Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jul. 31, 2014 |
Basis of Presentation | ' |
Basis of Presentation |
The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation. |
Preparation of Financial Statements and Use of Estimates | ' |
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Preparation of Financial Statements and Use of Estimates |
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The accompanying financial statements have been prepared by the Company, and reflect all adjustments, which, in the opinion of management, are necessary for fair presentation. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting periods. Actual results may differ from those estimates and such differences may be material to the consolidated financial statements. Such estimates relate to fair values ascribed to the assets and liabilities acquired in connection with the Dover Acquisition, revenue recognition, the allowance for doubtful accounts, inventory valuation, depreciation, product warranty costs, stock-based compensation and income taxes, among others. |
Revenue Recognition | ' |
Revenue Recognition |
The Company recognizes revenue based on guidance provided in Topic 605, Revenue Recognition, to the FASB ASC (“ASC 605”) and Accounting Standards Update (“ASU”) 2009-13, Multiple-Deliverable Revenue Arrangements (“ASU 2009-13”). The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the seller’s price is fixed or determinable and collectability is reasonably assured. |
Revenue related to equipment sales is recognized when: (a) the Company has a written sales agreement; (b) delivery has occurred or service has been rendered; (c) the price is fixed or determinable; (d) collectability is reasonably assured; (e) the product delivered is a standard product with historically demonstrated acceptance; and (f) there is no unique customer acceptance provision or payment tied to acceptance or an undelivered element significant to the functionality of the system. Generally, payment terms are time based after product shipment. From time to time, sales to a customer may involve multiple elements, in which case revenue is recognized on the delivered element provided that (1) the undelivered element is a proven technology, (2) there is a history of acceptance on the product with the customer, (3) the undelivered element is not essential to the customer’s application, (4) the delivered item(s) has value to the customer on a stand-alone basis, and (5) if the arrangement included a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in the control of the Company. The arrangement consideration, or the amount of revenue to be recognized on each separate unit of accounting, is allocated at the inception of the arrangement to all deliverables on the basis of their relative selling price. |
Revenue related to spare parts is recognized on shipment. |
Revenue related to maintenance and service contracts is recognized ratably over the duration of the contracts. Net service sales as presented in the Company’s Consolidated Statement of Operations and Comprehensive Income (Loss) includes revenue associated with LTX-Credence maintenance and service contracts only and excludes ECT and Multitest. These businesses generally do not provide maintenance or service contracts, but rather sell spare parts and other components, and as a result these sales are recognized as net product sales in the Company’s Results of Operations. |
Inventories | ' |
Inventories |
Inventories are stated at the lower of cost or market, determined on the first-in, first-out (“FIFO”) method, and include materials, labor and manufacturing overhead. The components of inventories are as follows: |
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| | As of July 31, | | | | | | | | | |
| | 2014 | | | 2013 | | | | | | | | | |
| | (in thousands) | | | | | | | | | |
Material and purchased components | | $ | 22,394 | | | $ | 15,379 | | | | | | | | | |
Work-in-process | | | 23,806 | | | | 2,887 | | | | | | | | | |
Finished equipment, including inventory consigned to customers | | | 23,470 | | | | 10,873 | | | | | | | | | |
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Total inventories | | $ | 69,670 | | | $ | 29,139 | | | | | | | | | |
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The Company establishes inventory reserves when conditions exist that indicate inventory may be in excess of anticipated demand or is obsolete based upon assumptions about future demand for the Company’s products or market conditions. The Company regularly evaluates its ability to realize the value of inventory based on a combination of factors including the following: forecasted sales or usage, estimated product end of life dates, estimated current and future market value and new product introductions. |
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Purchasing and usage alternatives are also explored to mitigate inventory exposure. When recorded, reserves are intended to reduce the carrying value of inventory to its net realizable value. As of July 31, 2014 and July 31, 2013, inventory is stated net of inventory reserves of $45.3 million and $41.8 million, respectively. If actual demand for products deteriorates or market conditions are less favorable than projected, additional inventory reserves may be required. Such reserves are not reversed until the related inventory is sold or otherwise disposed. |
The following table shows sales of previously reserved inventory and the inventory reserves released for these sales for the fiscal years ended 2014, 2013, and 2012: |
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| | Fiscal Year Ended July 31, | | | | | |
| | 2014 | | | 2013 | | | 2012 | | | | | |
| | (in thousands) | | | | | |
Sales of previously reserved inventory | | $ | 821 | | | $ | 869 | | | $ | 6,859 | | | | | |
Inventory reserves released for these sales | | | 483 | | | | 300 | | | | 2,035 | | | | | |
Goodwill and Other Intangibles | ' |
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Goodwill and Other Intangibles |
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In accordance with ASC Topic 350—Intangibles—Goodwill and Other (“ASC 350”), goodwill is not amortized. Rather, the Company’s goodwill is subject to periodic impairment testing. ASC 350 requires that the Company assign its goodwill to reporting units and test each reporting unit’s goodwill for impairment at least on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. |
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The testing of goodwill for impairment is performed at a level referred to as a reporting unit. As of July 31, 2014, the Company currently has one reporting unit to which the full balance of goodwill is allocated, its Semiconductor Test group. All of the goodwill recorded on the Company’s Consolidated Balance Sheet is related to its LTX-Credence business, since the Company did not change the underlying reporting structure of the Semiconductor Test reporting unit. Based on ASC 350-20-35-3A, as of July 31, 2014, the Company assessed qualitative factors to determine whether the two-step goodwill impairment test is necessary. Since the Company determined, based on the qualitative assessment, that it is more likely than not that its reporting unit’s fair value is greater than its carrying amount, no further impairment testing was required and no adjustment to the carrying amount of goodwill was necessary. |
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The Company’s goodwill consists of the following: |
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Goodwill | | July 31, | | | July 31, | | | | | | | | | |
2014 | 2013 | | | | | | | | |
| | (in thousands) | | | | | | | | | |
Merger with Credence Systems Corporation (August 29, 2008) | | $ | 28,662 | | | $ | 28,662 | | | | | | | | | |
Acquisition of Step Tech Inc. (June 10, 2003) | | | 14,368 | | | | 14,368 | | | | | | | | | |
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Total goodwill | | $ | 43,030 | | | $ | 43,030 | | | | | | | | | |
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Amortizable intangible assets which relate to the acquisition of the ECT and Multitest businesses and the Credence merger, consist of the following, and are included in intangible assets, net on the Company’s Consolidated Balance Sheets: |
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| | | | | As of July 31, 2014 | |
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Description | | Estimated | | | Gross Carrying | | | Accumulated | | | Net Amount | |
Useful Life | Amount | Amortization |
(in years) | | |
Developed Technology—Multitest | | | 10 | | | $ | 1,400 | | | $ | (267 | ) | | $ | 1,133 | |
Developed Technology—ECT | | | 10 | | | | 600 | | | | (95 | ) | | | 505 | |
Developed Technology—atg-Luther & Maelzer | | | 10 | | | | 2,000 | | | | (377 | ) | | | 1,623 | |
Customer Relationships—ECT, Multitest, atg-Luther & Maelzer | | | 2 | | | | 1,300 | | | | (498 | ) | | | 802 | |
Developed technology—ASL | | | 6 | | | | 16,000 | | | | (16,000 | ) | | | — | |
Developed technology—Diamond | | | 9 | | | | 9,400 | | | | (9,141 | ) | | | 259 | |
Maintenance agreements—ASL and Diamond | | | 7 | | | | 1,900 | | | | (1,357 | ) | | | 543 | |
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Total intangible assets | | | | | | $ | 32,600 | | | $ | (27,735 | ) | | $ | 4,865 | |
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| | | | | As of July 31, 2013 | |
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Description | | Estimated | | | Gross Carrying | | | Accumulated | | | Net Amount | |
Useful Life | Amount | Amortization |
(in years) | | |
Developed technology—ASL | | | 6 | | | $ | 16,000 | | | $ | 15,737 | | | $ | 263 | |
Developed technology—Diamond | | | 9 | | | | 9,400 | | | | 8,906 | | | | 494 | |
Maintenance agreements—ASL and Diamond | | | 7 | | | | 1,900 | | | | 1,086 | | | | 814 | |
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Total intangible assets | | | | | | $ | 27,300 | | | $ | 25,729 | | | $ | 1,571 | |
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Intangible assets are amortized based upon the pattern of estimated economic use, over their estimated useful lives. The weighted average estimated remaining useful life over which these intangible assets will be amortized is 4.3 years. |
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The Company expects amortization for these intangible assets to be: |
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Year ending July 31, | | Amount | | | | | | | | | | | | | |
(in thousands) | | | | | | | | | | | | |
2015 | | $ | 1,892 | | | | | | | | | | | | | |
2016 | | | 1,171 | | | | | | | | | | | | | |
2017 | | | 617 | | | | | | | | | | | | | |
2018 | | | 414 | | | | | | | | | | | | | |
Thereafter | | | 771 | | | | | | | | | | | | | |
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Total | | $ | 4,865 | | | | | | | | | | | | | |
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The identifiable intangible assets associated with the Dover Acquisition include $6.7 million of trademarks. The Company believes these trademarks will contribute to the Company’s cash flows indefinitely. Therefore, in accordance with ASC 350, the Company has assigned an indefinite useful life to the trademarks, and will not amortize the trademarks until their useful lives are no longer indefinite. |
Impairment of Long-Lived Assets Other Than Goodwill | ' |
Impairment of Long-Lived Assets Other Than Goodwill |
On an ongoing basis, management reviews the value of and period of amortization or depreciation of the Company’s long-lived assets. In accordance with Topic 360, Property, Plant and Equipment, to the FASB ASC, the Company reviews whether impairment losses exist on its long-lived assets other than goodwill when indicators of impairment are present. During this review, the Company assesses future cash flows and re-evaluates the significant assumptions used in determining the original cost of long-lived assets other than goodwill. Although the assumptions may vary, they generally include revenue growth, operating results, cash flows and other indicators of value. Management then determines whether there has been a permanent impairment of the value of long-lived assets based upon events or circumstances that have occurred since acquisition. The impairment amount recognized is based upon a determination of the impaired asset’s fair value compared to its carrying value. As of July 31, 2014 and July 31, 2013, there were no indicators that required the Company to conduct a recoverability test as of those dates. |
Foreign Currency Remeasurement | ' |
Foreign Currency Remeasurement |
The financial statements of the Company’s foreign subsidiaries are remeasured in accordance with Topic 830, Foreign Currency Matters, to the FASB ASC. The functional currency of the Company’s tester group is the U.S. dollar. Accordingly, the Company’s foreign subsidiaries that are included in this group remeasure monetary assets and liabilities at month-end exchange rates while long-term non-monetary items are remeasured at historical rates. Income and expense accounts are remeasured at the average rates in effect during the month. Net gains or losses resulting from foreign currency remeasurement and transaction gains or losses are included in the consolidated results of operations as a component of other expense, net, and were not significant for the fiscal years ended July 31, 2014, 2013 and 2012. The functional currency of each of the Acquired Businesses is local currency, predominately Euro, Malaysian Ringgit and Singapore Dollars, and net gains or losses resulting from foreign currency remeasurement and translation gains or losses are recorded in stockholders’ equity as accumulated other comprehensive income (loss). |
Product Warranty Costs | ' |
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Product Warranty Costs |
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Certain of the Company’s products are sold with warranty provisions that require it to remedy deficiencies in quality or performance of products over a specified period of time at no cost to its customers. The Company generally offers a warranty for most of its products, the standard terms and conditions of which are based on the product sold and the customer. For all products sold, subject to a warranty, the Company accrues a liability for the estimated cost of standard warranty at the time of shipment. Factors that impact the warranty liability include the number of installed products, historical and anticipated product failure rates, material usage and service labor costs. The Company periodically assesses the adequacy of its recorded liability and adjusts amounts as necessary. |
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The following table shows the change in the product warranty liability, as required by Topic 460, Guarantees, to the FASB ASC, for the fiscal years ended July 31, 2014 and 2013: |
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Product Warranty Activity | | 2014 | | | 2013 | | | | | | | | | |
| | (in thousands) | | | | | | | | | |
Balance at beginning of period | | $ | 1,217 | | | $ | 1,672 | | | | | | | | | |
Warranty reserve acquired from ECT and Multitest | | | 1,970 | | | | — | | | | | | | | | |
Warranty expenditures for current period | | | (4,316 | ) | | | (3,866 | ) | | | | | | | | |
Changes in liability related to pre-existing warranties | | | (141 | ) | | | (52 | ) | | | | | | | | |
Provision for warranty costs in the period | | | 4,510 | | | | 3,463 | | | | | | | | | |
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Balance at end of period | | $ | 3,240 | | | $ | 1,217 | | | | | | | | | |
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Trade Accounts Receivable and Allowance for Doubtful Accounts | ' |
Trade Accounts Receivable and Allowance for Doubtful Accounts |
Trade accounts receivable are recorded at the invoiced amount, do not bear interest, and typically have a contractual maturity of ninety days or less. A majority of the Company’s trade receivables are derived from sales to large multinational semiconductor manufacturers throughout the world. The volatility of the industries that the Company serves can cause certain of its customers to experience shortages of cash, which can impact their ability to make required payments. An allowance for doubtful accounts is maintained for potential credit losses based upon the Company’s assessment of the expected collectability of all accounts receivable. The allowance for doubtful accounts is reviewed periodically to assess the adequacy of the allowances. In any circumstances in which the Company is aware of a customer’s inability to meet its financial obligations, an allowance is provided, which is based on the age of the receivables, the circumstances surrounding the customer’s financial situation, and historical experience. If circumstances change, and the financial condition of customers is adversely affected resulting in their inability to meet their financial obligations to the Company, additional allowances may be recorded. |
Engineering and Product Development Costs | ' |
Engineering and Product Development Costs |
The Company expenses all engineering and product development costs as incurred. Expenses relating to certain software development costs, subject to capitalization in accordance with the Topic 985, Software, to the FASB ASC, were insignificant. |
Shipping and Handling Costs | ' |
Shipping and Handling Costs |
Shipping and handling costs are included in cost of sales in the consolidated statements of operations. Shipping and handling costs were $4.7 million, $2.7 million, and $3.4 million for fiscal years ended July 31, 2014, 2013, and 2012, respectively. |
Income Taxes | ' |
Income Taxes |
The Company recorded an income tax provision of $0.8 million for the fiscal year ended July 31, 2014 (fiscal 2014), primarily due to $1.3 million of foreign taxes in profitable locations partially offset by $0.5 million of tax benefit relating to the release of valuation allowance as a result of the Dover Acquisition. Purchase accounting for the Dover Acquisition required the establishment of a deferred tax liability related to the book-tax basis differences of identifiable intangible assets which created an additional source of U.S. future taxable income that resulted in a release of $0.5 million of our U.S. valuation allowance. |
For the fiscal year ended July 31, 2013 (fiscal 2013), the Company recorded an income tax benefit of $0.3 million, primarily due to the release of reserves related to statute of limitation expirations partially offset by foreign taxes in profitable locations. |
As of July 31, 2014 and July 31, 2013, the total unrecognized income tax benefits were $6.6 million and $6.8 million, respectively, of which $3.0 million and $3.2 million, respectively, if recognized, would impact the Company’s income tax rate. The Company recognizes interest and penalties related to uncertain tax positions as a component of provision for income taxes. As of July 31, 2014 and July 31, 2013, the Company had accrued approximately $1.0 million and $0.9 million, respectively, for potential payment of accrued interest and penalties. |
The Company conducts business globally and, as a result, the Company and its subsidiaries or branches file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. In the normal course of business, the Company is subject to examination by taxing authorities throughout the world, including such major jurisdictions as the United States, Singapore, France and Germany. With few exceptions, the Company is no longer subject to U.S. federal, state and local or non-U.S. income tax examinations for years prior to 1998. |
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As a result of the merger with Credence on August 29, 2008, a greater than 50% cumulative ownership change in both entities triggered a significant limitation on net operating loss carryforward utilization. The Company’s ability to use the acquired U.S. net operating loss and credit carryforwards is subject to annual limitation as defined in sections 382 and 383 of the Internal Revenue Code. The Company currently estimates that the annual limitation on its use of net operating losses generated through August 29, 2008 is approximately $10.1 million which, based on currently enacted federal carryforward periods, limits the amount of net operating losses that are currently available for utilization to approximately $202.0 million. The Company will continue to assess the realizability of these carryforwards in subsequent periods. |
Accounting for Stock-Based Compensation | ' |
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Accounting for Stock-Based Compensation |
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The Company has equity awards outstanding under various stock-based compensation plans, including the 2010 Stock Plan (“2010 Plan”), 2004 Stock Plan (“2004 Plan”), 2001 Stock Plan (“2001 Plan”), 1999 Stock Plan (“1999 Plan”), and 1993 Stock Plan (“1993 Plan”). In addition, the Company assumed the StepTech, Inc. Stock Option Plan (the “STI 2000 Plan”) as part of its acquisition of StepTech, Inc. (“StepTech”) and the Credence 2005 Stock Incentive Plan (the “Credence 2005 Plan”) with its acquisition of Credence. The Company can only grant awards from the 2010 Plan. |
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During fiscal 2014, the Company granted 1,109,100 Restricted Stock Units (“RSUs”) to certain executives, directors and employees, with time-based vesting terms ranging from one to four years. Of these, 445,000 RSUs were granted to executives. |
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The Company recognizes stock-based compensation expense on its equity awards in accordance with the provisions of Topic 718, Compensation—Stock Compensation, to the FASB ASC (“ASC 718”). Under ASC 718, the Company is required to recognize, as expense, the estimated fair value of all share-based payments to employees. In accordance with this standard, the Company has elected to recognize the compensation cost of all service based awards on a straight-line basis over the vesting period of the award. |
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For the fiscal years ended July 31, 2014, 2013, and 2012, the Company recorded stock-based compensation expense as follows: |
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| | Fiscal Year Ended July 31, | | | | | |
| | 2014 | | | 2013 | | | 2012 | | | | | |
| | (in thousands) | | | | | |
Cost of sales | | $ | 164 | | | $ | 148 | | | $ | 123 | | | | | |
Engineering and product development expenses | | | 632 | | | | 611 | | | | 533 | | | | | |
Selling, general and administrative expenses | | | 4,623 | | | | 3,958 | | | | 3,793 | | | | | |
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Total stock-based compensation expense | | $ | 5,419 | | | $ | 4,717 | | | $ | 4,449 | | | | | |
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As of July 31, 2014, there was approximately $11.2 million of unrecognized stock-based compensation expense related to share-based equity grants to employees that is expected to be recognized over the next 3.8 years. |
Net income (loss) per Share | ' |
Net income (loss) per Share |
Basic net income (loss) per common share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income (loss) per common share reflects the maximum dilution that would have resulted from the assumed exercise and share repurchase related to dilutive stock options and RSUs, and is computed by dividing net income (loss) by the weighted average number of common shares and the dilutive effect of all securities outstanding. |
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Reconciliation between basic and diluted net income (loss) per share is as follows: |
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| | Fiscal Year Ended July 31, | | | | | |
| | 2014 | | | 2013 | | | 2012 | | | | | |
| | (in thousands, except per share data) | | | | | |
Net income (loss) | | $ | 833 | | | $ | (12,127 | ) | | $ | (19,869 | ) | | | | |
Basic EPS | | | | | | | | | | | | | | | | |
Weighted average shares outstanding—basic | | | 48,214 | | | | 47,719 | | | | 49,080 | | | | | |
Basic EPS | | $ | 0.02 | | | $ | (0.25 | ) | | $ | (0.40 | ) | | | | |
Diluted EPS | | | | | | | | | | | | | | | | |
Weighted average shares outstanding—basic | | | 48,214 | | | | 47,719 | | | | 49,080 | | | | | |
Plus: impact of stock options and unvested restricted stock units | | | 936 | | | | — | | | | — | | | | | |
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Weighted average shares outstanding—diluted | | | 49,150 | | | | 47,719 | | | | 49,080 | | | | | |
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Diluted EPS | | $ | 0.02 | | | $ | (0.25 | ) | | $ | (0.40 | ) | | | | |
For the fiscal years ended July 31, 2014, 2013 and 2012, options to purchase approximately 0.4 million, 1.0 million, and 1.2 million shares, respectively, of common stock were not included in the calculation of diluted EPS because the effect of including the options would have been anti-dilutive. These options could be dilutive in the future. In accordance with the contingently issuable shares guidance of the FASB ASC Topic 260, Earnings Per Share, the calculation of diluted net income (loss) per share excludes 2.0 million and 1.8 million RSUs for the fiscal years ended July 31, 2013, and 2012, respectively, as to include them would have been anti-dilutive. |
Cash and Cash Equivalents and Marketable Securities | ' |
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Cash and Cash Equivalents and Marketable Securities |
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The Company considers all highly liquid investments that are readily convertible to cash and that have original maturity dates of three months or less to be cash equivalents. Cash and cash equivalents consist primarily of operating cash, money market accounts and reverse repurchase agreements. Marketable securities consist primarily of debt securities that are classified as available-for-sale, in accordance with Topic 320, Investments—Debt and Equity Securities, to the FASB ASC. The Company also holds certain investments in commercial paper that it considers to be held to maturity, based on their maturity dates. Securities available for sale include corporate and governmental obligations with various contractual maturity dates some of which are greater than one year. The Company considers the securities to be liquid and convertible to cash within 30 days. The Company has the ability and intent to liquidate any security that the Company holds to fund operations over the next twelve months, if necessary, and as such has classified all of its marketable securities as short-term. Governmental obligations include U.S. Government, State, Municipal and Federal Agency securities. The Company has an overnight sweep investment arrangement with its bank for certain accounts to allow the Company to enter into diversified overnight investments via a money market mutual fund which generally provides a higher investment yield than a regular operating account. |
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The market value and maturities of the Company’s marketable securities are as follows: |
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| | Total Amount | | | | | | | | | | | | | |
| | (in thousands) | | | | | | | | | | | | | |
July 31, 2014 | | | | | | | | | | | | | | | | |
Due in less than one year | | $ | 21,778 | | | | | | | | | | | | | |
Due in 1 to 3 years | | | 17,881 | | | | | | | | | | | | | |
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Total marketable securities | | $ | 39,659 | | | | | | | | | | | | | |
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| | Total Amount | | | | | | | | | | | | | |
| | (in thousands) | | | | | | | | | | | | | |
July 31, 2013 | | | | | | | | | | | | | | | | |
Due in less than one year | | $ | 56,222 | | | | | | | | | | | | | |
Due in 1 to 3 years | | | 39,937 | | | | | | | | | | | | | |
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Total marketable securities | | $ | 96,159 | | | | | | | | | | | | | |
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The market value and amortized cost of marketable securities are as follows: |
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| | Market | | | Amortized | | | | | | | | | |
Value | Cost | | | | | | | | |
| | (in thousands) | | | | | | | | | |
July 31, 2014 | | | | | | | | | | | | | | | | |
Corporate (a) | | $ | 21,070 | | | $ | 20,884 | | | | | | | | | |
Government | | | 5,045 | | | | 5,038 | | | | | | | | | |
Mortgage-Backed | | | 1,920 | | | | 1,923 | | | | | | | | | |
Asset-Backed | | | 11,624 | | | | 11,609 | | | | | | | | | |
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Total | | $ | 39,659 | | | $ | 39,454 | | | | | | | | | |
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| | Market | | | Amortized | | | | | | | | | |
Value | Cost | | | | | | | | |
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31-Jul-13 | | | | | | | | | | | | | | | | |
Corporate (a) | | $ | 52,669 | | | $ | 52,241 | | | | | | | | | |
Government | | | 15,656 | | | | 15,627 | | | | | | | | | |
Mortgage-Backed | | | 6,381 | | | | 6,390 | | | | | | | | | |
Asset-Backed | | | 21,453 | | | | 21,449 | | | | | | | | | |
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Total | | $ | 96,159 | | | $ | 95,707 | | | | | | | | | |
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(a) | Included in the above figures is $0 and $2,853 of market value and amortized cost related to the Company’s held to maturity investments as of July 31, 2014 and 2013, respectively. | | | | | | | | | | | | | | | |
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Realized gains, losses and interest income are included in interest income in the Statements of Operations. Unrealized gains and losses are reflected as a separate component of comprehensive income (loss) within Stockholders’ Equity. The Company analyzes its securities portfolio for other-than-temporary impairment on a quarterly basis or upon occurrence of a significant change in circumstances. There were no other-than-temporary impairment losses recorded in the fiscal years ended July 31, 2014, 2013, or 2012. |
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The following table summarizes marketable securities and related unrealized gains and losses as of July 31, 2014 and 2013: |
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July 31, 2014 | | Market | | | Unrealized | | | | | | | | | |
Value | Gain/(Loss) | | | | | | | | |
| | (in thousands) | | | | | | | | | |
Securities < 12 months unrealized losses | | $ | 5,101 | | | $ | (19 | ) | | | | | | | | |
Securities > 12 months unrealized losses | | | 9,739 | | | | (24 | ) | | | | | | | | |
Securities < 12 months unrealized gains | | | 16,677 | | | | 20 | | | | | | | | | |
Securities > 12 months unrealized gains | | | 8,142 | | | | 23 | | | | | | | | | |
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Total | | $ | 39,659 | | | $ | — | | | | | | | | | |
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July 31, 2013 | | Market | | | Unrealized | | | | | | | | | |
Value | Gain/(Loss) | | | | | | | | |
| | (in thousands) | | | | | | | | | |
Securities < 12 months unrealized losses | | $ | 21,842 | | | $ | (80 | ) | | | | | | | | |
Securities > 12 months unrealized losses | | | 21,983 | | | | (98 | ) | | | | | | | | |
Securities < 12 months unrealized gains | | | 34,380 | | | | 54 | | | | | | | | | |
Securities > 12 months unrealized gains | | | 17,954 | | | | 60 | | | | | | | | | |
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Total | | $ | 96,159 | | | $ | (64 | ) | | | | | | | | |
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Interest income and realized gains and losses from sales of marketable securities, included in interest income in the Statement of Operations, are as follows: |
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| | Fiscal Year Ended July 31, | | | | | |
| | 2014 | | | 2013 | | | 2012 | | | | | |
| | (in thousands) | | | | | |
Interest income on marketable securities | | $ | 1,326 | | | $ | 2,483 | | | $ | 2,637 | | | | | |
Realized gain (loss) from sales of securities | | | 16 | | | | 96 | | | | (14 | ) | | | | |
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Total | | $ | 1,342 | | | $ | 2,579 | | | $ | 2,623 | | | | | |
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Fair Value of Financial Instruments | ' |
Fair Value of Financial Instruments |
The Company determines its fair value measurements for assets and liabilities based upon the provisions of Topic 820, Fair Value Measurements and Disclosures, to FASB ASC. |
Topic 825 to the FASB ASC, Financial Instruments, requires that disclosure be made of estimates of the fair value of financial instruments. The carrying amounts of certain of the Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable and other accrued liabilities approximate fair value due to their short maturities. Marketable securities classified as available-for-sale are all debt securities and are recorded at fair value based upon quoted market prices. |
Concentration of Credit and Supplier Risk | ' |
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Concentration of Credit and Supplier Risk |
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| | Fiscal Year Ended July 31, | | | | | |
| | 2014 | | | 2013 | | | 2012 | | | | | |
| | (in millions except %’s) | | | | | |
Revenue from top ten customers | | | 50 | % | | | 70 | % | | | 68 | % | | | | |
Accounts receivable from the same top ten customers | | $ | 48.6 | | | $ | 21.2 | | | $ | 22.8 | | | | | |
Sales to customers outside the United States | | $ | 250.3 | | | $ | 126 | | | $ | 101.6 | | | | | |
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Financial instruments, which potentially subject the Company to concentrations of credit risk, are cash equivalents, marketable securities and accounts receivable. All of the Company’s cash equivalents and marketable securities are maintained by major financial institutions. The Company periodically reviews these investments to evaluate and minimize credit risk. Concentration of credit risk with respect to accounts receivable is limited to certain customers to whom the Company makes substantial sales. To reduce risk, the Company routinely assesses the financial strength of its customers. The Company does not require collateral, although the Company does obtain letters of credit on sales to certain foreign customers. During fiscal 2014, the Company wrote off $0.1 million of accounts receivable. There were no write-offs for the fiscal years ended July 31, 2013 or 2012. |
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The Company outsources certain components and subassemblies for our test equipment to contract manufacturers other than its sole source supplier manufacturer. The Company’s products incorporate standard components and prefabricated parts manufactured to its specifications. These components and subassemblies are used to produce testers in configurations specified by its customers. Some of the standard components for the Company’s products are available from a number of different suppliers; however, many such standard components are purchased from a single supplier or a limited group of suppliers. Although the Company believes that all single sourced components currently are available in adequate amounts, shortages or delivery delays may develop in the future. The Company is dependent on certain semiconductor device manufacturers, who are sole source suppliers of custom components for its products. The Company has no written supply agreements with these sole source suppliers and purchases its custom components through individual purchase orders. The Company continuously evaluates alternative sources for the manufacture of our custom components and the supply of our standard components; however, such alternative sources may not meet its required qualifications or have capacity that is available to the Company. |
Property and Equipment | ' |
Property and Equipment |
Property and equipment acquired is recorded at cost. The Company provides for depreciation and amortization using the straight-line method. Charges are made to operating expenses in amounts that are sufficient to amortize the cost of the assets over their estimated useful lives. Equipment spares used for service and internally manufactured test systems used for testing components and engineering projects are recorded at cost and depreciated over three to seven years. Repair and maintenance costs that do not extend the lives of property and equipment are expensed as incurred. The Company’s property and equipment as of July 31, 2014 and July 31, 2013 are summarized as follows: |
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| | As of July 31, | | | Estimated Useful | | | | | | |
| | 2014 | | | 2013 | | | Lives | | | | | | |
| | (in thousands) | | | (in years) | | | | | | |
Equipment spares | | $ | 45,572 | | | $ | 58,461 | | | 5 or 7 | | | | | | |
Machinery, equipment and internally manufactured systems | | | 43,388 | | | | 34,587 | | | 7-Mar | | | | | | |
Office furniture and equipment | | | 3,209 | | | | 2,014 | | | 7-Mar | | | | | | |
Purchased software | | | 455 | | | | 488 | | | 3 | | | | | | |
Land | | | 8,152 | | | | 2,524 | | | — | | | | | | |
Buildings | | | 11,157 | | | | — | | | 10 – 40 years | | | | | | |
Leasehold improvements | | | 7,414 | | | | 6,983 | | | Term of lease or | | | | | | |
useful life, not to | | | | | | |
exceed 10 years | | | | | | |
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Property and equipment, gross | | | 119,347 | | | | 105,057 | | | | | | | | | |
Accumulated depreciation and amortization | | | (78,464 | ) | | | (88,410 | ) | | | | | | | | |
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Property and equipment, net | | $ | 40,883 | | | $ | 16,647 | | | | | | | | | |
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Depreciation expense was $6.8 million, $6.5 million, and $7.8 million for the fiscal years ended July 31, 2014, 2013, and 2012, respectively. |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements |
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” which will replace numerous requirements in U.S. GAAP, including industry-specific requirements, and provide companies with a single revenue recognition model for recognizing revenue from contracts with customers. The core principle of the new standard is that a company should recognize revenue to show the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new standard will be effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. For Xcerra, the standard will be effective for the fiscal year starting August 1, 2017. The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company has not yet selected a transition method. The Company is currently evaluating the impact of this ASU on its financial position and results of operations. |