Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 21, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | MAXWELL TECHNOLOGIES INC | |
Entity Central Index Key | 319815 | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Amendment Flag | FALSE | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | mxwl | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 29,947,311 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $23,101 | $24,732 |
Trade and other accounts receivable, net of allowance for doubtful accounts of $145 and $143, at March 31, 2015 and December 31, 2014, respectively | 32,174 | 43,698 |
Inventories, net | 43,238 | 44,856 |
Prepaid expenses and other current assets | 2,126 | 2,426 |
Total current assets | 100,639 | 115,712 |
Property and equipment, net | 37,913 | 39,223 |
Goodwill | 24,068 | 23,599 |
Pension asset | 7,756 | 7,362 |
Other non-current assets | 644 | 704 |
Total assets | 171,020 | 186,600 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 17,930 | 27,011 |
Accrued employee compensation | 8,032 | 9,348 |
Deferred revenue and customer deposits | 1,235 | 703 |
Short-term borrowings and current portion of long-term debt | 15,245 | 15,549 |
Deferred tax liability | 1,129 | 1,111 |
Total current liabilities | 43,571 | 53,722 |
Deferred tax liability, long-term | 3,352 | 3,304 |
Long-term debt, excluding current portion | 12 | 20 |
Other long-term liabilities | 2,503 | 2,601 |
Total liabilities | 49,438 | 59,647 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity: | ||
Common stock, $0.10 par value per share, 40,000 shares authorized; 29,947 and 29,846 shares issued and outstanding at March 31, 2015 and December 31, 2014, respectively | 2,992 | 2,982 |
Additional paid-in capital | 278,624 | 277,314 |
Accumulated deficit | -167,407 | -158,066 |
Accumulated other comprehensive income | 7,373 | 4,723 |
Total stockholders’ equity | 121,582 | 126,953 |
Total liabilities and stockholders’ equity | $171,020 | $186,600 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Trade and other accounts receivable, allowance | $145 | $143 |
Common stock, par value | $0.10 | $0.10 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 29,947,000 | 29,846,000 |
Common stock, shares outstanding | 29,947,000 | 29,846,000 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement [Abstract] | ||
Revenue | $34,670 | $46,001 |
Cost of revenue | 24,284 | 28,131 |
Gross profit | 10,386 | 17,870 |
Operating expenses: | ||
Selling, general and administrative | 11,368 | 10,939 |
Research and development | 7,918 | 6,171 |
Total operating expenses | 19,286 | 17,110 |
Income (loss) from operations | -8,900 | 760 |
Interest expense, net | 89 | 39 |
Amortization of debt discount and prepaid debt costs | 5 | 5 |
Income (loss) from operations before income taxes | -8,994 | 716 |
Income tax provision | 347 | 397 |
Net income (loss) | ($9,341) | $319 |
Net income (loss) per share: | ||
Basic (in dollars per share) | ($0.32) | $0.01 |
Diluted (in dollars per share) | ($0.32) | $0.01 |
Weighted average common shares outstanding: | ||
Basic (in shares) | 29,445 | 29,047 |
Diluted (in shares) | 29,445 | 29,216 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income Loss (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | ($9,341) | $319 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustment | 2,613 | 849 |
Defined benefit pension plan, net of tax: | ||
Amortization of deferred loss, net of tax benefit of $2 and $0 for the three months ended March 31, 2015 and 2014, respectively | 9 | 0 |
Amortization of prior service cost, net of tax benefit of $7 and $7 for the three months ended March 31, 2015 and 2014, respectively | 28 | 29 |
Other comprehensive income (loss), net of tax | 2,650 | 878 |
Comprehensive income (loss) | ($6,691) | $1,197 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Comprehensive Income Loss (Unaudited) (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Comprehensive Income [Abstract] | ||
Tax benefit for amortization of deferred loss | $2 | $0 |
Tax benefit for amortization of prior service cost | $7 | $7 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
OPERATING ACTIVITIES: | ||
Net income (loss) | ($9,341) | $319 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation | 2,824 | 2,614 |
Amortization of intangible assets | 51 | 51 |
Amortization of debt discount and prepaid debt costs | 5 | 5 |
Pension cost (benefit) | -20 | -26 |
Stock-based compensation expense | 839 | 755 |
Unrealized loss (gain) on foreign currency exchange rates | 287 | 0 |
Provision for (recovery of) losses on accounts receivable | -9 | 16 |
Provision for losses on inventory | 94 | 310 |
Provision for warranties | 202 | 374 |
Changes in operating assets and liabilities: | ||
Trade and other accounts receivable | 11,662 | -7,711 |
Inventories | 1,622 | -531 |
Prepaid expenses and other assets | 330 | -32 |
Pension asset | -168 | -187 |
Accounts payable and accrued liabilities | -8,246 | 2,168 |
Deferred revenue and customer deposits | 533 | 2,060 |
Accrued employee compensation | -1,333 | -200 |
Other long-term liabilities | -109 | 273 |
Net cash provided by (used in) operating activities | -777 | 258 |
INVESTING ACTIVITIES: | ||
Purchases of property and equipment | -1,275 | -1,985 |
Net cash used in investing activities | -1,275 | -1,985 |
FINANCING ACTIVITIES: | ||
Principal payments on long-term debt and short-term borrowings | -3,378 | -3,743 |
Proceeds from long-term and short-term borrowings | 2,946 | 6,292 |
Proceeds from issuance of common stock under equity compensation plans | 482 | 630 |
Restricted cash - compensating balance | 0 | -1,000 |
Net cash provided by financing activities | 50 | 2,179 |
Increase (decrease) in cash and cash equivalents | -2,002 | 452 |
Effect of exchange rate changes on cash and cash equivalents | 371 | 486 |
Increase in cash and cash equivalents | -1,631 | 938 |
Cash and cash equivalents, beginning of period | 24,732 | 30,647 |
Cash and cash equivalents, end of period | $23,101 | $31,585 |
Description_of_Business_and_Ba
Description of Business and Basis of Presentation | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
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, has three manufacturing facilities located in San Diego, California; Rossens, Switzerland; and Peoria, Arizona. In addition, the Company has two contract manufacturers located in China. Maxwell operates as one operating segment, 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 industrial electronics. | ||||||||
• | High-Voltage Capacitors: The Company’s CONDIS® high-voltage capacitors are designed and manufactured to perform reliably for decades in all climates. 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 for satellites and spacecraft include single board computers and components, such as high-density memory and power modules. Many of these products incorporate our proprietary RADPAK® packaging and shielding technology and novel architectures that enable them to withstand the effects of environmental radiation and perform reliably in space. | ||||||||
The Company’s products are designed and manufactured 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 and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). All 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. | |||||||||
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. | |||||||||
Valuation Allowance on Deferred Tax Asset | |||||||||
At March 31, 2015, the Company has a cumulative valuation allowance recorded offsetting its worldwide net deferred tax assets of $64.2 million, of which the significant majority represents the valuation allowance on its U.S. net deferred tax asset. The Company has established a valuation allowance against its U.S. federal and state deferred tax assets due to the uncertainty surrounding the realization of such assets. Management periodically evaluates the recoverability of the deferred tax assets and at such time as it is determined that it is more likely than not that U.S. deferred tax assets are realizable, the valuation allowance will be reduced accordingly. Any such release would result in recording a tax benefit that would increase net income in the period the valuation is released. | |||||||||
Warranty Obligation | |||||||||
The Company provides warranties on all product sales. The majority of the Company’s warranties are for one to eight 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. As of March 31, 2015 and December 31, 2014, the accrued warranty liability included in "accounts payable and accrued liabilities" in the consolidated balance sheets was $823,000 and $716,000, respectively. | |||||||||
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. | |||||||||
Revenue is not recognized for sales that do not meet the revenue recognition criteria at the time of sale. Revenue is recognized once all of the criteria for revenue recognition are determined to have been met. For example, if the Company does not believe that collection of the sales price is reasonably assured at the time of sale, it defers revenue recognition until cash is received. | |||||||||
If the Company receives cash payment from the customer prior to the achievement of the revenue recognition criteria, the amount received from the customer is recorded as deferred revenue in the consolidated balance sheets. Total deferred revenue and customer deposits in the consolidated balance sheets as of March 31, 2015 and December 31, 2014 of $1.2 million and $703,000, respectively, relates to cash received from customers on sales for which the revenue recognition criteria had not been achieved, customer advances, as well as other less significant customer arrangements requiring the deferral of revenue. | |||||||||
Liquidity | |||||||||
As of March 31, 2015, the Company had approximately $23.1 million in cash and cash equivalents, and working capital of $57.1 million. The Company has a total of $15.3 million of debt outstanding as of March 31, 2015, of which $9.9 million is outstanding under a $10.0 million line of credit. The Company was not in compliance with certain financial covenants under this credit facility during the quarter ended March 31, 2015. On April 23, 2015, the Company entered into an amended credit agreement with the bank in which the bank agreed to waive the existing defaults, and to extend the term of the line of credit to June 15, 2015, subject to a modified cash requirements covenant. | |||||||||
In March 2015, the Company began working with a financial advisor to identify alternative debt financing arrangements that it anticipates would refinance its existing line of credit and provide additional liquidity resources. The Company expects that a new debt facility could be in place by mid-June 2015. | |||||||||
In addition, in June 2014, the Company filed a shelf registration statement on Form S-3 with the SEC to, from time to time, sell up to $125 million of its common stock, warrants, debt securities or units. On April 23, 2015, the Company entered into an equity offering sales agreement with Cowen and Company, LLC under which the Company may sell up to an aggregate of $10.0 million in shares of its common stock on the open market under this shelf registration statement which provides the Company with another flexible source to meet our liquidity needs. | |||||||||
In addition to arranging these financing sources, the Company is managing the use of cash through spending control measures, including limiting spending on lower priority business activities and projects and reducing or delaying planned capital expenditures as appropriate. | |||||||||
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 | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Numerator | |||||||||
Net income (loss) | $ | (9,341 | ) | $ | 319 | ||||
Denominator | |||||||||
Weighted-average common shares outstanding | 29,445 | 29,047 | |||||||
Effect of potentially dilutive securities: | |||||||||
Options to purchase common stock | — | 76 | |||||||
Restricted stock awards | — | 53 | |||||||
Restricted stock unit awards | — | 38 | |||||||
Employee stock purchase plan | — | 2 | |||||||
Weighted-average common shares outstanding, assuming dilution | 29,445 | 29,216 | |||||||
Net income (loss) per share | |||||||||
Basic | $ | (0.32 | ) | $ | 0.01 | ||||
Diluted | $ | (0.32 | ) | $ | 0.01 | ||||
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 (loss) per share calculation because to do so would be anti-dilutive (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Outstanding options to purchase common stock | 897 | 413 | |||||||
Unvested restricted stock awards | 361 | 323 | |||||||
Unvested restricted stock unit awards | 825 | — | |||||||
Employee stock purchase plan awards | 7 | — | |||||||
Recent Accounting Pronouncements | |||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). The standard provides companies with a single model for accounting for revenue arising from contracts with customers and supersedes current revenue recognition guidance, including industry-specific revenue guidance. The core principle of the model is to recognize revenue when control of the goods or services transfers to the customer, as opposed to recognizing revenue when the risks and rewards transfer to the customer under the existing revenue guidance. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016. Early adoption is not permitted. The guidance permits companies to either apply the requirements retrospectively to all prior periods presented, or apply the requirements in the year of adoption, through a cumulative adjustment. The Company is in the process of evaluating the impact of adoption on its consolidated financial statements. | |||||||||
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern. The standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. Certain disclosures will be required if conditions give rise to substantial doubt about an entity’s ability to continue as a going concern. ASU 2014-15 applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. The Company does not expect that the adoption of this standard will have a material effect on its financial statements. |
Balance_Sheet_Details
Balance Sheet Details | 3 Months Ended | ||||||||||||||
Mar. 31, 2015 | |||||||||||||||
Balance Sheet Related Disclosures [Abstract] | |||||||||||||||
Balance Sheet Details | Balance Sheet Details (in thousands) | ||||||||||||||
Inventories | |||||||||||||||
March 31, | December 31, | ||||||||||||||
2015 | 2014 | ||||||||||||||
Raw materials and purchased parts | $ | 24,157 | $ | 23,042 | |||||||||||
Work-in-process | 2,831 | 2,522 | |||||||||||||
Finished goods | 20,017 | 23,311 | |||||||||||||
Reserves | $ | (3,767 | ) | $ | (4,019 | ) | |||||||||
Total inventories | $ | 43,238 | $ | 44,856 | |||||||||||
Goodwill | |||||||||||||||
The change in the carrying amount of goodwill from December 31, 2014 to March 31, 2015 is as follows: | |||||||||||||||
Balance at December 31, 2014 | $ | 23,599 | |||||||||||||
Foreign currency translation adjustments | 469 | ||||||||||||||
Balance at March 31, 2015 | $ | 24,068 | |||||||||||||
Accumulated Other Comprehensive Income | |||||||||||||||
Foreign | Defined Benefit | Accumulated | Affected Line Items in the Statement of Operations | ||||||||||||
Currency | Pension Plan | Other | |||||||||||||
Translation | Comprehensive | ||||||||||||||
Adjustment | Income | ||||||||||||||
Balance as of December 31, 2014 | $ | 8,359 | $ | (3,636 | ) | $ | 4,723 | ||||||||
Other comprehensive income before reclassification | 2,613 | — | 2,613 | ||||||||||||
Amounts reclassified from accumulated other comprehensive income | — | 37 | 37 | Cost of Sales, Selling, General and Administrative and Research and Development Expense | |||||||||||
Net other comprehensive income for the three months ended March 31, 2015 | 2,613 | 37 | 2,650 | ||||||||||||
Balance as of March 31, 2015 | $ | 10,972 | $ | (3,599 | ) | $ | 7,373 | ||||||||
Credit_Facility
Credit Facility | 3 Months Ended |
Mar. 31, 2015 | |
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 (the “Revolving Line of Credit”) and an equipment term loan (the “Equipment Term Loan”) (together, the “Credit Facility”). As amended, the Revolving line of Credit is available up to a maximum of $10.0 million. 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, as amended, the Company is required to pledge 100% 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 any of the representations, warranties and covenants made in the credit agreement, including certain financial covenants. The financial covenants that the Company was required to meet during the term of the credit agreement, as amended, included quarterly minimum liquidity ratios, minimum cash requirements and net loss targets. 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. | |
The Equipment Term Loan was available to finance 80% of eligible equipment purchases made between April 1, 2011 and April 30, 2012. During this period, the Company borrowed $5.0 million under the Equipment Term Loan. During 2014, the Company borrowed $9.9 million under the Revolving Line of Credit, and no other amounts have been borrowed to date under the Revolving Line of Credit. | |
For the quarter ended March 31, 2015, the Company was not in compliance with the financial covenants pertaining to the minimum cash requirements and the maximum net loss target. On April 23, 2015, the Company entered into an amended credit agreement in which the bank agreed to waive the existing defaults, and to extend the term of the Revolving Line of Credit to June 15, 2015 subject to a modified cash requirements covenant. Under the amendment, the Company is required to repay $1.9 million of the outstanding line of credit balance by April 30, 2015, which would bring outstanding borrowings under the line of credit down to $8.0 million. | |
As of March 31, 2015, $140,000 was outstanding under the Equipment Term Loan and the applicable interest rate was LIBOR plus 2.25% (2.5% as of March 31, 2015). Under the terms of the Credit Facility, the balance of the Equipment Term Loan is due in full by the maturity date of April 30, 2015. As of March 31, 2015, $9.9 million was outstanding under the Revolving Line of Credit and the applicable interest rate was LIBOR plus 2.25% (2.5% as of March 31, 2015). Under the amended terms of the Credit Facility, the Revolving Line of Credit is scheduled to expire on June 15, 2015. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2015 | |
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 March 31, 2015, the financial instruments to which this topic applied were foreign currency forward contracts. As of March 31, 2015, the fair value of these foreign currency forward contracts was a liability of $329,000 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. All forward contracts as of March 31, 2015 have approximately a one-month original maturity term and mature on April 2, 2015 or May 5, 2015. | |
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 | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Derivative Instruments and Hedging Activities Disclosure [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 foreign currencies. The change in fair value of these forward contracts represents a natural hedge as gains and losses on these instruments partially offset the changes in the fair value of the underlying monetary assets and liabilities due to movements in currency exchange rates. These forward contracts generally expire in one month. These contracts are considered economic hedges but 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 each period in the consolidated statement of operations. | |||||||||
The net gains on foreign currency forward contracts included in cost of revenue and selling, general and administrative expense are as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Cost of revenue | $ | (50 | ) | $ | 5 | ||||
Selling, general and administrative | 814 | 61 | |||||||
Total gain | $ | 764 | $ | 66 | |||||
The net 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 | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Cost of revenue | $ | 133 | $ | 2 | |||||
Selling, general and administrative | (1,224 | ) | (356 | ) | |||||
Total loss | $ | (1,091 | ) | $ | (354 | ) | |||
As of March 31, 2015, the total notional amount of foreign currency forward contracts not designated as hedges was $14.2 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): | |||||||||
March 31, | December 31, 2014 | ||||||||
2015 | |||||||||
Gross amounts of recognized assets (liabilities) | $ | (443 | ) | $ | (1,993 | ) | |||
Gross amounts offset in the condensed consolidated balance sheets | 114 | 350 | |||||||
Net amount of recognized asset (liability) presented in the condensed consolidated balance sheets | $ | (329 | ) | $ | (1,643 | ) | |||
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 4 – Fair Value Measurements. |
Stock_Plans
Stock Plans | 3 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Share-based Compensation [Abstract] | ||||||||||
Stock Plans | Stock Plans | |||||||||
The Company has two active stock-based compensation plans as of March 31, 2015: the 2004 Employee Stock Purchase Plan and the 2013 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. | ||||||||||
Prior to 2011, the Company had issued stock options as the primary form of equity award to its employees. From 2011 to 2014, the Company granted restricted stock awards to employees as the primary form of equity award. In the second quarter of 2014, the Company began issuing restricted stock units to employees instead of restricted stock awards as the primary source of awards. | ||||||||||
Beginning in the first quarter of 2015, executives receive three forms of equity awards, including stock options with time based vesting, restricted stock units with time based vesting and performance-based restricted stock units with vesting contingent on continued services and the achievement of specified financial performance targets. Non-executive employees receive restricted stock units with time-based vesting as the primary form of award. | ||||||||||
It is typical for the Company to issue the majority of employee stock compensation grants in the first quarter of the year; other grants issued during the year are typically for new employees. | ||||||||||
Stock Options | ||||||||||
During the three months ended March 31, 2015, the Company granted 229,657 stock options which had an average grant date fair value per share of $7.33. No stock options were issued for the three months ended March 31, 2014. Compensation expense recognized for stock options for the three months ended March 31, 2015 and 2014 was $24,000 and a benefit of $2,000, respectively. The benefit from the three months ending March 31, 2014 is a result of forfeitures of previously issued options. The fair value of the stock options granted during three months ended March 31, 2015 was estimated using the Black-Scholes valuation model with the following assumptions: | ||||||||||
Expected dividends | $ | — | ||||||||
Exercise price | $ | 7.33 | ||||||||
Expected volatility | 61 | % | ||||||||
Average risk-free interest rate | 1.61 | % | ||||||||
Expected life/term (in years) | 5 | |||||||||
Fair value per share | $ | 3.68 | ||||||||
Restricted Stock Awards | ||||||||||
Beginning in the second quarter of 2014, the Company ceased granting restricted stock awards and began granting restricted stock units to employees as part of its annual equity incentive award program. During the three months ended March 31, 2014, the Company granted 255,600 shares under restricted stock awards which had an average grant date fair value per share of $14.20. The following table summarizes the amount of compensation expense recognized for restricted stock awards for the three months ended March 31, 2015 and 2014 (in thousands): | ||||||||||
Three Months Ended | ||||||||||
March 31, | ||||||||||
2015 | 2014 | |||||||||
Service-based restricted stock awards | $ | 420 | $ | 433 | ||||||
Performance-based restricted stock awards | 7 | 6 | ||||||||
Total compensation expense recognized for restricted stock awards | $ | 427 | $ | 439 | ||||||
Restricted Stock Units | ||||||||||
Non-employee director restricted stock units | ||||||||||
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. Each restricted stock unit represents the right to receive one unrestricted share of the Company’s common stock upon vesting. During the three months ended March 31, 2015 and 2014, non-employee directors were granted a total of 81,949 and 65,891 restricted stock units, respectively, with an average grant date fair value per share of $7.26 and $9.03, respectively. Compensation expense recognized for non-employee director restricted stock units for the three months ended March 31, 2015 and 2014 was $130,000 and $176,000, respectively. | ||||||||||
Employee restricted stock units | ||||||||||
Beginning in the second quarter of 2014, the Company ceased granting restricted stock awards and began granting restricted stock units to employees as part of its annual equity incentive award program. Each restricted stock unit represents the right to receive one unrestricted share of the Company’s common stock upon vesting. During the three months ended March 31, 2015, the Company granted 587,997 restricted stock units to employees of which 397,040 were service-based restricted stock units vesting in equal installments over four years of continuous service with an average grant date value of $7.33 per share, and 190,957 were performance-based restricted stock units with vesting contingent on continued services and the achievement of specified financial targets with an average grant date fair value of $7.33 per share. There were no employee restricted stock units issued in three months ended March 31, 2014 and there was no employee restricted stock expense for that period. | ||||||||||
The following table summarizes the amount of compensation expense recognized for employee restricted stock units for the three months ended March 31, 2015 (in thousands): | ||||||||||
Three Months Ended | ||||||||||
March 31, | ||||||||||
2015 | ||||||||||
Service-based restricted stock units | $ | 82 | ||||||||
Performance-based restricted stock units | 59 | |||||||||
Market-condition restricted stock units | 34 | |||||||||
Total compensation expense recognized for employee restricted stock units | $ | 175 | ||||||||
Employee Stock Purchase Plan | ||||||||||
The 2004 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. | ||||||||||
Compensation expense recognized for the ESPP for the three months ended March 31, 2015 and March 31, 2014 was $83,000 and $142,000, respectively. The fair value of the ESPP shares for the three months ended March 31, 2015 and March 31, 2014 was estimated using the Black-Scholes valuation model for a call and a put option with the following weighted-average assumptions: | ||||||||||
Three Months Ended | ||||||||||
March 31, | ||||||||||
2015 | 2014 | |||||||||
Expected dividends | $ | — | $ | — | ||||||
Exercise price | $ | 8.06 | $ | 7.77 | ||||||
Expected volatility | 56 | % | 82 | % | ||||||
Risk-free interest rate | 0.03 | % | 0.04 | % | ||||||
Expected life/term (in years) | 0.25 | 0.25 | ||||||||
Fair value per share | $ | 2.1 | $ | 5.75 | ||||||
Stock-Based Compensation Expense | ||||||||||
Compensation cost for restricted stock awards, restricted stock units, 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 | ||||||||||
March 31, | ||||||||||
2015 | 2014 | |||||||||
Cost of revenue | $ | 206 | $ | 251 | ||||||
Selling, general and administrative | 267 | 255 | ||||||||
Research and development | 366 | 249 | ||||||||
Total stock-based compensation expense | $ | 839 | $ | 755 | ||||||
Shelf_Registration_Statement
Shelf Registration Statement | 3 Months Ended |
Mar. 31, 2015 | |
Shelf Registration Statement [Abstract] | |
Shelf Registration Statement | Shelf Registration Statement |
On June 3, 2014, the Company filed a shelf registration statement on Form S-3 with the U.S. Securities and Exchange Commission ("SEC") to, from time to time, sell up to an aggregate of $125 million of any combination of its common stock, warrants, debt securities or units. On June 30, 2014, the registration statement was declared effective by the SEC, which will allow the Company to access the capital markets for the three year period following this effective date. As of March 31, 2015, no securities have been issued under the Company's shelf registration statement. On April 23, 2015, the Company entered into an At-the-Market Equity Offering Sales Agreement (“Sales Agreement”) with Cowen and Company, LLC (“Cowen”) pursuant to which the Company may sell, at its option, up to an aggregate of $10.0 million in shares of common stock through Cowen, as sales agent. The Company will pay Cowen a commission equal to 3.0% of the gross proceeds from the sale of shares of the Company’s common stock under the Sales Agreement. |
Defined_Benefit_Plan
Defined Benefit Plan | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |||||||||
Defined Benefit Plan | Defined Benefit Plan | ||||||||
Maxwell SA, the Company's Swiss subsidiary, 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 (benefit) cost are as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Service cost | $ | 242 | $ | 217 | |||||
Interest cost | 84 | 178 | |||||||
Expected return on plan assets | (392 | ) | (457 | ) | |||||
Prior service cost amortization | 35 | 36 | |||||||
Deferred loss amortization | 11 | — | |||||||
Net periodic pension cost (benefit) | $ | (20 | ) | $ | (26 | ) | |||
Employer contributions of $166,000 and $196,000 were paid during the three months ended March 31, 2015 and 2014, respectively. Additional employer contributions of approximately $415,000 are expected to be paid during the remainder of fiscal 2015. |
Legal_Proceedings
Legal Proceedings | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings | Legal Proceedings |
Although the Company expects to incur significant legal fees in connection with the below legal proceedings, the Company is unable to estimate the amount of such legal fees and therefore, such fees will be expensed in the period the legal services are performed. | |
FCPA Matter | |
As a result of being publicly traded in the U.S., the Company is 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, the Company conducted an internal review into payments made to its former independent sales agent in China with respect to sales of its high-voltage capacitor products produced by its Swiss subsidiary. In January 2011, the Company 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. The Company paid the monetary penalties under these settlements in installments such that all monetary penalties were paid in full by January 2013. With respect to the DOJ charges, a judgment of dismissal was issued in the U.S. District Court for the Southern District of California on March 28, 2014. | |
On October 15, 2013, the Company received an informal notice from the DOJ that an indictment against the former Senior Vice President and General Manager of its Swiss subsidiary had been filed in the United States District Court for the Southern District of California. The indictment is against the individual, a former officer, and not against the Company and the Company does not foresee that further penalties or fines could be assessed against it as a corporate entity for this matter. However, the Company may be required throughout the term of the action to advance the legal fees and costs incurred by the individual defendant and to incur other financial obligations. While the Company maintains directors’ and officers’ insurance policies which are intended to cover legal expenses related to its indemnification obligations in situations such as these, the Company cannot determine if and to what extent the insurance policy will cover the legal fees for this matter. Accordingly, the legal fees that may be incurred by the Company in defending this former officer could have a material impact on its financial condition and results of operation. | |
Swiss Bribery Matter | |
In August 2013, the Company's 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 the Company with a listing of the materials gathered by the representatives and then removed the materials from its premises for keeping at the prosecutor’s office. Based upon the Company’s exposure to the case, the Company believes 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. During initial discussions, the Swiss prosecutor has acknowledged both the existence of the Company's DPA with the DOJ and its cooperation efforts thereunder, both of which should have a positive impact on discussions going forward. Additionally, other than the activities previously reviewed in conjunction with the SEC and DOJ matters under the FCPA, the Company has no reason to believe that additional facts or circumstances are under review by the Swiss authorities. In late March 2015, the Company was informed that the Swiss prosecutor intends to inform the parties in April 2015 as to whether the prosecutor’s office will bring charges or abandon the proceedings. At this stage in the investigation, the Company is currently unable to determine the extent to which it will be subject to fines in accordance with Swiss bribery laws and what additional expenses will be incurred in order to defend this matter. As such, the Company cannot determine whether there is a reasonable possibility that a loss will be incurred nor can it estimate the range of any such potential loss. Accordingly, the Company has not accrued an amount for any potential loss associated with this action, but an adverse result could have a material adverse impact on its financial condition and results of operation. | |
Government Investigations | |
In early 2013, the Company 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 its announcement that it intended to file restated financial statements for fiscal years 2011 and 2012. The Company is currently cooperating with the US authorities in connection with these investigations. At this stage, the Company cannot predict the ultimate outcome of this investigation or whether it will result in any loss. Accordingly, the Company has not accrued an amount for any potential loss associated with this action, but an adverse result could have a material adverse impact on its 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 the Company and certain of its current and former officers. All of these actions were consolidated by the Court on October 24, 2013 under the heading In re Maxwell Technologies, Inc., Securities Litigation. On January 16, 2014, the lead plaintiff filed a consolidated amended complaint, which alleged that during a purported class period of April 29, 2011 to March 19, 2013, defendants made false and misleading statements regarding its financial performance and business prospects and overstated the Company's reported revenue. The complaints purported to assert claims for violations of Section 10(b) and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5. Defendants filed a motion to dismiss the complaint, which was granted on May 5, 2014 with leave to amend. Plaintiff filed an amended complaint on June 4, 2014, adding an additional claim for scheme liability under Section 10(b). Defendants again moved to dismiss on July 10, 2014. On October 6, 2014, the parties executed a stipulation of settlement, which included an all-in settlement value of $3.3 million. On November 3, 2014, the court granted preliminary approval of the settlement and, on February 16, 2015, granted final approval of the settlement. The settlement amount was paid by the Company’s directors’ and officers’ insurer. As of December 31, 2014, the Company had an accrued liability recorded of $3.3 million, included in “accounts payable and accrued liabilities,” and a corresponding receivable from its insurance carrier since it would cover this loss, included in “trade and other accounts receivable,”. As the Company’s insurance carrier paid the settlement amount during the quarter ended March 31, 2015, the Company removed the liability and associated receivable at this time. | |
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 the Company's current and former officers and directors and names the Company as a nominal defendant. The complaints allege that the individual defendants caused or allowed the Company to issue false and misleading statements about its financial condition, operations, management, and internal controls and falsely represented that it 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 the Company 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 jointly moved to consolidate the two actions. The court issued an order consolidating the two actions on October 30, 2013 under the heading In re Maxwell Technologies, Inc. Derivative Litigation. Plaintiffs filed a consolidated amended complaint on January 30, 2014. The Company and the individual defendants filed motions to dismiss the complaint. On May 28, 2014, the court granted with leave to amend the Company’s motion to dismiss for failure to make a demand before filing suit. Plaintiffs filed an amended complaint on July 11, 2014. The Company and individual defendants moved to dismiss on August 18, 2014. On September 19, 2014, the parties entered into a memorandum of understanding concerning settlement of this matter related to certain corporate governance reforms to be implemented and/or maintained by the Company; the parties did not agree on the legal fees to be paid to plaintiffs for the benefit conferred to the Company as a result of the corporate governance reforms. On December 10, 2014, the parties signed a stipulation of settlement; the legal fees to be paid to plaintiffs remained a contested matter. On January 6, 2015, the court granted preliminary approval of the settlement. Three of the plaintiffs firms have applied to the court for an award of legal fees and costs in the amount of approximately $1.3 million; in addition, one of the plaintiffs’ firms has separately sought fees of approximately $300,000, which it argues should be paid out of the approximately $1.3 million. On March 16, 2015, the court granted final approval of the settlement and dismissed this action. The Court deferred ruling on the fee applications pending a court-ordered settlement conference before a U.S. Magistrate Judge scheduled for May 2015. The Company cannot predict the result of the settlement conference or estimate the fee award that the Court will ultimately issue. The Company has proposed a fee award of $400,000 to 450,000; plaintiffs have demanded approximately $1.3 million. The Company believes that the fee award will be within the range of $400,000 to $1.3 million, but does not believe that a specific amount within this range represents a better estimate. Therefore, the Company has an accrued liability recorded for the low end of the estimated range of liability in the amount of $400,000, which is included in “accounts payable and accrued liabilities” as of March 31, 2015. As the Company’s insurance carrier would cover this potential settlement, the Company has a corresponding receivable from its insurance carrier recorded in the amount of $400,000, which is included in “trade and other accounts receivable”. | |
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 the Company's current and former officers and directors as well as its former auditor McGladrey LLP. The Company is named as a nominal defendant. The complaints allege that the individual defendants made or caused the Company to make false and/or misleading statements regarding its financial condition, and failed to disclose material adverse facts about its 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 the Company 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. On July 2, 2013, the Company filed a motion to stay the actions pending resolution of the federal derivative actions, which the state court granted on November 1, 2013. Pursuant to the stipulation of settlement in the federal shareholder derivative matter, the state plaintiffs will seek dismissal with prejudice of the state actions. | |
Shareholder Inspection Letter | |
On April 9, 2013, Stephen Neville, a purported shareholder of the Company, sent a letter to the Company seeking to inspect its books and records pursuant to California Corporations Code Section 1601. The demand sought inspection of documents related to the Company's March 7, 2013 announcement that it would be restating its previously-issued financial statements for 2011 and 2012, board minutes and committee materials, and other documents related to its board or management discussions regarding revenue recognition from January 1, 2011 to the present. The Company responded by letters dated April 19 and 23, 2013, explaining why it believed that the demand did not appear to be proper. Pursuant to the stipulation of settlement in the federal shareholder derivative matter, the shareholder will seek dismissal of all proceedings concerning this inspection letter. |
Description_of_Business_and_Ba1
Description of Business and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
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 and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). All 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. | |
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. | |
Valuation Allowance on Deferred Tax Asset | Valuation Allowance on Deferred Tax Asset |
At March 31, 2015, the Company has a cumulative valuation allowance recorded offsetting its worldwide net deferred tax assets of $64.2 million, of which the significant majority represents the valuation allowance on its U.S. net deferred tax asset. The Company has established a valuation allowance against its U.S. federal and state deferred tax assets due to the uncertainty surrounding the realization of such assets. Management periodically evaluates the recoverability of the deferred tax assets and at such time as it is determined that it is more likely than not that U.S. deferred tax assets are realizable, the valuation allowance will be reduced accordingly. Any such release would result in recording a tax benefit that would increase net income in the period the valuation is released. | |
Warranty Obligation | Warranty Obligation |
The Company provides warranties on all product sales. The majority of the Company’s warranties are for one to eight 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. | |
Revenue is not recognized for sales that do not meet the revenue recognition criteria at the time of sale. Revenue is recognized once all of the criteria for revenue recognition are determined to have been met. For example, if the Company does not believe that collection of the sales price is reasonably assured at the time of sale, it defers revenue recognition until cash is received. | |
If the Company receives cash payment from the customer prior to the achievement of the revenue recognition criteria, the amount received from the customer is recorded as deferred revenue in the consolidated balance sheets. Total deferred revenue and customer deposits in the consolidated balance sheets as of March 31, 2015 and December 31, 2014 of $1.2 million and $703,000, respectively, relates to cash received from customers on sales for which the revenue recognition criteria had not been achieved, customer advances, as well as other less significant customer arrangements requiring the deferral of revenue. | |
Liquidity | Liquidity |
As of March 31, 2015, the Company had approximately $23.1 million in cash and cash equivalents, and working capital of $57.1 million. The Company has a total of $15.3 million of debt outstanding as of March 31, 2015, of which $9.9 million is outstanding under a $10.0 million line of credit. The Company was not in compliance with certain financial covenants under this credit facility during the quarter ended March 31, 2015. On April 23, 2015, the Company entered into an amended credit agreement with the bank in which the bank agreed to waive the existing defaults, and to extend the term of the line of credit to June 15, 2015, subject to a modified cash requirements covenant. | |
In March 2015, the Company began working with a financial advisor to identify alternative debt financing arrangements that it anticipates would refinance its existing line of credit and provide additional liquidity resources. The Company expects that a new debt facility could be in place by mid-June 2015. | |
In addition, in June 2014, the Company filed a shelf registration statement on Form S-3 with the SEC to, from time to time, sell up to $125 million of its common stock, warrants, debt securities or units. On April 23, 2015, the Company entered into an equity offering sales agreement with Cowen and Company, LLC under which the Company may sell up to an aggregate of $10.0 million in shares of its common stock on the open market under this shelf registration statement which provides the Company with another flexible source to meet our liquidity needs. | |
In addition to arranging these financing sources, the Company is managing the use of cash through spending control measures, including limiting spending on lower priority business activities and projects and reducing or delaying planned capital expenditures as appropriate. | |
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. | |
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 March 31, 2015, the financial instruments to which this topic applied were foreign currency forward contracts. As of March 31, 2015, the fair value of these foreign currency forward contracts was a liability of $329,000 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. |
Derivatives and Hedging | Maxwell uses forward contracts to hedge certain monetary assets and liabilities, primarily receivables and payables, denominated in foreign currencies. The change in fair value of these forward contracts represents a natural hedge as gains and losses on these instruments partially offset the changes in the fair value of the underlying monetary assets and liabilities due to movements in currency exchange rates. These forward contracts generally expire in one month. These contracts are considered economic hedges but 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 each period in the consolidated statement of operations. |
Description_of_Business_and_Ba2
Description of Business and Basis of Presentation (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
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 | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Numerator | |||||||||
Net income (loss) | $ | (9,341 | ) | $ | 319 | ||||
Denominator | |||||||||
Weighted-average common shares outstanding | 29,445 | 29,047 | |||||||
Effect of potentially dilutive securities: | |||||||||
Options to purchase common stock | — | 76 | |||||||
Restricted stock awards | — | 53 | |||||||
Restricted stock unit awards | — | 38 | |||||||
Employee stock purchase plan | — | 2 | |||||||
Weighted-average common shares outstanding, assuming dilution | 29,445 | 29,216 | |||||||
Net income (loss) per share | |||||||||
Basic | $ | (0.32 | ) | $ | 0.01 | ||||
Diluted | $ | (0.32 | ) | $ | 0.01 | ||||
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 (loss) per share calculation because to do so would be anti-dilutive (in thousands): | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Outstanding options to purchase common stock | 897 | 413 | |||||||
Unvested restricted stock awards | 361 | 323 | |||||||
Unvested restricted stock unit awards | 825 | — | |||||||
Employee stock purchase plan awards | 7 | — | |||||||
Balance_Sheet_Details_Tables
Balance Sheet Details (Tables) | 3 Months Ended | ||||||||||||||
Mar. 31, 2015 | |||||||||||||||
Balance Sheet Related Disclosures [Abstract] | |||||||||||||||
Schedule of inventories | |||||||||||||||
March 31, | December 31, | ||||||||||||||
2015 | 2014 | ||||||||||||||
Raw materials and purchased parts | $ | 24,157 | $ | 23,042 | |||||||||||
Work-in-process | 2,831 | 2,522 | |||||||||||||
Finished goods | 20,017 | 23,311 | |||||||||||||
Reserves | $ | (3,767 | ) | $ | (4,019 | ) | |||||||||
Total inventories | $ | 43,238 | $ | 44,856 | |||||||||||
Schedule of change in the carrying amount of goodwill | The change in the carrying amount of goodwill from December 31, 2014 to March 31, 2015 is as follows: | ||||||||||||||
Balance at December 31, 2014 | $ | 23,599 | |||||||||||||
Foreign currency translation adjustments | 469 | ||||||||||||||
Balance at March 31, 2015 | $ | 24,068 | |||||||||||||
Schedule of accumulated other comprehensive income | |||||||||||||||
Foreign | Defined Benefit | Accumulated | Affected Line Items in the Statement of Operations | ||||||||||||
Currency | Pension Plan | Other | |||||||||||||
Translation | Comprehensive | ||||||||||||||
Adjustment | Income | ||||||||||||||
Balance as of December 31, 2014 | $ | 8,359 | $ | (3,636 | ) | $ | 4,723 | ||||||||
Other comprehensive income before reclassification | 2,613 | — | 2,613 | ||||||||||||
Amounts reclassified from accumulated other comprehensive income | — | 37 | 37 | Cost of Sales, Selling, General and Administrative and Research and Development Expense | |||||||||||
Net other comprehensive income for the three months ended March 31, 2015 | 2,613 | 37 | 2,650 | ||||||||||||
Balance as of March 31, 2015 | $ | 10,972 | $ | (3,599 | ) | $ | 7,373 | ||||||||
Foreign_Currency_Derivative_In1
Foreign Currency Derivative Instruments (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||
Schedule of gains (losses) on foreign currency forward contracts | The net gains on foreign currency forward contracts included in cost of revenue and selling, general and administrative expense are as follows (in thousands): | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Cost of revenue | $ | (50 | ) | $ | 5 | ||||
Selling, general and administrative | 814 | 61 | |||||||
Total gain | $ | 764 | $ | 66 | |||||
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 | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Cost of revenue | $ | 133 | $ | 2 | |||||
Selling, general and administrative | (1,224 | ) | (356 | ) | |||||
Total loss | $ | (1,091 | ) | $ | (354 | ) | |||
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): | ||||||||
March 31, | December 31, 2014 | ||||||||
2015 | |||||||||
Gross amounts of recognized assets (liabilities) | $ | (443 | ) | $ | (1,993 | ) | |||
Gross amounts offset in the condensed consolidated balance sheets | 114 | 350 | |||||||
Net amount of recognized asset (liability) presented in the condensed consolidated balance sheets | $ | (329 | ) | $ | (1,643 | ) |
Stock_Plans_Tables
Stock Plans (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Schedule of stock-based compensation expense | Compensation cost for restricted stock awards, restricted stock units, 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 | ||||||||||
March 31, | ||||||||||
2015 | 2014 | |||||||||
Cost of revenue | $ | 206 | $ | 251 | ||||||
Selling, general and administrative | 267 | 255 | ||||||||
Research and development | 366 | 249 | ||||||||
Total stock-based compensation expense | $ | 839 | $ | 755 | ||||||
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 months ended March 31, 2015 and 2014 (in thousands): | |||||||||
Three Months Ended | ||||||||||
March 31, | ||||||||||
2015 | 2014 | |||||||||
Service-based restricted stock awards | $ | 420 | $ | 433 | ||||||
Performance-based restricted stock awards | 7 | 6 | ||||||||
Total compensation expense recognized for restricted stock awards | $ | 427 | $ | 439 | ||||||
Restricted stock unit awards | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Schedule of stock-based compensation expense | The following table summarizes the amount of compensation expense recognized for employee restricted stock units for the three months ended March 31, 2015 (in thousands): | |||||||||
Three Months Ended | ||||||||||
March 31, | ||||||||||
2015 | ||||||||||
Service-based restricted stock units | $ | 82 | ||||||||
Performance-based restricted stock units | 59 | |||||||||
Market-condition restricted stock units | 34 | |||||||||
Total compensation expense recognized for employee restricted stock units | $ | 175 | ||||||||
Employee stock purchase plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Schedule of stock-based compensation expense | The fair value of the ESPP shares for the three months ended March 31, 2015 and March 31, 2014 was estimated using the Black-Scholes valuation model for a call and a put option with the following weighted-average assumptions: | |||||||||
Three Months Ended | ||||||||||
March 31, | ||||||||||
2015 | 2014 | |||||||||
Expected dividends | $ | — | $ | — | ||||||
Exercise price | $ | 8.06 | $ | 7.77 | ||||||
Expected volatility | 56 | % | 82 | % | ||||||
Risk-free interest rate | 0.03 | % | 0.04 | % | ||||||
Expected life/term (in years) | 0.25 | 0.25 | ||||||||
Fair value per share | $ | 2.1 | $ | 5.75 | ||||||
Stock Options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Schedule of valuation assumptions for fair value of stock options granted | The fair value of the stock options granted during three months ended March 31, 2015 was estimated using the Black-Scholes valuation model with the following assumptions: | |||||||||
Expected dividends | $ | — | ||||||||
Exercise price | $ | 7.33 | ||||||||
Expected volatility | 61 | % | ||||||||
Average risk-free interest rate | 1.61 | % | ||||||||
Expected life/term (in years) | 5 | |||||||||
Fair value per share | $ | 3.68 | ||||||||
Defined_Benefit_Plan_Tables
Defined Benefit Plan (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |||||||||
Schedule of components of net periodic pension income | Components of net periodic pension (benefit) cost are as follows (in thousands): | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Service cost | $ | 242 | $ | 217 | |||||
Interest cost | 84 | 178 | |||||||
Expected return on plan assets | (392 | ) | (457 | ) | |||||
Prior service cost amortization | 35 | 36 | |||||||
Deferred loss amortization | 11 | — | |||||||
Net periodic pension cost (benefit) | $ | (20 | ) | $ | (26 | ) |
Description_of_Business_and_Ba3
Description of Business and Basis of Presentation (Details Textual) (USD $) | 3 Months Ended | 0 Months Ended | ||||
Mar. 31, 2015 | Apr. 23, 2015 | Dec. 31, 2014 | Jun. 03, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | |
Segment | ||||||
manufacturing_location | ||||||
Description of Business and Basis of Presentation (Textual) [Abstract] | ||||||
Manufacturing locations | 3 | |||||
Operating segments | 1 | |||||
Cumulative valuation allowance | $64,200,000 | |||||
Warranty period, minimum, in years | 1 year | |||||
Warranty period, maximum, in years | 8 years | |||||
Accrued warranty liability | 823,000 | 716,000 | ||||
Deferred revenue and customer deposits | 1,235,000 | 703,000 | ||||
Cash and cash equivalents | 23,101,000 | 24,732,000 | 31,585,000 | 30,647,000 | ||
Working capital amount | 57,100,000 | |||||
Debt outstanding | 15,300,000 | |||||
Aggregate value of securities permitted for issuance | 125,000,000 | |||||
Equity Offering Sales Agreement under Shelf Registration Statement | Cowen and Company | Subsequent Event | ||||||
Description of Business and Basis of Presentation (Textual) [Abstract] | ||||||
Number of shares the Company may sell per equity offering sales agreement (up to $10 million) | 10,000,000 | |||||
Revolving Credit Facility | ||||||
Description of Business and Basis of Presentation (Textual) [Abstract] | ||||||
Amount outstanding under line of credit | 9,900,000 | |||||
Revolving line of credit | 10,000,000 | |||||
Revolving Credit Facility | Revolving Line of Credit | ||||||
Description of Business and Basis of Presentation (Textual) [Abstract] | ||||||
Revolving line of credit | $10,000,000 | |||||
High Reliability | ||||||
Description of Business and Basis of Presentation (Textual) [Abstract] | ||||||
Number of product lines | 3 | |||||
China | ||||||
Description of Business and Basis of Presentation (Textual) [Abstract] | ||||||
Number of contract manufacturers | 2 |
Description_of_Business_and_Ba4
Description of Business and Basis of Presentation (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Schedule of computation of basic and diluted net income (loss) per share | ||
Net income (loss) | ($9,341) | $319 |
Weighted-average common shares outstanding | 29,445 | 29,047 |
Effect of potentially dilutive securities: | ||
Weighted-average common shares outstanding, assuming dilution | 29,445 | 29,216 |
Net income (loss) per share | ||
Basic (in dollars per share) | ($0.32) | $0.01 |
Diluted (in dollars per share) | ($0.32) | $0.01 |
Options to purchase common stock | ||
Effect of potentially dilutive securities: | ||
Effect of potentially dilutive securities | 0 | 76 |
Restricted stock awards | ||
Effect of potentially dilutive securities: | ||
Effect of potentially dilutive securities | 0 | 53 |
Restricted stock unit awards | ||
Effect of potentially dilutive securities: | ||
Effect of potentially dilutive securities | 0 | 38 |
Employee stock purchase plan | ||
Effect of potentially dilutive securities: | ||
Effect of potentially dilutive securities | 0 | 2 |
Description_of_Business_and_Ba5
Description of Business and Basis of Presentation (Details 1) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
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 | 897 | 413 |
Unvested 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 | 361 | 323 |
Unvested 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 | 825 | 0 |
Employee stock purchase plan 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 | 7 | 0 |
Balance_Sheet_Details_Details
Balance Sheet Details (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Schedule of inventories | ||
Raw materials and purchased parts | $24,157 | $23,042 |
Work-in-process | 2,831 | 2,522 |
Finished goods | 20,017 | 23,311 |
Reserves | -3,767 | -4,019 |
Total inventories | $43,238 | $44,856 |
Balance_Sheet_Details_Details_
Balance Sheet Details (Details 1) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Schedule of change in the carrying amount of goodwill | |
Balance at December 31, 2014 | $23,599 |
Foreign currency translation adjustments | 469 |
Balance at March 31, 2015 | $24,068 |
Balance_Sheet_Details_Details_1
Balance Sheet Details (Details 2) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Schedule of accumulated other comprehensive income | |
Balance as of December 31, 2014 | $4,723 |
Other comprehensive income before reclassification | 2,613 |
Net other comprehensive income for the three months ended March 31, 2015 | 2,650 |
Balance as of March 31, 2015 | 7,373 |
Foreign Currency Translation Adjustment | |
Schedule of accumulated other comprehensive income | |
Balance as of December 31, 2014 | 8,359 |
Other comprehensive income before reclassification | 2,613 |
Net other comprehensive income for the three months ended March 31, 2015 | 2,613 |
Balance as of March 31, 2015 | 10,972 |
Defined Benefit Pension Plan | |
Schedule of accumulated other comprehensive income | |
Balance as of December 31, 2014 | -3,636 |
Other comprehensive income before reclassification | 0 |
Net other comprehensive income for the three months ended March 31, 2015 | 37 |
Balance as of March 31, 2015 | -3,599 |
Cost of Sales, Selling, General and Administrative and Research and Development Expense | |
Schedule of accumulated other comprehensive income | |
Amounts reclassified from accumulated other comprehensive income | 37 |
Cost of Sales, Selling, General and Administrative and Research and Development Expense | Foreign Currency Translation Adjustment | |
Schedule of accumulated other comprehensive income | |
Amounts reclassified from accumulated other comprehensive income | 0 |
Cost of Sales, Selling, General and Administrative and Research and Development Expense | Defined Benefit Pension Plan | |
Schedule of accumulated other comprehensive income | |
Amounts reclassified from accumulated other comprehensive income | $37 |
Credit_Facility_Details_Textua
Credit Facility (Details Textual) (USD $) | 3 Months Ended | 13 Months Ended | |
Mar. 31, 2015 | Apr. 30, 2012 | Apr. 30, 2015 | |
Debt Instrument [Line Items] | |||
Percentage of equity interests pledged | 100.00% | ||
Borrowings under credit facility, interest payable description | at either (i) the bank’s prime rate or (ii) LIBOR plus 2.25% | ||
Scenario, Forecast | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Amount required to repay of outstanding line of credit | $1,900,000 | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Revolving line of credit | 10,000,000 | ||
Unused commitment fee percentage | 0.25% | ||
Amount outstanding under line of credit | 9,900,000 | ||
Revolving Credit Facility | Scenario, Forecast | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Amount outstanding under line of credit | 8,000,000 | ||
Secured Debt | |||
Debt Instrument [Line Items] | |||
Borrowings under credit facility, interest payable description | applicable interest rate was LIBOR plus 2.25% (2.5% as of September 30, 2014) | ||
London Interbank Offered Rate (LIBOR) | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Borrowings under credit facility, interest related to Libor rate | 2.25% | ||
Equipment term loan, interest rate | 2.50% | ||
Revolving Credit Facility | Secured Debt | |||
Debt Instrument [Line Items] | |||
Amount under debt agreement | 9,900,000 | ||
Equipment Term Loan | Secured Debt | |||
Debt Instrument [Line Items] | |||
Percentage of eligible equipment purchases financed | 80.00% | ||
Amount borrowed under Equipment Term Loan | 5,000,000 | ||
Amount under debt agreement | 140,000 | ||
Equipment Term Loan | London Interbank Offered Rate (LIBOR) | Secured Debt | |||
Debt Instrument [Line Items] | |||
Borrowings under credit facility, interest related to Libor rate | 2.25% | ||
Equipment term loan, interest rate | 2.50% |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details Textual) (USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | |
Fair Value Measurements (Textual) [Abstract] | |
Fair value of derivatives | ($329) |
Foreign_Currency_Derivative_In2
Foreign Currency Derivative Instruments (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Schedule of gains (losses) on foreign currency forward contracts | ||
Net gains (loss) on foreign currency forward contracts | $764 | $66 |
Cost of revenue | ||
Schedule of gains (losses) on foreign currency forward contracts | ||
Net gains (loss) on foreign currency forward contracts | -50 | 5 |
Selling, general and administrative | ||
Schedule of gains (losses) on foreign currency forward contracts | ||
Net gains (loss) on foreign currency forward contracts | $814 | $61 |
Foreign_Currency_Derivative_In3
Foreign Currency Derivative Instruments (Details 1) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
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 | ($1,091) | ($354) |
Cost of revenue | ||
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 | 133 | 2 |
Selling, general and administrative | ||
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 | ($1,224) | ($356) |
Foreign_Currency_Derivative_In4
Foreign Currency Derivative Instruments (Details Textual) (USD $) | Mar. 31, 2015 |
In Millions, unless otherwise specified | |
Foreign Currency Derivative Instruments (Textual) [Abstract] | |
Notional amount of foreign currency forward contracts not designated as hedges | $14.20 |
Foreign_Currency_Derivative_In5
Foreign Currency Derivative Instruments Foreign Currency Derivative Instruments (Details 2) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gross amounts of recognized assets (liabilities) | ($443) | ($1,993) |
Gross amounts offset in the condensed consolidated balance sheets | 114 | 350 |
Net amount of recognized asset (liability) presented in the condensed consolidated balance sheets | ($329) | ($1,643) |
Stock_Plans_Details_Textual
Stock Plans (Details Textual) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
share_based_compensation_plan | ||
Stock Plans (Textual) [Abstract] | ||
Stock-based compensation plans | 2 | |
Stock options granted during the period | 229,657 | 0 |
Average grant date fair value per share | $7.33 | |
Stock-based compensation expense | $839 | $755 |
Executives | ||
Stock Plans (Textual) [Abstract] | ||
Number of forms of equity awards | 3 | |
Stock Options | ||
Stock Plans (Textual) [Abstract] | ||
Stock-based compensation expense | 24 | -2 |
Restricted stock awards | ||
Stock Plans (Textual) [Abstract] | ||
Restricted stock granted | 255,600 | |
Fair value per share | $14.20 | |
Restricted stock unit awards | ||
Stock Plans (Textual) [Abstract] | ||
Number of unrestricted shares of common stock received upon vesting | 1 | |
Restricted stock unit vesting period (in years) | 1 year | |
Restricted stock unit, granted | 587,997 | |
Restricted stock unit awards | Share-based Compensation Award, Tranche One | ||
Stock Plans (Textual) [Abstract] | ||
Fair value per share | $7.33 | |
Restricted stock unit vesting period (in years) | 4 years | |
Restricted stock unit, granted | 397,040 | |
Restricted stock unit awards | Share-based Compensation Award, Tranche Three | ||
Stock Plans (Textual) [Abstract] | ||
Fair value per share | $7.33 | |
Restricted stock unit, granted | 190,957 | |
Restricted stock unit awards | Non-employee directors | ||
Stock Plans (Textual) [Abstract] | ||
Fair value per share | $7.26 | $9.03 |
Stock-based compensation expense | 130 | 176 |
Restricted stock unit, granted | 81,949 | 65,891 |
Employee stock purchase plan | ||
Stock Plans (Textual) [Abstract] | ||
Stock-based compensation expense | $83 | $142 |
Discount rate from market value on offering date | 85.00% |
Stock_Plans_Details
Stock Plans (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Employee stock purchase plan | ||
Schedule of stock options and employee stock purchase plan weighted-average assumptions | ||
Expected dividends | 0.00% | 0.00% |
Exercise price | $8.06 | $7.77 |
Expected volatility | 56.00% | 82.00% |
Average risk-free interest rate | 0.03% | 0.04% |
Expected life/term (in years) | 3 months | 3 months |
Fair value per share | $2.10 | $5.75 |
Stock Options | ||
Schedule of stock options and employee stock purchase plan weighted-average assumptions | ||
Expected dividends | 0.00% | |
Exercise price | $7.33 | |
Expected volatility | 61.00% | |
Average risk-free interest rate | 1.61% | |
Expected life/term (in years) | 5 years | |
Fair value per share | $3.68 |
Stock_Plans_Details_1
Stock Plans (Details 1) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Schedule of stock-based compensation expense | ||
Share-based Compensation | $839 | $755 |
Allocated Share-based Compensation Expense | 839 | 755 |
Restricted stock awards | ||
Schedule of stock-based compensation expense | ||
Share-based Compensation | 427 | 439 |
Restricted stock unit awards | ||
Schedule of stock-based compensation expense | ||
Share-based Compensation | 175 | |
Restricted stock unit awards | Market-condition restricted stock units | ||
Schedule of stock-based compensation expense | ||
Share-based Compensation | 34 | |
Service-based restricted stock awards | Restricted stock awards | ||
Schedule of stock-based compensation expense | ||
Share-based Compensation | 420 | 433 |
Service-based restricted stock awards | Restricted stock unit awards | ||
Schedule of stock-based compensation expense | ||
Share-based Compensation | 82 | |
Performance-based restricted stock awards | Restricted stock awards | ||
Schedule of stock-based compensation expense | ||
Share-based Compensation | 7 | 6 |
Performance-based restricted stock awards | Restricted stock unit awards | ||
Schedule of stock-based compensation expense | ||
Share-based Compensation | 59 | |
Cost of revenue | ||
Schedule of stock-based compensation expense | ||
Allocated Share-based Compensation Expense | 206 | 251 |
Selling, general and administrative | ||
Schedule of stock-based compensation expense | ||
Allocated Share-based Compensation Expense | 267 | 255 |
Research and development | ||
Schedule of stock-based compensation expense | ||
Allocated Share-based Compensation Expense | $366 | $249 |
Shelf_Registration_Statement_D
Shelf Registration Statement (Details Textual) (USD $) | 0 Months Ended | ||
In Millions, unless otherwise specified | Apr. 23, 2015 | Apr. 22, 2015 | Jun. 03, 2014 |
Stock Offering (Textual) [Abstract] | |||
Aggregate value of securities permitted for issuance | $125 | ||
Subsequent Event | Cowen and Company | Equity Offering Sales Agreement under Shelf Registration Statement | |||
Stock Offering (Textual) [Abstract] | |||
Number of shares the Company may sell per equity offering sales agreement (up to $10 million) | $10 | ||
Percentage commission of gross proceeds | 3.00% |
Defined_Benefit_Plan_Details
Defined Benefit Plan (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Schedule of components of net periodic pension income | ||
Service cost | $242 | $217 |
Interest cost | 84 | 178 |
Expected return on plan assets | -392 | -457 |
Prior service cost amortization | 35 | 36 |
Deferred loss amortization | 11 | 0 |
Net periodic pension cost (benefit) | ($20) | ($26) |
Defined_Benefit_Plan_Details_T
Defined Benefit Plan (Details Textual) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Defined Benefit Plan (Textual) [Abstract] | ||
Employer contributions | $166 | $196 |
Additional employer contributions, expected to be paid during the remainder of fiscal year | $415 |
Legal_Proceedings_Details_Text
Legal Proceedings (Details Textual) (USD $) | 0 Months Ended | 3 Months Ended | |||||
Jan. 06, 2015 | Apr. 19, 2013 | Jun. 30, 2013 | Dec. 31, 2014 | Mar. 31, 2015 | Jun. 10, 2013 | 7-May-13 | |
shareholder_class_action | shareholder_class_action | shareholder_class_action | shareholder_class_action | ||||
Plaintiffs that have Separately Sought Damages | |||||||
Loss Contingencies [Line Items] | |||||||
Amount plaintiffs requested in fees | $300,000 | ||||||
Securities Class Action Settlement | |||||||
Loss Contingencies [Line Items] | |||||||
Number of shareholder class actions filed | 4 | ||||||
Accrued liability for low end of range in amount | 3,300,000 | ||||||
Federal Shareholder Derivative Settlement | |||||||
Loss Contingencies [Line Items] | |||||||
Number of shareholder class actions filed | 2 | ||||||
Accrued liability for low end of range in amount | 400,000 | ||||||
Number of actions | 2 | ||||||
Number of plaintiffs | 3 | ||||||
Amount plaintiffs requested in fees | 1,300,000 | ||||||
Amounts of settlement, minimum | 400,000 | ||||||
Amounts of settlement, maximum | 1,300,000 | ||||||
Insurance receivable from carrier | 400,000 | ||||||
Federal Shareholder Derivative Settlement | Plaintiffs that have Separately Sought Damages | |||||||
Loss Contingencies [Line Items] | |||||||
Number of plaintiffs | 1 | ||||||
Federal Shareholder Derivative Settlement | Minimum | |||||||
Loss Contingencies [Line Items] | |||||||
Range of value of case | 400,000 | ||||||
Federal Shareholder Derivative Settlement | Maximum | |||||||
Loss Contingencies [Line Items] | |||||||
Range of value of case | $450,000 | ||||||
State Shareholder Derivative Matter | |||||||
Loss Contingencies [Line Items] | |||||||
Number of shareholder class actions filed | 2 | ||||||
Number of actions | 2 |