Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Dec. 27, 2014 | Jan. 29, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | GIGA TRONICS INC | |
Document Type | 10-Q | |
Current Fiscal Year End Date | -25 | |
Entity Common Stock, Shares Outstanding | 5,444,747 | |
Amendment Flag | FALSE | |
Entity Central Index Key | 719274 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | 27-Dec-14 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q3 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (USD $) | Dec. 27, 2014 | Mar. 29, 2014 |
Current assets: | ||
Cash and cash-equivalents | $1,396,000 | $1,059,000 |
Trade accounts receivable, net of allowance of $45 and $44, respectively | 2,532,000 | 1,846,000 |
Inventories, net | 3,275,000 | 3,321,000 |
Prepaid expenses and other current assets | 246,000 | 349,000 |
Total current assets | 7,449,000 | 6,575,000 |
Property and equipment, net | 780,000 | 949,000 |
Other long term assets | 78,000 | 69,000 |
Total assets | 8,307,000 | 7,593,000 |
Liabilities and shareholders' equity | ||
Line of credit | 1,622,000 | 1,165,000 |
Current portion of long term debt | 801,000 | 200,000 |
Accounts payable | 1,035,000 | 1,430,000 |
Accrued payroll and benefits | 563,000 | 755,000 |
Deferred revenue | 1,519,000 | 1,329,000 |
Deferred rent | 121,000 | 104,000 |
Capital lease obligations | 72,000 | 147,000 |
Other current liabilities | 380,000 | 472,000 |
Total current liabilities | 6,113,000 | 5,602,000 |
Long term loan and warrant debt, net of discounts | 464,000 | 672,000 |
Derivative liability –at estimated fair value | 235,000 | 128,000 |
Long term obligations - deferred rent | 144,000 | 237,000 |
Long term obligations - capital lease | 67,000 | 77,000 |
Total liabilities | 7,023,000 | 6,716,000 |
Commitments and contingencies | ||
Convertible preferred stock of no par value; Authorized - 1,000,000 shares | ||
Common stock of no par value; Authorized - 40,000,000 shares; 5,444,747 shares at December 27, 2014 and 5,181,247 at March 29, 2014 issued and outstanding | 16,914,000 | 16,224,000 |
Accumulated deficit | -18,541,000 | -18,258,000 |
Total shareholders' equity | 1,284,000 | 877,000 |
Total liabilities and shareholders' equity | 8,307,000 | 7,593,000 |
Series B, C, and D Preferred Stock [Member] | ||
Convertible preferred stock of no par value; Authorized - 1,000,000 shares | ||
Preferred Stock, Value Issued | $2,911,000 | $2,911,000 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) (USD $) | Dec. 27, 2014 | Mar. 29, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Trade accounts receivable, allowance (in Dollars) | $45 | $44 |
Preferred Stock, Shares Authorized | 19,500 | |
Prеfеrrеd Stock, Sharеs Issuеd | 18,534 | |
Preferred Stock, Shares Outstanding | 18,534 | |
Preferred Stock, Liquidation Preference (in Dollars) | 3,540 | |
Common stock, par value (in Dollars per share) | $0 | $0 |
Common stock, authorized | 40,000,000 | 40,000,000 |
Common stock, issued | 5,444,747 | 5,181,247 |
Common stock, outstanding | 5,444,747 | 5,181,247 |
Series A Preferred Stock [Member] | ||
Preferred Stock, Shares Authorized | 250,000 | 250,000 |
Prеfеrrеd Stock, Sharеs Issuеd | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Series B, C, and D Preferred Stock [Member] | ||
Preferred Stock, Shares Authorized | 19,500 | 19,500 |
Prеfеrrеd Stock, Sharеs Issuеd | 18,534 | 18,534 |
Preferred Stock, Shares Outstanding | 18,534 | 18,534 |
Preferred Stock, Liquidation Preference (in Dollars) | $3,540 | $3,540 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
Share data in Thousands, except Per Share data, unless otherwise specified | Dec. 27, 2014 | Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 |
Net sales | $4,509,000 | $3,417,000 | $14,127,000 | $10,404,000 |
Cost of sales | 2,637,000 | 2,130,000 | 8,101,000 | 6,672,000 |
Gross margin | 1,872,000 | 1,287,000 | 6,026,000 | 3,732,000 |
Operating expenses: | ||||
Engineering | 672,000 | 979,000 | 2,563,000 | 3,040,000 |
Selling, general and administrative | 1,133,000 | 1,066,000 | 3,401,000 | 3,674,000 |
Restructuring | 36,000 | 0 | 360,000 | |
Total operating expenses | 1,805,000 | 2,081,000 | 5,964,000 | 7,074,000 |
Operating income/(loss) | 67,000 | -794,000 | 62,000 | -3,342,000 |
Gain on sale of product line | 97,000 | 913,000 | ||
Gain on adjustment of derivative liability to fair value | 107,000 | 16,000 | ||
Other income | 7,000 | |||
Interest expense, net | -62,000 | -21,000 | -199,000 | -52,000 |
Accretion of loan and warrant debt discounts | -45,000 | -115,000 | ||
Income/(loss) before income taxes | 67,000 | -718,000 | -236,000 | -2,474,000 |
Provision for income taxes | 0 | 0 | 47,000 | 2,000 |
Net income/(loss) | $67,000 | ($718,000) | ($283,000) | ($2,476,000) |
Earnings/(loss) per common share – basic (in Dollars per share) | $0.01 | ($0.14) | ($0.05) | ($0.49) |
Earnings/(loss) per common share – diluted (in Dollars per share) | $0.01 | ($0.14) | ($0.05) | ($0.49) |
Weighted average shares used in per share calculation: | ||||
Basic (in Shares) | 5,208 | 5,060 | 5,166 | 5,057 |
Diluted (in Shares) | 5,463 | 5,060 | 5,166 | 5,057 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 9 Months Ended | |
Dec. 27, 2014 | Dec. 28, 2013 | |
Net loss | ($283,000) | ($2,476,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 237,000 | 166,000 |
Share based compensation | 545,000 | 395,000 |
Loss on adjustment of derivative liability to fair value | -16,000 | |
Accretion of discounts on loan and warrant debt | 115,000 | |
Change in deferred rent | -76,000 | -59,000 |
Changes in operating assets and liabilities | -1,035,000 | 457,000 |
Net cash used in operating activities | -513,000 | -1,517,000 |
Purchases of property and equipment | -30,000 | -262,000 |
Net cash used in investing activities | -30,000 | -262,000 |
Payments on capital leases | -123,000 | -60,000 |
Proceeds from line of credit | 8,125,000 | 136,000 |
Proceeds from issuance of debt | 500,000 | |
Proceeds from exercise of stock options | 145,000 | |
Proceeds from issuance of preferred stocks, net of issuance costs totaling $41 | 817,000 | |
Repayments of line of credit | -7,668,000 | -40,000 |
Repayments of debt | -99,000 | |
Net cash provided by financing activities | 880,000 | 853,000 |
Increase/(decrease) in cash and cash-equivalents | 337,000 | -926,000 |
Beginning cash and cash-equivalents | 1,059,000 | 1,882,000 |
Ending cash and cash-equivalents | 1,396,000 | 956,000 |
Supplementary disclosure of other cash flow information: | ||
Cash paid for income taxes | 2,000 | 2,000 |
Cash paid for interest | 172,000 | 52,000 |
Equipment acquired under capital lease | $49,000 | $86,000 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parentheticals) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Dec. 28, 2013 |
Preferred stocks, issuance costs | $41 |
Note_1_Basis_of_Presentation
Note 1 - Basis of Presentation | 9 Months Ended | ||
Dec. 27, 2014 | |||
Accounting Policies [Abstract] | |||
Significant Accounting Policies [Text Block] | (1) Basis of Presentation | ||
The condensed consolidated financial statements included herein have been prepared by Giga-tronics Incorporated (the “Company”), pursuant to the rules and regulations of the Securities and Exchange Commission. The consolidated results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the fiscal year. In the opinion of management, the information contained herein reflects all adjustments (consisting of normal recurring entries) necessary to make the consolidated results of operations for the interim periods a fair statement of such operations. For further information, refer to the consolidated financial statements and footnotes thereto, included in the Annual Report on Form 10-K, filed with the Securities and Exchange Commission for the year ended March 29, 2014. | |||
Fiscal Year The Company’s financial reporting year consists of either a 52 week or 53 week period ending on the last Saturday of the month of March. Fiscal year 2015, ending on March 28, 2015 is a 52 week year, and fiscal year 2014, ended on March 29, 2014 was a 52 week year. Quarterly periods within each such fiscal year are in most cases 13 weeks as opposed to three calendar months. All references to three or nine month periods, and years in the consolidated financial statements relate to fiscal periods or years rather than three or nine month calendar quarters or calendar years. | |||
Derivatives The Company accounts for free standing derivatives and embedded derivatives required to be bifurcated and accounted for on a stand-alone basis at estimated fair value. Changes in fair value are reported in earnings as gain or loss on adjustment of derivative liability to fair value. | |||
New Accounting Standards In April 2014, the Financial Accounting Standards Board (FASB) issued an accounting standard update that changes the criteria for reporting discontinued operations. Under the accounting standard update, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has, or will have, a major effect on an entity’s operations and financial results when either it qualifies as held for sale, disposed of by sale, or disposed of other than by sale. This accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2016. The Company is currently evaluating the impact of this accounting standard update on its Consolidated Financial Statements. | |||
In May 2014, the FASB amended the accounting standards by creating a new Topic 606 which is in response to a joint initiative of the FASB and the International Accounting Standards Board to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. generally accepted accounting principles and international financial reporting standards that would: | |||
1 | Remove inconsistencies and weaknesses in revenue requirements. | ||
2 | Provide a more robust framework for addressing revenue issues. | ||
3 | Improve comparability of revenue recognition practices across entities, industries, jurisdictions and capital markets. | ||
4 | Provide more useful information to users of financial statements through improved disclosure requirements. | ||
5 | Simplify the preparation of financial statements by reducing the number of requirements to which an entity must refer. | ||
For a public entity, the amendments in this Update are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. The Company is currently evaluating the impact this new accounting standard will have on its financial statements. | |||
In June 2014, the FASB amended ASC 718, Share Based Compensation, to require that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. For all entities, the amendments in this update are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Company is currently evaluating the impact this accounting standard update may have on its financial statements. | |||
In August 2014, the FASB issued ASU 2014-15 which provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. The new 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. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The ASU applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact this accounting standard update may have on its financial statements. |
Note_2_Going_Concern_and_Manag
Note 2 - Going Concern and Management's Plan | 9 Months Ended | ||
Dec. 27, 2014 | |||
Going Concern Disclosure [Abstract] | |||
Going Concern Disclosure [Text Block] | (2) Going Concern and Management’s Plan | ||
The Company incurred a net loss of $283,000 for the first nine months of fiscal 2015 and $3,742,000 for the fiscal year ended March 29, 2014. These losses contributed to an accumulated deficit of $18.5 million as of December 27, 2014. | |||
In the first nine months of fiscal 2015 and all of fiscal 2014 the Company invested heavily in the development of a new Giga-tronics Division product platform, the Advanced Signal Generation System. The Company anticipates long-term revenue growth and improved gross margins from the new product platform, but the delay in completing it contributed significantly to the losses of the Company. The Advanced Signal Generation System's initial customer deliveries occurred in the second and third quarters of fiscal 2015, and are approaching final customer acceptance. Additional delays in shipping volume quantities, or longer than anticipated sales cycles, could significantly contribute to additional losses. | |||
To help fund operations, the Company relies on advances under the line of credit with Silicon Valley Bank. However the Bank may terminate or suspend advances under the line of credit if the Bank determines there has been a material adverse change in the Company’s general affairs, financial forecasts or general ability to repay. (Note 13, Line of Credit). As of December 27, 2014, borrowings under the line of credit were $1.6 million. | |||
These matters, along with recurring losses in prior years, raise substantial doubt as to the ability of the Company to continue as a going concern. | |||
To address this matter, the Company’s management has taken several actions to provide additional liquidity and reduce costs and expenses going forward. These actions are described in the following paragraphs. | |||
● | On June 16, 2014, Giga-tronics amended its loan agreement with Partners For Growth IV, L.P. (“PFG”). Under the terms of the amendment, PFG made a revolving line of credit available to Giga-tronics in the amount of $500,000 and the Company borrowed the entire amount on June 17, 2014. The Company’s original agreement with PFG was entered into on March 13, 2014 under which the Company received $1.0 million from a three-year term loan. Pursuant to the amended loan agreement, the Company may borrow an additional $500,000. The loan agreement contains financial covenants associated with the Company achieving minimum quarterly net sales and maintaining a minimum monthly shareholders’ equity. In the event of default by the Company, all or any part of the Company’s obligation to PFG could become immediately due. | ||
● | In the first three months of fiscal 2015 the Microsource business unit received a $6.2 million order (“NRE Order”) for the non-recurring engineering and for the delivery of a limited number of flight-qualified prototype hardware from a major aerospace company to develop a variant of its high performance fast tuning YIG filters for an aircraft platform. The Company expects to recognize the majority of revenue from the NRE Order in fiscal 2015. The Company expects to finalize in the next few months a multi-year follow-on order for approximately $10.0 million associated with the production units, which are anticipated to start shipping in April of 2016. No assurances can be given that the parties will agree on the final multi-year production agreement, or what the actual terms will be. | ||
● | Also in the first three months of fiscal 2015 the Giga-tronics Division received a $2.4 million order from the United States Navy (“Navy”) for its Model 8003 Precision Scalar Analyzer product (“8003”). The Company recognized the associated revenue and invoiced the Navy in the first two quarters of fiscal 2015. | ||
● | To assist with the upfront purchases of inventory required for future product deliveries, the Company entered into advance payment arrangements with certain of its customers whereby the customers reimburse the Company for raw material purchases prior to the shipment of the finished products. In fiscal 2014 the Company entered into advance payment arrangements totaling $1.3 million, and during the first three quarters of fiscal 2015 the Company entered into $1.4 million of advance payment arrangements. The Company will continue to seek similar terms in future agreements with these and other customers. | ||
Management will continue to review all aspects of the business in an effort to improve cash flow and reduce costs and expenses, while continuing to invest, to the extent possible, in new product development for future revenue streams. | |||
Management will also continue to seek additional working capital through debt, equity financing or possible product line sales, but there are no assurances that such financings or sales will be available at all, or on terms acceptable to the Company. | |||
The current year to date loss and the impacts of recurring losses in prior years have had a significant negative impact on the financial condition of the Company and raise substantial doubt about the Company’s ability to continue as a going concern. The Consolidated Financial Statements have been prepared assuming the Company will continue as a going concern and do not include any adjustments that might result if the Company were unable to do so. |
Note_3_Revenue_Recognition
Note 3 - Revenue Recognition | 9 Months Ended |
Dec. 27, 2014 | |
Revenue Recognition Disclosure [Abstract] | |
Revenue Recognition Disclosure [Text Block] | (3) Revenue Recognition |
The Company records revenue when there is persuasive evidence of an arrangement, delivery has occurred, the price is fixed and determinable, and collectability is reasonably assured. This occurs when products are shipped or the customer accepts title transfer. If the arrangement involves acceptance terms, the Company defers revenue until product acceptance is received. The Company limits the amount of revenue recognition for delivered elements to the amount that is not contingent on the future delivery of products or services, future performance obligations or subject to customer-specified return or refund privileges. The Company evaluates each deliverable in an arrangement to determine whether they represent separate units of accounting. On certain large development contracts, revenue is recognized upon achievement of substantive milestones. Determining whether a milestone is substantive is a matter of judgment and that assessment is performed only at the inception of the arrangement. The consideration earned from the achievement of a milestone must meet all of the following for the milestone to be considered substantive: | |
a. It is commensurate with either of the following: | |
1. The Company’s performance to achieve the milestone. | |
2. The enhancement of the value of the delivered item or items as a result of a specific outcome resulting from the Company's performance to achieve the milestone. | |
b. It relates solely to past performance. | |
c. It is reasonable relative to all of the deliverables and payment terms (including other potential milestone consideration) within the arrangement. | |
Milestones are agreed upon with the customer prior to the start of the contract and some milestones will be tied to product shipping while others will be tied to design review. During the three and nine months ended December 27, 2014 revenue recognized on a milestone basis were $1.6 million and $4.5 million respectively. During the three and nine months ended December 28, 2013 revenue recognized on a milestone basis were $89,000 and $397,000, respectively. | |
On certain contracts with several of the Company’s significant customers the Company receives payments in advance of manufacturing. Advanced payments are recorded as deferred revenue until the revenue recognition criteria described above have been met. | |
Accounts receivable are stated at their net realizable value. The Company has estimated an allowance for uncollectable accounts based on analysis of specifically identified accounts, outstanding receivables, consideration of the age of those receivables, the Company’s historical collection experience, and adjustments for other factors management believes are necessary based on perceived credit risk. | |
The Company provides for estimated costs that may be incurred for product warranties at the time of shipment. The Company’s warranty policy generally provides twelve to eighteen months depending on the customer. The estimated cost of warranty coverage is based on the Company’s actual historical experience with its current products or similar products. For new products, the required reserve is based on historical experience of similar products until such time as sufficient historical data has been collected on the new product. Adjustments are made as new information becomes available. |
Note_4_Inventories
Note 4 - Inventories | 9 Months Ended | ||||||||
Dec. 27, 2014 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Inventory Disclosure [Text Block] | (4) Inventories | ||||||||
(In thousands) | 27-Dec-14 | 29-Mar-14 | |||||||
Raw materials | $ | 1,674 | $ | 1,501 | |||||
Work-in-progress | 1,456 | 1,400 | |||||||
Finished goods | 73 | 353 | |||||||
Demonstration inventory | 72 | 67 | |||||||
Total | $ | 3,275 | $ | 3,321 | |||||
Note_5_Gain_on_Sale_of_Product
Note 5 - Gain on Sale of Product Line | 9 Months Ended |
Dec. 27, 2014 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | (5) Gain on Sale of Product Line |
On March 18, 2013, the Company entered into an Asset Purchase Agreement with Teradyne Inc. (“Teradyne”), whereby Teradyne agreed to purchase the Giga-tronics Division product line known as SCPM for $1.0 million, resulting in a net gain of $913,000, of which $816,000 was recorded during the first quarter of fiscal 2014. In April 2013 the Company received $800,000 in proceeds at the closing of the transaction upon delivery of electronic data associated with the purchase. The Company also earned an additional $50,000 associated with training of Teradyne employees, which was offset by $34,000 of associated costs. The balance of the consideration ($150,000) was subject to a hold back arrangement until December 31, 2013 to cover certain contingencies and the requirement to deliver certain inventory. During fiscal 2014, the Company delivered to Teradyne all of the associated inventory, totaling $53,000. On December 6, 2013, the Company received the remaining $150,000 along with confirmation from Teradyne that the holdback provisions were removed. |
Note_6_EarningsLoss_Per_Share
Note 6 - Earnings/Loss Per Share | 9 Months Ended | ||||||||||||||||
Dec. 27, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||
Earnings Per Share [Text Block] | (6) Earnings/Loss Per Share | ||||||||||||||||
Basic earnings (loss) per common share (EPS) is calculated by dividing net income or loss attributable to common shareholders by the weighted average common shares outstanding during the period. Net income attributable to common shareholders excludes distributed and undistributed earnings attributable to preferred stock, which constitute participating securities due to their dividend rights, and to which the Company applies the two-class method of calculating and presenting earnings per share. Diluted EPS reflects the net incremental shares that would be issued if unvested restricted shares became vested and dilutive outstanding stock options and warrants were exercised, using the treasury stock method. In the case of a net loss, it is assumed that no incremental shares would be issued because they would be antidilutive. In addition, certain options and restricted stock are considered antidilutive because assumed proceeds from exercise price, related tax benefits and average future compensation was greater than the weighted average number of options outstanding multiplied by the average market price during the period. | |||||||||||||||||
The shares used in per share computations are as follows: | |||||||||||||||||
Three Month Periods Ended | Nine Month Periods Ended | ||||||||||||||||
December 27, | December 28, | December 27, | December 28, | ||||||||||||||
(In thousands except per share data) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Net income/(loss) as reported | $ | 67 | $ | (718 | ) | $ | (283 | ) | $ | (2,476 | ) | ||||||
Net income/(loss) attributable to participating securities | (18 | ) | — | — | — | ||||||||||||
Net income/(loss) attributable to common shareholders | $ | 49 | $ | (718 | ) | $ | (283 | ) | $ | (2,476 | ) | ||||||
Weighted average: | |||||||||||||||||
Common shares outstanding | 5,208 | 5,060 | 5,166 | 5,057 | |||||||||||||
Potential common shares | 255 | — | — | — | |||||||||||||
Common shares assuming dilution | 5,463 | 5,060 | 5,166 | 5,057 | |||||||||||||
Net earnings/(loss) per common share – basic | $ | 0.01 | $ | (0.14 | ) | $ | (0.05 | ) | $ | (0.49 | ) | ||||||
Net earnings/(loss) per common share - diluted | $ | 0.01 | $ | (0.14 | ) | $ | (0.05 | ) | $ | (0.49 | ) | ||||||
Stock options not included in computation that could potentially dilute EPS in the future | 1,376 | 1,751 | 1,759 | 1,751 | |||||||||||||
Restricted stock awards not included in computation that could potentially dilute EPS in the future | 187 | 122 | 237 | 122 | |||||||||||||
Convertible preferred stock not included in computation that could potentially dilute EPS in the future | — | 1,853 | 1,853 | 1,853 | |||||||||||||
Warrants not included in computation that could potentially dilute EPS in the future | — | 1,017 | 1,277 | 1,017 | |||||||||||||
The restricted stock awards and stock options not included in the computation of diluted earnings per share for the three month period ended December 27, 2014 are as a result of these instruments being anti-dilutive after application of the treasury method described above. The restricted stock awards, stock options, warrants and convertible preferred stock not included in the computation of diluted earnings per share (EPS) for the nine month periods ended December 27, 2014 and December 28, 2013 and for the three months ended December 28, 2013 are a result of the Company’s net loss and, therefore, these instruments are anti-dilutive. |
Note_7_Sharebased_Compensation
Note 7 - Share-based Compensation | 9 Months Ended | ||||||||||||||||
Dec. 27, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | (7) Share Based Compensation | ||||||||||||||||
The Company has established the 2000 Stock Option Plan and the 2005 Equity Incentive Plan, which provide for the granting of options and restricted stock for up to 2,250,000 shares of common stock at 100% of fair market value at the date of grant, with each grant requiring approval by the Board of Directors of the Company. Option grants under the 2000 Stock Option Plan are no longer available. Options granted generally vest in one or more installments in a four or five year period and must be exercised while the grantee is employed by the Company or within a certain period after termination of employment. Options granted to employees shall not have terms in excess of 10 years from the grant date. Holders of options may be granted stock appreciation rights (SARs), which entitle them to surrender outstanding awards for a cash distribution under certain changes in ownership of the Company, as defined in the stock option plan. As of December 27, 2014, no SAR’s have been granted under the option plan. As of December 27, 2014, the total number of shares of common stock available for issuance is 475,650. All outstanding options have either a five year or a ten year life. The Company records compensation cost associated with share-based compensation equivalent to the estimated fair value of the awards over the requisite service period. There were 35,000 options granted in the third quarter of fiscal 2015 and options for 264,500 granted in the first nine months of fiscal 2015 with weighted average grant date fair values of $1.23 and $1.68 per share, respectively. There were options for 35,000 shares granted in the third quarter of fiscal 2014 and options for 430,750 shares granted in the first nine months of fiscal 2014 with weighted average grant date fair values of $1.05 and $1.09 per share, respectively. | |||||||||||||||||
Included in the options granted during fiscal 2014 are performance-based options for 100,000 shares granted as an inducement to an employee which were outside the 2005 plan. A portion of the options vest following the filing of the Company’s Form 10-K for fiscal 2015 provided certain bookings goals are achieved by the Company. No compensation cost had been recognized for these stock options through the first quarter of fiscal 2015 or during fiscal 2014 because management believed it was not probable that the performance criteria would be met. During the second quarter of fiscal 2015, management’s assessment changed as it now appears probable that the criteria will be met. The expense of $39,000 will be recognized ratably over the remaining vesting period. For the third quarter of fiscal 2015, $10,000 was recognized as compensation expense. | |||||||||||||||||
In calculating compensation related to stock option grants, the fair value of each stock option is estimated on the date of grant using the Black-Scholes-Merton option-pricing model and the following weighted average assumptions: | |||||||||||||||||
Three Month Periods Ended | Nine Month Periods Ended | ||||||||||||||||
December 27, | December 28, | December 27, | December 28, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Dividend yield | — | — | — | — | |||||||||||||
Expected volatility | 93.03 | % | 88.38 | % | 91.68 | % | 86.33 | % | |||||||||
Risk-free interest rate | 1.62 | % | 1.37 | % | 1.65 | % | 1.02 | % | |||||||||
Expected term (years) | 8.36 | 8.36 | 8.36 | 7.91 | |||||||||||||
The computation of expected volatility used in the Black-Scholes-Merton option-pricing model is based on the historical volatility of the Company’s share price. The expected term is estimated based on a review of historical employee exercise behavior with respect to option grants. The risk-free interest rate is based on the U.S. Treasury rates with maturity similar to the expected term of the option on the date of grant. | |||||||||||||||||
A summary of the changes in stock options outstanding for the nine month period ended December 27, 2014 and the fiscal year ended March 29, 2014 is as follows: | |||||||||||||||||
Weighted | Weighted Average | Aggregate | |||||||||||||||
Average | Remaining Contractual | Intrinsic | |||||||||||||||
Shares | Exercise Price | Terms (Years) | Value | ||||||||||||||
Outstanding at March 30, 2013 | 1,556,250 | $ | 1.62 | 6.8 | $ | 252 | |||||||||||
Granted | 430,750 | 1.32 | |||||||||||||||
Exercised | — | — | |||||||||||||||
Forfeited / Expired | 248,250 | 1.72 | |||||||||||||||
Outstanding at March 29, 2014 | 1,738,750 | $ | 1.53 | 6.8 | $ | 113 | |||||||||||
Granted | 264,500 | $ | 2.04 | ||||||||||||||
Exercised | 76,500 | $ | 1.89 | ||||||||||||||
Forfeited / Expired | 167,900 | $ | 1.72 | ||||||||||||||
Outstanding at December 27, 2014 | 1,758,850 | $ | 1.58 | 6.9 | $ | 217 | |||||||||||
Exercisable at December 27, 2014 | 626,475 | $ | 1.67 | 5.9 | $ | 57 | |||||||||||
At December 27, 2014, expected to vest in the future | 778,448 | $ | 1.53 | 7.5 | $ | 106 | |||||||||||
As of December 27, 2014, there was $765,000 of total unrecognized compensation cost related to non-vested options. That cost is expected to be recognized over a weighted average period of 3.1 years. There were 71,750 options that vested during the quarter ended December 27, 2014. There were 74,050 options that vested during the quarter ended December 28, 2013. The total grant date fair value of options vested during the quarters ended December 27, 2014 and December 28, 2013 was $97,000 and $100,000, respectively. There were 231,150 options that vested during the nine month period ended December 27, 2014. There were 241,025 options that vested during the nine month period ended December 28, 2013. The total grant date fair value of options vested during the nine month periods ended December 27, 2014 and December 28, 2013 was $280,000 and $303,000, respectively. No shares were exercised in the three month periods ended December 27, 2014 and December 28, 2013. Options of 76,500 shares were exercised in the nine month period ended December 27, 2014 and no shares were exercised in the nine month period ended December 28, 2013. Share based compensation cost recognized in operating results for the three month periods ended December 27, 2014 and December 28, 2013 totaled $103,000 and $36,000, respectively. Share based compensation cost recognized in operating results for the nine month periods ended December 27, 2014 and December 28, 2013 totaled $280,000 and $316,000, respectively. | |||||||||||||||||
During the nine months ended December 28, 2013, the vesting for 40,000 options was accelerated in connection with a termination agreement with a former employee. This modification did not result in any incremental compensation expense, however $38,000 of stock-based compensation expense was accelerated and recognized during the nine months ended December 28, 2013. | |||||||||||||||||
During the nine months ended December 27, 2014, 25,000 options were exercised by certain members of the Company’s Board of Directors. No options were exercised by Board members in Fiscal 2014. | |||||||||||||||||
Restricted Stock | |||||||||||||||||
The Company granted 187,000 shares of restricted stock during the first nine months of fiscal 2015 to the members of the Board of Directors in lieu of cash compensation for services to be performed in fiscal 2015. The weighted average grant date fair value was $2.47. The Company granted 71,500 shares of restricted stock during the first nine months of fiscal 2014 to certain members of the Board of Directors in lieu of cash compensation for services to be performed in fiscal 2014. The weighted average grant date fair value was $1.53 per share. The Company also granted 30,000 shares of unrestricted stock during the first nine months of fiscal 2014 as part of a severance agreement with a former employee. The 30,000 shares did not have a restriction period because they vested immediately on the grant date, but are included in the roll forward schedule of restricted stock below because they were granted under the 2005 Plan. The restricted stock awards are considered fixed awards as the number of shares and fair value at the grant date is amortized over the requisite service period net of estimated forfeitures. | |||||||||||||||||
As of December 27, 2014, there was $262,000 of total unrecognized compensation cost related to non-vested restricted awards. That cost is expected to be recognized over a weighted average period of 0.5 years. Compensation cost was recognized for the restricted and unrestricted stock awards for the three and nine month periods ended December 27, 2014 totaling $131,000 and $265,000, respectively. These amounts include $16,000 and $32,000 for the three and nine months ended December 27, 2014 for performance awards based on bookings for which probability of attainment appears likely. Compensation cost was recognized for the restricted and unrestricted stock awards for the three and nine month periods ended December 28, 2013 totaling $31,000 and $79,000, respectively. No amounts were included for performance awards based on bookings as their probability of attainment did not appear likely at that time. | |||||||||||||||||
A summary of the changes in non-vested restricted stock awards outstanding at December 27, 2014 and at March 29, 2014 is as follows: | |||||||||||||||||
Weighted | |||||||||||||||||
Average Grant | |||||||||||||||||
Shares | Date Fair Value | ||||||||||||||||
Non-vested at March 30, 2013 | 50,000 | $ | 1.18 | ||||||||||||||
Granted | 101,500 | 1.53 | |||||||||||||||
Vested | 30,000 | 1.53 | |||||||||||||||
Forfeited or cancelled | — | — | |||||||||||||||
Non-vested at March 29, 2014 | 121,500 | $ | 1.39 | ||||||||||||||
Granted | 187,000 | 2.47 | |||||||||||||||
Vested | 71,500 | 1.53 | |||||||||||||||
Forfeited or cancelled | — | — | |||||||||||||||
Non-vested at December 27, 2014 | 237,000 | $ | 2.2 | ||||||||||||||
Note_8_Significant_Customer_an
Note 8 - Significant Customer and Industry Segment Information | 9 Months Ended | ||||||||||||||||||||||||
Dec. 27, 2014 | |||||||||||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||||||||||
Segment Reporting Disclosure [Text Block] | 8) Significant Customer and Industry Segment Information | ||||||||||||||||||||||||
The Company has two reportable segments: Giga-tronics Division and Microsource. | |||||||||||||||||||||||||
Giga-tronics Division produces a broad line of test and measurement equipment used in the development, test and maintenance of wireless communications products and systems, flight navigational equipment, electronic defense systems and automatic testing systems and designs, manufactures, and markets a line of switching devices that link together many specific purpose instruments that comprise automatic test systems. These products are used primarily in the design, production, repair and maintenance of commercial telecommunications, radar, and electronic warfare equipment. Microsource develops and manufactures a broad line of YIG (Yttrium, Iron, Garnet) tuned oscillators, filters and microwave synthesizers, which are used by its customers in operational applications and in manufacturing a wide variety of microwave instruments and devices. | |||||||||||||||||||||||||
The tables below present information for the three and nine month periods ended December 27, 2014 and December 28, 2013. | |||||||||||||||||||||||||
Three Month Periods Ended | Three Month Periods Ended | ||||||||||||||||||||||||
(In thousands) | At Dec. 27, 2014 | December 27, 2014 | At Dec. 28, 2013 | December 28, 2013 | |||||||||||||||||||||
Net Income | Net Income | ||||||||||||||||||||||||
Total Assets | Net Sales | (Loss) | Total Assets | Net Sales | (Loss) | ||||||||||||||||||||
Giga-tronics Division | $ | 5,431 | $ | 2,021 | $ | (1,266 | ) | $ | 5,341 | $ | 1,539 | $ | (1,209 | ) | |||||||||||
Microsource | 2,876 | 2488 | 1,333 | 1,821 | 1,878 | 491 | |||||||||||||||||||
Total | $ | 8,307 | $ | 4,509 | $ | 67 | $ | 7,162 | $ | 3,417 | $ | (718 | ) | ||||||||||||
Nine Month Periods Ended | Nine Month Periods Ended | ||||||||||||||||||||||||
(In thousands) | At Dec. 27, 2014 | December 27, 2014 | At Dec. 28, 2013 | December 28, 2013 | |||||||||||||||||||||
Net Income | Net Income | ||||||||||||||||||||||||
Total Assets | Net Sales | (Loss) | Assets | Net Sales | (Loss) | ||||||||||||||||||||
Giga-tronics Division | $ | 5,431 | $ | 6,638 | $ | (3,962 | ) | $ | 5,341 | $ | 5,336 | $ | (2,961 | ) | |||||||||||
Microsource | 2,876 | 7,489 | 3,679 | 1,821 | 5,068 | 485 | |||||||||||||||||||
Total | $ | 8,307 | $ | 14,127 | $ | (283 | ) | $ | 7,162 | $ | 10,404 | $ | (2,476 | ) | |||||||||||
During the third quarter of fiscal 2015, one customer accounted for 36% of the Company’s consolidated revenues and was included in the Microsource segment. A second customer accounted for 16% of the Company’s consolidated revenue for the three months ended December 27, 2014 and was primarily included in the Microsource segment. A third customer accounted for 15% of the Company’s consolidated revenue for the three months ended December 27, 2014 and was primarily included in the Giga-tronics Division. During the third quarter of fiscal 2014, one customer accounted for 41% of the Company’s consolidated revenue and was primarily included in the Microsource segment. A second customer accounted for 20% and was included in the Giga-tronics Division. | |||||||||||||||||||||||||
During the first nine months of fiscal 2015, one customer accounted for 32% of the Company’s consolidated revenues and was primarily included in the Microsource segment. A second customer accounted for 19% of the Company’s consolidated revenue for the nine months ended December 27, 2014 and was included in the Giga-tronics Division. A third customer accounted for 18% of the Company’s consolidated revenue for the nine months ended December 27, 2014 and was primarily included in the Microsource segment. One customer accounted for 43% of the Company’s consolidated revenues for the nine months ended December 28, 2013 and was primarily included in the Microsource segment. A second customer accounted for 14% of the Company’s consolidated revenues for the nine months ended December 28, 2013 and was included in the Giga-tronics Division. |
Note_9_Income_Taxes
Note 9 - Income Taxes | 9 Months Ended |
Dec. 27, 2014 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | (9) Income Taxes |
The Company accounts for income taxes using the asset and liability method as codified in Topic 740. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. | |
The Company did not incur tax expense for the three months ended December 27, 2014 and December 28, 2013. The Company’s tax expense for the nine months ending December 27, 2014 and December 28, 2013 was $47,000 and $2,000, respectively. The Company’s actual tax expense differed from the expected amount using statutory rates primarily as a result of the valuation allowance against deferred tax assets. | |
As of December 27, 2014, the Company had recorded $70,000 for unrecognized tax benefits related to uncertain tax positions. The unrecognized tax benefit is netted against the non-current deferred tax asset on the Consolidated Balance Sheet. The Company does not expect the liability for unrecognized tax benefits to change materially within the next 12 months. The Company does have a California Franchise Tax Board audit that is currently in process. The Company is working with the California Franchise Tax Board to resolve all audit issues and does not believe any material taxes, penalties and fees are due. However, as a result of the on-going examination, the Company recorded an estimated associated tax liability of $45,000 in the first quarter of fiscal 2015. |
Note_10_Warranty_Obligations
Note 10 - Warranty Obligations | 9 Months Ended | ||||||||||||||||
Dec. 27, 2014 | |||||||||||||||||
Product Warranties Disclosures [Abstract] | |||||||||||||||||
Product Warranty Disclosure [Text Block] | (10) Warranty Obligations | ||||||||||||||||
The Company records a provision in cost of sales for estimated warranty obligations at the date products are sold. Adjustments are made as new information becomes available. The following provides a reconciliation of changes in the Company’s warranty reserve. The Company provides no other guarantees. | |||||||||||||||||
Three Month Periods Ended | Nine Month Periods Ended | ||||||||||||||||
December 27, | December 28, | December 27, | December 28, | ||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Balance at beginning of period | $ | 73 | $ | 80 | $ | 61 | $ | 114 | |||||||||
Provision, net | 29 | 6 | 56 | (3 | ) | ||||||||||||
Warranty costs incurred | (24 | ) | (17 | ) | (39 | ) | (42 | ) | |||||||||
Balance at end of period | $ | 78 | $ | 69 | $ | 78 | $ | 69 | |||||||||
Note_11_Restructuring
Note 11 - Restructuring | 9 Months Ended |
Dec. 27, 2014 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities Disclosure [Text Block] | (11) Restructuring |
The Company took steps to reduce expenses and personnel by combining its operations in Santa Rosa into its San Ramon facility. This physical move was completed on May 31, 2013. Certain employee retention agreements were extended through December 2013. Substantially all of the restructuring costs were for the Microsource reportable segment. As of March 29, 2014 the Company had expensed $780,000 related to these restructuring costs, of which $36,000 was recorded in the third quarter of fiscal 2014 and $360,000 for the nine months ended December 28, 2013. There were no restructuring costs during the first nine months of fiscal 2015 and the Company does not anticipate any additional restructuring costs. |
Note_12_Fair_Value_of_Financia
Note 12 - Fair Value of Financial Instruments | 9 Months Ended |
Dec. 27, 2014 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | (12) Fair Value of Financial Instruments |
Fair Value of Financial Instruments and Fair Value Measurements The Company’s financial instruments consist principally of cash and cash-equivalents, line of credit, term loan, warrant debt and warrant derivative liability. The fair value of a financial instrument is the amount at which the instrument could be exchanged in an orderly transaction between market participants to sell the asset or transfer the liability. The Company uses fair value measurements based on quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity can access as of the measurement date (Level 1), significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data (Level 2), or significant unobservable inputs reflect a company’s own assumptions about the assumptions that market participants would use in pricing an asset or liability (Level 3), depending on the nature of the item being valued. | |
The carrying amounts of the Company’s cash and cash-equivalents and line of credit approximate their fair values at each balance sheet date due to the short-term maturity of these financial instruments. The fair values of term loan and warrant debt are based on the present value of expected future cash flows and assumptions about current interest rates and the creditworthiness of the Company (Level 3), and at December 27, 2014 and March 29, 2014 resulted in the carrying amounts approximating fair values due to the fact that the agreements were entered into near the balance sheet dates and in management’s opinion there were no significant changes to the credit risk of the instruments since they were issued, nor were there significant changes in interest rates or other market factors. The estimated fair value of the bifurcated conversion feature represented by the warrant derivative liability which is measured at fair value on a recurring basis is based on a Black Scholes option pricing model with assumptions for stock price, exercise price, volatility, expected term, risk free interest rate and dividend yield similar to those described previously for share-based compensation which were generally observable (Level 2). The Company had no assets or liabilities measured at fair value on a non-recurring basis, nor were there any transfers between Level 1 and Level 2 of the fair value hierarchy. |
Note_13_Line_of_Credit
Note 13 - Line of Credit | 9 Months Ended |
Dec. 27, 2014 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | (13) Line of Credit |
On June 11, 2013 the Company entered into an amendment to the Second Amended Credit Facility (the “New Amended Credit Facility”) with Silicon Valley Bank. The New Amended Credit Facility amended the Second Amended Credit Facility by expanding the definition of eligible accounts, increasing the maximum limit, and extending the maturity date. The New Amended Credit Facility, which expires on April 15, 2015, is secured by all assets of the Company and provides for a borrowing capacity equal to 80% of eligible accounts receivable (70% of eligible foreign accounts receivable) on an aggregate basis, up to a maximum of $3.0 million, provided the Company maintains borrowing base eligibility, that is, a minimum of $750,000 of cash in excess of its line of credit liability. | |
The New Amended Credit Facility contains a collateral handling fee of one-tenth of one percent (0.10%) on outstanding financed receivables for each calendar month based upon a 360 day year. When the Company is borrowing base eligible, the collateral handling fee is not applicable. Interest accrues on the average outstanding borrowings at a floating per annum rate equal to the greater of the Prime Rate plus two percent (2.00%) or six percent (6.00%). When the Company is borrowing base eligible, any borrowings under the New Amended Credit Facility can be repaid and such repaid amounts re-borrowed until the maturity date. When the Company is not borrowing base eligible, advances are made on the New Amended Credit facility on individual accounts receivable and the Company is required to instruct its customers to remit payments to a lockbox at the Bank and when the Company is not borrowing base eligible, such payments are applied by the Bank to the line of credit to the extent monies were advanced to the Company based on such specific accounts receivable. As of December 27, 2014, the Company was not borrowing base eligible and had outstanding borrowings of $1.6 million which have been classified as a current liability since the New Amended Credit Facility expires in less than twelve months. | |
As of March 29, 2014, the Company was not borrowing base eligible and, as a result, the Company’s outstanding borrowings under the New Amended Credit Facility of $1.2 million was classified as a current liability. | |
As of December 27, 2014 the borrowing of $1.6 million approached the maximum borrowing capacity under the Line of Credit. No material additional amounts were available to draw at December 27, 2014 or March 29, 2014. The Bank may terminate or suspend advances under the line of credit if the Bank determines there has been a material adverse change in the Company’s general affairs, financial forecasts or general ability to repay. |
Note_14_Term_Loan_Revolving_Li
Note 14 - Term Loan, Revolving Line of Credit and Warrants | 9 Months Ended |
Dec. 27, 2014 | |
Disclosure Text Block [Abstract] | |
Long-term Debt [Text Block] | (14) Term Loan, Revolving Line of Credit and Warrants |
On March 13, 2014 the Company entered into a three year, $2.0 million term loan agreement with PFG (the “PFG Loan”) under which the Company received $1.0 million on March 14, 2014 (the “First Draw”). Pursuant to the agreement, the Company had the ability to borrow an additional $1.0 million following the Company’s achievement of certain performance milestones which included achieving $7.5 million in net sales during the first half of fiscal 2015 and two consecutive quarters of net income greater than zero during fiscal 2015. | |
On June 16, 2014, the Company amended its loan agreement with PFG (the “Amendment”). Under the terms of the Amendment, PFG made a revolving credit line available to Giga-tronics in the amount of $500,000, and the Company borrowed the entire amount on June 17, 2014. The revolving line has a thirty-three month term. The Amendment reduced the future amount potentially available for the Company to borrow under the PFG Loan agreement from $1.0 million to $500,000. During the period ended December 27, 2014, the Company repaid $99,000 in principal to PFG. As of December 27, 2014, the Company had total debt outstanding of $1.4 million with PFG. | |
Interest on the initial $1.0 million term loan is fixed at 9.75% per annum and required monthly interest only payments during the first six months of the agreement followed by monthly principal and interest payments over the remaining thirty months. The Company may prepay the loan at any time prior to maturity by paying all future scheduled principal and unearned interest payments. | |
Interest on the $500,000 revolving line is fixed, calculated on a daily basis at a rate of 12.50% per annum. The Company may prepay the loan at any time prior to the March 13, 2017 maturity date without a penalty. Beginning in October 2014, PFG has the right to convert the $500,000 revolving loan into a term loan and require principal payments to be amortized over the remaining loan term. No payments were made in the period ended December 27, 2014. | |
The PFG Loan is secured by all of the assets of the Company under a lien that is junior to the SVB lien described in Note 13, and limits borrowing under the SVB credit line to $3.0 million. The Company paid a loan fee of $30,000 for the First Draw, $15,000 for the Amendment, and will pay $5,000 if the final $500,000 is drawn. The loan fees paid are recorded as prepaid expenses and amortized to interest expense over the remaining term of the PFG amended loan agreement. | |
The amended loan agreement contains financial covenants associated with the Company achieving minimum quarterly net sales and maintaining a minimum monthly shareholders’ equity. In the event of default by the Company, all or any part of the Company’s obligation to PFG could become immediately due. The lender can accelerate the maturity of the loan in case of a default. As of December 27, 2014, the Company was in compliance with the financial covenants. | |
The loan agreement also provided for the issuance of warrants convertible into 300,000 shares of the Company’s common stock, of which 180,000 were exercisable upon receipt of the initial $1.0 million from the First Draw, 80,000 became exercisable with the Amendment, and 40,000 would become exercisable if the remaining $500,000 is funded. Each warrant issued under the loan agreement has a term of five years from the First Draw and an exercise price of $1.42 which is equal to the average NASDAQ closing price of the Company’s common stock for the ten trading days prior to the First Draw. The number of shares exercisable under each of the aforementioned warrant agreements is subject to downward adjustment from 180,000 to 155,000, 80,000 to 67,500 and 40,000 to 27,500, respectively, if the Company achieves net sales of at least $18.0 million and net income of at least $1.0 million in fiscal 2015. | |
If the warrants are not exercised before expiration on March 13, 2019, the Company would be required to pay PFG $150,000 and $67,000 as settlement for warrants associated with the First Draw and the Amendment, respectively together with $33,000 assuming the Company borrowed the remaining $500,000 and the associated warrants to be issued in connection therewith were not exercised by PFG. The warrants could be settled for cash at an earlier date in the event of any acquisition or other change in control of the Company, future public issuance of Company securities or liquidation (or substantially similar event) of the Company. The Company currently has no plans for any of the aforementioned events, and as a result, the cash payment date is estimated to be the expiration date unless warrants are exercised before then. Due to the fixed payment amount on the expiration date, the warrant structure is in substance a debt arrangement (the “Warrant Debt”) with a zero interest rate, a fixed maturity date and a feature that makes the debt convertible to common stock. The conversion feature is an embedded derivative and due to the downward adjustment feature based on performance criteria is not considered indexed solely to the Company’s stock. Thus, for accounting purposes, the conversion feature is bifurcated and accounted for separately from the host debt instrument as a derivative liability measured at fair value which resulted in an initial carrying value of $128,000 for the derivative liability associated with the warrants issued in connection with the First Draw and an initial carrying value of $123,000 for the derivative liability associated with the warrants issued in connection with the Amendment. As of December 27, 2014, the estimated fair values of the derivative liabilities associated with the warrants issued in connection with the First Draw and Amendment were $165,000 and $70,000, respectively, for a combined value of $235,000. As of September 27, 2014, the estimated fair values of the derivative liabilities associated with the warrants issued in connection with the First Draw and Amendment were $235,000 and $106,000, respectively, for a combined value of $341,000. The change in the fair value of the derivative liabilities since September 27, 2014 totaled $107,000 and is reported in earnings as gain on adjustment of derivative liability to fair value for the three months ended December 27, 2014. The change in the fair value of the derivative liabilities since their respective dates of issuance totaled $16,000 and is reported in earnings as gain on adjustment of derivative liability to fair value. | |
The proceeds from the initial $1.0 million First Draw were allocated between the PFG Loan and the Warrant Debt (inclusive of its conversion feature) based on their relative fair values on the date of issuance which resulted in initial carrying values of $822,000 and $178,000, respectively. The conversion feature was bifurcated from the Warrant Debt and recorded at its $128,000 estimated fair value resulting in a remaining carrying value of $50,000 associated with the Warrant Debt. The resulting discounts of $178,000 on the PFG Loan and $100,000 on the Warrant Debt are being accreted to interest expense under the effective interest method over the three-year term of the PFG Debt and the five-year term of the Warrant Debt. Accretion expense for the three and nine months ended December 27, 2014 was $26,000 and $59,000, respectively. | |
The proceeds from the $500,000 credit line issued in connection with the Amendment were allocated between the PFG Loan and the Warrant Debt (inclusive of its conversion feature) based on their relative fair values on the date of issuance which resulted in initial carrying values of $365,000 and $135,000, respectively. The conversion feature was bifurcated from the Warrant Debt and recorded at its $123,000 estimated fair value resulting in a remaining carrying value of $12,000 associated with the Warrant Debt. The resulting discounts of $135,000 on the PFG Loan and $55,000 on the Warrant Debt will be accreted to interest expense under the effective interest method over the thirty-three month remaining term of the PFG Loan and the fifty-seven month remaining term of the Warrant Debt. Accretion expense for the three and nine months ended December 27, 2014 was $19,000 and $56,000 respectively. |
Note_15_Series_B_C_D_Convertib
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants | 9 Months Ended | ||||||||||||||||
Dec. 27, 2014 | |||||||||||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||||||||||
Preferred Stock [Text Block] | (15) Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants | ||||||||||||||||
On November 10, 2011, the Company received $2,199,000 in cash proceeds from Alara Capital AVI II, LLC, a Delaware limited liability company (the “Investor”), an investment vehicle sponsored by Active Value Investors, LLC, under a Securities Purchase Agreement entered into on October 31, 2011. Under the terms of the Securities Purchase Agreement, the Company issued 9,997 shares of its Series B Convertible Voting Perpetual Preferred Stock (“Series B Preferred Stock”) to the Investor at a price of $220 per share. The Company has recorded $2.0 million as Series B Preferred Stock on the consolidated balance sheet. This amount is net of stock offering costs of approximately $202,000 and represents the value attributable to both the convertible preferred stock and warrants issued to the Investor. After considering the value of the warrants, the effective conversion price of the preferred stock was greater than the common stock price on date of issue and therefore no beneficial conversion feature was present. | |||||||||||||||||
On February 19, 2013, the Company entered into a Securities Purchase Agreement (the “SPA”) pursuant to which it agreed to sell 3,424.65 shares of its Series C Convertible Voting Perpetual Preferred Stock (“Series C Preferred Stock”) to the Investor, for aggregate consideration of $500,000, which is approximately $146.00 per share. The Company has recorded $457,000 as Series C Preferred Stock on the consolidated balance sheet, which is net of stock offering costs of approximately $43,000. After considering the reduction in the value of the warrant, the effective conversion price of the preferred stock was greater than the common stock price on the date of issue and therefore no beneficial conversion feature was present. | |||||||||||||||||
On July 8, 2013 the Company received $817,000 in net cash proceeds from the Investor under a Securities Purchase Agreement. The Company sold to the Investor 5,111.86 shares of its Series D Convertible Voting Perpetual Preferred Stock (Series D Preferred Stock) and a warrant to purchase up to 511,186 additional shares of common stock at the price of $1.43 per share. The allocation of the $858,000 in gross proceeds from issuance of Series D Preferred Stock based on the relative fair values resulted in an allocation of $498,000 (which was recorded net of $41,000 of issuance costs) to Series D Preferred Stock and $360,000 to Common Stock. In addition, because the effective conversion rate based on the $498,000 allocated to Series D Preferred Stock was $0.97 per common share which was less than the Company’s stock price on the date of issuance, a beneficial conversion feature was present at the issuance date. The beneficial conversion feature totaled $238,000 and was recorded as a reduction of common stock and an increase to accumulated deficit. | |||||||||||||||||
Each share of Series B, Series C and Series D Preferred Stock is convertible into one share of the Company’s common stock. The investor also holds warrants to purchase 1,017,405 shares at an exercise price of $1.43 per share. | |||||||||||||||||
The table below presents information for the periods ended December 27, 2014 and March 29, 2014 | |||||||||||||||||
Preferred Stock | |||||||||||||||||
As of December 27, 2014 and March 29,2014 | |||||||||||||||||
Liquidation | |||||||||||||||||
Designated | Shares | Shares | Preference | ||||||||||||||
Shares | Issued | Outstanding | (in thousands) | ||||||||||||||
Series B | 10,000.00 | 9,997.00 | 9,997.00 | $ | 2,309 | ||||||||||||
Series C | 3,500.00 | 3,424.65 | 3,424.65 | 500 | |||||||||||||
Series D | 6,000.00 | 5,111.86 | 5,111.86 | 731 | |||||||||||||
Total | 19,500.00 | 18,533.51 | 18,533.51 | $ | 3,540 | ||||||||||||
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 9 Months Ended | ||
Dec. 27, 2014 | |||
Accounting Policies [Abstract] | |||
Consolidation, Policy [Policy Text Block] | The condensed consolidated financial statements included herein have been prepared by Giga-tronics Incorporated (the “Company”), pursuant to the rules and regulations of the Securities and Exchange Commission. The consolidated results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the fiscal year. In the opinion of management, the information contained herein reflects all adjustments (consisting of normal recurring entries) necessary to make the consolidated results of operations for the interim periods a fair statement of such operations. For further information, refer to the consolidated financial statements and footnotes thereto, included in the Annual Report on Form 10-K, filed with the Securities and Exchange Commission for the year ended March 29, 2014. | ||
Fiscal Period, Policy [Policy Text Block] | Fiscal Year The Company’s financial reporting year consists of either a 52 week or 53 week period ending on the last Saturday of the month of March. Fiscal year 2015, ending on March 28, 2015 is a 52 week year, and fiscal year 2014, ended on March 29, 2014 was a 52 week year. Quarterly periods within each such fiscal year are in most cases 13 weeks as opposed to three calendar months. All references to three or nine month periods, and years in the consolidated financial statements relate to fiscal periods or years rather than three or nine month calendar quarters or calendar years. | ||
Derivatives, Policy [Policy Text Block] | Derivatives The Company accounts for free standing derivatives and embedded derivatives required to be bifurcated and accounted for on a stand-alone basis at estimated fair value. Changes in fair value are reported in earnings as gain or loss on adjustment of derivative liability to fair value. | ||
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Standards In April 2014, the Financial Accounting Standards Board (FASB) issued an accounting standard update that changes the criteria for reporting discontinued operations. Under the accounting standard update, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has, or will have, a major effect on an entity’s operations and financial results when either it qualifies as held for sale, disposed of by sale, or disposed of other than by sale. This accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2016. The Company is currently evaluating the impact of this accounting standard update on its Consolidated Financial Statements. | ||
In May 2014, the FASB amended the accounting standards by creating a new Topic 606 which is in response to a joint initiative of the FASB and the International Accounting Standards Board to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. generally accepted accounting principles and international financial reporting standards that would: | |||
1 | Remove inconsistencies and weaknesses in revenue requirements. | ||
2 | Provide a more robust framework for addressing revenue issues. | ||
3 | Improve comparability of revenue recognition practices across entities, industries, jurisdictions and capital markets. | ||
4 | Provide more useful information to users of financial statements through improved disclosure requirements. | ||
5 | Simplify the preparation of financial statements by reducing the number of requirements to which an entity must refer. | ||
For a public entity, the amendments in this Update are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. The Company is currently evaluating the impact this new accounting standard will have on its financial statements. | |||
In June 2014, the FASB amended ASC 718, Share Based Compensation, to require that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. For all entities, the amendments in this update are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Company is currently evaluating the impact this accounting standard update may have on its financial statements. | |||
In August 2014, the FASB issued ASU 2014-15 which provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. The new 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. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The ASU applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact this accounting standard update may have on its financial statements. |
Note_4_Inventories_Tables
Note 4 - Inventories (Tables) | 9 Months Ended | ||||||||
Dec. 27, 2014 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Schedule of Inventory, Current [Table Text Block] | (In thousands) | 27-Dec-14 | 29-Mar-14 | ||||||
Raw materials | $ | 1,674 | $ | 1,501 | |||||
Work-in-progress | 1,456 | 1,400 | |||||||
Finished goods | 73 | 353 | |||||||
Demonstration inventory | 72 | 67 | |||||||
Total | $ | 3,275 | $ | 3,321 |
Note_6_EarningsLoss_Per_Share_
Note 6 - Earnings/Loss Per Share (Tables) | 9 Months Ended | ||||||||||||||||
Dec. 27, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Month Periods Ended | Nine Month Periods Ended | |||||||||||||||
December 27, | December 28, | December 27, | December 28, | ||||||||||||||
(In thousands except per share data) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Net income/(loss) as reported | $ | 67 | $ | (718 | ) | $ | (283 | ) | $ | (2,476 | ) | ||||||
Net income/(loss) attributable to participating securities | (18 | ) | — | — | — | ||||||||||||
Net income/(loss) attributable to common shareholders | $ | 49 | $ | (718 | ) | $ | (283 | ) | $ | (2,476 | ) | ||||||
Weighted average: | |||||||||||||||||
Common shares outstanding | 5,208 | 5,060 | 5,166 | 5,057 | |||||||||||||
Potential common shares | 255 | — | — | — | |||||||||||||
Common shares assuming dilution | 5,463 | 5,060 | 5,166 | 5,057 | |||||||||||||
Net earnings/(loss) per common share – basic | $ | 0.01 | $ | (0.14 | ) | $ | (0.05 | ) | $ | (0.49 | ) | ||||||
Net earnings/(loss) per common share - diluted | $ | 0.01 | $ | (0.14 | ) | $ | (0.05 | ) | $ | (0.49 | ) | ||||||
Stock options not included in computation that could potentially dilute EPS in the future | 1,376 | 1,751 | 1,759 | 1,751 | |||||||||||||
Restricted stock awards not included in computation that could potentially dilute EPS in the future | 187 | 122 | 237 | 122 | |||||||||||||
Convertible preferred stock not included in computation that could potentially dilute EPS in the future | — | 1,853 | 1,853 | 1,853 | |||||||||||||
Warrants not included in computation that could potentially dilute EPS in the future | — | 1,017 | 1,277 | 1,017 |
Note_7_Sharebased_Compensation1
Note 7 - Share-based Compensation (Tables) | 9 Months Ended | ||||||||||||||||
Dec. 27, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Three Month Periods Ended | Nine Month Periods Ended | |||||||||||||||
December 27, | December 28, | December 27, | December 28, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Dividend yield | — | — | — | — | |||||||||||||
Expected volatility | 93.03 | % | 88.38 | % | 91.68 | % | 86.33 | % | |||||||||
Risk-free interest rate | 1.62 | % | 1.37 | % | 1.65 | % | 1.02 | % | |||||||||
Expected term (years) | 8.36 | 8.36 | 8.36 | 7.91 | |||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Weighted | Weighted Average | Aggregate | ||||||||||||||
Average | Remaining Contractual | Intrinsic | |||||||||||||||
Shares | Exercise Price | Terms (Years) | Value | ||||||||||||||
Outstanding at March 30, 2013 | 1,556,250 | $ | 1.62 | 6.8 | $ | 252 | |||||||||||
Granted | 430,750 | 1.32 | |||||||||||||||
Exercised | — | — | |||||||||||||||
Forfeited / Expired | 248,250 | 1.72 | |||||||||||||||
Outstanding at March 29, 2014 | 1,738,750 | $ | 1.53 | 6.8 | $ | 113 | |||||||||||
Granted | 264,500 | $ | 2.04 | ||||||||||||||
Exercised | 76,500 | $ | 1.89 | ||||||||||||||
Forfeited / Expired | 167,900 | $ | 1.72 | ||||||||||||||
Outstanding at December 27, 2014 | 1,758,850 | $ | 1.58 | 6.9 | $ | 217 | |||||||||||
Exercisable at December 27, 2014 | 626,475 | $ | 1.67 | 5.9 | $ | 57 | |||||||||||
At December 27, 2014, expected to vest in the future | 778,448 | $ | 1.53 | 7.5 | $ | 106 | |||||||||||
Schedule of Share-based Compensation, Restricted Stock Units Award Activity [Table Text Block] | Weighted | ||||||||||||||||
Average Grant | |||||||||||||||||
Shares | Date Fair Value | ||||||||||||||||
Non-vested at March 30, 2013 | 50,000 | $ | 1.18 | ||||||||||||||
Granted | 101,500 | 1.53 | |||||||||||||||
Vested | 30,000 | 1.53 | |||||||||||||||
Forfeited or cancelled | — | — | |||||||||||||||
Non-vested at March 29, 2014 | 121,500 | $ | 1.39 | ||||||||||||||
Granted | 187,000 | 2.47 | |||||||||||||||
Vested | 71,500 | 1.53 | |||||||||||||||
Forfeited or cancelled | — | — | |||||||||||||||
Non-vested at December 27, 2014 | 237,000 | $ | 2.2 |
Note_8_Significant_Customer_an1
Note 8 - Significant Customer and Industry Segment Information (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Dec. 27, 2014 | |||||||||||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Month Periods Ended | Three Month Periods Ended | |||||||||||||||||||||||
(In thousands) | At Dec. 27, 2014 | December 27, 2014 | At Dec. 28, 2013 | December 28, 2013 | |||||||||||||||||||||
Net Income | Net Income | ||||||||||||||||||||||||
Total Assets | Net Sales | (Loss) | Total Assets | Net Sales | (Loss) | ||||||||||||||||||||
Giga-tronics Division | $ | 5,431 | $ | 2,021 | $ | (1,266 | ) | $ | 5,341 | $ | 1,539 | $ | (1,209 | ) | |||||||||||
Microsource | 2,876 | 2488 | 1,333 | 1,821 | 1,878 | 491 | |||||||||||||||||||
Total | $ | 8,307 | $ | 4,509 | $ | 67 | $ | 7,162 | $ | 3,417 | $ | (718 | ) | ||||||||||||
Nine Month Periods Ended | Nine Month Periods Ended | ||||||||||||||||||||||||
(In thousands) | At Dec. 27, 2014 | December 27, 2014 | At Dec. 28, 2013 | December 28, 2013 | |||||||||||||||||||||
Net Income | Net Income | ||||||||||||||||||||||||
Total Assets | Net Sales | (Loss) | Assets | Net Sales | (Loss) | ||||||||||||||||||||
Giga-tronics Division | $ | 5,431 | $ | 6,638 | $ | (3,962 | ) | $ | 5,341 | $ | 5,336 | $ | (2,961 | ) | |||||||||||
Microsource | 2,876 | 7,489 | 3,679 | 1,821 | 5,068 | 485 | |||||||||||||||||||
Total | $ | 8,307 | $ | 14,127 | $ | (283 | ) | $ | 7,162 | $ | 10,404 | $ | (2,476 | ) |
Note_10_Warranty_Obligations_T
Note 10 - Warranty Obligations (Tables) | 9 Months Ended | ||||||||||||||||
Dec. 27, 2014 | |||||||||||||||||
Product Warranties Disclosures [Abstract] | |||||||||||||||||
Schedule of Product Warranty Liability [Table Text Block] | Three Month Periods Ended | Nine Month Periods Ended | |||||||||||||||
December 27, | December 28, | December 27, | December 28, | ||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Balance at beginning of period | $ | 73 | $ | 80 | $ | 61 | $ | 114 | |||||||||
Provision, net | 29 | 6 | 56 | (3 | ) | ||||||||||||
Warranty costs incurred | (24 | ) | (17 | ) | (39 | ) | (42 | ) | |||||||||
Balance at end of period | $ | 78 | $ | 69 | $ | 78 | $ | 69 |
Note_15_Series_B_C_D_Convertib1
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Tables) | 9 Months Ended | ||||||||||||||||
Dec. 27, 2014 | |||||||||||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||||||||||
Schedule of Stock by Class [Table Text Block] | Liquidation | ||||||||||||||||
Designated | Shares | Shares | Preference | ||||||||||||||
Shares | Issued | Outstanding | (in thousands) | ||||||||||||||
Series B | 10,000.00 | 9,997.00 | 9,997.00 | $ | 2,309 | ||||||||||||
Series C | 3,500.00 | 3,424.65 | 3,424.65 | 500 | |||||||||||||
Series D | 6,000.00 | 5,111.86 | 5,111.86 | 731 | |||||||||||||
Total | 19,500.00 | 18,533.51 | 18,533.51 | $ | 3,540 |
Note_2_Going_Concern_and_Manag1
Note 2 - Going Concern and Management's Plan (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | |||||
Mar. 13, 2014 | Dec. 27, 2014 | Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 | Mar. 29, 2014 | Mar. 14, 2014 | Jun. 17, 2014 | Jun. 28, 2014 | Jun. 16, 2014 | |
Note 2 - Going Concern and Management's Plan (Details) [Line Items] | ||||||||||
Net Income (Loss) Attributable to Parent | $67,000 | ($718,000) | ($283,000) | ($2,476,000) | ($3,742,000) | |||||
Retained Earnings (Accumulated Deficit) | -18,541,000 | -18,541,000 | -18,258,000 | |||||||
Proceeds from Lines of Credit | 8,125,000 | 136,000 | ||||||||
Debt Instrument, Term | 3 years | |||||||||
Proceeds from Issuance of Debt | 500,000 | |||||||||
Unbilled Receivables, Not Billable, Amount Expected to be Collected in Remainder of Fiscal Year | 6,200,000 | |||||||||
Unbilled Receivables, Not Billable, Amount Expected to be Collected in Next Twelve Months | 2,400,000 | |||||||||
Advance Payment Arrangements | 1,400,000 | 1,300,000 | ||||||||
Scenario, Forecast [Member] | Microsource [Member] | New Order [Member] | ||||||||||
Note 2 - Going Concern and Management's Plan (Details) [Line Items] | ||||||||||
Unbilled Receivables, Not Billable, Amount Expected to be Collected after Next Twelve Months | 10,000,000 | 10,000,000 | ||||||||
Microsource [Member] | ||||||||||
Note 2 - Going Concern and Management's Plan (Details) [Line Items] | ||||||||||
Net Income (Loss) Attributable to Parent | 1,333,000 | 491,000 | 3,679,000 | 485,000 | ||||||
PFG Loan [Member] | ||||||||||
Note 2 - Going Concern and Management's Plan (Details) [Line Items] | ||||||||||
Debt Instrument, Term | 3 years | |||||||||
Proceeds from Issuance of Debt | 1,000,000 | 1,000,000 | ||||||||
Revolving Credit Facility [Member] | Partners For Growth IV, L.P. [Member] | ||||||||||
Note 2 - Going Concern and Management's Plan (Details) [Line Items] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 500,000 | |||||||||
Proceeds from Lines of Credit | 500,000 | 500,000 | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Additional | 500,000 | |||||||||
Silicon Valley Bank [Member] | ||||||||||
Note 2 - Going Concern and Management's Plan (Details) [Line Items] | ||||||||||
Long-term Line of Credit | 1,600,000 | 1,600,000 | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $3,000,000 | $3,000,000 |
Note_3_Revenue_Recognition_Det
Note 3 - Revenue Recognition (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Dec. 27, 2014 | Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 | |
Note 3 - Revenue Recognition (Details) [Line Items] | ||||
Revenue Recognition, Milestone Method, Revenue Recognized | $1,600,000 | $89,000 | $4,500,000 | $397,000 |
Minimum [Member] | ||||
Note 3 - Revenue Recognition (Details) [Line Items] | ||||
Warranty Term | 12 months | |||
Maximum [Member] | ||||
Note 3 - Revenue Recognition (Details) [Line Items] | ||||
Warranty Term | 18 months |
Note_4_Inventories_Details_Inv
Note 4 - Inventories (Details) - Inventories (USD $) | Dec. 27, 2014 | Mar. 29, 2014 |
In Thousands, unless otherwise specified | ||
Inventories [Abstract] | ||
Raw materials | $1,674 | $1,501 |
Work-in-progress | 1,456 | 1,400 |
Finished goods | 73 | 353 |
Demonstration inventory | 72 | 67 |
Total | $3,275 | $3,321 |
Note_5_Gain_on_Sale_of_Product1
Note 5 - Gain on Sale of Product Line (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 1 Months Ended | 0 Months Ended | |||
Dec. 28, 2013 | Jun. 29, 2013 | Dec. 28, 2013 | Mar. 29, 2014 | Apr. 30, 2013 | Dec. 06, 2013 | Dec. 31, 2013 | Mar. 18, 2013 | |
Note 5 - Gain on Sale of Product Line (Details) [Line Items] | ||||||||
Nontrade Receivables, Current | $1,000,000 | |||||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 97,000 | 816,000 | 913,000 | 913,000 | ||||
Contingent Consideration, Hold Back for Contingent Liabilities | -150,000 | |||||||
Proceeds at Closing [Member] | ||||||||
Note 5 - Gain on Sale of Product Line (Details) [Line Items] | ||||||||
Proceeds from Divestiture of Businesses | 800,000 | |||||||
Training Employees [Member] | ||||||||
Note 5 - Gain on Sale of Product Line (Details) [Line Items] | ||||||||
Proceeds from Divestiture of Businesses | 50,000 | |||||||
Other Nonrecurring Expense | 34,000 | |||||||
Inventory [Member] | ||||||||
Note 5 - Gain on Sale of Product Line (Details) [Line Items] | ||||||||
Proceeds from Divestiture of Businesses | 150,000 | |||||||
Revenues | $53,000 |
Note_6_EarningsLoss_Per_Share_1
Note 6 - Earnings/Loss Per Share (Details) - Net Income/Loss and Common Shares Used in Per-share Computations (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Share data in Thousands, except Per Share data, unless otherwise specified | Dec. 27, 2014 | Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 | Mar. 29, 2014 |
Note 6 - Earnings/Loss Per Share (Details) - Net Income/Loss and Common Shares Used in Per-share Computations [Line Items] | |||||
Net income/(loss) as reported (in Dollars) | $67,000 | ($718,000) | ($283,000) | ($2,476,000) | ($3,742,000) |
Net income/(loss) attributable to participating securities (in Dollars) | -18,000 | ||||
Net income/(loss) attributable to common shareholders (in Dollars) | $49,000 | ($718,000) | ($283,000) | ($2,476,000) | |
Common shares outstanding | 5,208 | 5,060 | 5,166 | 5,057 | |
Potential common shares | 255 | ||||
Common shares assuming dilution | 5,463 | 5,060 | 5,166 | 5,057 | |
Net earnings/(loss) per common share – basic (in Dollars per share) | $0.01 | ($0.14) | ($0.05) | ($0.49) | |
Net earnings/(loss) per common share - diluted (in Dollars per share) | $0.01 | ($0.14) | ($0.05) | ($0.49) | |
Equity Option [Member] | |||||
Note 6 - Earnings/Loss Per Share (Details) - Net Income/Loss and Common Shares Used in Per-share Computations [Line Items] | |||||
Anti-diluted securities excluded from computation of earning per share | 1,376 | 1,751 | 1,759 | 1,751 | |
Restricted Stock [Member] | |||||
Note 6 - Earnings/Loss Per Share (Details) - Net Income/Loss and Common Shares Used in Per-share Computations [Line Items] | |||||
Anti-diluted securities excluded from computation of earning per share | 187 | 122 | 237 | 122 | |
Convertible Debt Securities [Member] | |||||
Note 6 - Earnings/Loss Per Share (Details) - Net Income/Loss and Common Shares Used in Per-share Computations [Line Items] | |||||
Anti-diluted securities excluded from computation of earning per share | 1,853 | 1,853 | 1,853 | ||
Warrant [Member] | |||||
Note 6 - Earnings/Loss Per Share (Details) - Net Income/Loss and Common Shares Used in Per-share Computations [Line Items] | |||||
Anti-diluted securities excluded from computation of earning per share | 1,017 | 1,277 | 1,017 |
Note_7_Sharebased_Compensation2
Note 7 - Share-based Compensation (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Dec. 27, 2014 | Jun. 28, 2014 | Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 | Mar. 29, 2014 | |
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Percent of Fair Market Value of Common Stock at Date of Grant | 100.00% | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 187,000 | 101,500 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 475,650 | 475,650 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 35,000 | 35,000 | 264,500 | 430,750 | 430,750 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $1.23 | $1.05 | $1.68 | $1.09 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized (in Dollars) | $765,000 | $765,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 36 days | |||||
Share-based Compensation Arrangement by Share-based Payment Award Options Vested Number | 71,750 | 74,050 | 231,150 | 241,025 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value (in Dollars) | 97,000 | 100,000 | 280,000 | 303,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 0 | 0 | 76,500 | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $2.47 | $1.53 | ||||
Options Granted to Employees [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award Expiration | 10 years | |||||
Stock Appreciation Rights (SARs) [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 0 | |||||
Outstanding Options [Member] | Minimum [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award Expiration | 5 years | |||||
Outstanding Options [Member] | Maximum [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award Expiration | 10 years | |||||
Performance-based Options [Member] | New Employee [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 100,000 | |||||
Allocated Share-based Compensation Expense (in Dollars) | 10,000 | 0 | 0 | |||
Aggregate Share-based Compensation (in Dollars) | 39,000 | |||||
Employee Stock Option [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Allocated Share-based Compensation Expense (in Dollars) | 103,000 | 36,000 | 280,000 | 316,000 | ||
Accelerated in Connection with Termination Agreement [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Allocated Share-based Compensation Expense (in Dollars) | 38,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award Options Vested Number | 40,000 | |||||
Restricted Stock [Member] | Director [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 71,500 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $1.53 | |||||
Restricted Stock [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 187,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $2.47 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 6 months | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options (in Dollars) | 262,000 | 262,000 | ||||
Restricted Stock, Employee Severance [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 30,000 | |||||
Restricted and Unrestricted Stock [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Allocated Share-based Compensation Expense (in Dollars) | 131,000 | 31,000 | 265,000 | 79,000 | ||
Performance Shares [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Allocated Share-based Compensation Expense (in Dollars) | $16,000 | $32,000 | ||||
Minimum [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||||
Maximum [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||||
Director [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 25,000 | 0 | ||||
2000 Stock Option Plan and 2005 Equity Incentive Plan [Member] | ||||||
Note 7 - Share-based Compensation (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 2,250,000 | 2,250,000 |
Note_7_Sharebased_Compensation3
Note 7 - Share-based Compensation (Details) - Weighted Average Assumptions | 3 Months Ended | 9 Months Ended | ||
Dec. 27, 2014 | Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 | |
Weighted Average Assumptions [Abstract] | ||||
Dividend yield | ||||
Expected volatility | 93.03% | 88.38% | 91.68% | 86.33% |
Risk-free interest rate | 1.62% | 1.37% | 1.65% | 1.02% |
Expected term (years) | 8 years 131 days | 8 years 131 days | 8 years 131 days | 7 years 332 days |
Note_7_Sharebased_Compensation4
Note 7 - Share-based Compensation (Details) - Changes in Stock Options Outstanding (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Dec. 27, 2014 | Jun. 28, 2014 | Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 | Mar. 29, 2014 | Mar. 30, 2013 |
Changes in Stock Options Outstanding [Abstract] | |||||||
Outstanding, Shares | 1,738,750 | 1,738,750 | 1,556,250 | ||||
Outstanding, Weighted Average Exercise Price | $1.53 | $1.53 | $1.62 | ||||
Outstanding, Weighted Average Remaining Contractual Terms | 6 years 328 days | 6 years 292 days | 6 years 292 days | ||||
Outstanding, Aggregate Intrinsic Value | $113 | $113 | $252 | ||||
Exercisable at December 27, 2014 | 626,475 | 626,475 | |||||
Exercisable at December 27, 2014 | $1.67 | $1.67 | |||||
Exercisable at December 27, 2014 | 5 years 328 days | ||||||
Exercisable at December 27, 2014 | 57 | 57 | |||||
At December 27, 2014, expected to vest in the future | 778,448 | 778,448 | |||||
At December 27, 2014, expected to vest in the future | $1.53 | $1.53 | |||||
At December 27, 2014, expected to vest in the future | 7 years 6 months | ||||||
At December 27, 2014, expected to vest in the future | 106 | 106 | |||||
Granted, Shares | 35,000 | 35,000 | 264,500 | 430,750 | 430,750 | ||
Granted, Weighted Average Exercise Price | $2.04 | $1.32 | |||||
Exercised, Shares | 0 | 0 | 76,500 | 0 | |||
Exercised, Weighted Average Exercise Price | $1.89 | ||||||
Forfeited/expired, Shares | 167,900 | 248,250 | |||||
Forfeited/expired, Weighted Average Exercise Price | $1.72 | $1.72 | |||||
Outstanding, Shares | 1,758,850 | 1,758,850 | 1,738,750 | ||||
Outstanding, Weighted Average Exercise Price | $1.58 | $1.58 | $1.53 | ||||
Outstanding, Weighted Average Remaining Contractual Terms | 6 years 328 days | 6 years 292 days | 6 years 292 days | ||||
Outstanding, Aggregate Intrinsic Value | $217 | $217 | $113 |
Note_7_Sharebased_Compensation5
Note 7 - Share-based Compensation (Details) - Changes in Nonvested Restricted Stock Awards Outstanding (USD $) | 9 Months Ended | 12 Months Ended |
Dec. 27, 2014 | Mar. 29, 2014 | |
Changes in Nonvested Restricted Stock Awards Outstanding [Abstract] | ||
Outstanding, shares | 121,500 | 50,000 |
Outstanding, weighted average fair value | $1.39 | $1.18 |
Granted, shares | 187,000 | 101,500 |
Granted, weighted average fair value | $2.47 | $1.53 |
Vested, shares | 71,500 | 30,000 |
Vested, weighted average fair value | $1.53 | $1.53 |
Outstanding, shares | 237,000 | 121,500 |
Outstanding, weighted average fair value | $2.20 | $1.39 |
Note_8_Significant_Customer_an2
Note 8 - Significant Customer and Industry Segment Information (Details) | 9 Months Ended | 3 Months Ended | 9 Months Ended | |
Dec. 27, 2014 | Dec. 27, 2014 | Dec. 28, 2013 | Dec. 28, 2013 | |
Note 8 - Significant Customer and Industry Segment Information (Details) [Line Items] | ||||
Number of Reportable Segments | 2 | |||
Second Customer [Member] | Gigatronics [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | ||||
Note 8 - Significant Customer and Industry Segment Information (Details) [Line Items] | ||||
Concentration Risk, Percentage | 19.00% | |||
Second Customer [Member] | Microsource [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | ||||
Note 8 - Significant Customer and Industry Segment Information (Details) [Line Items] | ||||
Concentration Risk, Percentage | 16.00% | 20.00% | 14.00% | |
Third Customer [Member] | Microsource [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | ||||
Note 8 - Significant Customer and Industry Segment Information (Details) [Line Items] | ||||
Concentration Risk, Percentage | 18.00% | 15.00% | ||
Gigatronics [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | ||||
Note 8 - Significant Customer and Industry Segment Information (Details) [Line Items] | ||||
Concentration Risk, Percentage | 36.00% | |||
Microsource [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | ||||
Note 8 - Significant Customer and Industry Segment Information (Details) [Line Items] | ||||
Concentration Risk, Percentage | 32.00% | 41.00% | 43.00% |
Note_8_Significant_Customer_an3
Note 8 - Significant Customer and Industry Segment Information (Details) - Segment Reporting Information (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 27, 2014 | Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 | Mar. 29, 2014 | |
Segment Reporting Information [Line Items] | |||||
Assets | $8,307,000 | $7,162,000 | $8,307,000 | $7,162,000 | $7,593,000 |
Net sales | 4,509,000 | 3,417,000 | 14,127,000 | 10,404,000 | |
Net income (loss) | 67,000 | -718,000 | -283,000 | -2,476,000 | -3,742,000 |
Gigatronics [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 5,431,000 | 5,341,000 | 5,431,000 | 5,341,000 | |
Net sales | 2,021,000 | 1,539,000 | 6,638,000 | 5,336,000 | |
Net income (loss) | -1,266,000 | -1,209,000 | -3,962,000 | -2,961,000 | |
Microsource [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 2,876,000 | 1,821,000 | 2,876,000 | 1,821,000 | |
Net sales | 2,488,000 | 1,878,000 | 7,489,000 | 5,068,000 | |
Net income (loss) | $1,333,000 | $491,000 | $3,679,000 | $485,000 |
Note_9_Income_Taxes_Details
Note 9 - Income Taxes (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Dec. 27, 2014 | Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 | Jun. 28, 2014 | |
Note 9 - Income Taxes (Details) [Line Items] | |||||
Income Tax Expense (Benefit) | $0 | $0 | $47,000 | $2,000 | |
Unrecognized Tax Benefits | 70,000 | 70,000 | |||
California Franchise Tax Board [Member] | |||||
Note 9 - Income Taxes (Details) [Line Items] | |||||
Unrecognized Tax Benefits | $45,000 |
Note_10_Warranty_Obligations_D
Note 10 - Warranty Obligations (Details) - Reconciliation of Company's Estimated Warranty Obligations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 27, 2014 | Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 |
Reconciliation of Company's Estimated Warranty Obligations [Abstract] | ||||
Balance at beginning of period | $73 | $80 | $61 | $114 |
Provision, net | 29 | 6 | 56 | -3 |
Warranty costs incurred | -24 | -17 | -39 | -42 |
Balance at end of period | $78 | $69 | $78 | $69 |
Note_11_Restructuring_Details
Note 11 - Restructuring (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 28, 2013 | Dec. 27, 2014 | Dec. 28, 2013 | Mar. 29, 2014 | |
Restructuring and Related Activities [Abstract] | ||||
Restructuring Charges | $36,000 | $0 | $360,000 | $780,000 |
Note_13_Line_of_Credit_Details
Note 13 - Line of Credit (Details) (USD $) | 0 Months Ended | ||
Jun. 11, 2013 | Dec. 27, 2014 | Mar. 29, 2014 | |
Note 13 - Line of Credit (Details) [Line Items] | |||
Line of Credit Facility, Collateral Fees, Percent of Outstanding Financed Receivables | 0.10% | ||
Line of Credit, Current | $1,622,000 | $1,165,000 | |
Line of Credit Facility, Remaining Borrowing Capacity | 0 | 0 | |
New Amended Credit Facility [Member] | Foreign Accounts Receivable [Member] | |||
Note 13 - Line of Credit (Details) [Line Items] | |||
Advance Rate | 70.00% | ||
New Amended Credit Facility [Member] | |||
Note 13 - Line of Credit (Details) [Line Items] | |||
Line of Credit Facility, Initiation Date | 11-Jun-13 | ||
Advance Rate | 80.00% | ||
Line of Credit Facility, Maximum Borrowing Capacity | 3,000,000 | ||
Line of Credit Facility, Covenant Terms, Minimum Cash Balance | 750,000 | ||
Line of Credit, Current | $1,600,000 | $1,200,000 | |
Minimum [Member] | |||
Note 13 - Line of Credit (Details) [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||
Maximum [Member] | |||
Note 13 - Line of Credit (Details) [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 6.00% |
Note_14_Term_Loan_Revolving_Li1
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | |||||
Mar. 13, 2014 | Dec. 27, 2014 | Dec. 27, 2014 | Dec. 28, 2013 | Mar. 14, 2014 | Dec. 27, 2014 | Jun. 17, 2014 | Mar. 29, 2014 | Sep. 27, 2014 | Jun. 16, 2014 | Jun. 15, 2014 | |
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Debt Instrument, Term | 3 years | ||||||||||
Proceeds from Issuance of Debt | $500,000 | ||||||||||
Line of Credit Facility, Remaining Borrowing Capacity | 0 | 0 | 0 | 0 | |||||||
Repayments of Debt | 99,000 | ||||||||||
Repayments of Lines of Credit | 7,668,000 | 40,000 | |||||||||
Accretion Expense | 19,000 | ||||||||||
Proceeds from Lines of Credit | 8,125,000 | 136,000 | |||||||||
Common Stock [Member] | Under First Draw [Member] | PFG Loan [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Class of Warrant or Right, Outstanding (in Shares) | 180,000 | ||||||||||
undefined | 155,000 | ||||||||||
Class of Warrant or Right, Exchanged for Cash, Amount | 150,000 | ||||||||||
Common Stock [Member] | Amendment [Member] | PFG Loan [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Class of Warrant or Right, Outstanding (in Shares) | 80,000 | ||||||||||
Class of Warrant or Right, Exchanged for Cash, Amount | 67,000 | ||||||||||
Common Stock [Member] | If Final Draw Occurs [Member] | PFG Loan [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Class of Warrant or Right, Outstanding (in Shares) | 40,000 | ||||||||||
undefined | 27,500 | ||||||||||
Class of Warrant or Right, Exchanged for Cash, Amount | 33,000 | ||||||||||
Common Stock [Member] | PFG Loan [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 300,000 | ||||||||||
Class of Warrant or Right, Term | 5 years | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $1.42 | ||||||||||
Class of Warrant or Right, Exercisable, Adjustment, Net Sales | 18,000,000 | ||||||||||
Class of Warrant or Right, Exercisable, Adjustment, Net Income | 1,000,000 | ||||||||||
Amendment [Member] | Under Second Draw [Member] | PFG Loan [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
undefined | 67,500 | ||||||||||
Achievement of Performance Milestones First Half of Fiscal 2015 [Member] | PFG Loan [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Line of Credit Facility, Remaining Borrowing Capacity | 1,000,000 | ||||||||||
Debt Instrument Performance Milestone Net Sales | 7,500,000 | ||||||||||
Under First Draw [Member] | PFG Loan [Member] | Prepaid Expenses and Other Current Assets [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Debt Issuance Cost | 30,000 | ||||||||||
Under First Draw [Member] | PFG Loan [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Long-term Debt, Gross | 822,000 | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 128,000 | ||||||||||
Debt Instrument, Unamortized Discount | 178,000 | ||||||||||
Under First Draw [Member] | Warrant Debt [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Long-term Debt, Gross | 178,000 | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 50,000 | ||||||||||
Derivative Liability, Fair Value, Gross Liability | 165,000 | 165,000 | 165,000 | 235,000 | |||||||
Debt Instrument, Unamortized Discount | 100,000 | ||||||||||
Under First Draw [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Accretion Expense | 26,000 | 59,000 | |||||||||
Amendment [Member] | PFG Loan [Member] | Prepaid Expenses and Other Current Assets [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Debt Issuance Cost | 15,000 | ||||||||||
Amendment [Member] | PFG Loan [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Long-term Debt, Gross | 365,000 | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 123,000 | ||||||||||
Debt Instrument, Unamortized Discount | 135,000 | ||||||||||
Amendment [Member] | Warrant Debt [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Long-term Debt, Gross | 135,000 | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 12,000 | ||||||||||
Derivative Liability, Fair Value, Gross Liability | 70,000 | 70,000 | 70,000 | 106,000 | |||||||
Debt Instrument, Unamortized Discount | 55,000 | ||||||||||
Accretion Expense | 56,000 | ||||||||||
If Final Draw Occurs [Member] | PFG Loan [Member] | Prepaid Expenses and Other Current Assets [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Debt Issuance Cost | 5,000 | ||||||||||
PFG Loan [Member] | Revolving Credit Facility [Member] | Partners For Growth IV, L.P. [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Line of Credit Facility, Remaining Borrowing Capacity | 500,000 | 1,000,000 | |||||||||
PFG Loan [Member] | Secured Debt [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Long-term Debt, Gross | 1,000,000 | 1,000,000 | 1,000,000 | ||||||||
PFG Loan [Member] | Minimum [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Debt Instrument Performance Milestones Net Income | 0 | ||||||||||
PFG Loan [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Debt Instrument, Term | 3 years | ||||||||||
Debt Instrument, Face Amount | 2,000,000 | ||||||||||
Proceeds from Issuance of Debt | 1,000,000 | 1,000,000 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.75% | 9.75% | 9.75% | ||||||||
Fair Value Adjustment of Warrants | -107,000 | 16,000 | |||||||||
Warrant Debt [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Derivative Liability, Fair Value, Gross Liability | 235,000 | 235,000 | 235,000 | 341,000 | |||||||
Revolving Credit Facility [Member] | Partners For Growth IV, L.P. [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 500,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.50% | 12.50% | 12.50% | ||||||||
Repayments of Lines of Credit | 0 | ||||||||||
Proceeds from Lines of Credit | 500,000 | 500,000 | |||||||||
Partners For Growth IV, L.P. [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Repayments of Debt | 99,000 | ||||||||||
Long-term Debt | 1,400,000 | 1,400,000 | 1,400,000 | ||||||||
Silicon Valley Bank [Member] | |||||||||||
Note 14 - Term Loan, Revolving Line of Credit and Warrants (Details) [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $3,000,000 | $3,000,000 | $3,000,000 |
Note_15_Series_B_C_D_Convertib2
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) (USD $) | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | |
Dec. 28, 2013 | Nov. 10, 2011 | Dec. 27, 2014 | Feb. 19, 2013 | Jul. 08, 2013 | |
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) [Line Items] | |||||
Preferred Stock, Shares Issued (in Shares) | 18,533.51 | ||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $817,000 | ||||
Series B Preferred Stock [Member] | |||||
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) [Line Items] | |||||
Proceeds from Issuance of Preferred Stock, Preference Stock, and Warrants | 2,199,000 | ||||
Preferred Stock, Shares Issued (in Shares) | 9,997 | 9,997 | |||
Sale of Stock, Price Per Share (in Dollars per share) | $220 | ||||
Preferred Stock, Value, Issued | 2,000,000 | ||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | 202,000 | ||||
Series C Preferred Stock [Member] | |||||
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) [Line Items] | |||||
Preferred Stock, Shares Issued (in Shares) | 3,424.65 | 3,424.65 | |||
Sale of Stock, Price Per Share (in Dollars per share) | $146 | ||||
Preferred Stock, Value, Issued | 457,000 | ||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | 43,000 | ||||
Proceeds from Issuance of Preferred Stock and Preference Stock | 500,000 | ||||
Series D Preferred Stock [Member] | SPA [Member] | Unallocated [Member] | |||||
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) [Line Items] | |||||
Proceeds from Issuance of Convertible Preferred Stock | 817,000 | ||||
Series D Preferred Stock [Member] | SPA [Member] | Allocated [Member] | |||||
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) [Line Items] | |||||
Proceeds from Issuance of Convertible Preferred Stock | 498,000 | ||||
Proceeds from Issuance of Common Stock | 360,000 | ||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.97 | ||||
Series D Preferred Stock [Member] | SPA [Member] | |||||
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) [Line Items] | |||||
Debt Issuance Cost | 41,000 | ||||
Series D Preferred Stock [Member] | |||||
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) [Line Items] | |||||
Preferred Stock, Shares Issued (in Shares) | 5,111.86 | 5,111.86 | |||
Proceeds from Issuance of Convertible Preferred Stock | 858,000 | ||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $238,000 | ||||
New Warrant [Member] | |||||
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) [Line Items] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 511,186 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $1.43 | ||||
Alara Capital AVI II, LLC [Member] | |||||
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) [Line Items] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 1,017,405 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $1.43 |
Note_15_Series_B_C_D_Convertib3
Note 15 - Series B, C, D Convertible Voting Perpetual Preferred Stock and Warrants (Details) - Preferred Stock Information (USD $) | Dec. 27, 2014 | Nov. 10, 2011 | Feb. 19, 2013 | Jul. 08, 2013 |
In Thousands, except Share data, unless otherwise specified | ||||
Class of Stock [Line Items] | ||||
Designated Shares | 19,500 | |||
Shares Issued | 18,534 | |||
Shares Outstanding | 18,534 | |||
Liquidation Preference (in Dollars) | $3,540 | |||
Series B Preferred Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Designated Shares | 10,000 | |||
Shares Issued | 9,997 | 9,997 | ||
Shares Outstanding | 9,997 | |||
Liquidation Preference (in Dollars) | 2,309 | |||
Series C Preferred Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Designated Shares | 3,500 | |||
Shares Issued | 3,425 | 3,425 | ||
Shares Outstanding | 3,425 | |||
Liquidation Preference (in Dollars) | 500 | |||
Series D Preferred Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Designated Shares | 6,000 | |||
Shares Issued | 5,112 | 5,112 | ||
Shares Outstanding | 5,112 | |||
Liquidation Preference (in Dollars) | $731 |