income taxes payable | 0 | ||
Total current liabilities | 82,642 | ||
Deferred revenue | 29,264 | ||
Deferred income taxes | 0 | ||
Other long-term liabilities | 11,434 | ||
Total liabilities | $ 123,340 |
Acqusition - Acquired Finite-li
Acqusition - Acquired Finite-lived Intangible Assets (Details) - Acision Global Limited [Member] $ in Thousands | Aug. 06, 2015USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived Intangible Assets Acquired | $ 239,152 |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years |
Finite-lived Intangible Assets Acquired | $ 159,900 |
Order or Production Backlog [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year |
Finite-lived Intangible Assets Acquired | $ 22,800 |
Leases, Acquired-in-Place [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years |
Finite-lived Intangible Assets Acquired | $ 1,052 |
Developed Technology Rights [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 8 years |
Finite-lived Intangible Assets Acquired | $ 55,400 |
Discontinued Operations (Sch100
Discontinued Operations (Schedule of Allocated Compensation Cost) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | $ 9,794 | $ 11,368 | $ 10,208 |
Business Support Systems [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 1,292 | 2,192 | 2,209 |
Stock options | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 2,731 | 2,715 | 1,658 |
Stock options | Research and Development | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 229 | 199 | 86 |
Stock options | Business Support Systems [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 101 | 195 | 109 |
Stock options | Business Support Systems [Member] | Cost of Sales [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 16 | 21 | 20 |
Stock options | Business Support Systems [Member] | Research and Development | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 0 | 10 | 11 |
Stock options | Business Support Systems [Member] | Selling, General and Administrative Expenses [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 85 | 164 | 78 |
Restricted/Deferred Stock Awards | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 7,026 | 8,653 | 8,550 |
Restricted/Deferred Stock Awards | Research and Development | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 540 | 837 | 925 |
Restricted/Deferred Stock Awards | Business Support Systems [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 1,191 | 1,997 | 2,100 |
Restricted/Deferred Stock Awards | Business Support Systems [Member] | Cost of Sales [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 552 | 1,122 | 1,128 |
Restricted/Deferred Stock Awards | Business Support Systems [Member] | Research and Development | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | 72 | 269 | 453 |
Restricted/Deferred Stock Awards | Business Support Systems [Member] | Selling, General and Administrative Expenses [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Stock-based compensation expense | $ 567 | $ 606 | $ 519 |
Acqusition - Preliminary Purcha
Acqusition - Preliminary Purchase Price Allocation (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Aug. 06, 2015 | Jan. 31, 2015 | Jan. 31, 2014 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 253,819 | $ 67,518 | $ 66,153 | |
Acision Global Limited [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 31,335 | |||
Deferred income taxes | 17,215 | |||
Accounts receivable | 54,183 | |||
Prepaid expenses and other assets | 11,827 | |||
Property and equipment | 3,737 | |||
Goodwill | 186,600 | |||
Intangible assets | 239,152 | |||
Total assets acquired | 544,049 | |||
Accounts payable and accrued expenses | 61,752 | |||
Deferred revenue | 7,664 | |||
Deferred income taxes | 56,552 | |||
Debt | 156,000 | |||
Other long-term liabilities | 33,247 | |||
Total liabilities acquired | 315,215 | |||
Total purchase price | $ 228,834 |
Earnings (Loss) Per Share At102
Earnings (Loss) Per Share Attributable to Comverse, Inc.'s Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||
Oct. 31, 2015 | Jul. 31, 2015 | Jan. 31, 2015 | [1] | Oct. 31, 2014 | [1] | Jul. 31, 2014 | [1] | Apr. 30, 2014 | [1] | Oct. 31, 2013 | [1] | Jul. 31, 2015 | Oct. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Earnings Per Share [Abstract] | |||||||||||||||||
Net loss from continuing operations attributable to Xura, Inc. - basic and diluted | $ (51,350) | $ (57,238) | $ (4,427) | ||||||||||||||
Net income from discontinued operations, attributable to Xura, Inc. - basic and diluted | $ 1,500 | $ 183,000 | $ 196,400 | $ 197,800 | $ 184,123 | $ 35,099 | $ 23,113 | ||||||||||
Weighted Average Number of Shares Outstanding, Basic and Diluted | 23,455,088 | 22,190,630 | 22,164,131 | ||||||||||||||
Loss per share from continuing operations attributable to Xura, Inc. | $ (0.95) | $ 0.18 | $ (1) | $ (0.99) | $ (0.75) | $ (3.30) | $ (2.19) | $ (2.58) | $ (0.20) | ||||||||
Discontinued operations, earnings per share - basic and diluted (in US$ per share) | 0.06 | $ 8.31 | 0.27 | 0.25 | 0.27 | $ 0.79 | $ 8.95 | 8.63 | 7.85 | 1.58 | 1.04 | ||||||
Basic and diluted earnings (loss) per share | $ (0.89) | $ 0.45 | $ 0.04 | $ (0.75) | $ (0.72) | $ 5.33 | $ 5.66 | $ (1) | $ 0.84 | ||||||||
[1] | Amounts may not total to annual earnings per share attributable to stockholders because each quarter and year are calculated separately based on basic and diluted weighted-average common shares outstanding during that period. |
Earnings (Loss) Per Share At103
Earnings (Loss) Per Share Attributable to Comverse, Inc.'s Stockholders Earnings (Loss) per Share (Narrative) (Details) - USD ($) $ in Millions | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 |
Earnings Per Share [Abstract] | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 0.2 | $ 0.1 | $ 0.2 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Oct. 31, 2015 | Oct. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | ||
Income Taxes [Line Items] | |||||||
Income tax benefit (expense) | $ (4,200) | $ (6,500) | $ 25,234 | $ 3,229 | $ (6,579) | ||
Effective tax rate (percent) | 32.90% | 5.30% | 305.70% | ||||
Reduced Income Tax Rate | 25.00% | ||||||
Deferred income taxes | $ 529,700 | ||||||
Permanently Reinvested Earnings of Certain Subsidiaries with no withheld US and Foriegn Income Taxes | $ 104,600 | ||||||
Earnings from Certain Subsidiairies Not Considered Permanently Reinvested | 148,500 | ||||||
Deferred Tax Assets, Tax Credit Carryforwards | 43,200 | $ 33,700 | |||||
Increases related to tax positions taken in prior years (1) | [1] | 10,856 | 29,688 | 29,520 | |||
Unrecognized Tax Benefits | 243,955 | 240,285 | 301,174 | $ 278,602 | |||
Unrecognized tax benefits, if recognized would impact effective tax rate | 77,100 | 84,800 | 90,500 | ||||
Accrued interest and penalties | 34,700 | 39,200 | $ 39,200 | ||||
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 | 18,700 | ||||||
Deferred Tax Liabilities, Undistributed Foreign Earnings | 20,300 | ||||||
Foreign Country [Member] | |||||||
Income Taxes [Line Items] | |||||||
Operating Loss Carryforwards, Finite Carryforward Periods | 50,500 | ||||||
Maximum [Member] | |||||||
Income Taxes [Line Items] | |||||||
Reduced Income Tax Rate | 16.00% | ||||||
Valuation Allowance, Operating Loss Carryforwards [Member] | |||||||
Income Taxes [Line Items] | |||||||
Valuation allowance activity during the year | (15,400) | ||||||
domestic foreign tax credit [Member] | |||||||
Income Taxes [Line Items] | |||||||
Income tax benefit (expense) | 8,800 | ||||||
Measurement Period Adjustments | |||||||
Income Taxes [Line Items] | |||||||
Income tax benefit (expense) | $ 100 | $ 100 | |||||
Withholding Taxes [Domain] | |||||||
Income Taxes [Line Items] | |||||||
Income tax benefit (expense) | $ (2,000) | ||||||
Adjustments for Error Correction [Domain] | |||||||
Income Taxes [Line Items] | |||||||
Valuation Allowance, Deferred Tax Asset, Explanation of Change | 3.2 | ||||||
Out of Period Adjustment [Member] | |||||||
Income Taxes [Line Items] | |||||||
Increases related to tax positions taken in prior years (1) | $ 25,900 | ||||||
Out of Period Adjustment [Member] | Income Tax Expense [Member] | |||||||
Income Taxes [Line Items] | |||||||
Quantifying Misstatement in Current Year Financial Statements, Amount | $ (700) | ||||||
[1] | The increase related to tax positions taken in prior years for the year ended January 31, 2015 included a $25.9 million correction to properly reflect gross positions which had been reported net of certain deferred tax assets in prior periods. The out-of-period adjustment impacted the disclosure only and had no impact on the previously reported statements of operations, balance sheets, statements of cash flows or the statements of stockholders’ equity of any previously reported periods. Based on evaluation of the relevant quantitative and qualitative factors, the Company concluded that the error in the disclosures was not material to any periods affected. |
Income Taxes Income Taxes Sched
Income Taxes Income Taxes Schedule of Income before Income tax, Domestic and Foreign (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Income Tax Contingency [Line Items] | |||
(Loss) income before income tax benefit | $ (76,584) | $ (60,467) | $ 2,152 |
Continuing Operations [Member] | |||
Income Tax Contingency [Line Items] | |||
United States | (16,656) | 940 | 33,426 |
Foreign | (59,929) | (61,407) | (31,274) |
(Loss) income before income tax benefit | $ (76,585) | $ (60,467) | $ 2,152 |
Income Taxes Schedule of Compon
Income Taxes Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Income Tax Contingency [Line Items] | |||||
Total income tax (benefit) expense | $ 4,200 | $ 6,500 | $ (25,234) | $ (3,229) | $ 6,579 |
Continuing Operations [Member] | |||||
Income Tax Contingency [Line Items] | |||||
U.S. Federal | 3,649 | (127) | (10,887) | ||
U.S. States | 691 | (104) | (771) | ||
Foreign | (23,784) | (2,702) | 2,187 | ||
Total current income tax benefit | (19,444) | (2,933) | (9,471) | ||
U.S. Federal, net of federal (benefit) expense of state | (4,728) | 302 | 12,765 | ||
U.S. States | (249) | 0 | 288 | ||
Foreign | (813) | (598) | 2,997 | ||
Total deferred income tax (benefit) expense | (5,790) | (296) | 16,050 | ||
Total income tax (benefit) expense | $ (25,234) | $ (3,229) | $ 6,579 |
Income Taxes Schedule of Effect
Income Taxes Schedule of Effective Income Tax Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Oct. 31, 2015 | Oct. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||||
U.S. federal statutory income tax rate | 35.00% | 35.00% | 35.00% | ||
Income tax expense (benefit) at the U.S. statutory rate | $ (26,805) | $ (21,162) | $ 747 | ||
Valuation allowance, excluding state valuation allowances | 62,177 | 48,860 | 22,899 | ||
Foreign rate differential | 10,285 | 8,617 | 15,670 | ||
US tax effects of foreign operations | 1,605 | 961 | 1,015 | ||
Tax contingencies | (13,955) | (42,118) | 11,185 | ||
Stock based compensation | 115 | 2,288 | 482 | ||
Interest on tax refunds | (32) | (727) | (1) | ||
Non-deductible expenses | (1,802) | 352 | (2,278) | ||
Change in Israeli Approved Enterprise Status | (47,670) | 0 | (43,660) | ||
Correction of Prior Period | (67) | (651) | (3,592) | ||
Foreign exchange | (1,046) | (947) | (2,499) | ||
Change in tax laws | (3,531) | (975) | 612 | ||
State tax provision, net | 285 | (33) | 4,827 | ||
Withholding tax, net of credits | (6,843) | 2,788 | 2,122 | ||
Return to provision and other adjustments | 2,050 | (482) | (950) | ||
Total income tax (benefit) expense | $ 4,200 | $ 6,500 | $ (25,234) | $ (3,229) | $ 6,579 |
Effective Income Tax Rate | 32.90% | 5.30% | 305.70% |
Income Taxes Schedule of Deferr
Income Taxes Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 |
Income Tax Disclosure [Abstract] | ||
Deferred Tax Liabilities, Gross | $ 63,089 | $ 34,620 |
Components of Deferred Tax Assets [Abstract] | ||
Deferred revenue | 30,575 | 45,927 |
Loss carryforwards (1) | 159,763 | 135,423 |
Stock-based and other compensation | 5,039 | 7,183 |
Tax credits - net of foreign withholding taxes | 38,690 | 36,198 |
Other intangibles (1) | 0 | 14,847 |
Capitalized R&D Costs | 0 | 17,330 |
Property and equipment, net | 2,971 | 2,491 |
Other | 28,356 | 18,015 |
Total deferred tax assets | 265,394 | 277,414 |
Components of Deferred Tax Liabilities [Abstract] | ||
Deferred cost of revenue | 1,797 | 9,820 |
Goodwill | (18,765) | (24,800) |
Other intangibles | 42,527 | 0 |
Total deferred tax liabilities | (66,533) | (41,461) |
Valuation allowance (1) | (268,838) | (284,255) |
Deferred Tax Assets (Liabilities), Net [Abstract] | ||
Current deferred income tax assets | 0 | 13,781 |
Noncurrent deferred income tax assets | 9,119 | 3,064 |
Current deferred income tax liabilities | 0 | 1,491 |
Noncurrent deferred income tax liabilities | $ (75,652) | $ (56,815) |
Income Taxes Summary of Operati
Income Taxes Summary of Operating Loss Carryforwards (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 |
U.S. Federal NOLs | ||
Operating Loss Carryforwards [Line Items] | ||
Company's gross NOLs | $ 368,971 | $ 451,009 |
U.S. State NOLs | ||
Operating Loss Carryforwards [Line Items] | ||
Company's gross NOLs | 300,197 | 363,080 |
Foreign NOLs | ||
Operating Loss Carryforwards [Line Items] | ||
Company's gross NOLs | $ 711,489 | $ 621,976 |
Income Taxes Summary of Income
Income Taxes Summary of Income Tax Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | ||
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||||
Gross unrecognized tax benefits as of February 1 | $ 240,285 | $ 301,174 | $ 278,602 | |
Increase due to Acquisitions | [1] | 25,761 | 0 | 0 |
Increases related to tax positions taken in prior years (1) | [1] | 10,856 | 29,688 | 29,520 |
Decreases related to tax positions taken in prior years | (2,448) | (541) | (11,671) | |
Increases related to tax positions in current year | 2,639 | 5,391 | 5,970 | |
Decreases related to tax positions in current year | 0 | (259) | 0 | |
Decreases due to settlements with taxing authorities | (302) | (31,834) | (1,500) | |
Reductions resulting from lapse in statute of limitations | (28,465) | (51,085) | (1,072) | |
Increases (decreases) related to foreign currency exchange rate fluctuations | (4,371) | (12,249) | 1,325 | |
Gross unrecognized tax benefits as of January 31 | $ 243,955 | $ 240,285 | $ 301,174 | |
[1] | The increase related to tax positions taken in prior years for the year ended January 31, 2015 included a $25.9 million correction to properly reflect gross positions which had been reported net of certain deferred tax assets in prior periods. The out-of-period adjustment impacted the disclosure only and had no impact on the previously reported statements of operations, balance sheets, statements of cash flows or the statements of stockholders’ equity of any previously reported periods. Based on evaluation of the relevant quantitative and qualitative factors, the Company concluded that the error in the disclosures was not material to any periods affected. |
Income Taxes Income Taxes Valua
Income Taxes Income Taxes Valuation Allowance on Income Taxes (Details) - Valuation Allowance of Deferred Tax Assets [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Fiscal Year | $ (284,255) | $ (266,617) | $ (195,468) |
Additions (Charged) Credited to Expenses | 2,897 | (50,985) | (31,655) |
Other | 12,520 | 33,347 | (39,494) |
Balance at End of Fiscal Year | $ (268,838) | $ (284,255) | $ (266,617) |
Business Segment Information (S
Business Segment Information (Schedule of Total Revenue, Total Costs and Expenses, Segment Performance) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Jul. 31, 2014 | Apr. 30, 2014 | Oct. 31, 2013 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | $ 81,705 | $ 81,875 | $ 61,629 | $ 45,705 | $ 64,394 | $ 74,988 | $ 65,082 | $ 64,510 | $ 270,914 | $ 268,974 | $ 415,970 |
Total costs and expenses | 339,283 | 333,422 | 403,994 | ||||||||
Income (loss) from operations | (9,264) | (18,998) | (10,494) | (29,613) | (6,594) | (17,011) | (21,594) | (19,249) | (68,369) | (64,448) | 11,976 |
Revenues | $ 81,705 | $ 81,875 | $ 61,629 | $ 45,705 | $ 64,394 | $ 74,988 | $ 65,082 | $ 64,510 | 270,914 | 268,974 | 415,970 |
Stock-based compensation expense | 9,794 | 11,368 | 10,208 | ||||||||
Amortization of intangible assets | 22,500 | 200 | |||||||||
Restructuring expenses and write-off of property and equipment | 12,755 | 12,111 | 9,845 | ||||||||
Interest expense | $ (8,654) | $ (641) | $ (847) |
Business Segment Information113
Business Segment Information (Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||
Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Jul. 31, 2014 | Apr. 30, 2014 | Oct. 31, 2013 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||
Revenue | $ 81,705 | $ 81,875 | $ 61,629 | $ 45,705 | $ 64,394 | $ 74,988 | $ 65,082 | $ 64,510 | $ 270,914 | $ 268,974 | $ 415,970 | ||
Revenues by Country, Percent | 100.00% | 100.00% | 100.00% | ||||||||||
United States | |||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||
Revenue | $ 81,029 | $ 84,270 | $ 167,140 | ||||||||||
Revenues by Country, Percent | 30.00% | 31.00% | 40.00% | ||||||||||
Japan | |||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||
Revenue | $ 9,933 | $ 19,979 | $ 29,850 | ||||||||||
Revenues by Country, Percent | 4.00% | 7.00% | 7.00% | ||||||||||
UKRAINE | |||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||
Revenue | $ 7,628 | $ 16,362 | $ 22,376 | ||||||||||
Revenues by Country, Percent | 3.00% | 6.00% | 5.00% | ||||||||||
CANADA | |||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||
Revenue | $ 20,064 | $ 13,893 | $ 14,028 | ||||||||||
Revenues by Country, Percent | 7.00% | 5.00% | 3.00% | ||||||||||
Canada | |||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||
Revenue | $ 21,389 | $ 30,280 | $ 42,502 | ||||||||||
Revenues by Country, Percent | 8.00% | 11.00% | 10.00% | ||||||||||
GERMANY | |||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||
Revenue | $ 15,805 | $ 6,180 | $ 5,442 | ||||||||||
Revenues by Country, Percent | 6.00% | 2.00% | 1.00% | ||||||||||
Ukraine | |||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||
Revenue | $ 8,739 | $ 11,698 | $ 18,753 | ||||||||||
Revenues by Country, Percent | 3.00% | 4.00% | 5.00% | ||||||||||
Other Foreign (1) | |||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||||
Revenue | [1] | $ 106,327 | $ 86,312 | $ 115,879 | |||||||||
Revenues by Country, Percent | 39.00% | [1] | 34.00% | 29.00% | |||||||||
[1] | Other foreign consists of numerous countries, none of which represents more than 5% of total revenue in any fiscal year presented. |
Business Segment Information114
Business Segment Information (Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country) (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Property and equipment, net | $ 38,470 | $ 40,222 | $ 32,680 |
Israel | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Property and equipment, net | 29,659 | 33,467 | 22,673 |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Property and equipment, net | 2,761 | 4,288 | 5,189 |
Other | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Property and equipment, net | $ 6,050 | $ 2,467 | $ 4,818 |
Supplemental Cash Flow Infor115
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Supplemental Cash Flow Information [Abstract] | |||
Accrued but unpaid purchases of property and equipment | $ 1,692 | $ 3,606 | $ 3,404 |
Inventory transfers to property and equipment | 1,238 | 2,372 | 4,001 |
Liabilities For Contingent Consideration In Business Combination | 567 | 0 | $ 0 |
Stock Issued | 56,931 | 0 | |
Cash paid during the year for interest | 8,486 | 20 | $ 0 |
Cash paid during the year for income taxes net of amounts refunded—continuing operations | $ 3,368 | $ 2,304 | $ 7,417 |
Leases (Details)
Leases (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
May. 31, 2012 | Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($)ft² | Jan. 31, 2014USD ($) | |
Operating Leased Assets [Line Items] | ||||
Operating Leases, Rent Expense, Net | $ 11,000 | $ 9,500 | $ 19,600 | |
Operating Leases, Rent Expense, Sublease Rentals | 7,900 | 900 | $ 2,100 | |
Minimum lease commitment - due 2017 | 9,860 | |||
Minimum lease commitment - due 2018 | 8,538 | |||
Minimum lease commitment - due 2019 | 7,425 | |||
Minimum lease commitment - due 2020 | 6,068 | |||
Minimum lease commitment - due 2021 | 4,830 | |||
Minimum lease commitment - due 2022 and thereafter | 18,204 | |||
Minimum lease commitment | 54,925 | |||
Noncancellable Subleases - Due 2017 | 1,616 | |||
Noncancellable Subleases - Due 2018 | 1,678 | |||
Noncancellable Subleases - Due 2019 | 1,596 | |||
Noncancellable Subleases - Due 2020 | 1,387 | |||
Noncancellable Subleases - Due 2021 | 784 | |||
Noncancellable Subleases - Due 2022 and Thereafter | 1,027 | |||
Noncancellable subleases | 8,088 | |||
Minimum Net Rentals - Due 2017 | 8,244 | |||
Minimum Net Rentals - Due 2018 | 6,860 | |||
Minimum Net Rentals - Due 2019 | 5,829 | |||
Minimum Net Rentals - Due 2020 | 4,681 | |||
Minimum Net Rentals - Due 2021 | 4,046 | |||
Minimum Net Rentals - Due 2022 and Thereafter | 17,177 | |||
Minimum net rentals | $ 46,837 | |||
Facility in Raanana, Israel | ||||
Operating Leased Assets [Line Items] | ||||
Operating Leases, Accrued Penalty for Terminated Leased Space Under Lease Option | $ 1,700 | |||
Square feet of facility | ft² | 218,912 | |||
Term of lease | 10 years | |||
Extension term | 5 years | |||
Operating Leases, Option Under Agreement, Percentage of Leased Space That Can Be Terminated, Maximum | 30.00% | |||
Percentage of space no longer under lease (percent) | 27.00% | |||
Annual base rent under lease | $ 4,500 | |||
2014 Restructuring Plan [Member] | Facility in Raanana, Israel | ||||
Operating Leased Assets [Line Items] | ||||
Restructuring and Related Cost, Incurred Cost | $ 2,000 | |||
Percentage of space no longer under lease (percent) | 21.00% | |||
write-off of property and equipment | $ 1,500 | |||
2015 Restructuring Plan [Member] | Facility in Raanana, Israel | ||||
Operating Leased Assets [Line Items] | ||||
Restructuring and Related Cost, Incurred Cost | $ 800 | |||
Percentage of space no longer under lease (percent) | 7.00% | |||
Percentage of space subleased (percent) | 11.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Jul. 02, 2015USD ($) | Aug. 02, 2012USD ($) | Mar. 26, 2009litigation_case | Mar. 16, 2009litigation_case | Mar. 31, 2009litigation_case | Jan. 31, 2016USD ($) | Oct. 31, 2014USD ($) | Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($) | Apr. 14, 2015USD ($)employee | Apr. 30, 2013USD ($) | Feb. 04, 2013USD ($) |
Commitments And Contingencies [Line Items] | ||||||||||||
Proceeds From Return of Escrow | $ 25 | |||||||||||
Reserved portion of the tax and labor contingencies | $ 8.5 | $ 8.5 | ||||||||||
Unreserved portion of the tax and labor contingencies | 31.1 | 31.1 | ||||||||||
Deposits with the government in Brazil | 4.5 | 4.5 | ||||||||||
Italian VAT refund | $ 10.9 | |||||||||||
Number of Employees Rehired | employee | 500 | |||||||||||
Guarantee Obligations [Member] | ||||||||||||
Commitments And Contingencies [Line Items] | ||||||||||||
Bank guarantees to provide customer assurance | 19.1 | 19.1 | $ 29 | |||||||||
Purchase Commitment [Member] | ||||||||||||
Commitments And Contingencies [Line Items] | ||||||||||||
Recorded Unconditional Purchase Obligation | 195.9 | 195.9 | ||||||||||
Recorded Unconditional Purchase Obligation Due within One Year | 50.3 | 50.3 | ||||||||||
Recorded Unconditional Purchase Obligation Due in Years Two Through Four | 75.2 | |||||||||||
Recorded Unconditional Purchase Obligation Due in Years Three Through Five | 61 | |||||||||||
Recorded Unconditional Purchase Obligation Due after Fifth Year | 9.3 | |||||||||||
Share Distribution | ||||||||||||
Commitments And Contingencies [Line Items] | ||||||||||||
Cash Placed in Escrow for Indemnification Claims | $ 25 | |||||||||||
Pending Litigation [Member] | ||||||||||||
Commitments And Contingencies [Line Items] | ||||||||||||
Number of claims filed | litigation_case | 2 | 2 | 4 | |||||||||
Amounts in motion filed by plaintiffs | 3.3 | |||||||||||
Starhome Disposition | ||||||||||||
Commitments And Contingencies [Line Items] | ||||||||||||
Proceeds from Divestiture of Businesses | $ 37.2 | |||||||||||
Discontinued Operation, Agreed Upon Payments to Shareholders, Maximum | 4.5 | |||||||||||
Cash proceeds held in escrow to cover claims | 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 Operations, Indemnification Claims, Threshold | 1 | |||||||||||
Proceeds From Return of Escrow | $ 4.7 | |||||||||||
Business Support Systems [Member] | ||||||||||||
Commitments And Contingencies [Line Items] | ||||||||||||
Cash Provided by (Used in) Financing Activities, Discontinued Operations | 5.5 | |||||||||||
Amdocs Limited [Member] | Business Support Systems [Member] | ||||||||||||
Commitments And Contingencies [Line Items] | ||||||||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 271.7 | |||||||||||
Disposal Group, Including Discontinued Operations, Indemnification and Adjustment Escrow | $ 26 | |||||||||||
Disposal Group, Including Discontinued Operations, Indemnification Period | 12 months | |||||||||||
Tech Mahindra [Member] | ||||||||||||
Commitments And Contingencies [Line Items] | ||||||||||||
Contractual Obligation | $ 212 | |||||||||||
Number of Employees Rehired | employee | 500 | |||||||||||
Pro Forma [Member] | Amdocs Limited [Member] | Business Support Systems [Member] | ||||||||||||
Commitments And Contingencies [Line Items] | ||||||||||||
Disposal Group, Including Discontinued Operations, Increase (Decrease) in Consideration | 0.7 | |||||||||||
Acision Global Limited [Member] | ||||||||||||
Commitments And Contingencies [Line Items] | ||||||||||||
Business Combination, Indemnification Assets, Amount as of Acquisition Date | 2 | 2 | ||||||||||
Business Combination, Indemnification Assets, Range of Outcomes, Value, High | $ 10 | $ 10 |
Quarterly Information (Unaud118
Quarterly Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||||||
Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | [1] | Jul. 31, 2014 | Apr. 30, 2014 | Oct. 31, 2013 | Jul. 31, 2015 | Oct. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | Aug. 06, 2015 | ||||||
Goodwill | $ 253,819 | $ 67,518 | $ 253,819 | $ 67,518 | $ 66,153 | ||||||||||||||||
Service costs | $ 53,800 | $ 111,800 | 157,529 | 146,624 | 167,232 | ||||||||||||||||
Income tax expense | 4,200 | 6,500 | (25,234) | (3,229) | 6,579 | ||||||||||||||||
Net loss from continuing operations | 24,371 | (23,578) | $ (12,163) | $ (39,980) | (75,700) | (51,350) | (57,238) | (4,427) | |||||||||||||
Income from discontinued operations, net of tax | $ 1,500 | $ 183,000 | $ 196,400 | $ 197,800 | $ 184,123 | $ 35,099 | $ 23,113 | ||||||||||||||
Loss per share from continuing operations attributable to Xura, Inc. | $ (0.95) | $ 0.18 | [1] | $ (1) | [1] | $ (0.99) | [1] | $ (0.75) | [1] | $ (3.30) | $ (2.19) | $ (2.58) | $ (0.20) | ||||||||
Earnings per share from discontinued operations attributable to Xura, Inc. | 0.06 | $ 8.31 | 0.27 | [1] | 0.25 | [1] | 0.27 | [1] | $ 0.79 | [1] | $ 8.95 | 8.63 | 7.85 | 1.58 | 1.04 | ||||||
Basic and diluted earnings (loss) per share | $ (0.89) | $ 0.45 | [1] | $ 0.04 | $ (0.75) | [1] | $ (0.72) | [1] | $ 5.33 | $ 5.66 | $ (1) | $ 0.84 | |||||||||
Revenue | 81,705 | $ 81,875 | $ 61,629 | 45,705 | $ 64,394 | $ 74,988 | $ 65,082 | $ 64,510 | $ 270,914 | $ 268,974 | $ 415,970 | ||||||||||
Gross Profit | 28,100 | 25,292 | 21,665 | 1,948 | 19,652 | 17,032 | 14,197 | 16,361 | |||||||||||||
Operating Income (Loss) | (9,264) | (18,998) | (10,494) | (29,613) | (6,594) | (17,011) | (21,594) | (19,249) | (68,369) | (64,448) | 11,976 | ||||||||||
Net income from discontinued operations | (13,707) | 1,492 | 183,019 | 13,319 | 5,989 | 5,515 | 5,964 | 17,631 | |||||||||||||
Net income (loss) | $ 10,664 | $ (22,086) | $ 170,856 | $ (26,661) | $ 9,908 | $ (16,866) | $ (16,131) | $ 950 | $ 122,100 | $ 132,773 | $ (22,139) | $ 18,686 | |||||||||
Loss per share from continuing operations attributable to Xura, Inc. | [1] | $ 0.97 | $ (0.95) | $ (0.55) | $ (1.83) | ||||||||||||||||
(Loss) earnings per share from continuing operations attributable to Xura, Inc. | [1] | (0.54) | 0.06 | 8.31 | 0.61 | ||||||||||||||||
Basic and diluted earnings (loss) per share | [2] | 0.43 | (0.89) | 7.76 | (1.22) | ||||||||||||||||
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share | [1] | 0.97 | (0.95) | (0.55) | (1.83) | ||||||||||||||||
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share | [1] | (0.55) | 0.06 | 8.31 | 0.61 | ||||||||||||||||
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic and Diluted Share | [2] | 0.42 | $ (0.89) | $ 7.76 | $ (1.22) | ||||||||||||||||
As Reported | |||||||||||||||||||||
Service costs | $ 52,300 | 110,400 | |||||||||||||||||||
Income tax expense | 4,400 | 6,600 | |||||||||||||||||||
Net loss from continuing operations | (22,300) | (74,400) | |||||||||||||||||||
Income from discontinued operations, net of tax | $ 4,400 | $ 175,100 | $ 188,400 | $ 192,800 | |||||||||||||||||
Loss per share from continuing operations attributable to Xura, Inc. | $ (0.90) | $ (3.25) | |||||||||||||||||||
Earnings per share from discontinued operations attributable to Xura, Inc. | 0.20 | 0.18 | $ 7.95 | $ 8.59 | 8.41 | ||||||||||||||||
Basic and diluted earnings (loss) per share | $ (0.72) | $ 5.16 | |||||||||||||||||||
Net income (loss) | $ (17,900) | $ 118,400 | |||||||||||||||||||
Measurement Period Adjustments | |||||||||||||||||||||
Service costs | 1,500 | 1,500 | |||||||||||||||||||
Income tax expense | (100) | (100) | |||||||||||||||||||
Net loss from continuing operations | (1,300) | (1,300) | |||||||||||||||||||
Income from discontinued operations, net of tax | $ (2,900) | $ 8,000 | $ 8,000 | $ 5,100 | |||||||||||||||||
Loss per share from continuing operations attributable to Xura, Inc. | $ 0.05 | $ (0.05) | $ (0.06) | ||||||||||||||||||
Earnings per share from discontinued operations attributable to Xura, Inc. | (0.12) | $ 0.36 | $ 0.36 | 0.22 | |||||||||||||||||
Basic and diluted earnings (loss) per share | $ (0.17) | $ 0.16 | |||||||||||||||||||
Net income (loss) | $ (4,200) | $ 3,700 | |||||||||||||||||||
Acision Global Limited [Member] | |||||||||||||||||||||
Cash and cash equivalents | $ 31,335 | ||||||||||||||||||||
Accounts receivable | 54,183 | ||||||||||||||||||||
Prepaid expenses and other assets | 11,827 | ||||||||||||||||||||
Property and equipment | 3,737 | ||||||||||||||||||||
Goodwill | 186,600 | ||||||||||||||||||||
Intangible assets | 239,152 | ||||||||||||||||||||
Deferred income taxes | 17,215 | ||||||||||||||||||||
Total assets acquired | 544,049 | ||||||||||||||||||||
Accounts payable and accrued expenses | 61,752 | ||||||||||||||||||||
Deferred revenue | 7,664 | ||||||||||||||||||||
Deferred income taxes | 56,552 | ||||||||||||||||||||
Debt | 156,000 | ||||||||||||||||||||
Other long-term liabilities | 33,247 | ||||||||||||||||||||
Total liabilities acquired | 315,215 | ||||||||||||||||||||
Total purchase price | 228,834 | ||||||||||||||||||||
Acision Global Limited [Member] | As Reported | |||||||||||||||||||||
Cash and cash equivalents | 31,155 | ||||||||||||||||||||
Accounts receivable | 55,370 | ||||||||||||||||||||
Prepaid expenses and other assets | 25,376 | ||||||||||||||||||||
Property and equipment | 4,079 | ||||||||||||||||||||
Goodwill | 183,709 | ||||||||||||||||||||
Intangible assets | 239,152 | ||||||||||||||||||||
Deferred income taxes | 6,248 | ||||||||||||||||||||
Total assets acquired | 545,089 | ||||||||||||||||||||
Accounts payable and accrued expenses | 55,762 | ||||||||||||||||||||
Deferred revenue | 18,487 | ||||||||||||||||||||
Deferred income taxes | 52,845 | ||||||||||||||||||||
Debt | 156,000 | ||||||||||||||||||||
Other long-term liabilities | 33,161 | ||||||||||||||||||||
Total liabilities acquired | 316,255 | ||||||||||||||||||||
Total purchase price | 228,834 | ||||||||||||||||||||
Acision Global Limited [Member] | Restatement Adjustment [Member] | |||||||||||||||||||||
Cash and cash equivalents | 180 | ||||||||||||||||||||
Accounts receivable | (1,187) | ||||||||||||||||||||
Prepaid expenses and other assets | (11,549) | ||||||||||||||||||||
Property and equipment | (342) | ||||||||||||||||||||
Goodwill | 2,784 | ||||||||||||||||||||
Intangible assets | 0 | ||||||||||||||||||||
Deferred income taxes | 10,967 | ||||||||||||||||||||
Total assets acquired | 853 | ||||||||||||||||||||
Accounts payable and accrued expenses | 1,583 | ||||||||||||||||||||
Deferred revenue | (10,823) | ||||||||||||||||||||
Deferred income taxes | 3,707 | ||||||||||||||||||||
Debt | 0 | ||||||||||||||||||||
Other long-term liabilities | 6,386 | ||||||||||||||||||||
Total liabilities acquired | 853 | ||||||||||||||||||||
Total purchase price | 0 | ||||||||||||||||||||
Acision Global Limited [Member] | Measurement Period Adjustments | |||||||||||||||||||||
Cash and cash equivalents | 0 | ||||||||||||||||||||
Accounts receivable | 0 | ||||||||||||||||||||
Prepaid expenses and other assets | (2,000) | ||||||||||||||||||||
Property and equipment | 0 | ||||||||||||||||||||
Goodwill | 107 | ||||||||||||||||||||
Intangible assets | 0 | ||||||||||||||||||||
Deferred income taxes | 0 | ||||||||||||||||||||
Total assets acquired | (1,893) | ||||||||||||||||||||
Accounts payable and accrued expenses | 4,407 | ||||||||||||||||||||
Deferred revenue | 0 | ||||||||||||||||||||
Deferred income taxes | 0 | ||||||||||||||||||||
Debt | 0 | ||||||||||||||||||||
Other long-term liabilities | (6,300) | ||||||||||||||||||||
Total liabilities acquired | (1,893) | ||||||||||||||||||||
Total purchase price | $ 0 | ||||||||||||||||||||
[1] | Amounts may not total to annual earnings per share attributable to stockholders because each quarter and year are calculated separately based on basic and diluted weighted-average common shares outstanding during that period. | ||||||||||||||||||||
[2] | Amounts may not total to annual loss per share attributable to stockholders because each quarter and year are calculated separately based on basic and diluted weighted-average common shares outstanding during that period. |
Subsequent Events Subsequent Ev
Subsequent Events Subsequent Events (Details) | May. 16, 2016$ / shares |
Sierra Private Merger Sub Inc. [Member] | Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Cash to be received by stockholders for each share held (in US$ per share) | $ 25 |
Schedule I Condensed Financi120
Schedule I Condensed Financial Information of Registrant - Condensed Balance Sheets (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Cash and cash equivalents | $ 115,445 | $ 158,121 | ||
Restricted cash and bank deposits | 50,110 | 35,802 | ||
Accounts receivable, net of allowance | 85,034 | 35,494 | ||
Inventories | 10,387 | 17,817 | ||
Deferred cost of revenue | 4,261 | 3,545 | ||
Deferred income taxes | 0 | 13,781 | ||
Prepaid expenses | 18,285 | 14,310 | ||
Other current assets | 8,295 | 5,148 | ||
Current assets of discontinued operations | 0 | 158,061 | ||
Total current assets | 291,817 | 442,079 | ||
Property and equipment, net | 38,470 | 40,222 | $ 32,680 | |
Goodwill | 253,819 | 67,518 | 66,153 | |
Intangible assets, net | 201,984 | 1,658 | ||
Deferred cost of revenue | 14,506 | 22,169 | ||
Deferred income taxes | 9,119 | 3,064 | ||
Other assets | 6,491 | 21,702 | ||
Total assets | 820,622 | 606,352 | ||
Accounts payable and accrued expenses | 135,639 | 99,165 | ||
Deferred revenue | 90,365 | 125,063 | ||
Deferred income taxes | 0 | 1,491 | ||
Income taxes payable | 11,022 | 2,166 | ||
Current liabilities of discontinued operations | 0 | 123,340 | ||
Total current liabilities | 249,274 | 351,357 | ||
Deferred revenue | 48,506 | 60,735 | ||
Deferred income taxes | (75,652) | (56,815) | ||
Other long-term liabilities | 107,185 | 123,065 | ||
Total liabilities | $ 621,327 | $ 592,970 | ||
Commitments and contingencies (Note 24) | ||||
Total equity | $ 199,295 | $ 13,382 | 32,810 | $ (18,763) |
Common stock, $0.01 par value - authorized, 100,000,000 shares; issued, 26,130,007 and 22,591,411 shares, respectively; outstanding, 25,004,913 and 21,830,081 shares, respectively | 261 | 226 | ||
Preferred stock, $0.01 par value - authorized, 100,000 shares | 0 | 0 | ||
Treasury stock, at cost, 1,125,094 and 761,330 shares, respectively | (24,460) | (17,211) | ||
Accumulated earnings (deficit) | 86,383 | (46,390) | ||
Additional paid-in-capital | 114,004 | 45,935 | ||
Accumulated other comprehensive income | 23,107 | 30,822 | ||
Total liabilities and equity | $ 820,622 | $ 606,352 | ||
Common stock, par value | $ 0.01 | $ 0.01 | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||
Common stock, shares issued | 26,128,807 | 22,591,411 | ||
Common stock, shares outstanding | 25,003,715 | 21,830,081 | ||
Treasury stock, shares | 1,378,091 | 761,330 | ||
Parent Company [Member] | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Cash and cash equivalents | $ 23,093 | $ 69,250 | 156,556 | $ 112,350 |
Restricted cash and bank deposits | 26,005 | 44 | ||
Accounts receivable, net of allowance | 20,455 | 9,405 | ||
Deferred cost of revenue | 8,914 | 13,384 | ||
Deferred income taxes | 0 | 9,731 | ||
Prepaid expenses | 2,209 | 999 | ||
Other current assets | 84 | 50 | ||
Advances to and investments in subsidiaries | 190,217 | 1,513 | ||
Current assets of discontinued operations | 0 | 43,233 | ||
Total current assets | 270,977 | 147,609 | ||
Property and equipment, net | 2,758 | 4,288 | ||
Goodwill | 20,084 | 20,084 | $ 20,100 | |
Deferred cost of revenue | 39,569 | 51,481 | ||
Deferred income taxes | 0 | 0 | ||
Other assets | 1,158 | 1,228 | ||
Total assets | 334,546 | 224,690 | ||
Accounts payable and accrued expenses | 17,641 | 18,607 | ||
Deferred revenue | 41,402 | 60,040 | ||
Income taxes payable | 1,141 | 907 | ||
Current liabilities of discontinued operations | 0 | 33,675 | ||
Total current liabilities | 60,184 | 113,229 | ||
Deferred revenue | 33,931 | 40,583 | ||
Deferred income taxes | (38,223) | (50,426) | ||
Other long-term liabilities | 5,251 | 7,070 | ||
Total liabilities | 137,589 | 211,308 | ||
Total equity | 196,957 | 13,382 | ||
Common stock, $0.01 par value - authorized, 100,000,000 shares; issued, 26,130,007 and 22,591,411 shares, respectively; outstanding, 25,004,913 and 21,830,081 shares, respectively | 261 | 226 | ||
Preferred stock, $0.01 par value - authorized, 100,000 shares | 0 | 0 | ||
Treasury stock, at cost, 1,125,094 and 761,330 shares, respectively | (24,460) | (17,211) | ||
Accumulated earnings (deficit) | 83,843 | (46,390) | ||
Additional paid-in-capital | 114,004 | 45,935 | ||
Accumulated other comprehensive income | 23,309 | 30,822 | ||
Total liabilities and equity | $ 334,546 | $ 224,690 | ||
Common stock, par value | $ 0.01 | $ 0.01 | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||
Common stock, shares issued | 26,130,007 | 22,591,411 | ||
Common stock, shares outstanding | 25,004,913 | 21,830,081 | ||
Treasury stock, shares | 1,125,094 | 761,330 | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | ||
Preferred Stock, Shares Authorized | 100,000 | 100,000 |
Schedule I Condensed Financi121
Schedule I Condensed Financial Information of Registrant - Condensed Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Jul. 31, 2014 | Apr. 30, 2014 | Oct. 31, 2013 | Oct. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||||||||||
Product revenue | $ 55,187 | $ 69,238 | $ 154,704 | |||||||||
Service revenue | 215,727 | 199,736 | 261,266 | |||||||||
Total revenue | $ 81,705 | $ 81,875 | $ 61,629 | $ 45,705 | $ 64,394 | $ 74,988 | $ 65,082 | $ 64,510 | 270,914 | 268,974 | 415,970 | |
Cost of Revenue [Abstract] | ||||||||||||
Product costs | 36,380 | 55,108 | 96,909 | |||||||||
Service costs | 53,800 | $ 111,800 | 157,529 | 146,624 | 167,232 | |||||||
Research and development, net | 37,270 | 36,857 | 39,401 | |||||||||
Selling, general and administrative | 95,349 | 82,722 | 90,607 | |||||||||
Restructuring expenses and write-off of property and equipment | 12,755 | 12,111 | 9,845 | |||||||||
Total other operating expenses | 12,755 | 12,111 | 9,845 | |||||||||
Total costs and expenses | 339,283 | 333,422 | 403,994 | |||||||||
(Loss) income from operations | (9,264) | (18,998) | (10,494) | (29,613) | (6,594) | (17,011) | (21,594) | (19,249) | (68,369) | (64,448) | 11,976 | |
Interest income | 327 | 480 | 614 | |||||||||
Interest Expense | (8,654) | (641) | (847) | |||||||||
Foreign Currency Transaction Gain (Loss), Realized | (249) | 4,659 | (10,290) | |||||||||
Other Nonoperating Income (Expense) | 361 | (517) | 699 | |||||||||
(Loss) income before income tax benefit | (76,584) | (60,467) | 2,152 | |||||||||
Income Tax Expense (Benefit) | 4,200 | 6,500 | (25,234) | (3,229) | 6,579 | |||||||
Net loss from continuing operations | 24,371 | (23,578) | (12,163) | (39,980) | (75,700) | (51,350) | (57,238) | (4,427) | ||||
Income from discontinued operations, net of tax | (13,707) | 1,492 | 183,019 | 13,319 | 5,989 | 5,515 | 5,964 | 17,631 | ||||
Net income (loss) | $ 10,664 | $ (22,086) | $ 170,856 | $ (26,661) | $ 9,908 | $ (16,866) | $ (16,131) | $ 950 | $ 122,100 | 132,773 | (22,139) | 18,686 |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | 125,058 | (14,649) | 20,267 | |||||||||
Parent Company [Member] | ||||||||||||
Condensed Income Statements, Captions [Line Items] | ||||||||||||
Product revenue | 53,426 | 48,517 | 116,278 | |||||||||
Service revenue | 63,147 | 68,549 | 83,381 | |||||||||
Total revenue | 116,573 | 117,066 | 199,659 | |||||||||
Cost of Revenue [Abstract] | ||||||||||||
Product costs | 22,952 | 19,045 | 54,637 | |||||||||
Service costs | 25,983 | 25,923 | 31,747 | |||||||||
Research and development, net | 5,009 | 7,774 | 7,652 | |||||||||
Selling, general and administrative | 44,941 | 25,598 | 38,306 | |||||||||
Restructuring expenses and write-off of property and equipment | 2,898 | 2,944 | 5,162 | |||||||||
Total other operating expenses | 2,898 | 2,944 | 5,162 | |||||||||
Total costs and expenses | 101,783 | 81,284 | 137,504 | |||||||||
(Loss) income from operations | 14,790 | 35,782 | 62,155 | |||||||||
Interest income | 104 | 149 | 150 | |||||||||
Interest Expense | (65) | (97) | (104) | |||||||||
Foreign Currency Transaction Gain (Loss), Realized | (1,757) | (1,108) | (365) | |||||||||
Other Nonoperating Income (Expense) | (2) | 55,134 | (3,934) | |||||||||
(Loss) income before income tax benefit | 13,070 | 89,860 | 57,902 | |||||||||
Income Tax Expense (Benefit) | (135) | 553 | 15,945 | |||||||||
Income (Loss) from Subsidiaries, Net of Tax | (77,175) | (123,013) | 59,987 | |||||||||
Net loss from continuing operations | (63,970) | (33,706) | 101,944 | |||||||||
Income from discontinued operations, net of tax | 196,743 | 11,567 | (83,258) | |||||||||
Net income (loss) | 132,773 | (22,139) | 18,686 | |||||||||
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | $ 132,773 | $ (22,139) | $ 18,686 |
Schedule I Condensed Financi122
Schedule I Condensed Financial Information of Registrant - Condensed Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash provided by (used in) operating activities - continuing operations | $ (85,582) | $ (47,675) | $ (643) | |
Net cash provided by (used in) operating activities - discontinued operations | (51,901) | (21,920) | 7,264 | |
Net cash (used in) provided by operating activities | (137,483) | (69,595) | 6,621 | |
Acquisitions | 140,000 | 2,673 | 0 | |
Purchase of property and equipment | 11,173 | 18,977 | 10,923 | |
Net change in restricted cash and bank deposits | 13,017 | (23,791) | 26,918 | |
Payments for (Proceeds from) Other Investing Activities | 270 | (41) | (890) | |
Net cash provided by (used in) investing activities | (164,460) | 2,182 | (36,951) | |
Cash Provided by (Used in) Investing Activities, Discontinued Operations | 271,981 | (4,335) | (1,346) | |
Net Cash Provided by (Used in) Investing Activities | 107,521 | (2,153) | (38,297) | |
CTI capital contribution | 0 | 0 | 25,000 | |
Payment for repurchase of common stock in connection with tax liabilities upon settlement of awards | 947 | 1,053 | 991 | |
Payment for repurchase of common stock under repurchase program | 6,302 | 15,134 | 0 | |
Proceeds from stock options exercises and issuance of subsidiary common stock | 1,379 | 40 | 1,109 | |
Proceeds from (Repayments of) Secured Debt | 0 | 87 | 0 | |
Repayments of Secured Debt | 4,127 | 100 | 0 | |
Net cash (used in) provided by financing activities | (10,140) | (16,160) | 25,118 | |
Cash and Cash Equivalents, Period Increase (Decrease) | (42,676) | (96,459) | (8,341) | |
Cash and cash equivalents | 115,445 | 158,121 | ||
Parent Company [Member] | ||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash (used in) provided by operating activities | 146,799 | (95,205) | 45,301 | |
Purchase of other assets | 1,223 | 0 | 0 | |
Acquisitions | 171,335 | 0 | 0 | |
Purchase of property and equipment | 74 | 951 | 2,055 | |
Net change in restricted cash and bank deposits | 25,964 | (25,230) | 25,000 | |
Payments for (Proceeds from) Other Investing Activities | (9,064) | 233 | (843) | |
Net Cash Provided by (Used in) Investing Activities | (187,086) | 24,046 | (26,212) | |
CTI capital contribution | 0 | 0 | 25,000 | |
Payment for repurchase of common stock in connection with tax liabilities upon settlement of awards | 947 | 1,053 | 991 | |
Payment for repurchase of common stock under repurchase program | 6,302 | 15,134 | 0 | |
Proceeds from stock options exercises and issuance of subsidiary common stock | 1,379 | 40 | 1,108 | |
Net cash (used in) provided by financing activities | (5,870) | (16,147) | 25,117 | |
Cash and Cash Equivalents, Period Increase (Decrease) | (46,157) | (87,306) | 44,206 | |
Cash and cash equivalents | $ 23,093 | $ 69,250 | $ 156,556 | $ 112,350 |
Schedule I Condensed Financi123
Schedule I Condensed Financial Information of Registrant - Narrative (Details) $ in Thousands | Aug. 02, 2012USD ($) | Oct. 31, 2014USD ($) | Apr. 30, 2013USD ($) | Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($) | Jan. 31, 2014USD ($) | Aug. 06, 2015USD ($) | Jul. 02, 2015USD ($) | Apr. 14, 2015USD ($) | Feb. 04, 2013USD ($) | Jan. 31, 2013 |
Goodwill | $ 253,819 | $ 67,518 | $ 66,153 | ||||||||
Proceeds From Return of Escrow | $ 25,000 | ||||||||||
Acision Global Limited [Member] | |||||||||||
Goodwill | $ 186,600 | ||||||||||
Acision Credit Agreement [Member] | Acision Global Limited [Member] | |||||||||||
Debt instrument, Covenant, Consolidated Debt to Consolidated EBITDA Leverage Ratio Maximum | 3.25 | 3.75 | |||||||||
Share Distribution | |||||||||||
Cash Placed in Escrow for Indemnification Claims | $ 25,000 | ||||||||||
Indemnification Agreement [Member] | |||||||||||
Loss Contingency Accrual | $ 3,200 | $ 4,000 | |||||||||
Proceeds from Contributions from Parent | $ 21,000 | ||||||||||
Parent Company [Member] | |||||||||||
Transfer pricing adjustments and intercompany interest expense | (28,600) | (46,700) | (66,100) | ||||||||
Goodwill | 20,084 | 20,084 | 20,100 | ||||||||
Starhome Disposition | |||||||||||
Proceeds From Return of Escrow | 4,700 | ||||||||||
Proceeds from Divestiture of Businesses | $ 37,200 | ||||||||||
Cash proceeds held in escrow to cover claims | 10,500 | ||||||||||
First Portion of Proceeds Held in Escrow To Be Released From Divestiture of Businesses | 5,500 | ||||||||||
Proceeds Withheld in Escrow at Closing From Divestiture of Businesses | 4,900 | ||||||||||
Discontinued Operation, Agreed Upon Payments to Shareholders, Maximum | 4,500 | ||||||||||
Discontinued Operations, Indemnification Claims, Threshold | 1,000 | ||||||||||
Starhome Disposition | Starhome | |||||||||||
CTI Ownership Interest in Starhome | 66.50% | ||||||||||
Proceeds from Divestiture of Businesses | $ 81,300 | ||||||||||
Business Support Systems [Member] | |||||||||||
Cash Provided by (Used in) Financing Activities, Discontinued Operations | 5,500 | ||||||||||
Goodwill | 83,699 | ||||||||||
Restructuring Costs | 14,676 | 2,759 | 938 | ||||||||
Business Support Systems [Member] | Parent Company [Member] | |||||||||||
Restructuring Costs | 2,000 | 1,300 | $ 500 | ||||||||
Amdocs Limited [Member] | Business Support Systems [Member] | |||||||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 271,700 | ||||||||||
Disposal Group, Including Discontinued Operations, Indemnification and Adjustment Escrow | $ 26,000 | ||||||||||
Tech Mahindra [Member] | |||||||||||
Contractual Obligation | $ 212,000 | ||||||||||
Pro Forma [Member] | Amdocs Limited [Member] | Business Support Systems [Member] | |||||||||||
Disposal Group, Including Discontinued Operations, Increase (Decrease) in Consideration | 700 | ||||||||||
Guarantee Obligations [Member] | |||||||||||
Bank guarantees to provide customer assurance | 19,100 | 29,000 | |||||||||
Guarantee Obligations [Member] | Parent Company [Member] | |||||||||||
Bank guarantees to provide customer assurance | $ 700 | $ 1,400 |
Schedule I Condensed Financi124
Schedule I Condensed Financial Information of Registrant - Restructuring (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | $ 6,235 | $ 7,766 | $ 7,245 | $ 5,639 |
Restructuring expenses | 31,202 | 15,677 | 12,229 | |
Change in assumptions (1) | (3,772) | (808) | (1,446) | |
Translation adjustments and other (2) | (42) | (3) | 1,046 | |
Paid or utilized | (28,919) | (14,345) | (10,223) | |
Parent Company [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 2,767 | 3,660 | 5,027 | 3,462 |
Restructuring expenses | 5,132 | 4,493 | 5,567 | |
Change in assumptions (1) | 35 | (255) | 117 | |
Translation adjustments and other (2) | 0 | 0 | 0 | |
Paid or utilized | (6,060) | (5,605) | (4,119) | |
Comverse Two Thousand and Fifteen Initiative [Member] [Member] [Domain] | Severance Related | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 3,179 | 0 | 0 | 0 |
Restructuring expenses | 29,291 | 0 | 0 | |
Change in assumptions (1) | (2,119) | 0 | 0 | |
Translation adjustments and other (2) | (39) | 0 | 0 | |
Paid or utilized | (23,954) | 0 | 0 | |
Comverse Two Thousand and Fifteen Initiative [Member] [Member] [Domain] | Severance Related | Parent Company [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 504 | 0 | 0 | 0 |
Restructuring expenses | 4,820 | 0 | 0 | |
Change in assumptions (1) | (25) | 0 | 0 | |
Translation adjustments and other (2) | 0 | 0 | 0 | |
Paid or utilized | (4,291) | 0 | 0 | |
Comverse Two Thousand and Fifteen Initiative [Member] [Member] [Domain] | Facilities Related | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 398 | 0 | 0 | 0 |
Restructuring expenses | 966 | 0 | 0 | |
Change in assumptions (1) | (29) | 0 | 0 | |
Translation adjustments and other (2) | (3) | 0 | 0 | |
Paid or utilized | (536) | 0 | 0 | |
Comverse Two Thousand and Fifteen Initiative [Member] [Member] [Domain] | Facilities Related | Parent Company [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 0 | 0 | 0 | 0 |
Restructuring expenses | 59 | 0 | 0 | |
Change in assumptions (1) | 0 | 0 | 0 | |
Translation adjustments and other (2) | 0 | 0 | 0 | |
Paid or utilized | (59) | 0 | 0 | |
Comverse Two Thousand and Fourteen Initiative [Member] [Member] | Severance Related | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 13 | 2,843 | 0 | 0 |
Restructuring expenses | 50 | 13,014 | 0 | |
Change in assumptions (1) | (558) | (70) | 0 | |
Translation adjustments and other (2) | 0 | 0 | 0 | |
Paid or utilized | (2,322) | (10,101) | 0 | |
Comverse Two Thousand and Fourteen Initiative [Member] [Member] | Severance Related | Parent Company [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 0 | 600 | 0 | 0 |
Restructuring expenses | 0 | 4,245 | 0 | |
Change in assumptions (1) | (26) | (104) | 0 | |
Translation adjustments and other (2) | 0 | 14 | 0 | |
Paid or utilized | (574) | (3,555) | 0 | |
Comverse Two Thousand and Fourteen Initiative [Member] [Member] | Facilities Related | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 384 | 1,837 | 0 | 0 |
Restructuring expenses | 634 | 2,366 | 0 | |
Change in assumptions (1) | (1,125) | (105) | 0 | |
Translation adjustments and other (2) | 0 | 14 | 0 | |
Paid or utilized | (962) | (438) | 0 | |
2012 Initiative | Severance Related | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 0 | 0 | 1,062 | 3,713 |
Restructuring expenses | 0 | 106 | 7,086 | |
Change in assumptions (1) | 0 | (82) | (1,702) | |
Translation adjustments and other (2) | 0 | (14) | 62 | |
Paid or utilized | 0 | (1,072) | (8,097) | |
2012 Initiative | Severance Related | Parent Company [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 0 | 0 | 613 | 1,195 |
Restructuring expenses | 0 | 56 | 2,080 | |
Change in assumptions (1) | 0 | (58) | (234) | |
Translation adjustments and other (2) | 0 | (14) | 0 | |
Paid or utilized | 0 | (597) | (2,428) | |
2012 Initiative | Facilities Related | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 2,224 | 2,872 | 5,728 | 885 |
Restructuring expenses | 242 | 173 | 5,259 | |
Change in assumptions (1) | 63 | (493) | 171 | |
Translation adjustments and other (2) | 0 | 0 | 997 | |
Paid or utilized | (953) | (2,536) | (1,584) | |
2012 Initiative | Facilities Related | Parent Company [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Restructuring Reserve | 2,263 | 3,060 | 4,414 | $ 2,267 |
Restructuring expenses | 253 | 192 | 3,487 | |
Change in assumptions (1) | 86 | (93) | 351 | |
Translation adjustments and other (2) | 0 | 0 | 0 | |
Paid or utilized | $ (1,136) | $ (1,453) | $ (1,691) |
Uncategorized Items - mseg-2016
Label | Element | Value |
Net Income (Loss) Attributable to Parent | us-gaap_NetIncomeLoss | $ (16,681,000) |
Net Income (Loss) Attributable to Parent | us-gaap_NetIncomeLoss | (22,095,000) |
Net Income (Loss) Attributable to Parent | us-gaap_NetIncomeLoss | (22,381,000) |
Net Income (Loss) Attributable to Parent | us-gaap_NetIncomeLoss | $ 3,919,000 |