Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Oct. 15, 2013 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | MAXWELL TECHNOLOGIES INC | |
Entity Central Index Key | 319815 | |
Document Type | 10-Q | |
Document Period End Date | 30-Sep-13 | |
Amendment Flag | FALSE | |
Document Fiscal Year Focus | 2013 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | mxwl | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 29,641,276 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets : | ||
Cash and cash equivalents | $37,047 | $28,739 |
Restricted cash | 4,050 | 0 |
Trade and other accounts receivable, net of allowance for doubtful accounts of $133 and $157, at September 30, 2013 and December 31, 2012, respectively | 29,370 | 33,420 |
Inventories | 42,576 | 41,620 |
Prepaid expenses and other current assets | 3,190 | 3,228 |
Total current assets | 116,233 | 107,007 |
Property and equipment, net | 41,976 | 36,235 |
Intangible assets, net | 420 | 669 |
Goodwill | 25,678 | 25,416 |
Pension asset | 7,733 | 6,939 |
Other non-current assets | 331 | 206 |
Total assets | 192,371 | 176,472 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 29,829 | 27,181 |
Accrued warranty | 129 | 269 |
Accrued employee compensation | 8,344 | 4,743 |
Deferred revenue | 2,594 | 6,408 |
Short-term borrowings and current portion of long-term debt | 8,253 | 9,452 |
Deferred tax liability | 980 | 980 |
Total current liabilities | 50,129 | 49,033 |
Deferred tax liability, long-term | 1,376 | 1,384 |
Long-term debt, excluding current portion | 86 | 83 |
Other long-term liabilities | 2,280 | 1,039 |
Total liabilities | 53,871 | 51,539 |
Commitments and contingencies (Note 10) | ||
Stockholders' equity: | ||
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,641 and 29,162 shares issued and outstanding at September 30, 2013 and December 31, 2012, respectively | 2,961 | 2,913 |
Additional paid-in capital | 270,455 | 267,623 |
Accumulated deficit | -148,980 | -158,134 |
Accumulated other comprehensive income | 14,064 | 12,531 |
Total stockholders' equity | 138,500 | 124,933 |
Total liabilities and stockholders' equity | $192,371 | $176,472 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Trade and other accounts receivable, allowance | $133 | $157 |
Common stock, par value | $0.10 | $0.10 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 29,641,000 | 29,162,000 |
Common stock, shares outstanding | 29,641,000 | 29,162,000 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Income Statement [Abstract] | ||||
Revenue | $51,197 | $42,713 | $154,555 | $114,755 |
Cost of revenue | 30,084 | 24,571 | 93,636 | 66,932 |
Gross profit | 21,113 | 18,142 | 60,919 | 47,823 |
Operating expenses: | ||||
Selling, general and administrative | 9,455 | 7,342 | 32,945 | 25,539 |
Research and development | 5,450 | 5,084 | 16,851 | 15,948 |
Total operating expenses | 14,905 | 12,426 | 49,796 | 41,487 |
Income (loss) from operations | 6,208 | 5,716 | 11,123 | 6,336 |
Interest expense, net | 36 | 56 | 121 | 138 |
Amortization of debt discount and prepaid debt costs | 16 | 16 | 46 | 42 |
Income from operations before income taxes | 6,156 | 5,644 | 10,956 | 6,156 |
Income tax provision | 129 | 416 | 1,802 | 1,849 |
Net income (loss) | $6,027 | $5,228 | $9,154 | $4,307 |
Net income (loss) per share: | ||||
Basic | $0.21 | $0.18 | $0.32 | $0.15 |
Diluted | $0.21 | $0.18 | $0.32 | $0.15 |
Weighted average common shares outstanding: | ||||
Basic | 28,884 | 28,736 | 28,857 | 28,511 |
Diluted | 28,940 | 28,748 | 28,883 | 28,695 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income Loss (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $6,027 | $5,228 | $9,154 | $4,307 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustment | 3,778 | 718 | 1,391 | -176 |
Defined benefit pension plan, net of tax: | ||||
Amortization of deferred loss, net of tax benefit of $7 and $8 for the three months ended September 30, 2013 and 2012, respectively; net of tax benefit of $21 and $24 for the nine months ended September 30, 2013 and 2012, respectively | 38 | 45 | 114 | 138 |
Amortization of prior service cost, net of tax benefit of $1 for both the three months ended September 30, 2013 and 2012; net of tax benefit of $7 and $5 for the nine months ended September 30, 2013 and 2012 | 10 | 10 | 28 | 27 |
Other comprehensive income (loss), net of tax | 3,826 | 773 | 1,533 | -11 |
Comprehensive income (loss) | $9,853 | $6,001 | $10,687 | $4,296 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Comprehensive Income Loss (Unaudited) (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2011 | Sep. 30, 2013 | Sep. 30, 2012 |
Statement of Comprehensive Income [Abstract] | ||||
Tax provision (benefit) for amortization of deferred loss | $7 | $8 | $21 | $24 |
Tax provision (benefit) for amortization of prior service cost | $1 | $1 | $7 | $5 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
OPERATING ACTIVITIES: | ||
Net income (loss) | $9,154 | $4,307 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation | 6,518 | 5,104 |
Amortization of intangible assets | 247 | 351 |
Amortization of debt discount and prepaid debt costs | 46 | 42 |
Pension cost | 15 | 135 |
Stock-based compensation expense | 2,622 | 2,561 |
Provision for (recovery of) losses on accounts receivable | -24 | -110 |
Changes in operating assets and liabilities: | ||
Trade and other accounts receivable | 4,081 | -10,782 |
Inventories | -861 | -10,570 |
Prepaid expenses and other assets | -82 | 339 |
Accounts payable and accrued liabilities | 2,016 | -4,078 |
Deferred Revenue | -3,814 | 4,107 |
Accrued employee compensation | 3,570 | 723 |
Deferred tax liability, long term | -8 | -1,396 |
Other long-term liabilities | 1,235 | -2,326 |
Net cash used in operating activities | 24,715 | -11,593 |
INVESTING ACTIVITIES: | ||
Purchase of property and equipment | -11,716 | -13,121 |
Restricted cash | -2,300 | 0 |
Net cash used in investing activities | -14,016 | -13,121 |
FINANCING ACTIVITIES: | ||
Principal payments on long-term debt and short-term borrowings | -7,782 | -6,890 |
Proceeds from long-term and short-term borrowings | 6,475 | 11,230 |
Proceeds from sale of common stock, net of offering costs | 0 | 10,283 |
Repurchase of shares | -47 | -319 |
Proceeds from issuance of common stock under equity compensation plans | 305 | 1,737 |
restricted cash - compensating balance | -1,750 | 0 |
Net cash provided by financing activities | -2,799 | 16,041 |
Increase (decrease) in cash and cash equivalents from operations | 7,900 | -8,673 |
Effect of exchange rate changes on cash and cash equivalents | 408 | -543 |
Decrease in cash and cash equivalents | 8,308 | -9,216 |
Cash and cash equivalents, beginning of period | 28,739 | 29,289 |
Cash and cash equivalents, end of period | $37,047 | $20,073 |
Description_of_Business_and_Ba
Description of Business and Basis of Presentation | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||||||||
Description of Business and Basis of Presentation | Description of Business and Basis of Presentation | ||||||||||||||||
Description of Business | |||||||||||||||||
Maxwell Technologies, Inc. is a Delaware corporation originally incorporated in 1965 under the name Maxwell Laboratories, Inc. In 1983, the Company completed an initial public offering, and in 1996, changed its name to Maxwell Technologies, Inc. The Company is headquartered in San Diego, California, and has two manufacturing locations, in San Diego, California and Rossens, Switzerland. The Company is also in the process of opening a manufacturing facility in Peoria, Arizona. In addition, the Company has two contract manufacturers located in China. Maxwell operates as one operating segment called High Reliability, which is comprised of three product lines: | |||||||||||||||||
• | Ultracapacitors: The Company’s primary focus, ultracapacitors, are energy storage devices that possess a unique combination of high power density, extremely long operational life and the ability to charge and discharge very rapidly. The Company’s ultracapacitor cells and multi-cell packs and modules provide highly reliable energy storage and power delivery solutions for applications in multiple industries, including transportation, automotive, information technology, renewable energy and consumer and industrial electronics. | ||||||||||||||||
• | High-Voltage Capacitors: The Company’s CONDIS® high-voltage capacitors are extremely robust devices that are designed and manufactured to perform reliably for decades. These products include grading and coupling capacitors and capacitive voltage dividers that are used to ensure the safety and reliability of electric utility infrastructure and other applications involving transport, distribution and measurement of high-voltage electrical energy. | ||||||||||||||||
• | Radiation-Hardened Microelectronic Products: The Company’s radiation-hardened microelectronic products include high-performance, high-density power modules, memory modules and single board computers that incorporate our proprietary RADPAK® packaging and shielding technology and novel architectures that enable them to withstand environmental radiation effects and perform reliably in space. | ||||||||||||||||
The Company’s products are designed to perform reliably for the life of the products and systems into which they are integrated. The Company achieves high reliability through the application of proprietary technologies and rigorously controlled design, development, manufacturing and test processes. | |||||||||||||||||
Financial Statement Presentation | |||||||||||||||||
The accompanying condensed consolidated financial statements include the accounts of Maxwell Technologies, Inc. and its subsidiaries. All significant intercompany transactions and account balances have been eliminated in consolidation. The Company has prepared the accompanying unaudited interim condensed consolidated financial statements in accordance with the instructions to Form 10-Q and the standards of accounting measurement set forth in the Interim Reporting Topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). Consequently, the Company has not necessarily included in this Form 10-Q all information and footnotes required for audited financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements in this Form 10-Q contain all adjustments (consisting only of normal recurring adjustments, except as otherwise indicated) necessary to present fairly the financial position, results of operations, and cash flows of Maxwell Technologies, Inc. for all periods presented. The results reported in these condensed consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for any subsequent period or for the entire year. These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the Company’s audited financial statements and the notes thereto included in the Company’s latest Annual Report on Form 10-K. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted in the accompanying interim consolidated financial statements. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. | |||||||||||||||||
Reclassifications | |||||||||||||||||
Certain prior period amounts in the consolidated statements of operations have been reclassified to conform to the current period presentation. These reclassifications do not impact reported net income (loss) and do not otherwise have a material impact on the presentation of the overall financial statements. | |||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect reported amounts and related disclosures. These estimates include, but are not limited to, assessing the collectability of accounts receivable, applied and unapplied production costs, production capacities, the usage and recoverability of inventories and long-lived assets, including deferred income taxes, the incurrence of warranty obligations, impairment of goodwill and other intangible assets, estimation of the cost to complete certain projects, accruals for estimated losses from legal matters, and estimation of the value of stock-based compensation awards, including the probability that the performance criteria of restricted stock awards will be met. | |||||||||||||||||
Restricted Cash | |||||||||||||||||
As of September 30, 2013, the Company had restricted cash of $4.1 million. Restricted cash of $2.3 million relates to a stand-by letter of credit that provides financial assurance the Company will fulfill certain contractual obligations. Restricted cash of $1.8 million represents a compensating balance on deposit with the bank as collateral for outstanding borrowings with the bank. The cash balances are restricted to withdrawal and classified as current assets on the balance sheet because the restrictions are expected to be released not later than one year from the balance sheet date of September 30, 2013. | |||||||||||||||||
Warranty Obligation | |||||||||||||||||
The Company provides warranties on all product sales. The majority of the Company’s warranties are for one to two years in the normal course of business. The Company accrues for the estimated warranty costs at the time of sale based on historical warranty experience plus any known or expected changes in warranty exposure. | |||||||||||||||||
Revenue Recognition | |||||||||||||||||
Revenue is derived primarily from the sale of manufactured products directly to customers. Product revenue is recognized, according to the guidelines of the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (“SAB”) Numbers 101, Revenue Recognition in Financial Statements, and 104, Revenue Recognition, when all of the following criteria are met: (1) persuasive evidence of an arrangement exists (upon contract signing or receipt of an authorized purchase order from a customer); (2) title passes to the customer at either shipment from the Company’s facilities or receipt at the customer facility, depending on shipping terms; (3) customer payment is deemed fixed or determinable and free of contingencies or significant uncertainties; and (4) collectability is reasonably assured. This policy has been consistently applied from period to period. | |||||||||||||||||
Beginning in the fourth quarter of 2011, for three distributors of the Company's products, the Company offered extended payment terms which allowed these distributors to pay the Company after they received payment from their customer, with respect to certain sales transactions. Also beginning in the fourth quarter of 2011, for one other distributor of the Company's products, the Company offered return rights and profit margin protection with respect to certain sales transactions. Therefore, for these four distributors, the Company determined that the revenue recognition criteria of SAB 101 and 104 were not met at the time of shipment, as there was no fixed or determinable price, nor was collection reasonably assured, at least with respect to certain sales transactions. As a result, for the three distributors provided with extended payment terms, which did not provide for a fixed or determinable price, the Company determined to defer the recognition of revenue on all sales beginning in the fourth quarter of 2011 to the period in which cash is received. For the one distributor provided with return rights and profit margin protection, for which the Company could not estimate exposure, the Company determined to defer the recognition of revenue on all sales beginning in the fourth quarter of 2011 until the distributor confirmed with the Company that they were not entitled to any further returns or credits. During third quarter of 2013, this distributor confirmed with the Company that they were not entitled to any further returns or credits, therefore, previously deferred revenue related to this distributor was recognized in the quarter ended September 30, 2013. | |||||||||||||||||
Related to these arrangements, as well as other less significant arrangements requiring the deferral of revenue, for the three and nine months ended September 30, 2013, the Company deferred revenue recognition on net sales of $3.9 million and $13.4 million, respectively, and recognized previously deferred revenue of $15.2 million and $24.9 million, respectively. For the three and nine months ended September 30, 2012, the Company deferred revenue recognition on net sales of $4.0 million and $16.9 million, respectively, and recognized previously deferred revenue of $1.2 million and $6.6 million, respectively. The Company has recorded the cost basis of inventory shipped to customers for which revenue has been deferred of approximately $3.2 million and $9.2 million at September 30, 2013 and December 31, 2012 , respectively, in "inventory" in the condensed consolidated balance sheets. | |||||||||||||||||
Net Income (Loss) per Share | |||||||||||||||||
In accordance with the Earnings Per Share Topic of the FASB ASC, basic net income (loss) per share is calculated using the weighted average number of common shares outstanding during the period. Diluted net income per share includes the impact of additional common shares that would have been outstanding if potentially dilutive common shares were issued. Potentially dilutive securities are not considered in the calculation of diluted net loss per share, as their inclusion would be anti-dilutive. The following table sets forth the computation of basic and diluted net income per share (in thousands, except per share data): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2012 | 2012 | ||||||||||||||||
2013 | (Restated) | 2013 | (Restated) | ||||||||||||||
Numerator | |||||||||||||||||
Net income | $ | 6,027 | $ | 5,228 | $ | 9,154 | $ | 4,307 | |||||||||
Denominator | |||||||||||||||||
Weighted-average common shares outstanding | 28,884 | 28,736 | 28,857 | 28,511 | |||||||||||||
Effect of potentially dilutive securities: | |||||||||||||||||
Options to purchase common stock | 35 | 8 | 17 | 153 | |||||||||||||
Restricted stock awards | 1 | 3 | 4 | 11 | |||||||||||||
Restricted stock unit awards | 20 | — | 5 | 3 | |||||||||||||
Employee stock purchase plan | — | 1 | — | 17 | |||||||||||||
Weighted-average common shares outstanding, assuming dilution | 28,940 | 28,748 | 28,883 | 28,695 | |||||||||||||
Net income per share | |||||||||||||||||
Basic | $ | 0.21 | $ | 0.18 | $ | 0.32 | $ | 0.15 | |||||||||
Diluted | $ | 0.21 | $ | 0.18 | $ | 0.32 | $ | 0.15 | |||||||||
The following table summarizes instruments that may be convertible into common shares that are not included in the denominator used in the diluted net income per share calculation because to do so would be anti-dilutive (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Outstanding options to purchase common stock | 543 | 920 | 743 | 549 | |||||||||||||
Unvested restricted stock awards | 455 | 337 | 455 | 338 | |||||||||||||
Unvested restricted stock unit awards | — | 20 | 13 | 17 | |||||||||||||
Restatement_of_Previously_Issu
Restatement of Previously Issued Fiancial Statements | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Accounting Changes and Error Corrections [Abstract] | |||||||||||||
Restatement of Previously issued Financial Statements | Restatement of Previously Issued Financial Statements | ||||||||||||
This footnote discusses the restatement of the Company's previously issued consolidated financial statements for the first three quarters of the fiscal year ended December 31, 2012, for the fiscal year ended December 31, 2011, and for each of the interim periods within the fiscal year ended December 31, 2011, which were restated in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2012 filed with the SEC on August 1, 2013. | |||||||||||||
Background on the Restatement | |||||||||||||
Audit Committee's Investigation | |||||||||||||
In January 2013, following receipt of information concerning potential revenue recognition issues, the Audit Committee of the Board of Directors engaged independent legal counsel and forensic accountants to conduct an investigation concerning the potential issues and to work with management to determine the potential impact on accounting for revenue. In February 2013, as a result of the findings of the Audit Committee's investigation to date, the Company determined that certain of its employees had engaged in conduct which resulted in revenue being recorded in periods prior to the criteria for revenue recognition under U.S. generally accepted accounting principles being satisfied. | |||||||||||||
The investigation revealed arrangements with three of the Company's distributors regarding extended payment terms, which allowed these distributors to pay the Company after they received payment from their customer, and with one of the Company's distributors regarding return rights and profit margin protection, for sales to such distributors with respect to certain transactions. In addition, arrangements were revealed with one non-distributor customer to honor transfer of title at a date later than the customer's purchase orders indicated. Based on the results of its investigation, the Audit Committee determined that these arrangements had not been communicated to the Company's finance and accounting department, or to the Company's CEO, and therefore, had not been considered when revenue was originally recorded. Based on the terms of the agreements with these customers as they were known to the Company's finance and accounting department, it had been the Company's policy to record revenue related to shipments as title passed at either shipment from the Company's facilities or receipt at the customer's facility, assuming all other revenue recognition criteria had been achieved. In addition to the arrangements noted above, the investigation uncovered an error on an individual transaction where a customer was given extended payment terms, which allowed them to pay the Company after they received payment from their customer, but those terms were not considered when revenue was originally recognized. | |||||||||||||
As a result of the arrangements discovered during the investigation, the Company does not believe that a fixed or determinable sales price existed at the time of shipment, nor was collection reasonably assured, at least with respect to certain transactions. In addition, revenue related to certain shipments to the one non-distributor customer was recorded before the actual transfer of title and the satisfaction of the Company's obligation to deliver the products. Therefore, revenue from these sales should not have been recognized at the time of shipment. | |||||||||||||
Based on the arrangements with customers revealed in the investigation that were not considered when revenue was originally recognized, the Company determined the following: | |||||||||||||
• | Beginning in the period in which the investigation revealed arrangements regarding extended payment terms for certain sales to three distributors, the Company determined it is appropriate to defer revenue recognition on all sales to these distributors from the period of shipment to the period in which payment is received. For these distributors, revenue recognition in the period in which payment is received was determined to be appropriate beginning in the fourth quarter of 2011. | ||||||||||||
• | Beginning in the period in which the investigation revealed return rights and profit margin protection for one distributor, the Company determined it appropriate to defer revenue recognition on all sales to this distributor until the distributor confirmed with the Company that they are not entitled to any further returns or credits. For this distributor, the deferral of revenue on this basis was determined to be appropriate beginning in the fourth quarter of 2011. In the third quarter of 2013, the distributor confirmed with the Company that they are not entitled to any further returns or credits, and previous sales of $9.5 million for which revenue had been deferred were recognized as revenue. | ||||||||||||
• | For the arrangements with the non-distributor customer to honor transfer of title at a date later than the customer's purchase order indicated, the Company determined it appropriate to defer revenue recognition to the period in which the Company agreed to honor transfer of title. | ||||||||||||
• | For the individual transaction where a customer was given extended payment terms which were not considered when revenue was originally recognized in the first quarter of 2011, revenue recognition in the period in which payment was received, which was in the second quarter of 2011, was determined to be appropriate. | ||||||||||||
Management's Subsequent Internal Review | |||||||||||||
Once the audit committee investigation was complete, management of the Company conducted a review beginning with the first quarter of 2009 through the first quarter of 2013 to ensure that all sales arrangements had been detected and accounted for appropriately. During this review, the Company noted that there were a number of quarter end revenue cut-off errors wherein revenue was recorded prior to the transfer of title to the customer and the satisfaction of the Company's obligation to deliver the products. The Company has corrected these errors occurring in the first quarter of 2011 through the third quarter of 2012 by moving the revenue recognition for these items to the period in which delivery actually occurred. | |||||||||||||
Results of the Audit Committee's Investigation and Management's Internal Review | |||||||||||||
Based on the findings of the investigation, as previously reported in the Company's current report on Form 8-K dated March 7, 2013, the Audit Committee, in consultation with management and the Board of Directors, concluded that the Company's previously issued financial statements contained in its annual report on Form 10-K for the year ended December 31, 2011, and the quarterly reports on Form 10-Q for the quarters ended March 31, 2011, June 30, 2011, September 30, 2011, March 31, 2012, June 30, 2012 and September 30, 2012, should no longer be relied upon. Accordingly, the consolidated financial statements for the first three quarters of the fiscal year ended December 31, 2012, for the fiscal year ended December 31, 2011, and for each of the interim periods within the fiscal year ended December 31, 2011, have been restated in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2012. See Note 15, in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2012, for the effects of the restatement adjustments on our 2012 and 2011 unaudited quarterly financial information. | |||||||||||||
As a result of the Audit Committee's investigation, certain employees were terminated and the Company's Sr. Vice President of Sales and Marketing resigned as reported in the Company's current report on Form 8-K dated March 7, 2013. | |||||||||||||
In connection with the errors identified during the investigation resulting in the restatement of previously reported financial statements, the Company identified control deficiencies in its internal control over financial reporting that constitute material weaknesses. For a discussion of our disclosure controls and procedures and the material weaknesses identified, see Part I, Item 4, Controls and Procedures, of this Quarterly Report on Form 10-Q. | |||||||||||||
The Company's previously filed annual report on Form 10-K for the fiscal year ended December 31, 2011, and its quarterly reports on Form 10-Q for the periods affected by the restatements, other than the quarterly report on Form 10-Q for the period ended September 30, 2012, have not been amended. Accordingly, investors should no longer rely upon the Company's previously released financial statements for any quarterly or annual periods after and including the quarter ended March 31, 2011 (other than as set forth in the amendment to the quarterly report on Form 10-Q for the period ended September 30, 2012 filed with the SEC on August 14, 2013), and any earnings releases or other communications relating to these periods. See Note 2, Restatement of Previously Issued Financial Statements and Financial Information, and Note 15, Unaudited Quarterly Financial Information, of the Notes to the Consolidated Financial Statements, in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2012, for the impact of these adjustments for the full fiscal year ended December 31, 2011, and the first three quarters of the fiscal year ended December 31, 2012 and each of the quarterly periods in the fiscal year ended December 31, 2011, respectively. | |||||||||||||
Restatement Adjustments | |||||||||||||
Restatement Adjustments Related to Sales Arrangements | |||||||||||||
Several adjustments were made to the Company's previously filed consolidated financial statements as a result of the restatement in order to reflect revenue recognition in the appropriate periods as discussed above. Accordingly, for the subject sales transactions, revenue and accounts receivable balances were reduced by an equivalent amount in the period that the sale was originally recorded as revenue, and revenue was increased in the subsequent period in which the criteria for revenue recognition were met. Further, for the subject sales transactions, cost of revenue was reduced, and inventory was increased, in the period that the sale was originally recorded as revenue, and cost of revenue was increased, and inventory was reduced, in the period the sale was ultimately recorded as revenue. However, for sales to one distributor in which revenue was being deferred until the Company determined that the distributor was not entitled to any further returns or credits, as discussed above, the increase to revenue, and the related reduction to inventory and increase to cost of revenue, were recorded in the third quarter of 2013 when this determination was made. | |||||||||||||
The adjustments also reflect the impacts of adjusting the Company's returns reserves for certain stock rotation rights of the distributors, and adjusting the Company's reserves for allowances for doubtful accounts, as well as commissions expense, although these changes were not material. | |||||||||||||
In addition to the adjustments to revenue, accounts receivable, inventory and cost of revenue, inventory reserves balances and cost of revenue were adjusted in relation to the adjustments to inventory discussed above, in order to reflect inventory ultimately recorded on our balance sheets at its lower of cost or market value. | |||||||||||||
Other Restatement Adjustments | |||||||||||||
Since the Company's determination to restate its previously issued financial statements constituted an event of default under the terms of its credit facility, the bank has the right to require immediate payment of the outstanding borrowings. As a result restatement adjustments were recorded to reclassify the amounts outstanding under the credit facility from long-term debt to current liabilities as of each respective balance sheet date. In addition, an insignificant amount of debt issuance costs were reclassified from a long-term asset to a short-term asset, consistent with the classification of the related debt. In June 2013, the Company entered into a forbearance agreement with the bank wherein the bank agreed to forbear from further exercise of its rights and remedies to call our outstanding debt under the credit facility in connection with the events of default for a period terminating on the earlier of September 30, 2013 or the occurrence of any additional events of default. Although the forbearance period has lapsed, the bank has not taken any action to date to call the outstanding debt. | |||||||||||||
Further, a restatement adjustment was made to reclassify a legal settlement with a customer from selling, general and administrative expense to contra-revenue in the second quarter of 2011 in the amount of $2.6 million. Certain other immaterial adjustments were made in connection with the restatement. | |||||||||||||
The restatement adjustments did not impact the Company's previously reported tax provision or benefit in any of the affected periods, other than a $54,000 decrease in the income tax provision for the quarter ended September 30, 2012, as all of the restatement adjustments were related to our U.S. operations, for which the Company has significant net operating loss carryforwards and has not recorded significant income tax expense or benefit in any period to date. However, the restatement adjustments did impact the composition of the Company's deferred tax assets and liabilities as of December 31, 2011 as presented in Note 10, Income Taxes, of the Notes to the Consolidated Financial Statements included in the Annual Report on Form 10-K for the fiscal year ended December 31, 2012. | |||||||||||||
The restated condensed quarterly consolidated statement of operations for the third quarter of fiscal year 2012 is presented below (in thousands, except per share data): | |||||||||||||
Three months ended September 30, 2012 | |||||||||||||
As previously reported | Restatement Adjustments | Restated | |||||||||||
Revenue | $ | 43,907 | $ | (1,194 | ) | $ | 42,713 | ||||||
Cost of revenue | 25,534 | (963 | ) | 24,571 | |||||||||
Gross profit | 18,373 | (231 | ) | 18,142 | |||||||||
Operating expenses: | |||||||||||||
Selling, general and administrative | 7,344 | (2 | ) | 7,342 | |||||||||
Research and development | 5,084 | — | 5,084 | ||||||||||
Total operating expenses | 12,428 | (2 | ) | 12,426 | |||||||||
Income from operations | 5,945 | (229 | ) | 5,716 | |||||||||
Interest expense, net | (56 | ) | — | (56 | ) | ||||||||
Amortization of debt discount and prepaid debt costs | (16 | ) | — | (16 | ) | ||||||||
Income from operations before income taxes | 5,873 | (229 | ) | 5,644 | |||||||||
Income tax provision | 470 | (54 | ) | 416 | |||||||||
Net income | $ | 5,403 | $ | (175 | ) | $ | 5,228 | ||||||
Net income per share: | |||||||||||||
Basic | $ | 0.19 | $ | (0.01 | ) | $ | 0.18 | ||||||
Diluted | $ | 0.19 | $ | (0.01 | ) | $ | 0.18 | ||||||
Weighted average common shares outstanding: | |||||||||||||
Basic | 28,736 | 28,736 | |||||||||||
Diluted | 28,748 | 28,748 | |||||||||||
The restated condensed consolidated statement of operations for the nine months ended September 30, 2012 is presented below (in thousands): | |||||||||||||
Nine Months Ended September 30, 2012 | |||||||||||||
As previously reported | Restatement Adjustments | Restated | |||||||||||
Revenue | $ | 123,993 | $ | (9,238 | ) | $ | 114,755 | ||||||
Cost of revenue | 72,503 | (5,571 | ) | 66,932 | |||||||||
Gross profit | 51,490 | (3,667 | ) | 47,823 | |||||||||
Operating expenses: | |||||||||||||
Selling, general and administrative | 24,868 | 671 | 25,539 | ||||||||||
Research and development | 15,974 | (26 | ) | 15,948 | |||||||||
Total operating expenses | 40,842 | 645 | 41,487 | ||||||||||
Income from operations | 10,648 | (4,312 | ) | 6,336 | |||||||||
Interest expense, net | (138 | ) | — | (138 | ) | ||||||||
Amortization of debt discount and prepaid debt costs | (42 | ) | — | (42 | ) | ||||||||
Income from operations before income taxes | 10,468 | (4,312 | ) | 6,156 | |||||||||
Income tax provision | 1,903 | (54 | ) | 1,849 | |||||||||
Net income | $ | 8,565 | $ | (4,258 | ) | $ | 4,307 | ||||||
Net income per share: | |||||||||||||
Basic | $ | 0.3 | $ | (0.15 | ) | $ | 0.15 | ||||||
Diluted | $ | 0.3 | $ | (0.15 | ) | $ | 0.15 | ||||||
Weighted average common shares outstanding: | |||||||||||||
Basic | 28,511 | 28,511 | |||||||||||
Diluted | 28,695 | 28,695 | |||||||||||
The restated condensed consolidated statement of cash flows for the nine months ended September 30, 2012 is presented below (in thousands): | |||||||||||||
Nine months ended September 30, 2012 | |||||||||||||
As previously reported | Restatement Adjustments | Restated | |||||||||||
OPERATING ACTIVITIES: | |||||||||||||
Net income | $ | 8,565 | $ | (4,258 | ) | $ | 4,307 | ||||||
Adjustments to reconcile net income to net cash used in operating activities: | |||||||||||||
Depreciation | 5,104 | — | 5,104 | ||||||||||
Amortization of intangible assets | 351 | — | 351 | ||||||||||
Amortization of debt discount and prepaid debt costs | 42 | — | 42 | ||||||||||
Pension cost | 135 | — | 135 | ||||||||||
Stock-based compensation expense | 2,561 | — | 2,561 | ||||||||||
Recovery of losses on accounts receivable | (237 | ) | 127 | (110 | ) | ||||||||
Changes in operating assets and liabilities: | |||||||||||||
Trade and other accounts receivable | (16,673 | ) | 5,891 | (10,782 | ) | ||||||||
Inventories | (4,700 | ) | (5,870 | ) | (10,570 | ) | |||||||
Prepaid expenses and other assets | 478 | (139 | ) | 339 | |||||||||
Accounts payable and accrued liabilities | (3,892 | ) | (186 | ) | (4,078 | ) | |||||||
Deferred revenue | 266 | 3,841 | 4,107 | ||||||||||
Accrued employee compensation | (1,296 | ) | 2,019 | 723 | |||||||||
Deferred tax liability, long term | 29 | (1,425 | ) | (1,396 | ) | ||||||||
Other long-term liabilities | (2,326 | ) | — | (2,326 | ) | ||||||||
Net cash used in operating activities | (11,593 | ) | — | (11,593 | ) | ||||||||
INVESTING ACTIVITIES: | |||||||||||||
Purchases of property and equipment | (13,121 | ) | — | (13,121 | ) | ||||||||
Net cash used in investing activities | (13,121 | ) | — | (13,121 | ) | ||||||||
FINANCING ACTIVITIES: | |||||||||||||
Principal payments on long-term debt and short-term borrowings | (6,890 | ) | — | (6,890 | ) | ||||||||
Proceeds from long-term and short-term borrowings | 11,230 | — | 11,230 | ||||||||||
Proceeds from sale of common stock, net of offering costs | 10,283 | — | 10,283 | ||||||||||
Repurchase of shares | (319 | ) | — | (319 | ) | ||||||||
Proceeds from issuance of common stock under equity compensation plans | 1,737 | — | 1,737 | ||||||||||
Net cash provided by financing activities | 16,041 | — | 16,041 | ||||||||||
Decrease in cash and cash equivalents from operations | (8,673 | ) | — | (8,673 | ) | ||||||||
Effect of exchange rate changes on cash and cash equivalents | (543 | ) | — | (543 | ) | ||||||||
Decrease in cash and cash equivalents | (9,216 | ) | — | (9,216 | ) | ||||||||
Cash and cash equivalents, beginning of period | 29,289 | — | 29,289 | ||||||||||
Cash and cash equivalents, end of period | $ | 20,073 | $ | — | $ | 20,073 | |||||||
Balance_Sheet_Details
Balance Sheet Details | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Balance Sheet Related Disclosures [Abstract] | |||||||||||||||||
Balance Sheet Details | Balance Sheet Details (in thousands) | ||||||||||||||||
Inventories | |||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Raw material and purchased parts | $ | 14,218 | $ | 13,114 | |||||||||||||
Work-in-process | 3,262 | 1,753 | |||||||||||||||
Finished goods | 21,890 | 17,511 | |||||||||||||||
Consigned finished goods | 3,206 | 9,242 | |||||||||||||||
Total inventories | $ | 42,576 | $ | 41,620 | |||||||||||||
Intangible Assets | |||||||||||||||||
Intangible assets consisted of the following: | |||||||||||||||||
Gross | Accumulated | Foreign | Net | ||||||||||||||
Carrying | Amortization | Currency | Carrying | ||||||||||||||
Value | Adjustment | Value | |||||||||||||||
As of September 30, 2013 | |||||||||||||||||
Patents | $ | 2,476 | $ | (2,056 | ) | $ | — | $ | 420 | ||||||||
Developed core technology | 1,100 | (1,100 | ) | — | — | ||||||||||||
Patent license agreement | 741 | (741 | ) | — | — | ||||||||||||
Total intangible assets at September 30, 2013 | $ | 4,317 | $ | (3,897 | ) | $ | — | $ | 420 | ||||||||
Gross | Accumulated | Foreign | Net | ||||||||||||||
Carrying | Amortization | Currency | Carrying | ||||||||||||||
Value | Adjustment | Value | |||||||||||||||
As of December 31, 2012 | |||||||||||||||||
Patents | $ | 2,476 | $ | (1,903 | ) | $ | — | $ | 573 | ||||||||
Developed core technology | 1,100 | (1,100 | ) | — | — | ||||||||||||
Patent license agreement | 741 | (606 | ) | (39 | ) | 96 | |||||||||||
Total intangible assets at December 31, 2012 | $ | 4,317 | $ | (3,609 | ) | $ | (39 | ) | $ | 669 | |||||||
Goodwill | |||||||||||||||||
The change in the carrying amount of goodwill from December 31, 2012 to September 30, 2013 is as follows: | |||||||||||||||||
Balance at December 31, 2012 | $ | 25,416 | |||||||||||||||
Foreign currency translation adjustments | 262 | ||||||||||||||||
Balance at September 30, 2013 | $ | 25,678 | |||||||||||||||
Accrued Warranty | |||||||||||||||||
Nine Months Ended | |||||||||||||||||
September 30, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Beginning balance | $ | 269 | $ | 258 | |||||||||||||
Product warranties issued | 215 | 278 | |||||||||||||||
Settlement of warranties | (212 | ) | (154 | ) | |||||||||||||
Change related to preexisting warranties | (143 | ) | (138 | ) | |||||||||||||
Ending balance | $ | 129 | $ | 244 | |||||||||||||
Accumulated Other Comprehensive Income | |||||||||||||||||
Foreign | Defined Benefit | Accumulated | Affected Line Item in the Statement of Operations | ||||||||||||||
Currency | Pension Plan | Other | |||||||||||||||
Translation | Comprehensive | ||||||||||||||||
Adjustment | Income | ||||||||||||||||
Balance as of December 31, 2012 | $ | 16,376 | $ | (3,845 | ) | $ | 12,531 | ||||||||||
Other comprehensive income before reclassification | 1,391 | — | 1,391 | ||||||||||||||
Amounts reclassified from accumulated other comprehensive income | — | 142 | 142 | Cost of Sales, Selling, General and Administrative and Research and Development Expense | |||||||||||||
Net other comprehensive income for nine months ended September 30, 2013 | 1,391 | 142 | 1,533 | ||||||||||||||
Balance as of September 30, 2013 | $ | 17,767 | $ | (3,703 | ) | $ | 14,064 | ||||||||||
Credit_Facility
Credit Facility | 9 Months Ended |
Sep. 30, 2013 | |
Debt Disclosure [Abstract] | |
Credit Facility | Credit Facility |
In December 2011, the Company obtained a secured credit facility in the form of a revolving line of credit up to a maximum of $15.0 million (the “Revolving Line of Credit”) and an equipment term loan (the “Equipment Term Loan”) (together, the “Credit Facility”). In general, amounts borrowed under the Credit Facility are secured by a lien on all of the Company’s assets other than its intellectual property. In addition, under the credit agreement, the Company is required to pledge 65.0% of its equity interests in its Swiss subsidiary. The Company has also agreed not to encumber any of its intellectual property. The agreement contains certain restrictive covenants that limit the Company’s ability to, amongst other things; (i) incur additional indebtedness or guarantees; (ii) create liens or other encumbrances on its property; (iii) enter into a merger or similar transaction; (iv) invest in another entity; (v) declare or pay dividends; and (vi) invest in fixed assets in excess of a defined dollar amount. Repayment of amounts owed pursuant to the Credit Facility may be accelerated in the event that the Company is in violation of the representations, warranties and covenants made in the credit agreement, including certain financial covenants. The financial covenants that the Company must meet during the term of the credit agreement include quarterly minimum liquidity ratios, minimum quick ratios and EBITDA (earnings before interest taxes depreciation and amortization) targets and an annual net income target. Borrowings under the Credit Facility bear interest, payable monthly, at either (i) the bank's prime rate or (ii) LIBOR plus 2.25%, at the Company's option subject to certain limitations. Further, the Company incurs an unused commitment fee, payable quarterly, equal to 0.25% per annum of the average daily unused amount of the Revolving Line of Credit. | |
As a result of the restatement of prior period financial statements, as such financial information was previously submitted to the bank and has since proven to be materially incorrect, the Company was in default with respect to the terms of the credit agreement beginning in the fourth quarter of 2011. In addition, the Company was not in compliance with the financial covenants pertaining to the annual minimum net income target for the fiscal year ended December 31, 2011, and the quarterly EBITDA covenant for the first quarter of 2013. These violations represent events of default under the terms of the Credit Facility. As a result of this noncompliance, the bank's obligation to extend any further credit has ceased and terminated. | |
In June 2013, the Company entered into a forbearance agreement with the bank (“the Forbearance Agreement”). Pursuant to the terms of the Forbearance Agreement, the bank agreed to forbear from further exercise of its rights and remedies under the credit agreement to call the Company's outstanding debt obligation in connection with the events of default for a period terminating on the earlier of September 30, 2013 or the occurrence of any additional events of default. Although the forbearance period has lapsed, the bank has not taken any action to date to call the outstanding debt. In connection with the execution of the Forbearance Agreement, in June 2013, the Company posted a cash deposit of $1.8 million with the bank and granted the bank a security interest therein, which will remain restricted until the bank may determine to waive the existing events of defaults discussed above, or the loan is satisfied. | |
As borrowings outstanding under the Credit Facility were callable by the bank for each of the quarterly and annual periods since and including the fourth quarter of 2011, borrowings outstanding under the Credit Facility have been classified as a current obligation in the each of the accompanying condensed consolidated balance sheets. | |
As of September 30, 2013, $2.7 million was outstanding under the Equipment Term Loan and the applicable interest rate was LIBOR plus 2.25% (2.5% as of September 30, 2013). If the bank does not exercise its right to accelerate repayment, under the original terms of the Credit Facility, principal and interest under the Equipment Term Loan are payable in 36 equal monthly installments such that the Equipment Term Loan is fully repaid by the maturity date of April 30, 2015, but may be prepaid in whole or in part at any time. As of September 30, 2013, no amounts were outstanding under the Revolving Line of Credit. Further, as of September 30, 2013, the Company was not eligible to borrow any additional amounts under the Credit Facility, as a result of the events of default discussed above. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2013 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements |
The Company records certain financial instruments at fair value in accordance with the Fair Value Measurements and Disclosures Topic of the FASB ASC. As of September 30, 2013, the financial instruments to which this topic applied were foreign currency forward contracts. As of September 30, 2013, the fair value of these foreign currency forward contracts was a liability of $977,000 which is recorded in “accounts payable and accrued liabilities” in the consolidated balance sheet. The fair value of these derivative instruments is measured using models following quoted market prices in active markets for identical instruments, which is a Level 2 input under the fair value hierarchy of the Fair Value Measurements and Disclosures Topic of the FASB ASC. | |
The carrying value of short-term and long-term borrowings approximates fair value because of the relative short maturity of these instruments and the interest rates the Company could currently obtain. |
Foreign_Currency_Derivative_In
Foreign Currency Derivative Instruments | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Foreign Currency Derivatives [Abstract] | |||||||||||||||||
Foreign Currency Derivative Instruments | Foreign Currency Derivative Instruments | ||||||||||||||||
Maxwell uses forward contracts to hedge certain monetary assets and liabilities, primarily receivables and payables, denominated in a foreign currency. The change in fair value of these instruments represents a natural hedge as gains and losses offset the changes in the underlying fair value of the monetary assets and liabilities due to movements in currency exchange rates. These contracts generally expire in one month. These contracts are considered economic hedges and are not designated as hedges under the Derivatives and Hedging Topic of the FASB ASC, therefore, the change in the fair value of the instrument is recognized currently in the consolidated statement of operations. | |||||||||||||||||
The net gains and losses on foreign currency forward contracts included in cost of revenue and selling, general and administrative expense are as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of revenue | $ | 2 | $ | 1 | $ | 32 | $ | 1 | |||||||||
Selling, general and administrative | 1,377 | 174 | (2 | ) | (308 | ) | |||||||||||
Total gain (loss) | $ | 1,379 | $ | 175 | $ | 30 | $ | (307 | ) | ||||||||
The net gains and losses on foreign currency forward contracts were partially offset by net gains and losses on the underlying monetary assets and liabilities. Foreign currency gains and losses on those underlying monetary assets and liabilities included in cost of revenue and selling, general and administrative expense are as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of revenue | $ | (3 | ) | $ | (1 | ) | $ | (28 | ) | $ | 13 | ||||||
Selling, general and administrative | (1,545 | ) | (357 | ) | (503 | ) | (100 | ) | |||||||||
Total gain (loss) | $ | (1,548 | ) | $ | (358 | ) | $ | (531 | ) | $ | (87 | ) | |||||
As of September 30, 2013, the total notional amount of foreign currency forward contracts not designated as hedges was $33.2 million. | |||||||||||||||||
The following table presents gross amounts, amounts offset and net amounts presented in the condensed consolidated balance sheets for the Company's derivative instruments measured at fair value (in thousands): | |||||||||||||||||
September 30, 2013 | December 31, 2012 | ||||||||||||||||
Gross amounts of recognized assets (liabilities) | $ | (901 | ) | $ | 394 | ||||||||||||
Gross amounts offset in the condensed consolidated balance sheets | 76 | 65 | |||||||||||||||
Net amount of recognized asset (liability) presented in the condensed consolidated balance sheets | $ | (977 | ) | $ | 329 | ||||||||||||
The Company has the legal right to offset these recognized assets and liabilities upon settlement of the derivative instruments. For additional information, refer to Note 5 – Fair Value Measurements. |
Stock_Plans
Stock Plans | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Share-based Compensation [Abstract] | |||||||||||||||||
Stock Plans | Stock Plans | ||||||||||||||||
The Company has two active stock-based compensation plans as of September 30, 2013: the 2004 Employee Stock Purchase Plan and the 2005 Omnibus Equity Incentive Plan under which incentive stock options, non-qualified stock options, restricted stock awards and restricted stock units can be granted to employees and non-employee directors. | |||||||||||||||||
Stock Options | |||||||||||||||||
Compensation expense recognized from employee stock options for the three months ended September 30, 2013 and 2012 was a benefit of $32,000 and an expense of $156,000, respectively, and an expense of $307,000 and $867,000 for the nine months ended September 30, 2013 and 2012, respectively. Beginning in 2011, the Company ceased granting stock options and began granting restricted stock awards to employees as part of its annual equity incentive award program. However, during the three months ended June 30, 2013, the Company granted 75,000 stock options to its new chief operating officer upon his initial retention. This option vests in equal annual installments over four years from the date of grant. The Company may determine to grant stock options in the future under its equity incentive plan. The fair value of the stock option granted was estimated using the Black-Scholes valuation model with the following assumptions: | |||||||||||||||||
Nine Months Ended | |||||||||||||||||
September 30, | |||||||||||||||||
2013 | |||||||||||||||||
Expected dividends | $ | — | |||||||||||||||
Exercise price | $ | 6.8 | |||||||||||||||
Expected volatility | 68.6 | % | |||||||||||||||
Average risk-free interest rate | 1.1 | % | |||||||||||||||
Expected life/term (in years) | 4.8 | ||||||||||||||||
Fair value per share | $ | 3.72 | |||||||||||||||
Restricted Stock Awards | |||||||||||||||||
During the three months ended September 30, 2013, the Company issued 62,500 shares under a restricted stock award which had a grant date fair value per share of $9.14. The Company did not grant any restricted stock awards during the three months ended September 30, 2012. During the nine months ended September 30, 2013 and 2012, the Company issued 367,643 and 251,066 shares, respectively, under restricted stock awards which had an average grant date fair value per share of $10.42 and $20.81, respectively. The following table summarizes the amount of compensation expense recognized for restricted stock awards for the three and nine months ended September 30, 2013 and 2012 (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Service-based restricted stock | $ | 523 | $ | 369 | $ | 1,793 | $ | 1,216 | |||||||||
Performance-based restricted stock | 40 | (198 | ) | 82 | (37 | ) | |||||||||||
Total compensation expense recognized for restricted stock awards | $ | 563 | $ | 171 | $ | 1,875 | $ | 1,179 | |||||||||
Restricted Stock Units | |||||||||||||||||
Beginning in 2011, non-employee directors receive an annual restricted stock unit award, normally in February of each year, as part of their annual retainer compensation which vests one year from the date of grant. During the three months ended September 30, 2013, a new, non-employee directors was granted an award of 12,978 restricted stock units with a grant date fair value per share of $9.14. During the three months ended September 30, 2012, no restricted stock units were granted. During the nine months ended September 30, 2013 and 2012, non-employee directors were granted a total of 69,594 and 20,342 restricted stock units, respectively, with an average grant date fair value per share of $10.25 and $20.65, respectively. | |||||||||||||||||
Total compensation expense recognized for service-based restricted stock unit awards was $188,000 and $106,000 during the three months ended September 30, 2013 and 2012, respectively, and $440,000 and $316,000 for the nine months ended September 30, 2013 and 2012, respectively. | |||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||
The Employee Stock Purchase Plan (“ESPP”) permits substantially all employees to purchase common stock through payroll deductions, at 85% of the lower of the trading price of the stock at the beginning or at the end of each six month offering period commencing on January 1 and July 1. The number of shares purchased is based on participants’ contributions made during the offering period. In 2013, the Company had suspended its ESPP Plan because the registration statement on Form S-8 became ineffective as a result of past due SEC filings. In October 2013 the Company began a new, shortened offering period which is scheduled to end on December 31, 2013. | |||||||||||||||||
Compensation expense recognized for the ESPP for the three months ended September 30, 2012 was $72,000, and $199,000 for the nine months ended September 30, 2012. During the three and nine months ended September 30, 2013, no shares were issued under the ESPP. The fair value of the ESPP shares was estimated using the Black-Scholes valuation model for a call and a put option with the following weighted-average assumptions: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2012 | 2012 | ||||||||||||||||
Expected dividends | $ | — | $ | — | |||||||||||||
Exercise price | $ | 5.58 | $ | 8.93 | |||||||||||||
Expected volatility | 83 | % | 75 | % | |||||||||||||
Average risk-free interest rate | 0.16 | % | 0.12 | % | |||||||||||||
Expected life/term (in years) | 0.5 | 0.5 | |||||||||||||||
Fair value per share | $ | 2.78 | $ | 3.79 | |||||||||||||
Stock-based Compensation Expense | |||||||||||||||||
Compensation cost for restricted stock, restricted stock units, employee stock options and the ESPP included in cost of revenue; selling, general and administrative expense; and research and development expense is as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of revenue | $ | 228 | $ | 163 | $ | 762 | $ | 543 | |||||||||
Selling, general and administrative | 332 | 213 | 1,337 | 1,586 | |||||||||||||
Research and development | 159 | 129 | 523 | 432 | |||||||||||||
Total stock-based compensation expense | $ | 719 | $ | 505 | $ | 2,622 | $ | 2,561 | |||||||||
Stock_Offering
Stock Offering | 9 Months Ended |
Sep. 30, 2013 | |
Stock Offering [Abstract] | |
Stock Offering | Stock Offering |
In April 2011, the Company filed a shelf registration statement on Form S-3 with the SEC to, from time to time, sell up to an aggregate of $125 million of its common stock, warrants or debt securities. During the quarter ended March 31, 2012, the Company sold a total of 572,510 shares of its common stock for net proceeds of $10.3 million pursuant to an At-the-Market Equity Offering Sales Agreement with Citadel Securities LLC dated February 2012. No shares have been sold subsequent to the quarter ended March 31, 2012. | |
As a result of the restatement of our previously issued financial statements, as described in Note 2, the Company is no longer in compliance with the ongoing eligibility requirements of this shelf registration statement on Form S-3, and the shelf registration statement is therefore no longer effective. |
Defined_Benefit_Plan
Defined Benefit Plan | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |||||||||||||||||
Defined Benefit Plan | Defined Benefit Plan | ||||||||||||||||
Maxwell SA, a subsidiary of the Company, has a retirement plan that is classified as a defined benefit pension plan. The employee pension benefit is based on compensation, length of service and credited investment earnings. The plan guarantees both a minimum rate of return as well as minimum annuity purchase rates. The Company’s funding policy with respect to the pension plan is to contribute the amount required by Swiss law, using the required percentage applied to the employee’s compensation. In addition, participating employees are required to contribute to the pension plan. This plan has a measurement date of December 31. | |||||||||||||||||
Components of net periodic pension cost are as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Service cost | $ | 207 | $ | 164 | $ | 618 | $ | 502 | |||||||||
Interest cost | 125 | 159 | 374 | 487 | |||||||||||||
Expected return on plan assets | (383 | ) | (342 | ) | (1,145 | ) | (1,048 | ) | |||||||||
Prior service cost amortization | 11 | 11 | 33 | 32 | |||||||||||||
Deferred loss amortization | 45 | 53 | 135 | 162 | |||||||||||||
Net periodic pension cost | $ | 5 | $ | 45 | $ | 15 | $ | 135 | |||||||||
Employer contributions of $178,000 and $173,000 were paid during the three months ended September 30, 2013 and 2012, respectively. Employer contributions of $539,000 and $544,000 were paid during the nine months ended September 30, 2013 and 2012, respectively. Additional employer contributions of approximately $128,000 are expected to be paid during the remainder of fiscal 2013. |
Legal_Proceedings
Legal Proceedings | 9 Months Ended |
Sep. 30, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings | Legal Proceedings |
Although the Company expects to incur significant legal costs in connection with the below legal proceedings, the Company is unable to estimate the amount of such legal costs and therefore, such costs will be expensed in the period the legal services are performed. | |
FCPA Matter | |
As a result of being a publicly traded company in the U.S., we are subject to the U.S. Foreign Corrupt Practices Act (“FCPA”), which prohibits companies from making improper payments to foreign officials for the purpose of obtaining or retaining business. Beginning in 2009, we conducted an internal review into payments made to our former independent sales agent in China with respect to sales of our high voltage capacitor products produced by our Swiss subsidiary. In January 2011, we reached settlements with the SEC and the U.S. Department of Justice (“DOJ”) with respect to charges asserted by the SEC and DOJ relating to the anti-bribery, books and records, internal controls, and disclosure provisions of the FCPA and other securities laws violations. We settled civil charges with the SEC, agreeing to an injunction against further violations of the FCPA. Under the terms of the settlement with the SEC, we agreed to pay a total of approximately $6.4 million in profit disgorgement and prejudgment interest, in two installments, with almost $3.2 million paid in each of the first quarters of 2011 and 2012. Under the terms of the settlement with the DOJ, we agreed to pay a total of $8.0 million in penalties in three installments, with $3.5 million paid in the first quarter of 2011 and $2.3 million paid in each of the first quarters of 2012 and 2013. As part of the settlement, we entered into a three-year deferred prosecution agreement (“DPA”) with the DOJ. If we remain in compliance with the terms of the DPA, at the conclusion of the term, the charges against us asserted by the DOJ will be dismissed with prejudice. Further, under the terms of each agreement, we will periodically report to the SEC and DOJ on our internal compliance program concerning anti-bribery. The final payment of $2.3 million was paid in full on January 25, 2013. | |
On October 15, 2013, the DOJ filed an indictment against one of our former officers, who was Senior Vice President and General Manager of our Swiss subsidiary, in the United States District Court for the Southern District of California. The indictment is against this former officer, not against us. We may be required to advance the former officer’s legal fees and costs and to incur other financial obligations. While we maintain directors’ and officers’ insurance, we cannot determine the extent to which insurance will cover these legal fees and costs. Legal fees and costs not covered by insurance could have a material impact on our financial condition and results of operation. | |
Swiss Bribery Matter | |
In August 2013, our Swiss subsidiary was served with a search warrant from the Swiss federal prosecutor’s office. At the end of the search, the Swiss federal prosecutor presented us with a listing of the materials gathered by the representatives and then removed the materials from our premises for keeping at the prosecutor’s office. By reviewing the items to be seized on the search warrant presented by the Swiss prosecutor’s office, we believe this action to be related to the same or similar facts and circumstances as the FCPA action previously settled with the SEC and the DOJ. We are in the process of undergoing a comparison of the FCPA statutes and the Swiss bribery laws and regulations in order to determine the amount of overlap between the two matters. We are currently unable to determine the extent to which we will be subject to fines and penalties in accordance with Swiss bribery laws and what additional costs and expenses will be needed to prepare ourselves to defend this matter. During initial discussions, the Swiss prosecutor has acknowledged both the existence of our DPA with the DOJ and our cooperation efforts thereunder, both of which should have a positive impact in our discussions going forward. At this preliminary stage, we cannot determine whether there is a reasonable possibility that a loss will be incurred nor can we estimate the range of potential loss. Accordingly, we have not accrued an amount for any potential loss associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation. | |
Securities Matter | |
In early 2013, we voluntarily provided information to the United States Attorney's Office for the Southern District of California and the U.S. Securities and Exchange Commission related to our announcement that we intend to file restated financial statements for fiscal years 2011 and 2012. We are cooperating with these investigations. At this preliminary stage, we cannot predict the ultimate outcome of this action, nor can we estimate the range of potential loss, and we therefore have not accrued an amount for any potential costs associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation. | |
Securities Class Action Matter | |
From March 13, 2013 through April 19, 2013, four purported shareholder class actions were filed in the United States District Court for the Southern District of California against us and three of our current and former officers. These actions are entitled Foster v. Maxwell Technologies, Inc., et al., Case No. 13-cv-0580 (S.D. Cal. filed March 13, 2013), Weinstein v. Maxwell Technologies, Inc., et al., No. 13-cv-0686 (S.D. Cal. filed March 21, 2013), Abanades v. Maxwell Technologies, Inc., et al., No. 13-cv-0867 (S.D. Cal. filed April 11, 2013), and Mebarak v. Maxwell Technologies, Inc., et al., No. 13-cv-0942 (S.D. Cal. filed April 19, 2013). The complaints allege that the defendants made false and misleading statements regarding our financial performance and business prospects and overstated our reported revenue. The complaints purport to assert claims for violations of Section 10(b) and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5 on behalf of all persons who purchased our common stock between April 28, 2011 and March 7, 2013, inclusive. The complaints seek unspecified monetary damages and attorneys' fees and costs. On May 13, 2013, four prospective lead plaintiffs filed motions to consolidate the four actions and to be appointed lead plaintiff. On June 11, 2013, the Court vacated the hearing on those motions and indicated that it would issue a written order. To date, the Court has yet to issue an order on the motions for consolidation and identification of a lead plaintiff. At this preliminary stage, we cannot determine whether there is a reasonable possibility that a loss has been incurred nor can we estimate the range of potential loss. Accordingly, we have not accrued an amount for any potential loss associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation. | |
Federal Shareholder Derivative Matter | |
On April 23, 2013 and May 7, 2013, two shareholder derivative actions were filed in the United States District Court for the Southern District of California, entitled Kienzle v. Schramm, et al., Case No. 13-cv-0966 (S.D. Cal. filed April 23, 2013) and Agrawal v. Cortes, et al., Case No. 13-cv-1084 (S.D. Cal. filed May 7, 2013). The complaints name as defendants certain of our current and former officers and directors and name us as a nominal defendant. The complaints allege that the individual defendants caused or allowed us to issue false and misleading statements about our financial condition, operations, management, and internal controls and falsely represented that we maintained adequate controls. The complaints assert causes of action for breach of fiduciary duty, abuse of control, gross mismanagement, waste of corporate assets and unjust enrichment. The lawsuits seek unspecified damages, an order directing us to take all necessary actions to reform and improve its corporate governance and internal procedures, restitution and disgorgement of profits, benefits, and other compensation, attorneys' and experts' fees, and costs and expenses. On June 10, 2013, the parties filed a joint motion to consolidate the two actions. The Court has not yet ruled on that motion. On September 26, 2013, the plaintiffs filed a motion to stay this case until the resolution of the similar derivative action pending in the California Superior Court for the County of San Diego. We opposed this motion to stay. The hearing on this motion is scheduled for October 27, 2013. Because this action is derivative in nature, it does not seek monetary damages from us. However, we may be required throughout the term of the action to advance the legal fees and costs incurred by the individual defendants and to incur other financial obligations. At this preliminary stage, we cannot predict the ultimate outcome of this action, nor can we estimate the range of potential loss, and we therefore have not accrued an amount for any potential costs associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation. | |
State Shareholder Derivative Matter | |
On April 11, 2013 and April 18, 2013, two shareholder derivative actions were filed in California Superior Court for the County of San Diego, entitled Warsh v. Schramm, et al., Case No. 37-2013-00043884 (San Diego Sup. Ct. filed April 11, 2013) and Neville v. Cortes, et al., Case No. 37-2013-00044911-CU-BT-CTL (San Diego Sup. Ct. filed April 18, 2013). The complaints name as defendants certain of our current and former officers and directors as well as our former auditor McGladrey LLP. We are named as a nominal defendant. The complaints allege that the individual defendants made or caused us to make false and/or misleading statements regarding our financial condition, and failed to disclose material adverse facts about our business, operations and prospects. The complaints assert causes of action for breaches of fiduciary duty for disseminating false and misleading information, failing to maintain internal controls, and failing to properly oversee and manage the company, as well as for unjust enrichment, abuse of control, gross mismanagement, professional negligence and accounting malpractice, and aiding and abetting breaches of fiduciary duty. The lawsuits seek unspecified damages, an order directing us to take all necessary actions to reform and improve its corporate governance and internal procedures, restitution and disgorgement of profits, benefits and other compensation, attorneys' and experts' fees, and costs and expenses. On May 7, 2013, the Court consolidated the two actions. We filed a motion to stay the consolidated action on July 2, 2013. On September 27, 2013, the Court heard oral arguments on the motion to stay and continued the hearing on this motion until the resolution of the motion to stay pending in the federal derivative action referenced above. Because this action is derivative in nature, it does not seek monetary damages from us. However, we may be required throughout the term of the action to advance the legal fees and costs incurred by the individual defendants and to incur other financial obligations. At this preliminary stage, we cannot predict the ultimate outcome of this action, nor can we estimate the range of potential loss, and we therefore have not accrued an amount for any potential costs associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation. | |
Shareholder Demand Letter Matter | |
On April 9, 2013, Stephen Neville, a purported shareholder of the Company, sent a demand letter to us to inspect our books and records pursuant to California Corporations Code Section 1601. The demand sought inspection of documents related to our March 7, 2013 announcement that we would be restating our previously-issued financial statements for 2011 and 2012, board minutes and committee materials, and other documents related to our board or management discussions regarding revenue recognition from January 1, 2011 to the present. We responded by letter dated April 19, 2013, explaining why we believed that the demand did not appear to be proper. Following receipt of a second letter from Mr. Neville dated April 23, 2013, we explained by letter dated April 29, 2013 why we continue to believe that the inspection demand appears improper. We have not received a further response from Mr. Neville regarding the inspection demand. In conjunction with the state court derivative action referenced above, Mr. Neville filed two motions to compel production of the documents and materials originally sought in the demand letter. On September 27, 2013, the Court heard oral arguments on the motions to compel and, in line with the continuance on the motion to stay, likewise continued the hearing on the motions to compel pending resolution of the motions to stay in both the federal and state derivative actions referenced above. At this preliminary stage, we cannot predict the ultimate outcome of this action, nor can we estimate the range of potential loss, and we therefore have not accrued an amount for any potential costs associated with this action, but an adverse result could have a material adverse impact on our financial condition and results of operation. |
Subsequent_Events_Notes
Subsequent Events (Notes) | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Subsequent Event |
On October 24, 2013, David J. Schramm announced that he will retire from his position as President, Chief Executive Officer and a director of the Company effective as of December 31, 2013. On October 23, 2013, the Company and Mr. Schramm entered into a Transition and Consulting Agreement (the “Transition Agreement”) wherein Mr. Schramm will serve as a senior advisor to the Company during the period commencing on January 1, 2014 and ending on December 31, 2015, or such earlier date on which Mr. Schramm or the Company may terminate the consulting relationship. In consideration for Mr. Schramm’s service as a senior advisor, as well as other terms and conditions of the Transition Agreement, the Company will continue to pay Mr. Schramm his current base salary on a monthly basis, and Mr. Schramm’s existing stock options, all of which are vested, will remain exercisable during the term of his service as an advisor. In addition, his restricted stock awards, except those granted to him in February 2013 which will be forfeited, will continue to vest according to their original vesting schedule as long as Mr. Schramm remains in service to the Company as a senior advisor. Refer to the Company’s current report on Form 8-K filed on October 24, 2013 for additional information. As of the date of filing this quarterly report on Form 10-Q for the quarter ended September 30, 2013, the Company has not completed its accounting analysis of the terms and conditions of the Transition Agreement and is therefore unable to estimate the financial statement impact to the fourth quarter of 2013 or any future periods that may be impacted. |
Description_of_Business_and_Ba1
Description of Business and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Financial Statement Presentation | Financial Statement Presentation |
The accompanying condensed consolidated financial statements include the accounts of Maxwell Technologies, Inc. and its subsidiaries. All significant intercompany transactions and account balances have been eliminated in consolidation. The Company has prepared the accompanying unaudited interim condensed consolidated financial statements in accordance with the instructions to Form 10-Q and the standards of accounting measurement set forth in the Interim Reporting Topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). Consequently, the Company has not necessarily included in this Form 10-Q all information and footnotes required for audited financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements in this Form 10-Q contain all adjustments (consisting only of normal recurring adjustments, except as otherwise indicated) necessary to present fairly the financial position, results of operations, and cash flows of Maxwell Technologies, Inc. for all periods presented. The results reported in these condensed consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for any subsequent period or for the entire year. These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the Company’s audited financial statements and the notes thereto included in the Company’s latest Annual Report on Form 10-K. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted in the accompanying interim consolidated financial statements. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. | |
Reclassification | Reclassifications |
Certain prior period amounts in the consolidated statements of operations have been reclassified to conform to the current period presentation. These reclassifications do not impact reported net income (loss) and do not otherwise have a material impact on the presentation of the overall financial statements. | |
Use of Estimates | Use of Estimates |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect reported amounts and related disclosures. These estimates include, but are not limited to, assessing the collectability of accounts receivable, applied and unapplied production costs, production capacities, the usage and recoverability of inventories and long-lived assets, including deferred income taxes, the incurrence of warranty obligations, impairment of goodwill and other intangible assets, estimation of the cost to complete certain projects, accruals for estimated losses from legal matters, and estimation of the value of stock-based compensation awards, including the probability that the performance criteria of restricted stock awards will be met. | |
Cash and Cash Equivalents, Restricted Cash | Restricted Cash |
As of September 30, 2013, the Company had restricted cash of $4.1 million. Restricted cash of $2.3 million relates to a stand-by letter of credit that provides financial assurance the Company will fulfill certain contractual obligations. Restricted cash of $1.8 million represents a compensating balance on deposit with the bank as collateral for outstanding borrowings with the bank. The cash balances are restricted to withdrawal and classified as current assets on the balance sheet because the restrictions are expected to be released not later than one year from the balance sheet date of September 30, 2013. | |
Warranty Obligation | Warranty Obligation |
The Company provides warranties on all product sales. The majority of the Company’s warranties are for one to two years in the normal course of business. The Company accrues for the estimated warranty costs at the time of sale based on historical warranty experience plus any known or expected changes in warranty exposure. | |
Revenue Recognition | Revenue Recognition |
Revenue is derived primarily from the sale of manufactured products directly to customers. Product revenue is recognized, according to the guidelines of the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (“SAB”) Numbers 101, Revenue Recognition in Financial Statements, and 104, Revenue Recognition, when all of the following criteria are met: (1) persuasive evidence of an arrangement exists (upon contract signing or receipt of an authorized purchase order from a customer); (2) title passes to the customer at either shipment from the Company’s facilities or receipt at the customer facility, depending on shipping terms; (3) customer payment is deemed fixed or determinable and free of contingencies or significant uncertainties; and (4) collectability is reasonably assured. This policy has been consistently applied from period to period. | |
Beginning in the fourth quarter of 2011, for three distributors of the Company's products, the Company offered extended payment terms which allowed these distributors to pay the Company after they received payment from their customer, with respect to certain sales transactions. Also beginning in the fourth quarter of 2011, for one other distributor of the Company's products, the Company offered return rights and profit margin protection with respect to certain sales transactions. Therefore, for these four distributors, the Company determined that the revenue recognition criteria of SAB 101 and 104 were not met at the time of shipment, as there was no fixed or determinable price, nor was collection reasonably assured, at least with respect to certain sales transactions. As a result, for the three distributors provided with extended payment terms, which did not provide for a fixed or determinable price, the Company determined to defer the recognition of revenue on all sales beginning in the fourth quarter of 2011 to the period in which cash is received. For the one distributor provided with return rights and profit margin protection, for which the Company could not estimate exposure, the Company determined to defer the recognition of revenue on all sales beginning in the fourth quarter of 2011 until the distributor confirmed with the Company that they were not entitled to any further returns or credits. During third quarter of 2013, this distributor confirmed with the Company that they were not entitled to any further returns or credits, therefore, previously deferred revenue related to this distributor was recognized in the quarter ended September 30, 2013. | |
Related to these arrangements, as well as other less significant arrangements requiring the deferral of revenue, for the three and nine months ended September 30, 2013, the Company deferred revenue recognition on net sales of $3.9 million and $13.4 million, respectively, and recognized previously deferred revenue of $15.2 million and $24.9 million, respectively. For the three and nine months ended September 30, 2012, the Company deferred revenue recognition on net sales of $4.0 million and $16.9 million, respectively, and recognized previously deferred revenue of $1.2 million and $6.6 million, respectively. The Company has recorded the cost basis of inventory shipped to customers for which revenue has been deferred of approximately $3.2 million and $9.2 million at September 30, 2013 and December 31, 2012 , respectively, in "inventory" in the condensed consolidated balance sheets. | |
Net Income (Loss) per Share | Net Income (Loss) per Share |
In accordance with the Earnings Per Share Topic of the FASB ASC, basic net income (loss) per share is calculated using the weighted average number of common shares outstanding during the period. Diluted net income per share includes the impact of additional common shares that would have been outstanding if potentially dilutive common shares were issued. Potentially dilutive securities are not considered in the calculation of diluted net loss per share, as their inclusion would be anti-dilutive. | |
Derivatives and Hedging | Maxwell uses forward contracts to hedge certain monetary assets and liabilities, primarily receivables and payables, denominated in a foreign currency. The change in fair value of these instruments represents a natural hedge as gains and losses offset the changes in the underlying fair value of the monetary assets and liabilities due to movements in currency exchange rates. These contracts generally expire in one month. These contracts are considered economic hedges and are not designated as hedges under the Derivatives and Hedging Topic of the FASB ASC, therefore, the change in the fair value of the instrument is recognized currently in the consolidated statement of operations. |
Fair Value Measurements and Disclosures | The Company records certain financial instruments at fair value in accordance with the Fair Value Measurements and Disclosures Topic of the FASB ASC. As of September 30, 2013, the financial instruments to which this topic applied were foreign currency forward contracts. As of September 30, 2013, the fair value of these foreign currency forward contracts was a liability of $977,000 which is recorded in “accounts payable and accrued liabilities” in the consolidated balance sheet. The fair value of these derivative instruments is measured using models following quoted market prices in active markets for identical instruments, which is a Level 2 input under the fair value hierarchy of the Fair Value Measurements and Disclosures Topic of the FASB ASC. |
Description_of_Business_and_Ba2
Description of Business and Basis of Presentation (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||||||||
Schedule of computation of basic and diluted net income (loss) per share | The following table sets forth the computation of basic and diluted net income per share (in thousands, except per share data): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2012 | 2012 | ||||||||||||||||
2013 | (Restated) | 2013 | (Restated) | ||||||||||||||
Numerator | |||||||||||||||||
Net income | $ | 6,027 | $ | 5,228 | $ | 9,154 | $ | 4,307 | |||||||||
Denominator | |||||||||||||||||
Weighted-average common shares outstanding | 28,884 | 28,736 | 28,857 | 28,511 | |||||||||||||
Effect of potentially dilutive securities: | |||||||||||||||||
Options to purchase common stock | 35 | 8 | 17 | 153 | |||||||||||||
Restricted stock awards | 1 | 3 | 4 | 11 | |||||||||||||
Restricted stock unit awards | 20 | — | 5 | 3 | |||||||||||||
Employee stock purchase plan | — | 1 | — | 17 | |||||||||||||
Weighted-average common shares outstanding, assuming dilution | 28,940 | 28,748 | 28,883 | 28,695 | |||||||||||||
Net income per share | |||||||||||||||||
Basic | $ | 0.21 | $ | 0.18 | $ | 0.32 | $ | 0.15 | |||||||||
Diluted | $ | 0.21 | $ | 0.18 | $ | 0.32 | $ | 0.15 | |||||||||
Schedule of instruments convertible into common shares that are not included in the denominator used in the diluted net income (loss) per share calculation because to do so would be anti-dilutive | The following table summarizes instruments that may be convertible into common shares that are not included in the denominator used in the diluted net income per share calculation because to do so would be anti-dilutive (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Outstanding options to purchase common stock | 543 | 920 | 743 | 549 | |||||||||||||
Unvested restricted stock awards | 455 | 337 | 455 | 338 | |||||||||||||
Unvested restricted stock unit awards | — | 20 | 13 | 17 | |||||||||||||
Restatement_of_Previously_Issu1
Restatement of Previously Issued Fiancial Statements (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Accounting Changes and Error Corrections [Abstract] | |||||||||||||
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | The restated condensed quarterly consolidated statement of operations for the third quarter of fiscal year 2012 is presented below (in thousands, except per share data): | ||||||||||||
Three months ended September 30, 2012 | |||||||||||||
As previously reported | Restatement Adjustments | Restated | |||||||||||
Revenue | $ | 43,907 | $ | (1,194 | ) | $ | 42,713 | ||||||
Cost of revenue | 25,534 | (963 | ) | 24,571 | |||||||||
Gross profit | 18,373 | (231 | ) | 18,142 | |||||||||
Operating expenses: | |||||||||||||
Selling, general and administrative | 7,344 | (2 | ) | 7,342 | |||||||||
Research and development | 5,084 | — | 5,084 | ||||||||||
Total operating expenses | 12,428 | (2 | ) | 12,426 | |||||||||
Income from operations | 5,945 | (229 | ) | 5,716 | |||||||||
Interest expense, net | (56 | ) | — | (56 | ) | ||||||||
Amortization of debt discount and prepaid debt costs | (16 | ) | — | (16 | ) | ||||||||
Income from operations before income taxes | 5,873 | (229 | ) | 5,644 | |||||||||
Income tax provision | 470 | (54 | ) | 416 | |||||||||
Net income | $ | 5,403 | $ | (175 | ) | $ | 5,228 | ||||||
Net income per share: | |||||||||||||
Basic | $ | 0.19 | $ | (0.01 | ) | $ | 0.18 | ||||||
Diluted | $ | 0.19 | $ | (0.01 | ) | $ | 0.18 | ||||||
Weighted average common shares outstanding: | |||||||||||||
Basic | 28,736 | 28,736 | |||||||||||
Diluted | 28,748 | 28,748 | |||||||||||
The restated condensed consolidated statement of operations for the nine months ended September 30, 2012 is presented below (in thousands): | |||||||||||||
Nine Months Ended September 30, 2012 | |||||||||||||
As previously reported | Restatement Adjustments | Restated | |||||||||||
Revenue | $ | 123,993 | $ | (9,238 | ) | $ | 114,755 | ||||||
Cost of revenue | 72,503 | (5,571 | ) | 66,932 | |||||||||
Gross profit | 51,490 | (3,667 | ) | 47,823 | |||||||||
Operating expenses: | |||||||||||||
Selling, general and administrative | 24,868 | 671 | 25,539 | ||||||||||
Research and development | 15,974 | (26 | ) | 15,948 | |||||||||
Total operating expenses | 40,842 | 645 | 41,487 | ||||||||||
Income from operations | 10,648 | (4,312 | ) | 6,336 | |||||||||
Interest expense, net | (138 | ) | — | (138 | ) | ||||||||
Amortization of debt discount and prepaid debt costs | (42 | ) | — | (42 | ) | ||||||||
Income from operations before income taxes | 10,468 | (4,312 | ) | 6,156 | |||||||||
Income tax provision | 1,903 | (54 | ) | 1,849 | |||||||||
Net income | $ | 8,565 | $ | (4,258 | ) | $ | 4,307 | ||||||
Net income per share: | |||||||||||||
Basic | $ | 0.3 | $ | (0.15 | ) | $ | 0.15 | ||||||
Diluted | $ | 0.3 | $ | (0.15 | ) | $ | 0.15 | ||||||
Weighted average common shares outstanding: | |||||||||||||
Basic | 28,511 | 28,511 | |||||||||||
Diluted | 28,695 | 28,695 | |||||||||||
The restated condensed consolidated statement of cash flows for the nine months ended September 30, 2012 is presented below (in thousands): | |||||||||||||
Nine months ended September 30, 2012 | |||||||||||||
As previously reported | Restatement Adjustments | Restated | |||||||||||
OPERATING ACTIVITIES: | |||||||||||||
Net income | $ | 8,565 | $ | (4,258 | ) | $ | 4,307 | ||||||
Adjustments to reconcile net income to net cash used in operating activities: | |||||||||||||
Depreciation | 5,104 | — | 5,104 | ||||||||||
Amortization of intangible assets | 351 | — | 351 | ||||||||||
Amortization of debt discount and prepaid debt costs | 42 | — | 42 | ||||||||||
Pension cost | 135 | — | 135 | ||||||||||
Stock-based compensation expense | 2,561 | — | 2,561 | ||||||||||
Recovery of losses on accounts receivable | (237 | ) | 127 | (110 | ) | ||||||||
Changes in operating assets and liabilities: | |||||||||||||
Trade and other accounts receivable | (16,673 | ) | 5,891 | (10,782 | ) | ||||||||
Inventories | (4,700 | ) | (5,870 | ) | (10,570 | ) | |||||||
Prepaid expenses and other assets | 478 | (139 | ) | 339 | |||||||||
Accounts payable and accrued liabilities | (3,892 | ) | (186 | ) | (4,078 | ) | |||||||
Deferred revenue | 266 | 3,841 | 4,107 | ||||||||||
Accrued employee compensation | (1,296 | ) | 2,019 | 723 | |||||||||
Deferred tax liability, long term | 29 | (1,425 | ) | (1,396 | ) | ||||||||
Other long-term liabilities | (2,326 | ) | — | (2,326 | ) | ||||||||
Net cash used in operating activities | (11,593 | ) | — | (11,593 | ) | ||||||||
INVESTING ACTIVITIES: | |||||||||||||
Purchases of property and equipment | (13,121 | ) | — | (13,121 | ) | ||||||||
Net cash used in investing activities | (13,121 | ) | — | (13,121 | ) | ||||||||
FINANCING ACTIVITIES: | |||||||||||||
Principal payments on long-term debt and short-term borrowings | (6,890 | ) | — | (6,890 | ) | ||||||||
Proceeds from long-term and short-term borrowings | 11,230 | — | 11,230 | ||||||||||
Proceeds from sale of common stock, net of offering costs | 10,283 | — | 10,283 | ||||||||||
Repurchase of shares | (319 | ) | — | (319 | ) | ||||||||
Proceeds from issuance of common stock under equity compensation plans | 1,737 | — | 1,737 | ||||||||||
Net cash provided by financing activities | 16,041 | — | 16,041 | ||||||||||
Decrease in cash and cash equivalents from operations | (8,673 | ) | — | (8,673 | ) | ||||||||
Effect of exchange rate changes on cash and cash equivalents | (543 | ) | — | (543 | ) | ||||||||
Decrease in cash and cash equivalents | (9,216 | ) | — | (9,216 | ) | ||||||||
Cash and cash equivalents, beginning of period | 29,289 | — | 29,289 | ||||||||||
Cash and cash equivalents, end of period | $ | 20,073 | $ | — | $ | 20,073 | |||||||
Balance_Sheet_Details_Tables
Balance Sheet Details (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Balance Sheet Related Disclosures [Abstract] | |||||||||||||||||
Schedule of inventories | |||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Raw material and purchased parts | $ | 14,218 | $ | 13,114 | |||||||||||||
Work-in-process | 3,262 | 1,753 | |||||||||||||||
Finished goods | 21,890 | 17,511 | |||||||||||||||
Consigned finished goods | 3,206 | 9,242 | |||||||||||||||
Total inventories | $ | 42,576 | $ | 41,620 | |||||||||||||
Schedule of intangible assets | Intangible assets consisted of the following: | ||||||||||||||||
Gross | Accumulated | Foreign | Net | ||||||||||||||
Carrying | Amortization | Currency | Carrying | ||||||||||||||
Value | Adjustment | Value | |||||||||||||||
As of September 30, 2013 | |||||||||||||||||
Patents | $ | 2,476 | $ | (2,056 | ) | $ | — | $ | 420 | ||||||||
Developed core technology | 1,100 | (1,100 | ) | — | — | ||||||||||||
Patent license agreement | 741 | (741 | ) | — | — | ||||||||||||
Total intangible assets at September 30, 2013 | $ | 4,317 | $ | (3,897 | ) | $ | — | $ | 420 | ||||||||
Gross | Accumulated | Foreign | Net | ||||||||||||||
Carrying | Amortization | Currency | Carrying | ||||||||||||||
Value | Adjustment | Value | |||||||||||||||
As of December 31, 2012 | |||||||||||||||||
Patents | $ | 2,476 | $ | (1,903 | ) | $ | — | $ | 573 | ||||||||
Developed core technology | 1,100 | (1,100 | ) | — | — | ||||||||||||
Patent license agreement | 741 | (606 | ) | (39 | ) | 96 | |||||||||||
Total intangible assets at December 31, 2012 | $ | 4,317 | $ | (3,609 | ) | $ | (39 | ) | $ | 669 | |||||||
Schedule of change in the carrying amount of goodwill | The change in the carrying amount of goodwill from December 31, 2012 to September 30, 2013 is as follows: | ||||||||||||||||
Balance at December 31, 2012 | $ | 25,416 | |||||||||||||||
Foreign currency translation adjustments | 262 | ||||||||||||||||
Balance at September 30, 2013 | $ | 25,678 | |||||||||||||||
Schedule of accrued warranty | |||||||||||||||||
Nine Months Ended | |||||||||||||||||
September 30, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Beginning balance | $ | 269 | $ | 258 | |||||||||||||
Product warranties issued | 215 | 278 | |||||||||||||||
Settlement of warranties | (212 | ) | (154 | ) | |||||||||||||
Change related to preexisting warranties | (143 | ) | (138 | ) | |||||||||||||
Ending balance | $ | 129 | $ | 244 | |||||||||||||
Schedule of accumulated other comprehensive income | |||||||||||||||||
Foreign | Defined Benefit | Accumulated | Affected Line Item in the Statement of Operations | ||||||||||||||
Currency | Pension Plan | Other | |||||||||||||||
Translation | Comprehensive | ||||||||||||||||
Adjustment | Income | ||||||||||||||||
Balance as of December 31, 2012 | $ | 16,376 | $ | (3,845 | ) | $ | 12,531 | ||||||||||
Other comprehensive income before reclassification | 1,391 | — | 1,391 | ||||||||||||||
Amounts reclassified from accumulated other comprehensive income | — | 142 | 142 | Cost of Sales, Selling, General and Administrative and Research and Development Expense | |||||||||||||
Net other comprehensive income for nine months ended September 30, 2013 | 1,391 | 142 | 1,533 | ||||||||||||||
Balance as of September 30, 2013 | $ | 17,767 | $ | (3,703 | ) | $ | 14,064 | ||||||||||
Foreign_Currency_Derivative_In1
Foreign Currency Derivative Instruments (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Foreign Currency Derivatives [Abstract] | |||||||||||||||||
Schedule of gains (losses) on foreign currency forward contracts | The net gains and losses on foreign currency forward contracts included in cost of revenue and selling, general and administrative expense are as follows (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of revenue | $ | 2 | $ | 1 | $ | 32 | $ | 1 | |||||||||
Selling, general and administrative | 1,377 | 174 | (2 | ) | (308 | ) | |||||||||||
Total gain (loss) | $ | 1,379 | $ | 175 | $ | 30 | $ | (307 | ) | ||||||||
Schedule of foreign currency gains and losses on underlying assets and liabilities | Foreign currency gains and losses on those underlying monetary assets and liabilities included in cost of revenue and selling, general and administrative expense are as follows (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of revenue | $ | (3 | ) | $ | (1 | ) | $ | (28 | ) | $ | 13 | ||||||
Selling, general and administrative | (1,545 | ) | (357 | ) | (503 | ) | (100 | ) | |||||||||
Total gain (loss) | $ | (1,548 | ) | $ | (358 | ) | $ | (531 | ) | $ | (87 | ) | |||||
Offsetting Liabilities | The following table presents gross amounts, amounts offset and net amounts presented in the condensed consolidated balance sheets for the Company's derivative instruments measured at fair value (in thousands): | ||||||||||||||||
September 30, 2013 | December 31, 2012 | ||||||||||||||||
Gross amounts of recognized assets (liabilities) | $ | (901 | ) | $ | 394 | ||||||||||||
Gross amounts offset in the condensed consolidated balance sheets | 76 | 65 | |||||||||||||||
Net amount of recognized asset (liability) presented in the condensed consolidated balance sheets | $ | (977 | ) | $ | 329 | ||||||||||||
Stock_Plans_Tables
Stock Plans (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Schedule of stock-based compensation expense | Compensation cost for restricted stock, restricted stock units, employee stock options and the ESPP included in cost of revenue; selling, general and administrative expense; and research and development expense is as follows (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of revenue | $ | 228 | $ | 163 | $ | 762 | $ | 543 | |||||||||
Selling, general and administrative | 332 | 213 | 1,337 | 1,586 | |||||||||||||
Research and development | 159 | 129 | 523 | 432 | |||||||||||||
Total stock-based compensation expense | $ | 719 | $ | 505 | $ | 2,622 | $ | 2,561 | |||||||||
Restricted Stock Awards | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Schedule of employee stock purchase plan weighted-average assumptions | The following table summarizes the amount of compensation expense recognized for restricted stock awards for the three and nine months ended September 30, 2013 and 2012 (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Service-based restricted stock | $ | 523 | $ | 369 | $ | 1,793 | $ | 1,216 | |||||||||
Performance-based restricted stock | 40 | (198 | ) | 82 | (37 | ) | |||||||||||
Total compensation expense recognized for restricted stock awards | $ | 563 | $ | 171 | $ | 1,875 | $ | 1,179 | |||||||||
Schedule of stock-based compensation expense | The Company may determine to grant stock options in the future under its equity incentive plan. The fair value of the stock option granted was estimated using the Black-Scholes valuation model with the following assumptions: | ||||||||||||||||
Nine Months Ended | |||||||||||||||||
September 30, | |||||||||||||||||
2013 | |||||||||||||||||
Expected dividends | $ | — | |||||||||||||||
Exercise price | $ | 6.8 | |||||||||||||||
Expected volatility | 68.6 | % | |||||||||||||||
Average risk-free interest rate | 1.1 | % | |||||||||||||||
Expected life/term (in years) | 4.8 | ||||||||||||||||
Fair value per share | $ | 3.72 | |||||||||||||||
Employee Stock [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Schedule of stock-based compensation expense | The fair value of the ESPP shares was estimated using the Black-Scholes valuation model for a call and a put option with the following weighted-average assumptions: | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2012 | 2012 | ||||||||||||||||
Expected dividends | $ | — | $ | — | |||||||||||||
Exercise price | $ | 5.58 | $ | 8.93 | |||||||||||||
Expected volatility | 83 | % | 75 | % | |||||||||||||
Average risk-free interest rate | 0.16 | % | 0.12 | % | |||||||||||||
Expected life/term (in years) | 0.5 | 0.5 | |||||||||||||||
Fair value per share | $ | 2.78 | $ | 3.79 | |||||||||||||
Defined_Benefit_Plan_Tables
Defined Benefit Plan (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |||||||||||||||||
Schedule of components of net periodic pension income | Components of net periodic pension cost are as follows (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Service cost | $ | 207 | $ | 164 | $ | 618 | $ | 502 | |||||||||
Interest cost | 125 | 159 | 374 | 487 | |||||||||||||
Expected return on plan assets | (383 | ) | (342 | ) | (1,145 | ) | (1,048 | ) | |||||||||
Prior service cost amortization | 11 | 11 | 33 | 32 | |||||||||||||
Deferred loss amortization | 45 | 53 | 135 | 162 | |||||||||||||
Net periodic pension cost | $ | 5 | $ | 45 | $ | 15 | $ | 135 | |||||||||
Description_of_Business_and_Ba3
Description of Business and Basis of Presentation (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Schedule of computation of basic and diluted net income (loss) per share | ||||
Net income | $6,027 | $5,228 | $9,154 | $4,307 |
Effect of assumed conversion of convertible debentures | ||||
Weighted-average common shares outstanding | 28,884 | 28,736 | 28,857 | 28,511 |
Weighted-average common shares outstanding, assuming dilution | 28,940 | 28,748 | 28,883 | 28,695 |
Net income per share | ||||
Basic | $0.21 | $0.18 | $0.32 | $0.15 |
Diluted | $0.21 | $0.18 | $0.32 | $0.15 |
Stock Options | ||||
Effect of assumed conversion of convertible debentures | ||||
Effect of potentially dilutive securities | 35 | 8 | 17 | 153 |
Restricted Stock [Member] | ||||
Effect of assumed conversion of convertible debentures | ||||
Effect of potentially dilutive securities | 1 | 3 | 4 | 11 |
Restricted Stock Unit | ||||
Effect of assumed conversion of convertible debentures | ||||
Effect of potentially dilutive securities | 20 | 0 | 5 | 3 |
Employee Stock Purchase Plan | ||||
Effect of assumed conversion of convertible debentures | ||||
Effect of potentially dilutive securities | 0 | 1 | 0 | 17 |
Description_of_Business_and_Ba4
Description of Business and Basis of Presentation (Details 1) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Outstanding options to purchase common stock | ||||
Schedule of instruments convertible into common shares that are not included in the denominator used in the diluted net income (loss) per share calculation because to do so would be anti-dilutive | ||||
Anti-dilutive, shares | 543 | 920 | 743 | 549 |
Restricted Stock Awards | ||||
Schedule of instruments convertible into common shares that are not included in the denominator used in the diluted net income (loss) per share calculation because to do so would be anti-dilutive | ||||
Anti-dilutive, shares | 455 | 337 | 455 | 338 |
Restricted stock unit awards | ||||
Schedule of instruments convertible into common shares that are not included in the denominator used in the diluted net income (loss) per share calculation because to do so would be anti-dilutive | ||||
Anti-dilutive, shares | 0 | 20 | 13 | 17 |
Description_of_Business_and_Ba5
Description of Business and Basis of Presentation (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Segment | |||||
manufacturing_location | |||||
Description of Business and Basis of Presentation [Line Items] | |||||
Deferred Revenue, Additions | $3,900,000 | $4,000,000 | $13,400,000 | $16,900,000 | |
Deferred Revenue, Revenue Recognized | 15,200,000 | 1,200,000 | 24,900,000 | 6,600,000 | |
Inventory, Finished Goods, Consigned | 3,206,000 | 3,206,000 | 9,242,000 | ||
Description of Business and Basis of Presentation (Textual) [Abstract] | |||||
Manufacturing locations | 2 | ||||
Operating segments | 1 | ||||
Restricted cash | 4,050,000 | 4,050,000 | 0 | ||
Warranty period, minimum, in years | 1 year | ||||
Warranty period, maximum, in years | 2 years | ||||
Standby Letters of Credit [Member] | |||||
Description of Business and Basis of Presentation (Textual) [Abstract] | |||||
Restricted cash | 2,300,000 | 2,300,000 | |||
Collateral for Borrowing [Member] | |||||
Description of Business and Basis of Presentation (Textual) [Abstract] | |||||
Restricted cash | $1,800,000 | $1,800,000 |
Restatement_of_Previously_Issu2
Restatement of Previously Issued Financial Statements (Quarterly Consolidated Statement of Operations) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenue | $51,197 | $42,713 | $154,555 | $114,755 |
Cost of revenue | 30,084 | 24,571 | 93,636 | 66,932 |
Gross Profit | 21,113 | 18,142 | 60,919 | 47,823 |
Operating expenses: | ||||
Selling, general and administrative | 9,455 | 7,342 | 32,945 | 25,539 |
Research and development | 5,450 | 5,084 | 16,851 | 15,948 |
Total operating expenses | 14,905 | 12,426 | 49,796 | 41,487 |
Income (loss) from operations | 6,208 | 5,716 | 11,123 | 6,336 |
Interest expense, net | -36 | -56 | -121 | -138 |
Amortization of debt discount and prepaid debt costs | 16 | 16 | 46 | 42 |
Income (loss) from operations before income taxes | 6,156 | 5,644 | 10,956 | 6,156 |
Income tax provision | 129 | 416 | 1,802 | 1,849 |
Net income (loss) | 6,027 | 5,228 | 9,154 | 4,307 |
Net income (loss) per share: | ||||
Earnings per share, basic | $0.21 | $0.18 | $0.32 | $0.15 |
Earnings per share, diluted | $0.21 | $0.18 | $0.32 | $0.15 |
Weighted average common shares outstanding: | ||||
Weighted average number of shares outstanding, basic | 28,884 | 28,736 | 28,857 | 28,511 |
Weighted average number of shares outstanding, diluted | 28,940 | 28,748 | 28,883 | 28,695 |
Scenario, Previously Reported [Member] | ||||
Revenue | 43,907 | 123,993 | ||
Cost of revenue | 25,534 | 72,503 | ||
Gross Profit | 18,373 | 51,490 | ||
Operating expenses: | ||||
Selling, general and administrative | 7,344 | 24,868 | ||
Research and development | 5,084 | 15,974 | ||
Total operating expenses | 12,428 | 40,842 | ||
Income (loss) from operations | 5,945 | 10,648 | ||
Interest expense, net | -56 | -138 | ||
Amortization of debt discount and prepaid debt costs | 16 | 42 | ||
Income (loss) from operations before income taxes | 5,873 | 10,468 | ||
Income tax provision | 470 | 1,903 | ||
Net income (loss) | 5,403 | 8,565 | ||
Net income (loss) per share: | ||||
Earnings per share, basic | $0.19 | $0.30 | ||
Earnings per share, diluted | $0.19 | $0.30 | ||
Weighted average common shares outstanding: | ||||
Weighted average number of shares outstanding, basic | 28,736 | 28,511 | ||
Weighted average number of shares outstanding, diluted | 28,748 | 28,695 | ||
Restatement Adjustment [Member] | ||||
Revenue | -1,194 | -9,238 | ||
Cost of revenue | -963 | -5,571 | ||
Gross Profit | -231 | -3,667 | ||
Operating expenses: | ||||
Selling, general and administrative | -2 | 671 | ||
Research and development | 0 | -26 | ||
Total operating expenses | -2 | 645 | ||
Income (loss) from operations | -229 | -4,312 | ||
Interest expense, net | 0 | 0 | ||
Amortization of debt discount and prepaid debt costs | 0 | 0 | ||
Income (loss) from operations before income taxes | -229 | -4,312 | ||
Income tax provision | -54 | -54 | ||
Net income (loss) | ($175) | ($4,258) | ||
Net income (loss) per share: | ||||
Earnings per share, basic | ($0.01) | ($0.15) | ||
Earnings per share, diluted | ($0.01) | ($0.15) |
Restatement_of_Previously_Issu3
Restatement of Previously Issued Fiancial Statements (Quarterly Consolidated Statement of Cash Flows) (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Net income (loss) | $9,154 | $4,307 |
OPERATING ACTIVITIES: | ||
Depreciation | 6,518 | 5,104 |
Amortization of intangible assets | 247 | 351 |
Amortization of debt discount and prepaid debt costs | 46 | 42 |
Pension cost | 15 | 135 |
Stock-based compensation expense | 2,622 | 2,561 |
Recovery of losses on accounts receivable | -24 | -110 |
Changes in operating assets and liabilities: | ||
Trade and other accounts receivable | 4,081 | -10,782 |
Inventories | -861 | -10,570 |
Prepaid expenses and other assets | -82 | 339 |
Accounts payable and accrued liabilities | 2,016 | -4,078 |
Deferred Revenue | -3,814 | 4,107 |
Accrued employee compensation | 3,570 | 723 |
Deferred tax liability, long term | -8 | -1,396 |
Other long-term liabilities | 1,235 | -2,326 |
Net cash used in operating activities | 24,715 | -11,593 |
INVESTING ACTIVITIES: | ||
Purchases of property and equipment | -11,716 | -13,121 |
Net cash used in investing activities | -14,016 | -13,121 |
FINANCING ACTIVITIES: | ||
Principal payments on long-term debt and short-term borrowings | -7,782 | -6,890 |
Proceeds from long-term and short-term borrowings | 6,475 | 11,230 |
Proceeds from sale of common stock, net of offering costs | 0 | 10,283 |
Repurchase of shares | -47 | -319 |
Proceeds from issuance of common stock under equity compensation plans | 305 | 1,737 |
Net cash provided by financing activities | -2,799 | 16,041 |
Decrease in cash and cash equivalents from operations | 7,900 | -8,673 |
Effect of exchange rate changes on cash and cash equivalents | 408 | -543 |
Decrease in cash and cash equivalents | 8,308 | -9,216 |
Cash and cash equivalents, at carrying value | 37,047 | 20,073 |
Scenario, Previously Reported [Member] | ||
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Net income (loss) | 8,565 | |
OPERATING ACTIVITIES: | ||
Depreciation | 5,104 | |
Amortization of intangible assets | 351 | |
Amortization of debt discount and prepaid debt costs | 42 | |
Pension cost | 135 | |
Stock-based compensation expense | 2,561 | |
Recovery of losses on accounts receivable | -237 | |
Changes in operating assets and liabilities: | ||
Trade and other accounts receivable | -16,673 | |
Inventories | -4,700 | |
Prepaid expenses and other assets | 478 | |
Accounts payable and accrued liabilities | -3,892 | |
Deferred Revenue | 266 | |
Accrued employee compensation | -1,296 | |
Deferred tax liability, long term | 29 | |
Other long-term liabilities | -2,326 | |
Net cash used in operating activities | -11,593 | |
INVESTING ACTIVITIES: | ||
Purchases of property and equipment | -13,121 | |
Net cash used in investing activities | -13,121 | |
FINANCING ACTIVITIES: | ||
Principal payments on long-term debt and short-term borrowings | -6,890 | |
Proceeds from long-term and short-term borrowings | 11,230 | |
Proceeds from sale of common stock, net of offering costs | 10,283 | |
Repurchase of shares | -319 | |
Proceeds from issuance of common stock under equity compensation plans | 1,737 | |
Net cash provided by financing activities | 16,041 | |
Decrease in cash and cash equivalents from operations | -8,673 | |
Effect of exchange rate changes on cash and cash equivalents | -543 | |
Decrease in cash and cash equivalents | -9,216 | |
Cash and cash equivalents, at carrying value | 20,073 | |
Restatement Adjustment [Member] | ||
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Net income (loss) | -4,258 | |
OPERATING ACTIVITIES: | ||
Depreciation | 0 | |
Amortization of intangible assets | 0 | |
Amortization of debt discount and prepaid debt costs | 0 | |
Pension cost | 0 | |
Stock-based compensation expense | 0 | |
Recovery of losses on accounts receivable | 127 | |
Changes in operating assets and liabilities: | ||
Trade and other accounts receivable | 5,891 | |
Inventories | -5,870 | |
Prepaid expenses and other assets | -139 | |
Accounts payable and accrued liabilities | -186 | |
Deferred Revenue | 3,841 | |
Accrued employee compensation | 2,019 | |
Deferred tax liability, long term | -1,425 | |
Other long-term liabilities | 0 | |
Net cash used in operating activities | 0 | |
INVESTING ACTIVITIES: | ||
Purchases of property and equipment | 0 | |
Net cash used in investing activities | 0 | |
FINANCING ACTIVITIES: | ||
Principal payments on long-term debt and short-term borrowings | 0 | |
Proceeds from long-term and short-term borrowings | 0 | |
Proceeds from sale of common stock, net of offering costs | 0 | |
Repurchase of shares | 0 | |
Proceeds from issuance of common stock under equity compensation plans | 0 | |
Net cash provided by financing activities | 0 | |
Decrease in cash and cash equivalents from operations | 0 | |
Effect of exchange rate changes on cash and cash equivalents | 0 | |
Decrease in cash and cash equivalents | 0 | |
Cash and cash equivalents, at carrying value | $0 |
Restatement_of_Previously_Issu4
Restatement of Previously Issued Fiancial Statements (Details Textual) (USD $) | 2 Months Ended | 3 Months Ended | 9 Months Ended | 18 Months Ended | 3 Months Ended | |||
Feb. 28, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2011 | |
Distributor | Other Restatement Adjustments [Member] | Other Restatement Adjustments [Member] | ||||||
Number of distributors, arrangements with extended payment terms | 3 | |||||||
Number of distributors, arrangements with return rights and profit margin protection | 1 | |||||||
Deferredrevenuerecognizedforonedistributor | $9,500,000 | |||||||
Reclassification to contra-revenue | 51,197,000 | 42,713,000 | 154,555,000 | 114,755,000 | -2,600,000 | |||
Decrease in income tax provision | $129,000 | $416,000 | $1,802,000 | $1,849,000 | ($54,000) |
Balance_Sheet_Details_Details
Balance Sheet Details (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of inventories | ||
Raw material and purchased parts | $14,218 | $13,114 |
Work-in-process | 3,262 | 1,753 |
Finished goods | 21,890 | 17,511 |
Inventory, Finished Goods, Consigned | 3,206 | 9,242 |
Total inventories | $42,576 | $41,620 |
Balance_Sheet_Details_Details_
Balance Sheet Details (Details 1) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of intangible assets | ||
Gross Carrying Value | $4,317 | $4,317 |
Accumulated Amortization | -3,897 | -3,609 |
Foreign Currency Adjustment | 0 | -39 |
Net Carrying Value | 420 | 669 |
Patents | ||
Schedule of intangible assets | ||
Gross Carrying Value | 2,476 | 2,476 |
Accumulated Amortization | -2,056 | -1,903 |
Foreign Currency Adjustment | 0 | 0 |
Net Carrying Value | 420 | 573 |
Developed core technology | ||
Schedule of intangible assets | ||
Gross Carrying Value | 1,100 | 1,100 |
Accumulated Amortization | -1,100 | -1,100 |
Foreign Currency Adjustment | 0 | 0 |
Net Carrying Value | 0 | 0 |
Patent license agreement | ||
Schedule of intangible assets | ||
Gross Carrying Value | 741 | 741 |
Accumulated Amortization | -741 | -606 |
Foreign Currency Adjustment | 0 | -39 |
Net Carrying Value | $0 | $96 |
Balance_Sheet_Details_Details_1
Balance Sheet Details (Details 2) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Schedule of change in the carrying amount of goodwill | |
Balance at December 31, 2012 | $25,416 |
Foreign currency translation adjustments | 262 |
Balance at September 30, 2013 | $25,678 |
Balance_Sheet_Details_Details_2
Balance Sheet Details (Details 3) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Schedule of accrued warranty | ||
Beginning balance | $269 | $258 |
Product warranties issued | 215 | 278 |
Settlement of warranties | -212 | -154 |
Change related to preexisting warranties | -143 | -138 |
Ending balance | $129 | $244 |
Balance_Sheet_Details_Details_3
Balance Sheet Details (Details 4) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Schedule of accumulated other comprehensive income | |
Balance as of December 31, 2012 | $12,531 |
Other comprehensive loss before reclassification | 1,391 |
Net other comprehensive income (loss) for nine months ended September 30, 2013 | 1,533 |
Balance as of September 30, 2013 | 14,064 |
Foreign Currency Translation Adjustment [Member] | |
Schedule of accumulated other comprehensive income | |
Balance as of December 31, 2012 | 16,376 |
Other comprehensive loss before reclassification | 1,391 |
Net other comprehensive income (loss) for nine months ended September 30, 2013 | 1,391 |
Balance as of September 30, 2013 | 17,767 |
Defined Benefit Pension Plan [Member] | |
Schedule of accumulated other comprehensive income | |
Balance as of December 31, 2012 | -3,845 |
Other comprehensive loss before reclassification | 0 |
Net other comprehensive income (loss) for nine months ended September 30, 2013 | 142 |
Balance as of September 30, 2013 | -3,703 |
Selling, General and Administrative Expenses | |
Schedule of accumulated other comprehensive income | |
Amounts reclassified from accumulated other comprehensive income (loss) | -142 |
Selling, General and Administrative Expenses | Foreign Currency Translation Adjustment [Member] | |
Schedule of accumulated other comprehensive income | |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 |
Selling, General and Administrative Expenses | Defined Benefit Pension Plan [Member] | |
Schedule of accumulated other comprehensive income | |
Amounts reclassified from accumulated other comprehensive income (loss) | ($142) |
Credit_Facility_Details_Textua
Credit Facility (Details Textual) (USD $) | 9 Months Ended | 12 Months Ended | 9 Months Ended | 13 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2011 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Apr. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Secured Debt [Member] | London Interbank Offered Rate (LIBOR) [Member] | Equipment Term Loan [Member] | Equipment Term Loan [Member] | Equipment Term Loan [Member] | Collateral for Borrowing [Member] | |||||
Revolving Credit Facility [Member] | Secured Debt [Member] | Secured Debt [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Secured Debt [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Revolving line of credit | $15,000,000 | |||||||||||
Line of Credit Facility, Required Pledge of Equity Interests in Subsidiary, Percent | 65.00% | |||||||||||
Amounts outstanding under the Revolving Line of Credit | 0 | |||||||||||
Borrowings under credit facility, interest payable description | at either (i)B the bankbs prime rate or (ii)B LIBOR plus 2.25% | applicable interest rate was LIBOR plus 2.25% (2.5% as of SeptemberB 30, 2012) | ||||||||||
Borrowings under credit facility, interest related to Libor rate | 2.25% | 2.25% | ||||||||||
Equipment term loan number of payments | 36 months | |||||||||||
Equipment term loan, interest rate | 2.50% | |||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | |||||||||||
Restricted cash | 4,050,000 | 0 | 1,800,000 | |||||||||
Long-term Debt | $2,700,000 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details Textual) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Fair Value Measurements (Textual) [Abstract] | |
Fair value of derivatives | $977 |
Foreign_Currency_Derivative_In2
Foreign Currency Derivative Instruments (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Schedule of gains (losses) on foreign currency forward contracts | ||||
Net gains (loss) on foreign currency forward contracts | $1,379 | $175 | $30 | ($307) |
Cost of Sales [Member] | ||||
Schedule of gains (losses) on foreign currency forward contracts | ||||
Net gains (loss) on foreign currency forward contracts | 2 | 1 | 32 | 1 |
Selling, General and Administrative Expenses | ||||
Schedule of gains (losses) on foreign currency forward contracts | ||||
Net gains (loss) on foreign currency forward contracts | $1,377 | $174 | ($2) | ($308) |
Foreign_Currency_Derivative_In3
Foreign Currency Derivative Instruments (Details 1) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Schedule of foreign currency gains and losses on underlying assets and liabilities | ||||
Net gains (loss) on foreign currency forward contracts were partially offset on assets and liabilities | ($1,548) | ($358) | ($531) | ($87) |
Cost of Sales [Member] | ||||
Schedule of foreign currency gains and losses on underlying assets and liabilities | ||||
Net gains (loss) on foreign currency forward contracts were partially offset on assets and liabilities | -3 | -1 | -28 | 13 |
Selling, General and Administrative Expenses | ||||
Schedule of foreign currency gains and losses on underlying assets and liabilities | ||||
Net gains (loss) on foreign currency forward contracts were partially offset on assets and liabilities | ($1,545) | ($357) | ($503) | ($100) |
Foreign_Currency_Derivative_In4
Foreign Currency Derivative Instruments (Details Textual) (USD $) | Sep. 30, 2013 |
In Millions, unless otherwise specified | |
Foreign Currency Derivative Instruments (Textual) [Abstract] | |
Notional amount of foreign currency forward contracts not designated as hedges | $33.20 |
Foreign_Currency_Derivative_In5
Foreign Currency Derivative Instruments Foreign Currency Derivative Instruments (Datails 2) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Foreign Currency [Abstract] | ||
Derivative Liability, Fair Value, Gross Liability | ($901) | $394 |
Derivative Liability, Fair Value, Gross Asset | 76 | 65 |
Derivative Liabilities | $977 | ($329) |
Stock_Plans_Details
Stock Plans (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Schedule of stock-based compensation expense | ||||
Share-based Compensation | $2,622 | $2,561 | ||
Allocated Share-based Compensation Expense | 719 | 505 | 2,622 | 2,561 |
Restricted Stock Awards | ||||
Schedule of stock-based compensation expense | ||||
Share-based Compensation | 563 | 171 | 1,875 | 1,179 |
Service-based restricted stock [Member] | Restricted Stock Awards | ||||
Schedule of stock-based compensation expense | ||||
Share-based Compensation | 523 | 369 | 1,793 | 1,216 |
Performance-based restricted stock [Member] | Restricted Stock Awards | ||||
Schedule of stock-based compensation expense | ||||
Share-based Compensation | 40 | -198 | 82 | -37 |
Cost of revenue | ||||
Schedule of stock-based compensation expense | ||||
Allocated Share-based Compensation Expense | 228 | 163 | 762 | 543 |
Selling, General and Administrative Expenses | ||||
Schedule of stock-based compensation expense | ||||
Allocated Share-based Compensation Expense | 332 | 213 | 1,337 | 1,586 |
Research and development [Member] | ||||
Schedule of stock-based compensation expense | ||||
Allocated Share-based Compensation Expense | $159 | $129 | $523 | $432 |
Stock_Plans_Details_1
Stock Plans (Details 1) (USD $) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | |
Employee Stock Purchase Plan | Employee Stock Purchase Plan | Restricted Stock Awards | |
Schedule of stock options and employee stock purchase plan weighted-average assumptions | |||
Expected dividends | 0.00% | 0.00% | 0.00% |
Exercise price | $5.58 | $8.93 | $6.80 |
Expected volatility | 83.00% | 75.00% | 68.60% |
Average risk-free interest rate | 0.16% | 0.12% | 1.10% |
Expected life/term (in years) | 6 months | 6 months | 4 years 9 months 18 days |
Fair value per share | $2.78 | $3.79 | $3.72 |
Stock_Plans_Details_Textual
Stock Plans (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Stock Plans (Textual) [Abstract] | ||||
Stock-based compensation plans | 2 | 2 | ||
Stock-based compensation expense | $2,622 | $2,561 | ||
Outstanding options to purchase common stock | ||||
Stock Plans (Textual) [Abstract] | ||||
Stock-based compensation expense | -32 | 156 | 307 | 867 |
Restricted Stock Awards | ||||
Stock Plans (Textual) [Abstract] | ||||
Restricted stock granted | 62,500 | 0 | 367,643 | 251,066 |
Restricted stock, average grant date fair value per share | $9.14 | $10.42 | $20.81 | |
Restricted stock unit awards | ||||
Stock Plans (Textual) [Abstract] | ||||
Stock-based compensation expense | 188 | 106 | 440 | 316 |
Restricted stock unit, granted | 0 | 69,594 | 20,342 | |
Restricted stock, average grant date fair value per share | $10.25 | $20.65 | ||
Restricted stock unit vesting period (in years) | 1 year | |||
Employee Stock Purchase Plan | ||||
Stock Plans (Textual) [Abstract] | ||||
Stock-based compensation expense | $72 | $199 | ||
Discount rate from market value on offering date | 85.00% | |||
Chief Financial Officer [Member] | ||||
Stock Plans (Textual) [Abstract] | ||||
Share-based compensation stock options granted in period | 75,000 |
Stock_Offering_Details_Textual
Stock Offering (Details Textual) (USD $) | 1 Months Ended | 3 Months Ended |
Apr. 30, 2011 | Mar. 31, 2012 | |
Stock Offering (Textual) [Abstract] | ||
Sale of common stock shares | $125,000,000 | |
Number of shares sold under sales agreement | 572,510 | |
Net proceeds on sale of common stock | $10,300,000 |
Defined_Benefit_Plan_Details
Defined Benefit Plan (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Schedule of components of net periodic pension income | ||||
Service cost | $207 | $164 | $618 | $502 |
Interest cost | 125 | 159 | 374 | 487 |
Expected return on plan assets | -383 | -342 | -1,145 | -1,048 |
Prior service cost amortization | 11 | 11 | 33 | 32 |
Deferred loss amortization | 45 | 53 | 135 | 162 |
Net periodic pension income | $5 | $45 | $15 | $135 |
Defined_Benefit_Plan_Details_T
Defined Benefit Plan (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Defined Benefit Plan (Textual) [Abstract] | |||||
Employer contributions | $178 | $173 | $539 | $544 | |
Additional employer contributions, expected to be paid during the remainder of fiscal year | $128 |
Legal_Proceedings_Details_Text
Legal Proceedings (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 24 Months Ended | ||
In Millions, unless otherwise specified | Mar. 31, 2011 | Mar. 31, 2012 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2011 | Mar. 31, 2013 |
SEC Penalties Settlement [Member] | SEC Penalties Settlement [Member] | Doj Penalties Settlement [Member] | Doj Penalties Settlement [Member] | Doj Penalties Settlement [Member] | Doj Penalties Settlement [Member] | |
Loss Contingencies [Line Items] | ||||||
Legal agree upon settle amount | $6.40 | $8 | ||||
Payments for legal settlements | $3.20 | $2.30 | $2.30 | $3.50 |