Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Apr. 09, 2014 | Aug. 31, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'CalAmp Corp. | ' | ' |
Entity Central Index Key | '0000730255 | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Trading Symbol | 'camp | ' | ' |
Current Fiscal Year End Date | '--02-28 | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 28-Feb-14 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Entity Well-Known Seasoned Issuer | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Public Float | ' | ' | $553,355,000 |
Entity Common Stock, Shares Outstanding | ' | 35,934,742 | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $19,233 | $63,101 |
Short-term marketable securities | 8,500 | ' |
Accounts receivable, less allowance for doubtful accounts of $761 and $461 at February 28, 2014 and 2013, respectively | 36,904 | 19,111 |
Inventories | 14,968 | 13,516 |
Deferred income tax assets | 7,619 | 6,400 |
Prepaid expenses and other current assets | 5,017 | 4,641 |
Total current assets | 92,241 | 106,769 |
Long-term marketable securities | 518 | ' |
Property, equipment and improvements, net of accumulated depreciation and amortization | 4,771 | 2,778 |
Deferred income tax assets, less current portion | 35,131 | 34,616 |
Goodwill | 15,422 | 1,112 |
Other intangible assets, net | 29,131 | 4,603 |
Other assets | 2,051 | 893 |
Total assets | 179,265 | 150,771 |
Current liabilities: | ' | ' |
Current portion of long-term debt | 1,156 | 2,261 |
Accounts payable | 20,508 | 11,871 |
Accrued payroll and employee benefits | 6,594 | 5,298 |
Deferred revenue | 8,251 | 6,410 |
Other current liabilities | 5,609 | 3,109 |
Total current liabilities | 42,118 | 28,949 |
Long-term debt | 702 | 2,434 |
Other non-current liabilities | 3,298 | 1,839 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, $.01 par value; 3,000 shares authorized; no shares issued or outstanding | ' | ' |
Common stock, $.01 par value; 80,000 shares authorized; 35,859 and 35,041 shares issued and outstanding at February 28, 2014 and 2013, respectively | 359 | 350 |
Additional paid-in capital | 206,154 | 202,368 |
Accumulated deficit | -73,301 | -85,104 |
Accumulated other comprehensive loss | -65 | -65 |
Total stockholders' equity | 133,147 | 117,549 |
Total Liabilities and Stockholders' Equity | $179,265 | $150,771 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Allowance for doubtful accounts (in dollars) | $761 | $461 |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, shares authorized | 3,000 | 3,000 |
Preferred stock, shares issued | ' | ' |
Preferred stock, shares outstanding | ' | ' |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 80,000 | 80,000 |
Common stock, shares issued | 35,859 | 35,041 |
Common stock, shares outstanding | 35,859 | 35,041 |
CONSOLIDATED_INCOME_STATEMENTS
CONSOLIDATED INCOME STATEMENTS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
Revenues: | ' | ' | ' |
Products | $195,549 | $163,022 | $126,640 |
Application subscriptions and other services | 40,354 | 17,557 | 12,088 |
Total revenues | 235,903 | 180,579 | 138,728 |
Cost of revenues: | ' | ' | ' |
Products | 139,205 | 113,780 | 90,546 |
Application subscriptions and other services | 16,767 | 9,906 | 6,163 |
Total cost of revenues | 155,972 | 123,686 | 96,709 |
Gross profit | 79,931 | 56,893 | 42,019 |
Operating expenses: | ' | ' | ' |
Research and development | 21,052 | 14,291 | 11,328 |
Selling | 19,837 | 12,725 | 11,060 |
General and administrative | 14,416 | 12,154 | 10,984 |
Intangible asset amortization | 6,283 | 1,743 | 1,277 |
Total operating expenses | 61,588 | 40,913 | 34,649 |
Operating income | 18,343 | 15,980 | 7,370 |
Non-operating expense: | ' | ' | ' |
Interest expense, net | -365 | -487 | -1,261 |
Foreign currency translation account write-off | ' | ' | -801 |
Other expense | -67 | -45 | -29 |
Total non-operating expense | -432 | -532 | -2,091 |
Income before income taxes | 17,911 | 15,448 | 5,279 |
Income tax benefit (provision) | -6,108 | 29,178 | -61 |
Net income | $11,803 | $44,626 | $5,218 |
Earnings per share: | ' | ' | ' |
Basic | $0.34 | $1.54 | $0.19 |
Diluted | $0.33 | $1.49 | $0.18 |
Shares used in computing earnings per share: | ' | ' | ' |
Basic | 34,969 | 28,886 | 27,658 |
Diluted | 36,023 | 29,982 | 28,458 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ' | ' | ' |
Net income | $11,803 | $44,626 | $5,218 |
Other comprehensive income, net of tax: | ' | ' | ' |
Reclassification adjustment for foreign currency loss included in net income | ' | ' | 801 |
Comprehensive income | $11,803 | $44,626 | $6,019 |
CONSOLIDATED_STATEMENT_OF_STOC
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] |
In Thousands, except Share data | |||||
Balances at Feb. 28, 2011 | $17,602 | $281 | $153,135 | ($134,948) | ($866) |
Balances (in shares) at Feb. 28, 2011 | ' | 28,147,000 | ' | ' | ' |
Net income | 5,218 | ' | ' | 5,218 | ' |
Write-off of currency translation account | 801 | ' | ' | ' | 801 |
Stock-based compensation expense | 2,375 | ' | 2,375 | ' | ' |
Issuance of shares for restricted stock awards | ' | 4 | -4 | ' | ' |
Issuance of shares for restricted stock awards (in shares) | ' | 354,000 | ' | ' | ' |
Shares issued on net share settlement of equity awards | -1,035 | 2 | -1,037 | ' | ' |
Shares issued on net share settlement of equity awards (in shares) | ' | 205,000 | ' | ' | ' |
Exercise of stock options | 27 | ' | 27 | ' | ' |
Exercise of stock options (in shares) | ' | 16,000 | ' | ' | ' |
Other | -11 | ' | -11 | ' | ' |
Balances at Feb. 28, 2012 | 24,977 | 287 | 154,485 | -129,730 | -65 |
Balances (in shares) at Feb. 28, 2012 | ' | 28,722,000 | ' | ' | ' |
Balances at Feb. 29, 2012 | ' | ' | ' | ' | ' |
Net income | 44,626 | ' | ' | 44,626 | ' |
Write-off of currency translation account | ' | ' | ' | ' | ' |
Stock-based compensation expense | 2,910 | ' | 2,910 | ' | ' |
Sale of common stock | 44,784 | 52 | 44,732 | ' | ' |
Sale of common stock (in shares) | ' | 5,175,000 | ' | ' | ' |
Issuance of shares for restricted stock awards | ' | 2 | -2 | ' | ' |
Issuance of shares for restricted stock awards (in shares) | ' | 160,000 | ' | ' | ' |
Shares issued on net share settlement of equity awards | -2,560 | 2 | -2,562 | ' | ' |
Shares issued on net share settlement of equity awards (in shares) | ' | 198,000 | ' | ' | ' |
Exercise of stock options and warrants | 2,812 | 7 | 2,805 | ' | ' |
Exercise of stock options and warrants (in shares) | ' | 786,000 | ' | ' | ' |
Balances at Feb. 28, 2013 | 117,549 | 350 | 202,368 | -85,104 | -65 |
Balances (in shares) at Feb. 28, 2013 | ' | 35,041,000 | ' | ' | ' |
Net income | 11,803 | ' | ' | 11,803 | ' |
Write-off of currency translation account | ' | ' | ' | ' | ' |
Stock-based compensation expense | 2,924 | ' | 2,924 | ' | ' |
Issuance of shares for restricted stock awards | ' | 1 | -1 | ' | ' |
Issuance of shares for restricted stock awards (in shares) | ' | 90,000 | ' | ' | ' |
Shares issued on net share settlement of equity awards | -3,057 | 2 | -3,059 | ' | ' |
Shares issued on net share settlement of equity awards (in shares) | ' | 180,000 | ' | ' | ' |
Exercise of stock options | 3,928 | 6 | 3,922 | ' | ' |
Exercise of stock options (in shares) | ' | 548,000 | ' | ' | ' |
Balances at Feb. 28, 2014 | $133,147 | $359 | $206,154 | ($73,301) | ($65) |
Balances (in shares) at Feb. 28, 2014 | ' | 35,859,000 | ' | ' | ' |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' | ' |
Net income | $11,803 | $44,626 | $5,218 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' | ' |
Depreciation and amortization | 8,105 | 2,764 | 2,447 |
Stock-based compensation expense | 2,924 | 2,910 | 2,375 |
Amortization of debt issue costs and discount | 339 | 397 | 747 |
Write-off of currency translation account of foreign subsidiary | ' | ' | 801 |
Deferred tax assets, net | 5,935 | -29,231 | ' |
Other | ' | 14 | 19 |
Changes in operating assets and liabilities: | ' | ' | ' |
Accounts receivable | -11,401 | -4,728 | 2,431 |
Inventories | -1,301 | -3,459 | -167 |
Prepaid expenses and other assets | -594 | -887 | 991 |
Accounts payable | 7,522 | 2,348 | -4,580 |
Accrued liabilities | -1,449 | 1,738 | 1,641 |
Deferred revenue | 933 | 105 | 509 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 22,816 | 16,597 | 12,432 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' | ' |
Purchases of marketable securities | -9,018 | ' | ' |
Capital expenditures | -2,133 | -1,852 | -1,076 |
Acquisitions net of cash acquired | -52,954 | -1,000 | ' |
Collections on note receivable | ' | 462 | 566 |
Other | -71 | -8 | ' |
NET CASH USED IN INVESTING ACTIVITIES | -64,176 | -2,398 | -510 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' | ' |
Net proceeds from public sale of common stock | ' | 44,784 | ' |
Repayments of bank line of credit | ' | ' | -7,489 |
Net proceeds (repayments) of bank term loan | -1,800 | -1,200 | 3,000 |
Payment of acquisition-related note and contingent consideration | -1,579 | -535 | ' |
Repayment of subordinated promissory notes | ' | ' | -5,000 |
Payment of debt issue costs | ' | ' | -65 |
Taxes paid related to net share settlement of vested equity awards | -3,057 | -2,560 | -1,035 |
Proceeds from exercise of stock options and warrants | 3,928 | 2,812 | 27 |
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES | -2,508 | 43,301 | -10,562 |
Net change in cash and cash equivalents | -43,868 | 57,500 | 1,360 |
Cash and cash equivalents at beginning of period | 63,101 | ' | 4,241 |
Cash and cash equivalents at end of period | $19,233 | $63,101 | $5,601 |
DESCRIPTION_OF_BUSINESS_AND_SU
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Feb. 28, 2014 | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ' |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Description of Business | |
CalAmp Corp. ("CalAmp" or the "Company") is a leading provider of wireless communications solutions for a broad array of applications to customers globally. The Company's business activities are organized into its Wireless DataCom and Satellite business segments. | |
Principles of Consolidation | |
The consolidated financial statements include the accounts of the Company (a Delaware corporation) and its subsidiaries, all of which are wholly-owned. All significant intercompany transactions have been eliminated in consolidation. | |
Use of Estimates | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Areas where significant judgments are made include, but are not necessarily limited to, allowance for doubtful accounts, inventory valuation, product warranties, deferred income tax asset valuation allowances, valuation of purchased intangible assets and other long-lived assets, stock-based compensation, and revenue recognition. | |
Fiscal Year | |
The Company uses a 52-53 week fiscal year ending on the Saturday closest to February 28, which for fiscal years 2014, 2013 and 2012 fell on March 1, 2014, March 2, 2013 and February 25, 2012, respectively. In these consolidated financial statements, the fiscal year end for all years is shown as February 28 for clarity of presentation. Fiscal 2014 and 2012 each consisted of 52 weeks, while fiscal year 2013 consisted of 53 weeks. | |
Revenue Recognition | |
The Company recognizes revenue from product sales when persuasive evidence of an arrangement exists, delivery has occurred, the sales price is fixed or determinable and collection of the sales price is reasonably assured. Generally, these criteria are met at the time product is shipped, except for shipments made on the basis of "FOB Destination" terms, in which case title transfers to the customer and the revenue is recorded by the Company when the shipment reaches the customer. Customers generally do not have rights of return except for defective products returned during the warranty period. In the limited number of instances where customers have a right of return period, revenue is not recognized until the expiration of such period. The Company records estimated commitments related to customer incentive programs as reductions of revenues. | |
The Company provides Software as a Service (SaaS) subscriptions for its fleet management and vehicle finance applications in which customers are provided with the ability to wirelessly communicate with monitoring devices installed in vehicles via a software application hosted by the Company. The Company defers the recognition of revenue for the monitoring device products that are sold with application subscriptions because the application services are essential to the functionality of the products, and accordingly, the associated product costs are recorded as deferred costs in the balance sheet. The deferred product revenue and deferred product cost amounts are amortized to application subscriptions revenue and cost of revenue on a straight-line basis over the minimum contractual service periods of one year to three years. Revenues from renewals of data communication services after the initial one year term are recognized as application subscriptions revenue when the services are provided. When customers prepay application subscription renewals, such amounts are recorded as deferred revenues and are recognized over the renewal term. | |
Cash and Cash Equivalents | |
The Company considers all highly liquid investments with remaining maturities at date of purchase of three months or less to be cash equivalents. | |
Concentrations of Risk | |
Cash and cash equivalents are maintained with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions of reputable credit and therefore bear minimal credit risk. | |
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, marketable securities and trade receivables. | |
Because the Company sells into markets dominated by a few large service providers, a significant portion of consolidated revenues and consolidated accounts receivable relate to one customer of the Company's Satellite segment. This customer accounted for 20.7%, 22.1% and 28.3% of consolidated revenues in fiscal 2014, 2013 and 2012, respectively, and 14.6% and 18.4% of consolidated net accounts receivable at February 28, 2014 and 2013, respectively. | |
A substantial portion of the Company's inventory is purchased from one supplier that functions as an independent foreign procurement agent and contract manufacturer. This supplier accounted for 65% and 54% of the Company's total inventory purchases in fiscal 2014 and 2013, respectively. As of February 28, 2014, this supplier accounted for 59% of the Company's total accounts payable. | |
Some of the Company's components, assemblies and electronic manufacturing services are purchased from sole source suppliers. | |
Allowance for Doubtful Accounts | |
The Company establishes an allowance for estimated bad debts based upon a review and evaluation of specific customer accounts identified as having known or expected collection problems based on historical experience or due to insolvency, disputes or other collection issues. | |
Inventories | |
Inventories include costs of materials, labor and manufacturing overhead. Inventories are stated at the lower of cost or net realizable value, with cost determined principally by the use of the first-in, first-out method. | |
Property, equipment and improvements | |
Property, equipment and improvements are stated at the lower of cost or fair value determined through periodic impairment analyses. The Company follows the policy of capitalizing expenditures that increase asset lives, and expensing ordinary maintenance and repairs as incurred. | |
Depreciation and amortization are based upon the estimated useful lives of the related assets, with such amounts computed using the straight-line method. Plant equipment and office equipment are depreciated over useful lives ranging from two to five years, while tooling is depreciated over 18 months. Leasehold improvements are amortized over the shorter of the lease term or the useful life of the improvements. | |
The Company capitalizes certain costs incurred in connection with developing or obtaining internal-use software. These costs are included in Property, Equipment and Improvements in the consolidated balance sheets and are primarily amortized over a three-year period. | |
Operating Leases | |
Rent expense under operating leases is recognized on a straight-line basis over the lease term. The difference between the rent expense and the rent payment is recorded as an increase or decrease in the deferred rent liability. | |
The Company accounts for tenant allowances in lease agreements as a deferred rent credit, which is amortized on a straight-line basis over the lease term as a reduction of rent expense. | |
Goodwill and Other Intangible Assets | |
Goodwill represents the excess of purchase price and related costs over the value assigned to the net tangible assets and identifiable intangible assets of businesses acquired. Goodwill is not amortized. Instead, goodwill is tested for impairment on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company performs its goodwill impairment test in the fourth quarter of each year. The Company did not recognize any impairment charges related to goodwill during fiscal years 2014 and 2013. | |
The cost of definite-lived identified intangible assets is amortized over the assets' estimated useful lives ranging from one to seven years on a straight-line basis as no other discernible pattern of usage is more readily determinable. | |
Accounting for Long-Lived Assets | |
The Company reviews property and equipment and other long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amounts of an asset may not be recoverable. Recoverability is measured by comparison of the asset's carrying amount to the undiscounted future net cash flows an asset is expected to generate. If a long-lived asset or group of assets is considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the asset or asset group exceeds the discounted future cash flows that are projected to be generated by the asset or asset group. | |
Fair Value Measurements | |
The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly manner in an arms-length transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: | |
Level 1 - Quoted prices in active markets for identical assets or liabilities. | |
Level 2 - Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | |
Level 3 - Inputs that are generally unobservable and typically reflect management's estimate of assumptions that market participants would use in pricing the asset or liability. | |
In accordance with the fair value accounting requirements, companies may choose to measure eligible financial instruments and certain other items at fair value. The Company has elected the fair value option for its investment in marketable securities on contract-by-contract basis at the time each contract is initially recognized in the financial statements or upon an event that gives rise to a new basis of accounting for the items. | |
Warranty | |
The Company generally warrants its products against defects over periods ranging from 3 to 24 months. An accrual for estimated future costs relating to products returned under warranty is recorded as an expense when products are shipped. At the end of each fiscal quarter, the Company adjusts its liability for warranty claims based on its actual warranty claims experience as a percentage of revenues for the preceding one to two years and also considers the impact of the known operational issues that may have a greater impact than historical trends. The warranty reserve is included in Other Current Liabilities in the consolidated balance sheets. See Note 11 for a table of annual increases in and reductions of the warranty reserve for the last three years. | |
Deferred Income Taxes | |
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and for income tax purposes. The Company evaluates the realizability of its deferred income tax assets and a valuation allowance is provided, as necessary. In assessing this valuation allowance, the Company reviews historical and future expected operating results and other factors, including its recent cumulative earnings experience, expectations of future taxable income by taxing jurisdiction and the carryforward periods available for tax reporting purposes, to determine whether it is more likely than not that deferred tax assets are realizable. Pursuant to the evaluation conducted for fiscal 2013, the Company eliminated substantially all of the valuation allowance for deferred income tax assets at the end of fiscal 2013, resulting in an income tax benefit of $29.2 million for that year. | |
Foreign Currency Translation and Accumulated Other Comprehensive Income (Loss) Account | |
The Company's Canadian subsidiary changed its functional currency from the Canadian dollar to the U.S. dollar effective at the end of fiscal 2010. The cumulative foreign currency translation loss of $65,000 that is included in accumulated other comprehensive loss will remain unchanged for such time that the Canadian subsidiary continues to be part of the Company's consolidated financial statements. | |
The Company's New Zealand branch uses the U.S. dollar as its functional currency. | |
The aggregate foreign transaction exchange rate losses included in determining income before income taxes were $62,000, $43,000 and $45,000 in fiscal 2014, 2013 and 2012, respectively. | |
Stock-Based Compensation | |
The Company measures stock-based compensation expense at the grant date, based on the fair value of the equity award, and recognizes the expense over the employee's requisite service (vesting) period using the straight-line method. The measurement of stock-based compensation expense is based on several criteria including, but not limited to, the type of equity award, the valuation model used and associated input factors, such as expected term of the award, stock price volatility, risk free interest rate and forfeiture rate. Certain of these inputs are subjective to some degree and are determined based in part on management's judgment. The Company recognizes the compensation expense on a straight-line basis for its graded-vesting awards. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. However, the cumulative compensation expense recognized in any period must at least equal the portion of the grant-date fair value associated with equity awards that are vested as of such period-end date. As used in this context, the term "forfeitures" is distinct from "cancellations" or "expirations", and refers only to the unvested portion of the surrendered equity awards. | |
Business Combinations | |
The Company applies the provisions of ASC 805, Business Combinations, in the accounting for its acquisitions, which requires recognition of the assets acquired and the liabilities assumed at their acquisition date fair values, separately from goodwill. Goodwill as of the acquisition date is measured as the excess of consideration transferred and the net of the acquisition date fair values of the tangible and identifiable intangible assets acquired and liabilities assumed. While the Company uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date as well as contingent consideration, where applicable, its estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, that may be up to 12 months from the acquisition date, the Company records adjustments to the assets acquired and liabilities assumed with a corresponding adjustment to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, the impact of any subsequent adjustments is included in the consolidated statements of operations. | |
Costs to exit or restructure certain activities of an acquired company or the Company's internal operations are accounted for as a one-time termination and exit cost pursuant to ASC 420, Exit or Disposal Cost Obligations, and are accounted for separately from the business combination. A liability for costs associated with an exit or disposal activity is recognized and measured at its fair value in the Company's consolidated statement of operations in the period in which the liability is incurred. | |
Uncertain income tax positions and tax-related valuation allowances that are acquired in connection with a business combination are initially estimated as of the acquisition date. The Company reevaluates these items quarterly based upon facts and circumstances that existed as of the acquisition date, with any adjustments to the preliminary estimates being recorded to goodwill provided that such adjustments occur within the 12 month measurement period. Subsequent to the end of the measurement period or the Company's final determination of the value of the tax allowance or contingency, whichever comes first, changes to these uncertain tax positions and tax-related valuation allowances will affect the provision for income taxes in the consolidated statement of operations, and could have a material impact on results of operations and financial position. | |
Reclassifications | |
Certain amounts in the financial statements of prior years have been reclassified to conform to the fiscal 2014 presentation, with no effect on net earnings. | |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
ACQUISITIONS [Abstract] | ' | ||||||||
ACQUISITIONS | ' | ||||||||
NOTE 2 - ACQUISITIONS | |||||||||
Wireless Matrix acquisition | |||||||||
On March 4, 2013, the Company completed the acquisition of all outstanding capital stock of Wireless Matrix USA, Inc. ("Wireless Matrix"). Under the terms of the agreement, the Company acquired Wireless Matrix for a cash payment of $52.9 million. The assets acquired by the Company included cash of approximately $6.1 million. The Company funded the purchase price from the net proceeds of an equity offering in February 2013 of $44.8 million, the $3.2 million net proceeds from a bank term loan, and cash on hand. | |||||||||
Following is the purchase price allocation for Wireless Matrix (in thousands): | |||||||||
Purchase price | $ | 52,986 | |||||||
Less cash acquired | (6,149 | ) | |||||||
Net cash paid | 46,837 | ||||||||
Fair value of net assets acquired: | |||||||||
Current assets other than cash | $ | 6,353 | |||||||
Deferred tax assets, net | 9,437 | ||||||||
Property and equipment | 1,683 | ||||||||
Customer lists | 14,440 | ||||||||
Developed/core technology | 11,180 | ||||||||
Other non-current assets | 144 | ||||||||
Current liabilities | (5,218 | ) | |||||||
Total fair value of net assets acquired | 38,019 | ||||||||
Goodwill | $ | 8,818 | |||||||
The Company paid a premium (i.e., goodwill) over the fair value of the net tangible and identified intangible assets acquired. The Company expects to leverage Wireless Matrix's mobile workforce management and asset tracking applications to build upon its current product offerings for its customers in the Energy, Government and Transportation markets. It also believes an opportunity exists to expand its turnkey offerings to global enterprise customers in new vertical markets such as Heavy Equipment and Insurance Telematics, among others. The Company believes that this acquisition will accelerate its development roadmap, enable it to offer higher margin turnkey solutions for new and existing customers, and further increase its relevance with mobile network operators and key channel partners in the global M2M marketplace. The goodwill arising from the Wireless Matrix acquisition is not deductible for income tax purposes. | |||||||||
Following is unaudited supplemental pro forma information for fiscal 2013 presented as if the acquisition had occurred on March 1, 2012 (in thousands): | |||||||||
Consolidated revenues | $ | 208,219 | |||||||
Consolidated net income | $ | 37,467 | |||||||
The pro forma financial information is not necessarily indicative of what the Company's actual results of operations would have been had Wireless Matrix been included in the Company's historical consolidated financial statements for the year ended February 28, 2013. In addition, the pro forma financial information does not attempt to project the future results of operations of the combined company. | |||||||||
The pro forma adjustments for the year ended February 28, 2013 consisted of adding Wireless Matrix's results of operations for the 12-month periods ended January 31, 2013 to the Company's reported financial results for such year. The pro forma net income above includes additional amortization expense of $4,751,000 related to the fair value of identifiable intangible assets arising from the purchase price allocation. In addition, the number of shares used in computing pro forma earnings per share includes 5,175,000 common stock shares issued in February 2013 to fund the acquisition of Wireless Matrix, as if such shares were outstanding during the entire year ended February 28, 2013. | |||||||||
Radio Satellite Integrators acquisition | |||||||||
On December 18, 2013, the Company completed the acquisition of all outstanding capital stock of Radio Satellite Integrators, Inc. ("RSI") for a cash payment at closing of $6.5 million and future earn-out payments based on post-acquisition sales and gross profit performance in the aggregate estimated fair value amount of $2.1 million that is payable quarterly over two years. RSI is a privately-held provider of fleet management solutions primarily to city and county government agencies for applications involving public works, waste management, transit and public safety. | |||||||||
The Company has not yet obtained all information required to complete the purchase price allocation related to this acquisition. Following is the preliminary purchase price allocation for RSI (in thousands): | |||||||||
Purchase price | $ | 8,563 | |||||||
Less cash acquired | (382 | ) | |||||||
Net purchase price | 8,181 | ||||||||
Fair value of net assets acquired: | |||||||||
Current assets other than cash | $ | 996 | |||||||
Customer lists | 3,150 | ||||||||
Developed/core technology | 1,970 | ||||||||
Other non-current assets | 10 | ||||||||
Current liabilities | (1,669 | ) | |||||||
Deferred tax liabilities, net | (1,768 | ) | |||||||
Total fair value of net assets acquired | 2,689 | ||||||||
Goodwill | $ | 5,492 | |||||||
This goodwill is primarily attributable to the benefit of having an assembled workforce to address the Company's governmental markets and the value that the Company expects to receive from RSI's customer relationships beyond the current contractual terms of these service agreements. The goodwill arising from this acquisition is not deductible for income tax purposes. | |||||||||
Navman Supply Agreement and acquisition | |||||||||
On May 7, 2012, the Company entered into a five-year supply agreement (the "Supply Agreement") to provide at least $25 million of fleet tracking products to Navman Wireless, a privately held company ("Navman"). In addition, the Company concurrently entered into a product line acquisition agreement with Navman (the "Asset Purchase Agreement") and established a research and development center in Auckland, New Zealand with an initial staff of 14 employees who transferred from Navman's workforce. | |||||||||
The purchase price for the products and technologies acquired from Navman pursuant to the Asset Purchase Agreement was $4,902,000, comprised of $1,000,000 paid in cash at closing, a non-interest bearing note payable with a present value of $3,080,000 at the time of issuance, and the fair value of estimated contingent royalties consideration of $822,000 for sales by CalAmp during the first three years of certain products acquired from Navman under the Asset Purchase Agreement. The note payable has a face value of $4,000,000, and is payable in the form of a 15% rebate on certain products sold by the Company to Navman under the Supply Agreement. | |||||||||
Following is the purchase price allocation for the Navman Asset Purchase Agreement (in thousands): | |||||||||
Purchase price | $ | 4,902 | |||||||
Fair value of net assets acquired: | |||||||||
Property and equipment | $ | 200 | |||||||
Supply contract | 2,220 | ||||||||
Developed/core technology | 500 | ||||||||
Customer lists | 710 | ||||||||
Covenants not to compete | 170 | ||||||||
Assumed liabilities | (10 | ) | |||||||
Total fair value of net assets acquired | 3,790 | ||||||||
Goodwill | $ | 1,112 | |||||||
This goodwill is primarily attributable to the benefit of having an assembled workforce in New Zealand and the value that the Company expects to receive from the Supply Agreement beyond its five year term. The goodwill arising from this acquisition is deductible for income tax purposes. | |||||||||
FINANCIAL_INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended | ||||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||||
FINANCIAL INSTRUMENTS [Abstract] | ' | ||||||||||||||||||
FINANCIAL INSTRUMENTS | ' | ||||||||||||||||||
NOTE 3 - FINANCIAL INSTRUMENTS | |||||||||||||||||||
Cash, Cash Equivalents and Marketable Securities | |||||||||||||||||||
The following table summarizes the Company's cash and marketable securities as of February 28, 2014 using the hierarchy described in Note 1 under the heading "Fair Value Measurements" (in thousands): | |||||||||||||||||||
Balance Sheet Classification | |||||||||||||||||||
of Fair Value | |||||||||||||||||||
Unrealized | Cash and | Short-Term | Long-Term | ||||||||||||||||
Adjusted | Gains | Fair | Cash | Marketable | Marketable | ||||||||||||||
Cost | (Losses) | Value | Equivalents | Securities | Securities | ||||||||||||||
Cash | $ | 11,367 | $ | - | $ | 11,367 | $ | 11,367 | $ | - | $ | - | |||||||
Level 1: | |||||||||||||||||||
U.S. agency securities | 326 | - | 326 | 326 | - | - | |||||||||||||
Level 2: | |||||||||||||||||||
U.S. Treasury securities | 2,500 | - | 2,500 | 2,500 | - | - | |||||||||||||
Commercial paper | 14,057 | 1 | 14,058 | 5,040 | 8,500 | 518 | |||||||||||||
Total | $ | 28,250 | $ | 1 | $ | 28,251 | $ | 19,233 | $ | 8,500 | $ | 518 | |||||||
The long-term marketable securities mature in less than two years. | |||||||||||||||||||
INVENTORIES
INVENTORIES | 12 Months Ended | ||||||
Feb. 28, 2014 | |||||||
INVENTORIES [Abstract] | ' | ||||||
INVENTORIES | ' | ||||||
NOTE 4 - INVENTORIES | |||||||
Inventories consist of the following (in thousands): | |||||||
February 28, | |||||||
2014 | 2013 | ||||||
Raw materials | $ | 12,410 | $ | 10,201 | |||
Work in process | 380 | 335 | |||||
Finished goods | 2,178 | 2,980 | |||||
$ | 14,968 | $ | 13,516 |
PROPERTY_EQUIPMENT_AND_IMPROVE
PROPERTY, EQUIPMENT AND IMPROVEMENTS | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
PROPERTY, EQUIPMENT AND IMPROVEMENTS [Abstract] | ' | ||||||||
PROPERTY, EQUIPMENT AND IMPROVEMENTS | ' | ||||||||
NOTE 5 - PROPERTY, EQUIPMENT AND IMPROVEMENTS | |||||||||
Property, equipment and improvements consist of the following (in thousands): | |||||||||
February 28, | |||||||||
2014 | 2013 | ||||||||
Leasehold improvements | $ | 1,940 | $ | 1,830 | |||||
Plant equipment and tooling | 12,893 | 12,436 | |||||||
Office equipment, computers and furniture | 7,754 | 4,576 | |||||||
22,587 | 18,842 | ||||||||
Less accumulated depreciation and amortization | (17,816 | ) | (16,064 | ) | |||||
$ | 4,771 | $ | 2,778 |
GOODWILL_AND_OTHER_INTANGIBLE_
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended | ||||||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract] | ' | ||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | ' | ||||||||||||||||||||
NOTE 6 - GOODWILL AND OTHER INTANGIBLE ASSETS | |||||||||||||||||||||
Changes in goodwill are as follows (in thousands): | |||||||||||||||||||||
Year Ended | |||||||||||||||||||||
February 28, | |||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||
Balance at beginning of year | $ | 1,112 | $ | - | |||||||||||||||||
Navman product line acquisition | - | 1,112 | |||||||||||||||||||
Wireless Matrix acquisition | 8,818 | - | |||||||||||||||||||
Radio Satellite Integrators acquisition | 5,492 | - | |||||||||||||||||||
Balance at end of year | $ | 15,422 | $ | 1,112 | |||||||||||||||||
All goodwill is associated with the Company's Wireless DataCom segment. | |||||||||||||||||||||
Other intangible assets are comprised as follows (in thousands): | |||||||||||||||||||||
28-Feb-14 | 28-Feb-13 | ||||||||||||||||||||
Gross | Gross | ||||||||||||||||||||
Amortization | Carrying | Accumulated | Carrying | Accumulated | |||||||||||||||||
Period | Amount | Amortization | Net | Amount | Amortization | Net | |||||||||||||||
Supply contract | 5 years | $ | 2,220 | $ | 803 | $ | 1,417 | $ | 2,220 | $ | 359 | $ | 1,861 | ||||||||
Developed/core technology | 2-7 years | 16,151 | 4,886 | 11,265 | 3,001 | 2,572 | 429 | ||||||||||||||
Tradename | 7 years | 2,130 | 913 | 1,217 | 2,130 | 609 | 1,521 | ||||||||||||||
Customer lists | 5-7 years | 19,438 | 4,394 | 15,044 | 1,848 | 1,218 | 630 | ||||||||||||||
Covenants not to compete | 5 years | 262 | 153 | 109 | 262 | 119 | 143 | ||||||||||||||
Patents | 5 years | 121 | 42 | 79 | 50 | 31 | 19 | ||||||||||||||
$ | 40,322 | $ | 11,191 | $ | 29,131 | $ | 9,511 | $ | 4,908 | $ | 4,603 | ||||||||||
Amortization expense of intangible assets was $6,283,000, $1,743,000, and $1,277,000 for the years ended February 28, 2014, 2013 and 2012, respectively. All intangible asset amortization expense is attributable to the Wireless DataCom segment. Estimated amortization expense in future fiscal years is as follows (in thousands): | |||||||||||||||||||||
Fiscal Year | |||||||||||||||||||||
2015 | $ | 6,596 | |||||||||||||||||||
2016 | 6,545 | ||||||||||||||||||||
2017 | 6,545 | ||||||||||||||||||||
2018 | 6,043 | ||||||||||||||||||||
2019 | 2,730 | ||||||||||||||||||||
Thereafter | 672 | ||||||||||||||||||||
$ | 29,131 |
FINANCING_ARRANGEMENTS_AND_CON
FINANCING ARRANGEMENTS AND CONTRACTUAL CASH OBLIGATIONS | 12 Months Ended | |||||||||||||||||||||
Feb. 28, 2014 | ||||||||||||||||||||||
FINANCING ARRANGEMENTS AND CONTRACTUAL CASH OBLIGATIONS [Abstract] | ' | |||||||||||||||||||||
FINANCING ARRANGEMENTS AND CONTRACTUAL CASH OBLIGATIONS | ' | |||||||||||||||||||||
NOTE 7 - FINANCING ARRANGEMENTS AND CONTRACTUAL CASH OBLIGATIONS | ||||||||||||||||||||||
Bank Credit Facility | ||||||||||||||||||||||
On March 1, 2013, the Company and Square 1 Bank entered into the Eighth Amendment (the "Eighth Amendment") to the Loan and Security Agreement dated as of December 22, 2009 (as amended by the Eighth Amendment, the "Amended Loan Agreement"). The Eighth Amendment increased the maximum credit limit of the facility from $12 million to $15 million, lowered the interest rate on outstanding borrowings from prime plus 1.0% to prime, and extended the facility maturity date from August 15, 2014 to March 1, 2017. Interest is payable on the last day of each calendar month. The Eighth Amendment provided for a new $5 million term loan (the "New Term Loan") that was fully funded on March 4, 2013. Concurrent with funding the New Term Loan, the pre-existing term loan with an outstanding principal balance of $1.8 million was retired. Principal of the New Term Loan was repayable at the rate of $83,333 per month beginning April 2013. The Company repaid the term loan in full in October 2013. The revolver portion of the Amended Loan Agreement has a borrowing limit equal to the lesser of (a) $15 million minus the term loan principal outstanding at any point in time, or (b) 85% of eligible accounts receivable. There were no borrowings outstanding on the revolver at February 28, 2014. The Company agreed to pay loan fees to Square 1 Bank in connection with the Eighth Amendment of $7,500 on the first anniversary and $37,500 on each of the next three anniversaries of the New Term Loan. | ||||||||||||||||||||||
The Amended Loan Agreement contains financial covenants that require the Company to maintain a minimum level of earnings before interest, income taxes, depreciation, amortization and other noncash charges ("EBITDA") and a minimum debt coverage ratio, both measured monthly beginning March 2013 on a rolling 12-month basis. At February 28, 2014, the Company was in compliance with its debt covenants under the credit facility. The credit facility also provides for a number of customary events of default, including a provision that a material adverse change constitutes an event of default that permits the lender, at its option, to accelerate the loan. Among other provisions, the credit facility requires a lock-box and cash collateral account whereby cash remittances from the Company's customers are directed to the cash collateral account and which amounts are applied to reduce, if applicable, the outstanding revolving loan principal. | ||||||||||||||||||||||
Long-Term Debt | ||||||||||||||||||||||
Long-term debt is comprised of the following (in thousands): | ||||||||||||||||||||||
February 28, | February 28, | |||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||
Bank term loan | $ | - | $ | 1,800 | ||||||||||||||||||
Note payable to Navman | 1,858 | 2,895 | ||||||||||||||||||||
1,858 | 4,695 | |||||||||||||||||||||
Less portion due within one year | (1,156 | ) | (2,261 | ) | ||||||||||||||||||
Long-term debt | $ | 702 | $ | 2,434 | ||||||||||||||||||
The Navman note is payable in the form of a 15% rebate on certain products sold by the Company to Navman under the Supply Agreement. The unpaid balance of the Navman note would become immediately due and payable upon any termination of the Supply Agreement by the Company before the end of its five-year term (other than as a result of an uncured breach of the Supply Agreement by Navman), except that in the case of such acceleration the note balance would be subordinated to the Company's bank debt pursuant to the provisions of a debt subordination agreement. In the absence of an acceleration event, the Navman note is payable solely in the form of a rebate on products sold by CalAmp to Navman under the Supply Agreement. After all rebates have been applied to pay down the note balance, and assuming that an acceleration event has not occurred, any unpaid balance remaining on the Navman note would be forgiven at the later of May 7, 2017 or the final date to which the Supply Agreement is extended pursuant to a force majeure event. The Company made principal payments on the note of $1,308,000 and $535,000 in fiscal 2014 and 2013, respectively. | ||||||||||||||||||||||
Other Non-Current Liabilities | ||||||||||||||||||||||
Other non-current liabilities consist of the following (in thousands): | ||||||||||||||||||||||
February 28, | February 28, | |||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||
Deferred revenue | $ | 1,977 | $ | 1,285 | ||||||||||||||||||
Acquisition-related contingent consideration | 1,092 | 303 | ||||||||||||||||||||
Deferred compensation | 131 | - | ||||||||||||||||||||
Deferred rent | 97 | 251 | ||||||||||||||||||||
$ | 3,298 | $ | 1,839 | |||||||||||||||||||
The acquisition-related contingent consideration at February 28, 2014 is primarily comprised of the $1,034,000 non-current portion of the total estimated earn-out of $2,098,000 payable to RSI (see Note 2 - Acquisitions). The remainder of $58,000 represents the non-current portion of the total balance of $662,000 contingent consideration associated with the Navman product line acquisition, which is payable at approximately 15% of the revenue from the sale by CalAmp of certain products acquired from Navman under the Asset Purchase Agreement during the first three years. The Company made royalty payments to Navman of $271,000 in fiscal 2014. | ||||||||||||||||||||||
Contractual Cash Obligations | ||||||||||||||||||||||
Following is a summary of the Company's contractual cash obligations as of February 28, 2014 and excludes amounts already recorded on the consolidated balance sheets except for long-term debt (in thousands): | ||||||||||||||||||||||
Future Estimated Cash Payments Due by Fiscal Year | ||||||||||||||||||||||
Contractual Obligations | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | Total | |||||||||||||||
Note payable to Navman | $ | 1,275 | $ | 882 | $ | - | $ | - | $ | - | $ | - | $ | 2,157 | ||||||||
Operating leases | 1,687 | 2,114 | 1,763 | 1,569 | 1,515 | 819 | 9,467 | |||||||||||||||
Purchase obligations | 44,204 | - | - | - | - | - | 44,204 | |||||||||||||||
Total contractual obligations | $ | 47,166 | $ | 2,996 | $ | 1,763 | $ | 1,569 | $ | 1,515 | $ | 819 | $ | 55,828 | ||||||||
Purchase obligations consist primarily of inventory purchase commitments. Rent expense under operating leases was $1,886,000, $1,707,000 and $1,566,000 in fiscal years 2014, 2013 and 2012, respectively. | ||||||||||||||||||||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||||||
Feb. 28, 2014 | |||||||||||||
INCOME TAXES [Abstract] | ' | ||||||||||||
INCOME TAXES | ' | ||||||||||||
NOTE 8 - INCOME TAXES | |||||||||||||
The Company's income before income taxes consists of the following (in thousands): | |||||||||||||
Year Ended February 28, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Domestic | $ | 17,185 | $ | 14,811 | $ | 6,047 | |||||||
Foreign | 726 | 637 | (768 | ) | |||||||||
Total income before income taxes | $ | 17,911 | $ | 15,448 | $ | 5,279 | |||||||
The income tax benefit (provision) consists of the following (in thousands): | |||||||||||||
Year Ended February 28, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal | $ | - | $ | - | $ | (52 | ) | ||||||
State | (42 | ) | (9 | ) | (9 | ) | |||||||
Foreign | (45 | ) | (44 | ) | - | ||||||||
Total current | (87 | ) | (53 | ) | (61 | ) | |||||||
Deferred: | |||||||||||||
Federal | (6,346 | ) | 21,465 | - | |||||||||
State | 325 | 7,766 | - | ||||||||||
Total deferred | (6,021 | ) | 29,231 | - | |||||||||
Total income tax benefit (provision) | $ | (6,108 | ) | $ | 29,178 | $ | (61 | ) | |||||
Differences between the income tax benefit (provision) reported in the consolidated statements of income and the income tax amount computed using the statutory U.S. federal income tax rate are as follows (in thousands): | |||||||||||||
Year Ended February 28, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income tax provision at U.S. statutory federal rate of 35% | $ | (6,269 | ) | $ | (5,407 | ) | $ | (1,848 | ) | ||||
State income tax provision, net of federal income tax effect | (770 | ) | (570 | ) | (245 | ) | |||||||
Foreign taxes | 209 | 178 | (268 | ) | |||||||||
Valuation allowance reductions (increases) | (865 | ) | 35,148 | 1,816 | |||||||||
Research and development tax credits | 1,126 | 721 | 590 | ||||||||||
Other, net | 461 | (892 | ) | (106 | ) | ||||||||
Total income tax benefit (provision) | $ | (6,108 | ) | $ | 29,178 | $ | (61 | ) | |||||
The components of net deferred income tax assets for U.S. income tax purposes are as follows (in thousands): | |||||||||||||
February 28, | |||||||||||||
2014 | 2013 | ||||||||||||
Net operating loss carryforwards | $ | 31,546 | $ | 22,977 | |||||||||
Depreciation, amortization and impairments | 1,332 | 9,585 | |||||||||||
Research and development credits | 7,238 | 6,089 | |||||||||||
Stock-based compensation | 1,639 | 1,990 | |||||||||||
Capital loss carryforward | 840 | 831 | |||||||||||
Other tax credits | 551 | 636 | |||||||||||
Inventory reserve | 576 | 534 | |||||||||||
Warranty reserve | 593 | 515 | |||||||||||
Payroll and employee benefit accruals | 1,185 | 469 | |||||||||||
Allowance for doubtful accounts | 298 | 179 | |||||||||||
Other accrued liabilities | 1,568 | 343 | |||||||||||
Other, net | 233 | 827 | |||||||||||
Gross deferred tax assets | 47,599 | 44,975 | |||||||||||
Valuation allowance | (4,849 | ) | (3,959 | ) | |||||||||
Net deferred tax assets | 42,750 | 41,016 | |||||||||||
Less current portion | 7,619 | 6,400 | |||||||||||
Non-current portion | $ | 35,131 | $ | 34,616 | |||||||||
The Company also has deferred tax assets for Canadian income tax purposes amounting to $4.0 million at February 28, 2014 which relate primarily to research and development expenditures pool and non-capital loss carryforwards. The Company has provided a 100% valuation allowance against these Canadian deferred tax assets. | |||||||||||||
During fiscal 2013, the Company reversed a portion of its deferred tax asset valuation allowance corresponding to the amount of net operating loss carryforwards ("NOLs") utilized to offset taxable income in that year. In addition, pursuant to the fiscal 2013 evaluation of the future utilizability of deferred tax assets, the Company reversed a substantial portion of the remaining valuation allowance at the end of fiscal 2013, resulting in an income tax benefit of $29.2 million for the year. The Company believes that it is more likely than not that the results of future operations will generate sufficient taxable income to realize the net deferred tax assets. | |||||||||||||
At February 28, 2014, the Company had NOLs of approximately $99 million and $84 million for federal and state purposes, respectively, expiring at various dates through fiscal 2033. If certain substantial changes in the Company's ownership were to occur, there could be an annual limitation on the amount of the NOL carryforwards that can be utilized. | |||||||||||||
As of February 28, 2014, the Company had research and development ("R&D") tax credit carryforwards of $5.1 million and $4.8 million for federal and state income tax purposes, respectively. The federal R&D credits expire at various dates through 2034. A substantial portion of the state R&D tax credits have no expiration date. | |||||||||||||
As described further in Note 9, the Company has tax deductions on exercised stock options and vested restricted stock awards that exceed stock compensation expense amounts recognized for financial reporting purposes. These excess tax deductions, which amounted to $12.8 million and $5.3 million in fiscal 2014 and 2013, respectively, reduce current taxable income and thereby prolong the tax shelter period of the NOL and R&D tax credit carryforwards referred to above. | |||||||||||||
In 2007, the Company adopted FASB ASC Topic 740, "Income Taxes," which clarifies the accounting for income taxes by prescribing a minimum recognition threshold that a tax position is required to meet before being recognized in the financial statements. Management determined based on its evaluation of the Company's income tax positions that it has one uncertain tax position relating to federal research and development ("R&D") tax credits of $1.0 million at February 28, 2014 for which the Company has not yet recognized an income tax benefit for financial reporting purposes. | |||||||||||||
Activity in the amount of unrecognized tax benefits for uncertain tax positions during the past three years is as follows (in thousands): | |||||||||||||
Balance at February 28, 2011 | $ | 1,265 | |||||||||||
Decrease in fiscal 2012 | (174 | ) | |||||||||||
Balance at February 28, 2012 | 1,091 | ||||||||||||
Decrease in fiscal 2013 | (2 | ) | |||||||||||
Balance at February 28, 2013 | 1,089 | ||||||||||||
Decrease in fiscal 2014 | (60 | ) | |||||||||||
Balance at February 28, 2014 | $ | 1,029 | |||||||||||
The Company files income tax returns in the U.S. federal jurisdiction, various U.S. states, Canada, United Kingdom, and New Zealand. Income tax returns filed for fiscal years 2009 and earlier are not subject to examination by U.S. federal and state tax authorities. Certain income tax returns for fiscal years 2010 through 2013 remain open to examination by U.S. federal and state tax authorities. Income tax returns for fiscal years 2010 through 2013 remain open to examination by tax authorities in Canada. The Company believes that it has made adequate provision for all income tax uncertainties pertaining to these open tax years. | |||||||||||||
STOCKHOLDERS_EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended | ||||||||||
Feb. 28, 2014 | |||||||||||
STOCKHOLDERS' EQUITY [Abstract] | ' | ||||||||||
STOCKHOLDERS' EQUITY | ' | ||||||||||
NOTE 9 - STOCKHOLDERS' EQUITY | |||||||||||
Sale of Common Stock | |||||||||||
In February 2013, the Company raised cash of $44.8 million net of underwriter discount and offering costs from a public offering of 5,175,000 shares of its common stock. | |||||||||||
Equity Awards | |||||||||||
Under the Company's 2004 Incentive Stock Plan (the "2004 Plan"), which was adopted on July 30, 2004 and was amended effective July 30, 2009, various types of equity awards can be made, including stock options, stock appreciation rights, restricted stock, restricted stock units (RSUs), phantom stock and bonus stock. To date, stock options, restricted stock, RSUs and bonus stock have been granted under the 2004 Plan. Options are generally granted with exercise prices equal to market value on the date of grant. All option grants expire 10 years after the date of grant. | |||||||||||
Equity awards to officers and other employees become exercisable on a vesting schedule established by the Compensation Committee of the Board of Directors at the time of grant, generally over a four-year period. The Company treats an equity award with multiple vesting tranches as a single award for expense attribution purposes and recognizes compensation cost on a straight-line basis over the requisite service period of the entire award. | |||||||||||
Under the 2004 Plan, on the day of the annual stockholders meeting each non-employee director receives an equity award of up to 20,000 award units. Annual equity awards granted to non-employee directors vest on the date of the next annual stockholders meeting or one year from the date of grant, whichever is earlier. In addition, under the Company's current director compensation program, new non-employee directors receive a restricted stock award with a grant date fair value of $60,000 that vests in full on the third anniversary of the grant date. | |||||||||||
The following table summarizes stock option activity for fiscal years 2014, 2013 and 2012 (options in thousands): | |||||||||||
Weighted | |||||||||||
Number of | Average | ||||||||||
Options | Exercise Price | ||||||||||
Outstanding at February 28, 2011 | 2,108 | $ | 4.87 | ||||||||
Granted | 163 | 3.42 | |||||||||
Exercised | (16 | ) | 1.68 | ||||||||
Forfeited or expired | (92 | ) | 4.98 | ||||||||
Outstanding at February 28, 2012 | 2,163 | 4.78 | |||||||||
Granted | 84 | 7.01 | |||||||||
Exercised | (466 | ) | 2.78 | ||||||||
Forfeited or expired | (125 | ) | 3.9 | ||||||||
Outstanding at February 28, 2013 | 1,656 | 5.53 | |||||||||
Granted | 56 | 15.14 | |||||||||
Exercised | (611 | ) | 7.28 | ||||||||
Forfeited or expired | (8 | ) | 4.53 | ||||||||
Outstanding at February 28, 2014 | 1,093 | $ | 5.04 | ||||||||
Exercisable at February 28, 2014 | 882 | $ | 4.48 | ||||||||
The weighted average fair value for stock options granted in fiscal years 2014, 2013 and 2012 was $9.43, $4.41, and $2.22, respectively. The fair value of options at the grant date was determined using the Black-Scholes option pricing model with the following assumptions: | |||||||||||
Year Ended February 28, | |||||||||||
Black-Scholes Valuation Assumptions | 2014 | 2013 | 2012 | ||||||||
Expected life (years) (1) | 6 | 6 | 6 | ||||||||
Expected volatility (2) | 69 | % | 63 | % | 73 | % | |||||
Risk-free interest rates (3) | 1.7 | % | 0.8 | % | 1.9 | % | |||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | |||||
-1 | The expected life of stock options is estimated based on historical experience. | ||||||||||
-2 | The expected volatility is estimated based on historical volatility of the Company's stock price. | ||||||||||
-3 | Based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected life of the stock options. | ||||||||||
The weighted average remaining contractual term and the aggregate intrinsic value of outstanding options as of February 28, 2014 was 5.1 years and $29.5 million, respectively. The weighted average remaining contractual term and the aggregate intrinsic value of exercisable options as of February 28, 2014 was 4.3 years and $24.3 million, respectively. | |||||||||||
In July 2012, upon the net share settlement exercise of 168,000 options held by a former executive officer of the Company, the Company retained 93,691 shares to cover the option exercise price and minimum required statutory amount of withholding taxes. | |||||||||||
During the year ended February 28, 2014, upon the net share settlement exercise of 62,899 options held by four directors of the Company, the Company retained 37,417 shares to cover the aggregate option exercise price. | |||||||||||
Changes in the Company's outstanding restricted stock shares and RSUs during fiscal years 2014, 2013 and 2012 were as follows (shares and RSUs in thousands): | |||||||||||
Weighted | |||||||||||
Number of | Average Grant | ||||||||||
Shares | Date Fair | ||||||||||
and RSUs | Value | ||||||||||
Outstanding at February 28, 2011 | 2,045 | $ | 2.16 | ||||||||
Granted | 762 | 3.59 | |||||||||
Vested | (819 | ) | 2.21 | ||||||||
Forfeited | (59 | ) | 1.99 | ||||||||
Outstanding at February 28, 2012 | 1,929 | 2.71 | |||||||||
Granted | 440 | 7.5 | |||||||||
Vested | (916 | ) | 2.53 | ||||||||
Forfeited | (115 | ) | 2.85 | ||||||||
Outstanding at February 28, 2013 | 1,338 | 4.4 | |||||||||
Granted | 312 | 15.58 | |||||||||
Vested | (592 | ) | 3.83 | ||||||||
Forfeited | (34 | ) | 7.88 | ||||||||
Outstanding at February 28, 2014 | 1,024 | $ | 8.02 | ||||||||
The Company retained 203,383, 308,898 and 279,764 shares of the vested restricted stock and RSUs to cover the minimum required statutory amount of withholding taxes in fiscal 2014, 2013 and 2012, respectively. | |||||||||||
Stock-based compensation expense for the years ended February 28, 2014, 2013 and 2012 is included in the following captions of the consolidated statements of income (in thousands): | |||||||||||
Year Ended February 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Cost of revenues | $ | 191 | $ | 136 | $ | 100 | |||||
Research and development | 516 | 450 | 388 | ||||||||
Selling | 360 | 252 | 204 | ||||||||
General and administrative | 1,857 | 2,072 | 1,683 | ||||||||
$ | 2,924 | $ | 2,910 | $ | 2,375 | ||||||
As of February 28, 2014, there was $7.3 million of total unrecognized stock-based compensation cost related to nonvested equity awards. That cost is expected to be recognized over a weighted-average remaining vesting period of 2.8 years. | |||||||||||
As of February 28, 2014, there were 649,160 award units in the 2004 Plan that were available for grant. | |||||||||||
Tax Benefits from Exercise of Stock Options and Vesting of Restricted Stock and RSU Awards | |||||||||||
Total cash received as a result of option exercises was $3,928,000 in fiscal 2014 and $913,000 in fiscal 2013. The aggregate fair value of options exercised and vested restricted stock-based awards as of the exercise date or vesting date was $17,532,000 for fiscal 2014 and $8,795,000 for fiscal 2013. In connection with these option exercises and vested restricted stock-based awards, the excess stock compensation tax deductions were $12,781,000 for fiscal 2014 and $5,306,000 for fiscal 2013. The Company has elected a policy of applying the "with-and-without" approach to determine the realized tax benefits for financial reporting purposes. Under this policy, none of the current year excess deductions would have been deemed to reduce regular taxes payable because the Company's NOL carryforwards would be deemed to reduce taxes payable prior to the utilization of any excess tax deductions from the exercise of stock options and vesting of restricted stock-based awards. The excess tax benefits when realized by the Company under the with-and-without approach will be recorded as an increase in additional paid-in capital in the consolidated balance sheet and will be classified as cash flows from financing activities rather than cash flows from operating activities in the consolidated cash flow statement. | |||||||||||
Stock Warrants | |||||||||||
In fiscal 2010, the Company issued a total of 500,000 common stock purchase warrants to the holders of subordinated notes that were issued in December 2009 in the aggregate principal amount of $5 million. The warrants had an exercise price of $4.02 per share. The subordinated notes were repaid in fiscal 2012. During fiscal 2013, the Company received cash of $1,879,000 from the exercise of 467,500 common stock purchase warrants that were held by non-affiliates of the Company. In addition, the Company retained 15,850 shares to pay for the exercise price of 32,500 warrants held directly or beneficially by two officers and one director of the Company that were exercised on a net share settlement basis. | |||||||||||
In October 2009, the Company issued 20,000 common stock purchase warrants to a key supplier at an exercise price of $1.00 per share. These warrants became vested in April 2010 and were exercised during fiscal 2013. | |||||||||||
EARNINGS_PER_SHARE
EARNINGS PER SHARE | 12 Months Ended | ||||||
Feb. 28, 2014 | |||||||
EARNINGS PER SHARE [Abstract] | ' | ||||||
EARNINGS PER SHARE | ' | ||||||
NOTE 10 - EARNINGS PER SHARE | |||||||
Basic earnings per share is computed by dividing net income for the period by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income for the period by the weighted average number of common shares outstanding during the period, plus the dilutive effect of outstanding stock options and restricted stock-based awards using the treasury stock method. The following table sets forth the computation of basic and diluted earnings per share (in thousands): | |||||||
Year Ended February 28, | |||||||
2014 | 2013 | 2012 | |||||
Basic weighted average number of common | |||||||
shares outstanding | 34,969 | 28,886 | 27,658 | ||||
Effect of stock options, restricted stock, | |||||||
RSUs and warrants computed on | |||||||
treasury stock method | 1,054 | 1,096 | 800 | ||||
Diluted weighted average number of common | |||||||
shares outstanding | 36,023 | 29,982 | 28,458 | ||||
Shares subject to anti-dilutive stock options and restricted | |||||||
stock-based awards excluded from calculation | 57,000 | 322,000 | 907,000 |
OTHER_FINANCIAL_INFORMATION
OTHER FINANCIAL INFORMATION | 12 Months Ended | |||||||||||||||
Feb. 28, 2014 | ||||||||||||||||
OTHER FINANCIAL INFORMATION [Abstract] | ' | |||||||||||||||
OTHER FINANCIAL INFORMATION | ' | |||||||||||||||
NOTE 11 - OTHER FINANCIAL INFORMATION | ||||||||||||||||
Supplemental Cash Flow Information | ||||||||||||||||
"Net cash provided by operating activities" in the consolidated statements of cash flows includes cash payments for interest expense and income taxes as follows (in thousands): | ||||||||||||||||
Year Ended February 28, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Interest expense paid | $ | 117 | $ | 127 | $ | 756 | ||||||||||
Income tax paid (net refunds received) | $ | 35 | $ | 156 | $ | (64 | ) | |||||||||
Following is the supplemental schedule of non-cash investing and financing activities (in thousands): | ||||||||||||||||
Year Ended | ||||||||||||||||
February 28, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Acquisition of Navman Wireless product line on May 7, 2012: | ||||||||||||||||
Non-interest bearing $4,000 promissory note issued | ||||||||||||||||
to Navman Wireless, less discount of $920 | $ | 3,080 | ||||||||||||||
Accrued liability for earn-out consideration payable | ||||||||||||||||
to Navman Wireless | $ | 822 | ||||||||||||||
Acquisition of Radio Satellite Integrators on December 18, 2013: | ||||||||||||||||
Accrued liability for earn-out consideration | $ | 2,063 | ||||||||||||||
Valuation and Qualifying Accounts | ||||||||||||||||
Following is the Company's schedule of valuation and qualifying accounts for the last three years (in thousands): | ||||||||||||||||
Charged | ||||||||||||||||
Balance at | (credited) | |||||||||||||||
beginning | to costs and | Balance at | ||||||||||||||
of year | expenses | Deductions | end of year | |||||||||||||
Allowance for doubtful accounts: | ||||||||||||||||
Fiscal 2012 | $ | 290 | $ | 114 | $ | (150 | ) | $ | 254 | |||||||
Fiscal 2013 | 254 | 241 | (34 | ) | 461 | |||||||||||
Fiscal 2014 | 461 | 353 | (53 | ) | 761 | |||||||||||
Warranty reserve: | ||||||||||||||||
Fiscal 2012 | $ | 700 | $ | 635 | $ | (341 | ) | $ | 994 | |||||||
Fiscal 2013 | 994 | 910 | (576 | ) | 1,328 | |||||||||||
Fiscal 2014 | 1,328 | 881 | (693 | ) | 1,516 | |||||||||||
Deferred tax assets valuation allowance: | ||||||||||||||||
Fiscal 2012 | $ | 41,182 | $ | 1,816 | $ | (3,944 | ) | $ | 39,054 | |||||||
Fiscal 2013 | 39,054 | (35,095 | ) | - | 3,959 | |||||||||||
Fiscal 2014 | 3,959 | 890 | - | 4,849 |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Feb. 28, 2014 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | ' |
COMMITMENTS AND CONTINGENCIES | ' |
NOTE 12 - COMMITMENTS AND CONTINGENCIES | |
Operating Lease Commitments | |
The Company leases a building in Oxnard, California that houses its corporate office and U.S. manufacturing facilities under an operating lease that expires on June 30, 2016. The lease agreement requires the Company to pay all maintenance, property taxes and insurance premiums associated with the building. In addition, the Company leases other facilities in California, Minnesota, Georgia, Canada and New Zealand. The Company also leases certain manufacturing equipment and office equipment under operating lease arrangements. A summary of future operating lease commitments is included in the contractual cash obligations table in Note 7. | |
Supplier Guarantee | |
The Company has guaranteed the debt of a supplier to a third party. The Company has recourse against the supplier in the event that the Company is required to make a payment to the third party under the guaranty. | |
LEGAL_PROCEEDINGS
LEGAL PROCEEDINGS | 12 Months Ended |
Feb. 28, 2014 | |
LEGAL PROCEEDINGS [Abstract] | ' |
LEGAL PROCEEDINGS | ' |
NOTE 13 - LEGAL PROCEEDINGS | |
From time to time as a normal consequence of doing business, various claims and litigation may be asserted or commenced against the Company. In particular, the Company in the ordinary course of business may receive claims concerning contract performance, or claims that its products or services infringe the intellectual property of third parties. While the outcome of any such claims or litigation cannot be predicted with certainty, management does not believe that the outcome of any of such matters existing at the present time would have a material adverse effect on the Company's consolidated financial position or results of operations. | |
SEGMENT_AND_GEOGRAPHIC_DATA
SEGMENT AND GEOGRAPHIC DATA | 12 Months Ended | ||||||||||||||||||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||||||||||||||||||
SEGMENT AND GEOGRAPHIC DATA [Abstract] | ' | ||||||||||||||||||||||||||||||||
SEGMENT AND GEOGRAPHIC DATA | ' | ||||||||||||||||||||||||||||||||
NOTE 14 - SEGMENT AND GEOGRAPHIC DATA | |||||||||||||||||||||||||||||||||
Information by business segment is as follows (in thousands, except percentages): | |||||||||||||||||||||||||||||||||
Year ended February 28, 2014 | Year ended February 28, 2013 | ||||||||||||||||||||||||||||||||
Operating Segments | Operating Segments | ||||||||||||||||||||||||||||||||
Wireless | Corporate | Wireless | Corporate | ||||||||||||||||||||||||||||||
DataCom | Satellite | Expenses | Total | DataCom | Satellite | Expenses | Total | ||||||||||||||||||||||||||
Revenues | $ | 187,012 | $ | 48,891 | $ | 235,903 | $ | 139,503 | $ | 41,076 | $ | 180,579 | |||||||||||||||||||||
Gross profit | $ | 70,114 | $ | 9,817 | $ | 79,931 | $ | 50,005 | $ | 6,888 | $ | 56,893 | |||||||||||||||||||||
Gross margin | 37.5 | % | 20.1 | % | 33.9 | % | 35.8 | % | 16.8 | % | 31.5 | % | |||||||||||||||||||||
Operating income | $ | 16,324 | $ | 5,642 | $ | (3,623 | ) | $ | 18,343 | $ | 16,844 | $ | 3,111 | $ | (3,975 | ) | $ | 15,980 | |||||||||||||||
Year ended February 28, 2012 | |||||||||||||||||||||||||||||||||
Operating Segments | |||||||||||||||||||||||||||||||||
Wireless | Corporate | ||||||||||||||||||||||||||||||||
DataCom | Satellite | Expenses | Total | ||||||||||||||||||||||||||||||
Revenues | $ | 99,121 | $ | 39,607 | $ | 138,728 | |||||||||||||||||||||||||||
Gross profit | $ | 38,632 | $ | 3,387 | $ | 42,019 | |||||||||||||||||||||||||||
Gross margin | 39 | % | 8.6 | % | 30.3 | % | |||||||||||||||||||||||||||
Operating income (loss) | $ | 11,564 | $ | (292 | ) | $ | (3,902 | ) | $ | 7,370 | |||||||||||||||||||||||
The Company considers operating income to be the primary measure of operating performance of its business segments. The amount shown for each period in the "Corporate Expenses" column above consists of expenses that are not allocated to the business segments. These non-allocated corporate expenses include salaries and benefits of certain executive officers and expenses such as audit fees, investor relations, stock listing fees, director and officer liability insurance, and director fees and expenses. | |||||||||||||||||||||||||||||||||
It is not practicable for the Company to report identifiable assets by segment because these businesses share resources, functions and facilities. The Company does not have significant long-lived assets outside the United States. | |||||||||||||||||||||||||||||||||
The Company's revenues were derived mainly from customers in the United States, which represented 81%, 82% and 89% of consolidated revenues in fiscal 2014, 2013 and 2012, respectively. No single foreign country accounted for more than 5% of the Company's revenue in fiscal 2014, 2013 or 2012. | |||||||||||||||||||||||||||||||||
EMPLOYEE_RETIREMENT_AND_DEFERR
EMPLOYEE RETIREMENT AND DEFERRED COMPENSATION PLANS | 12 Months Ended |
Feb. 28, 2014 | |
EMPLOYEE RETIREMENT AND DEFERRED COMPENSATION PLANS [Abstract] | ' |
EMPLOYEE RETIREMENT AND DEFERRED COMPENSATION PLANS | ' |
NOTE 15 - EMPLOYEE RETIREMENT AND DEFERRED COMPENSATION PLANS | |
The Company maintains 401(k) employee savings plans in the U.S. and New Zealand in which all employees of these respective countries are eligible to participate. The Company may make matching contributions to the savings plans as authorized by the Board of Directors. The matching contribution in the U.S. savings plan is currently equal to a 100% match of the first 3% of participants' compensation contributed to the plans plus a 50% match of the next 2% contributed by the participants. The New Zealand savings plan provides for matching contributions equal to the first 3% of participants' compensation contributed to the plan. The Company recorded expense for the matching contributions of $733,000, $355,000 and $312,000 in fiscal years 2014, 2013 and 2012, respectively. | |
The Company also has a non-qualified deferred compensation plan in which certain employees are eligible to participate whereby such employees may defer a portion of their annual base and/or variable compensation until retirement or a date specified by the employee in accordance with the plan. Deferred compensation plan assets and liabilities as of February 28, 2014 were approximately $116,000 and $131,000, respectively, and are included in other assets and other non-current liabilities in the accompanying consolidated balance sheet at that date. | |
QUARTERLY_FINANCIAL_INFORMATIO
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended | ||||||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||||||
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) [Abstract] | ' | ||||||||||||||||||||
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | ' | ||||||||||||||||||||
NOTE 16 - QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | |||||||||||||||||||||
The following summarizes certain quarterly statement of operations data for each of the quarters in fiscal 2014 and 2013 (in thousands, except percentages and per share data): | |||||||||||||||||||||
Fiscal 2014 | |||||||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||||||
Quarter | Quarter | Quarter | Quarter | Total | |||||||||||||||||
Revenues | $ | 53,746 | $ | 58,807 | $ | 63,503 | $ | 59,847 | $ | 235,903 | |||||||||||
Gross profit | 18,481 | 19,839 | 20,995 | 20,616 | 79,931 | ||||||||||||||||
Gross margin | 34.4 | % | 33.7 | % | 33.1 | % | 34.4 | % | 33.9 | % | |||||||||||
Net income | 1,685 | 2,844 | 4,207 | 3,067 | 11,803 | ||||||||||||||||
Earnings per diluted share | 0.05 | 0.08 | 0.12 | 0.08 | 0.33 | ||||||||||||||||
Fiscal 2013 | |||||||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||||||
Quarter | Quarter | Quarter | Quarter | Total | |||||||||||||||||
Revenues | $ | 43,861 | $ | 43,987 | $ | 44,340 | $ | 48,391 | $ | 180,579 | |||||||||||
Gross profit | 13,676 | 14,135 | 14,032 | 15,050 | 56,893 | ||||||||||||||||
Gross margin | 31.2 | % | 32.1 | % | 31.6 | % | 31.1 | % | 31.5 | % | |||||||||||
Net income | 4,182 | 3,659 | 4,155 | 32,630 | 44,626 | ||||||||||||||||
Earnings per diluted share | 0.14 | 0.12 | 0.14 | 1.06 | 1.49 |
DESCRIPTION_OF_BUSINESS_AND_SU1
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Feb. 28, 2014 | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ' |
Description of Business | ' |
Description of Business | |
CalAmp Corp. ("CalAmp" or the "Company") is a leading provider of wireless communications solutions for a broad array of applications to customers globally. The Company's business activities are organized into its Wireless DataCom and Satellite business segments. | |
Principles of Consolidation | ' |
Principles of Consolidation | |
The consolidated financial statements include the accounts of the Company (a Delaware corporation) and its subsidiaries, all of which are wholly-owned. All significant intercompany transactions have been eliminated in consolidation. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Areas where significant judgments are made include, but are not necessarily limited to, allowance for doubtful accounts, inventory valuation, product warranties, deferred income tax asset valuation allowances, valuation of purchased intangible assets and other long-lived assets, stock-based compensation, and revenue recognition. | |
Fiscal Year | ' |
Fiscal Year | |
The Company uses a 52-53 week fiscal year ending on the Saturday closest to February 28, which for fiscal years 2014, 2013 and 2012 fell on March 1, 2014, March 2, 2013 and February 25, 2012, respectively. In these consolidated financial statements, the fiscal year end for all years is shown as February 28 for clarity of presentation. Fiscal 2014 and 2012 each consisted of 52 weeks, while fiscal year 2013 consisted of 53 weeks. | |
Revenue Recognition | ' |
Revenue Recognition | |
The Company recognizes revenue from product sales when persuasive evidence of an arrangement exists, delivery has occurred, the sales price is fixed or determinable and collection of the sales price is reasonably assured. Generally, these criteria are met at the time product is shipped, except for shipments made on the basis of "FOB Destination" terms, in which case title transfers to the customer and the revenue is recorded by the Company when the shipment reaches the customer. Customers generally do not have rights of return except for defective products returned during the warranty period. In the limited number of instances where customers have a right of return period, revenue is not recognized until the expiration of such period. The Company records estimated commitments related to customer incentive programs as reductions of revenues. | |
The Company provides Software as a Service (SaaS) subscriptions for its fleet management and vehicle finance applications in which customers are provided with the ability to wirelessly communicate with monitoring devices installed in vehicles via a software application hosted by the Company. The Company defers the recognition of revenue for the monitoring device products that are sold with application subscriptions because the application services are essential to the functionality of the products, and accordingly, the associated product costs are recorded as deferred costs in the balance sheet. The deferred product revenue and deferred product cost amounts are amortized to application subscriptions revenue and cost of revenue on a straight-line basis over the minimum contractual service periods of one year to three years. Revenues from renewals of data communication services after the initial one year term are recognized as application subscriptions revenue when the services are provided. When customers prepay application subscription renewals, such amounts are recorded as deferred revenues and are recognized over the renewal term. | |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents | |
The Company considers all highly liquid investments with remaining maturities at date of purchase of three months or less to be cash equivalents. | |
Concentrations of Risk | ' |
Concentrations of Risk | |
Cash and cash equivalents are maintained with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions of reputable credit and therefore bear minimal credit risk. | |
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, marketable securities and trade receivables. | |
Because the Company sells into markets dominated by a few large service providers, a significant portion of consolidated revenues and consolidated accounts receivable relate to one customer of the Company's Satellite segment. This customer accounted for 20.7%, 22.1% and 28.3% of consolidated revenues in fiscal 2014, 2013 and 2012, respectively, and 14.6% and 18.4% of consolidated net accounts receivable at February 28, 2014 and 2013, respectively. | |
A substantial portion of the Company's inventory is purchased from one supplier that functions as an independent foreign procurement agent and contract manufacturer. This supplier accounted for 65% and 54% of the Company's total inventory purchases in fiscal 2014 and 2013, respectively. As of February 28, 2014, this supplier accounted for 59% of the Company's total accounts payable. | |
Some of the Company's components, assemblies and electronic manufacturing services are purchased from sole source suppliers. | |
Allowance for Doubtful Accounts | ' |
Allowance for Doubtful Accounts | |
The Company establishes an allowance for estimated bad debts based upon a review and evaluation of specific customer accounts identified as having known or expected collection problems based on historical experience or due to insolvency, disputes or other collection issues. | |
Inventories | ' |
Inventories | |
Inventories include costs of materials, labor and manufacturing overhead. Inventories are stated at the lower of cost or net realizable value, with cost determined principally by the use of the first-in, first-out method. | |
Property, equipment and improvements | ' |
Property, equipment and improvements | |
Property, equipment and improvements are stated at the lower of cost or fair value determined through periodic impairment analyses. The Company follows the policy of capitalizing expenditures that increase asset lives, and expensing ordinary maintenance and repairs as incurred. | |
Depreciation and amortization are based upon the estimated useful lives of the related assets, with such amounts computed using the straight-line method. Plant equipment and office equipment are depreciated over useful lives ranging from two to five years, while tooling is depreciated over 18 months. Leasehold improvements are amortized over the shorter of the lease term or the useful life of the improvements. | |
The Company capitalizes certain costs incurred in connection with developing or obtaining internal-use software. These costs are included in Property, Equipment and Improvements in the consolidated balance sheets and are primarily amortized over a three-year period. | |
Operating Leases | ' |
Operating Leases | |
Rent expense under operating leases is recognized on a straight-line basis over the lease term. The difference between the rent expense and the rent payment is recorded as an increase or decrease in the deferred rent liability. | |
The Company accounts for tenant allowances in lease agreements as a deferred rent credit, which is amortized on a straight-line basis over the lease term as a reduction of rent expense. | |
Goodwill and Other Intangible Assets | ' |
Goodwill and Other Intangible Assets | |
Goodwill represents the excess of purchase price and related costs over the value assigned to the net tangible assets and identifiable intangible assets of businesses acquired. Goodwill is not amortized. Instead, goodwill is tested for impairment on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company performs its goodwill impairment test in the fourth quarter of each year. The Company did not recognize any impairment charges related to goodwill during fiscal years 2014 and 2013. | |
The cost of definite-lived identified intangible assets is amortized over the assets' estimated useful lives ranging from one to seven years on a straight-line basis as no other discernible pattern of usage is more readily determinable. | |
Accounting for Long-Lived Assets | ' |
Accounting for Long-Lived Assets | |
The Company reviews property and equipment and other long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amounts of an asset may not be recoverable. Recoverability is measured by comparison of the asset's carrying amount to the undiscounted future net cash flows an asset is expected to generate. If a long-lived asset or group of assets is considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the asset or asset group exceeds the discounted future cash flows that are projected to be generated by the asset or asset group. | |
Fair Value Measurements | ' |
Fair Value Measurements | |
The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly manner in an arms-length transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: | |
Level 1 - Quoted prices in active markets for identical assets or liabilities. | |
Level 2 - Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | |
Level 3 - Inputs that are generally unobservable and typically reflect management's estimate of assumptions that market participants would use in pricing the asset or liability. | |
In accordance with the fair value accounting requirements, companies may choose to measure eligible financial instruments and certain other items at fair value. The Company has elected the fair value option for its investment in marketable securities on contract-by-contract basis at the time each contract is initially recognized in the financial statements or upon an event that gives rise to a new basis of accounting for the items. | |
Warranty | ' |
Warranty | |
The Company generally warrants its products against defects over periods ranging from 3 to 24 months. An accrual for estimated future costs relating to products returned under warranty is recorded as an expense when products are shipped. At the end of each fiscal quarter, the Company adjusts its liability for warranty claims based on its actual warranty claims experience as a percentage of revenues for the preceding one to two years and also considers the impact of the known operational issues that may have a greater impact than historical trends. The warranty reserve is included in Other Current Liabilities in the consolidated balance sheets. See Note 11 for a table of annual increases in and reductions of the warranty reserve for the last three years. | |
Deferred Income Taxes | ' |
Deferred Income Taxes | |
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and for income tax purposes. The Company evaluates the realizability of its deferred income tax assets and a valuation allowance is provided, as necessary. In assessing this valuation allowance, the Company reviews historical and future expected operating results and other factors, including its recent cumulative earnings experience, expectations of future taxable income by taxing jurisdiction and the carryforward periods available for tax reporting purposes, to determine whether it is more likely than not that deferred tax assets are realizable. Pursuant to the evaluation conducted for fiscal 2013, the Company eliminated substantially all of the valuation allowance for deferred income tax assets at the end of fiscal 2013, resulting in an income tax benefit of $29.2 million for that year. | |
Foreign Currency Translation and Accumulated Other Comprehensive Income (Loss) Account | ' |
Foreign Currency Translation and Accumulated Other Comprehensive Income (Loss) Account | |
The Company's Canadian subsidiary changed its functional currency from the Canadian dollar to the U.S. dollar effective at the end of fiscal 2010. The cumulative foreign currency translation loss of $65,000 that is included in accumulated other comprehensive loss will remain unchanged for such time that the Canadian subsidiary continues to be part of the Company's consolidated financial statements. | |
The Company's New Zealand branch uses the U.S. dollar as its functional currency. | |
The aggregate foreign transaction exchange rate losses included in determining income before income taxes were $62,000, $43,000 and $45,000 in fiscal 2014, 2013 and 2012, respectively. | |
Stock-Based Compensation | ' |
Stock-Based Compensation | |
The Company measures stock-based compensation expense at the grant date, based on the fair value of the equity award, and recognizes the expense over the employee's requisite service (vesting) period using the straight-line method. The measurement of stock-based compensation expense is based on several criteria including, but not limited to, the type of equity award, the valuation model used and associated input factors, such as expected term of the award, stock price volatility, risk free interest rate and forfeiture rate. Certain of these inputs are subjective to some degree and are determined based in part on management's judgment. The Company recognizes the compensation expense on a straight-line basis for its graded-vesting awards. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. However, the cumulative compensation expense recognized in any period must at least equal the portion of the grant-date fair value associated with equity awards that are vested as of such period-end date. As used in this context, the term "forfeitures" is distinct from "cancellations" or "expirations", and refers only to the unvested portion of the surrendered equity awards. | |
Business Combinations | ' |
Business Combinations | |
The Company applies the provisions of ASC 805, Business Combinations, in the accounting for its acquisitions, which requires recognition of the assets acquired and the liabilities assumed at their acquisition date fair values, separately from goodwill. Goodwill as of the acquisition date is measured as the excess of consideration transferred and the net of the acquisition date fair values of the tangible and identifiable intangible assets acquired and liabilities assumed. While the Company uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date as well as contingent consideration, where applicable, its estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, that may be up to 12 months from the acquisition date, the Company records adjustments to the assets acquired and liabilities assumed with a corresponding adjustment to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, the impact of any subsequent adjustments is included in the consolidated statements of operations. | |
Costs to exit or restructure certain activities of an acquired company or the Company's internal operations are accounted for as a one-time termination and exit cost pursuant to ASC 420, Exit or Disposal Cost Obligations, and are accounted for separately from the business combination. A liability for costs associated with an exit or disposal activity is recognized and measured at its fair value in the Company's consolidated statement of operations in the period in which the liability is incurred. | |
Uncertain income tax positions and tax-related valuation allowances that are acquired in connection with a business combination are initially estimated as of the acquisition date. The Company reevaluates these items quarterly based upon facts and circumstances that existed as of the acquisition date, with any adjustments to the preliminary estimates being recorded to goodwill provided that such adjustments occur within the 12 month measurement period. Subsequent to the end of the measurement period or the Company's final determination of the value of the tax allowance or contingency, whichever comes first, changes to these uncertain tax positions and tax-related valuation allowances will affect the provision for income taxes in the consolidated statement of operations, and could have a material impact on results of operations and financial position. | |
Reclassifications | ' |
Reclassifications | |
Certain amounts in the financial statements of prior years have been reclassified to conform to the fiscal 2014 presentation, with no effect on net earnings. | |
ACQUISITIONS_Tables
ACQUISITIONS (Tables) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Wireless Matrix USA, Inc. [Member] | ' | ||||||||
Business Acquisition [Line Items] | ' | ||||||||
Summary of Purchase Price Allocation | ' | ||||||||
Following is the purchase price allocation for Wireless Matrix (in thousands): | |||||||||
Purchase price | $ | 52,986 | |||||||
Less cash acquired | (6,149 | ) | |||||||
Net cash paid | 46,837 | ||||||||
Fair value of net assets acquired: | |||||||||
Current assets other than cash | $ | 6,353 | |||||||
Deferred tax assets, net | 9,437 | ||||||||
Property and equipment | 1,683 | ||||||||
Customer lists | 14,440 | ||||||||
Developed/core technology | 11,180 | ||||||||
Other non-current assets | 144 | ||||||||
Current liabilities | (5,218 | ) | |||||||
Total fair value of net assets acquired | 38,019 | ||||||||
Goodwill | $ | 8,818 | |||||||
Summary of Pro Forma Information | ' | ||||||||
Following is unaudited supplemental pro forma information for fiscal 2013 presented as if the acquisition had occurred on March 1, 2012 (in thousands): | |||||||||
Consolidated revenues | $ | 208,219 | |||||||
Consolidated net income | $ | 37,467 | |||||||
Radio Satellite Integrators, Inc. [Member] | ' | ||||||||
Business Acquisition [Line Items] | ' | ||||||||
Summary of Purchase Price Allocation | ' | ||||||||
The Company has not yet obtained all information required to complete the purchase price allocation related to this acquisition. Following is the preliminary purchase price allocation for RSI (in thousands): | |||||||||
Purchase price | $ | 8,563 | |||||||
Less cash acquired | (382 | ) | |||||||
Net purchase price | 8,181 | ||||||||
Fair value of net assets acquired: | |||||||||
Current assets other than cash | $ | 996 | |||||||
Customer lists | 3,150 | ||||||||
Developed/core technology | 1,970 | ||||||||
Other non-current assets | 10 | ||||||||
Current liabilities | (1,669 | ) | |||||||
Deferred tax liabilities, net | (1,768 | ) | |||||||
Total fair value of net assets acquired | 2,689 | ||||||||
Goodwill | $ | 5,492 | |||||||
Navman [Member] | ' | ||||||||
Business Acquisition [Line Items] | ' | ||||||||
Summary of Purchase Price Allocation | ' | ||||||||
Following is the purchase price allocation for the Navman Asset Purchase Agreement (in thousands): | |||||||||
Purchase price | $ | 4,902 | |||||||
Fair value of net assets acquired: | |||||||||
Property and equipment | $ | 200 | |||||||
Supply contract | 2,220 | ||||||||
Developed/core technology | 500 | ||||||||
Customer lists | 710 | ||||||||
Covenants not to compete | 170 | ||||||||
Assumed liabilities | (10 | ) | |||||||
Total fair value of net assets acquired | 3,790 | ||||||||
Goodwill | $ | 1,112 |
FINANCIAL_INSTRUMENTS_Tables
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended | ||||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||||
FINANCIAL INSTRUMENTS [Abstract] | ' | ||||||||||||||||||
Schedule of Cash and Marketable Securities | ' | ||||||||||||||||||
The following table summarizes the Company's cash and marketable securities as of February 28, 2014 using the hierarchy described in Note 1 under the heading "Fair Value Measurements" (in thousands): | |||||||||||||||||||
Balance Sheet Classification | |||||||||||||||||||
of Fair Value | |||||||||||||||||||
Unrealized | Cash and | Short-Term | Long-Term | ||||||||||||||||
Adjusted | Gains | Fair | Cash | Marketable | Marketable | ||||||||||||||
Cost | (Losses) | Value | Equivalents | Securities | Securities | ||||||||||||||
Cash | $ | 11,367 | $ | - | $ | 11,367 | $ | 11,367 | $ | - | $ | - | |||||||
Level 1: | |||||||||||||||||||
U.S. agency securities | 326 | - | 326 | 326 | - | - | |||||||||||||
Level 2: | |||||||||||||||||||
U.S. Treasury securities | 2,500 | - | 2,500 | 2,500 | - | - | |||||||||||||
Commercial paper | 14,057 | 1 | 14,058 | 5,040 | 8,500 | 518 | |||||||||||||
Total | $ | 28,250 | $ | 1 | $ | 28,251 | $ | 19,233 | $ | 8,500 | $ | 518 |
INVENTORIES_Tables
INVENTORIES (Tables) | 12 Months Ended | ||||||
Feb. 28, 2014 | |||||||
INVENTORIES [Abstract] | ' | ||||||
Schedule of Inventories | ' | ||||||
Inventories consist of the following (in thousands): | |||||||
February 28, | |||||||
2014 | 2013 | ||||||
Raw materials | $ | 12,410 | $ | 10,201 | |||
Work in process | 380 | 335 | |||||
Finished goods | 2,178 | 2,980 | |||||
$ | 14,968 | $ | 13,516 |
PROPERTY_EQUIPMENT_AND_IMPROVE1
PROPERTY, EQUIPMENT AND IMPROVEMENTS (Tables) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
PROPERTY, EQUIPMENT AND IMPROVEMENTS [Abstract] | ' | ||||||||
Schedule of Property, Equipment and Improvements | ' | ||||||||
Property, equipment and improvements consist of the following (in thousands): | |||||||||
February 28, | |||||||||
2014 | 2013 | ||||||||
Leasehold improvements | $ | 1,940 | $ | 1,830 | |||||
Plant equipment and tooling | 12,893 | 12,436 | |||||||
Office equipment, computers and furniture | 7,754 | 4,576 | |||||||
22,587 | 18,842 | ||||||||
Less accumulated depreciation and amortization | (17,816 | ) | (16,064 | ) | |||||
$ | 4,771 | $ | 2,778 |
GOODWILL_AND_OTHER_INTANGIBLE_1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended | ||||||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract] | ' | ||||||||||||||||||||
Schedule of Goodwill | ' | ||||||||||||||||||||
Changes in goodwill are as follows (in thousands): | |||||||||||||||||||||
Year Ended | |||||||||||||||||||||
February 28, | |||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||
Balance at beginning of year | $ | 1,112 | $ | - | |||||||||||||||||
Navman product line acquisition | - | 1,112 | |||||||||||||||||||
Wireless Matrix acquisition | 8,818 | - | |||||||||||||||||||
Radio Satellite Integrators acquisition | 5,492 | - | |||||||||||||||||||
Balance at end of year | $ | 15,422 | $ | 1,112 | |||||||||||||||||
Schedule of Other Intangible Assets | ' | ||||||||||||||||||||
Other intangible assets are comprised as follows (in thousands): | |||||||||||||||||||||
28-Feb-14 | 28-Feb-13 | ||||||||||||||||||||
Gross | Gross | ||||||||||||||||||||
Amortization | Carrying | Accumulated | Carrying | Accumulated | |||||||||||||||||
Period | Amount | Amortization | Net | Amount | Amortization | Net | |||||||||||||||
Supply contract | 5 years | $ | 2,220 | $ | 803 | $ | 1,417 | $ | 2,220 | $ | 359 | $ | 1,861 | ||||||||
Developed/core technology | 2-7 years | 16,151 | 4,886 | 11,265 | 3,001 | 2,572 | 429 | ||||||||||||||
Tradename | 7 years | 2,130 | 913 | 1,217 | 2,130 | 609 | 1,521 | ||||||||||||||
Customer lists | 5-7 years | 19,438 | 4,394 | 15,044 | 1,848 | 1,218 | 630 | ||||||||||||||
Covenants not to compete | 5 years | 262 | 153 | 109 | 262 | 119 | 143 | ||||||||||||||
Patents | 5 years | 121 | 42 | 79 | 50 | 31 | 19 | ||||||||||||||
$ | 40,322 | $ | 11,191 | $ | 29,131 | $ | 9,511 | $ | 4,908 | $ | 4,603 | ||||||||||
Schedule of Future Amortization Expense | ' | ||||||||||||||||||||
Estimated amortization expense in future fiscal years is as follows (in thousands): | |||||||||||||||||||||
Fiscal Year | |||||||||||||||||||||
2015 | $ | 6,596 | |||||||||||||||||||
2016 | 6,545 | ||||||||||||||||||||
2017 | 6,545 | ||||||||||||||||||||
2018 | 6,043 | ||||||||||||||||||||
2019 | 2,730 | ||||||||||||||||||||
Thereafter | 672 | ||||||||||||||||||||
$ | 29,131 |
FINANCING_ARRANGEMENTS_AND_CON1
FINANCING ARRANGEMENTS AND CONTRACTUAL CASH OBLIGATIONS (Tables) | 12 Months Ended | |||||||||||||||||||||
Feb. 28, 2014 | ||||||||||||||||||||||
FINANCING ARRANGEMENTS AND CONTRACTUAL CASH OBLIGATIONS [Abstract] | ' | |||||||||||||||||||||
Schedule of Long-term Debt | ' | |||||||||||||||||||||
Long-term debt is comprised of the following (in thousands): | ||||||||||||||||||||||
February 28, | February 28, | |||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||
Bank term loan | $ | - | $ | 1,800 | ||||||||||||||||||
Note payable to Navman | 1,858 | 2,895 | ||||||||||||||||||||
1,858 | 4,695 | |||||||||||||||||||||
Less portion due within one year | (1,156 | ) | (2,261 | ) | ||||||||||||||||||
Long-term debt | $ | 702 | $ | 2,434 | ||||||||||||||||||
Schedule of Other Non-Current Liabilities | ' | |||||||||||||||||||||
Other non-current liabilities consist of the following (in thousands): | ||||||||||||||||||||||
February 28, | February 28, | |||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||
Deferred revenue | $ | 1,977 | $ | 1,285 | ||||||||||||||||||
Acquisition-related contingent consideration | 1,092 | 303 | ||||||||||||||||||||
Deferred compensation | 131 | - | ||||||||||||||||||||
Deferred rent | 97 | 251 | ||||||||||||||||||||
$ | 3,298 | $ | 1,839 | |||||||||||||||||||
Schedule of Contractual Cash Obligations | ' | |||||||||||||||||||||
Following is a summary of the Company's contractual cash obligations as of February 28, 2014 and excludes amounts already recorded on the consolidated balance sheets except for long-term debt (in thousands): | ||||||||||||||||||||||
Future Estimated Cash Payments Due by Fiscal Year | ||||||||||||||||||||||
Contractual Obligations | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | Total | |||||||||||||||
Note payable to Navman | $ | 1,275 | $ | 882 | $ | - | $ | - | $ | - | $ | - | $ | 2,157 | ||||||||
Operating leases | 1,687 | 2,114 | 1,763 | 1,569 | 1,515 | 819 | 9,467 | |||||||||||||||
Purchase obligations | 44,204 | - | - | - | - | - | 44,204 | |||||||||||||||
Total contractual obligations | $ | 47,166 | $ | 2,996 | $ | 1,763 | $ | 1,569 | $ | 1,515 | $ | 819 | $ | 55,828 |
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | ||||||||||||
Feb. 28, 2014 | |||||||||||||
INCOME TAXES [Abstract] | ' | ||||||||||||
Schedule of Income Before Income Taxes | ' | ||||||||||||
The Company's income before income taxes consists of the following (in thousands): | |||||||||||||
Year Ended February 28, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Domestic | $ | 17,185 | $ | 14,811 | $ | 6,047 | |||||||
Foreign | 726 | 637 | (768 | ) | |||||||||
Total income before income taxes | $ | 17,911 | $ | 15,448 | $ | 5,279 | |||||||
Schedule of Income Tax Benefit (Provision) | ' | ||||||||||||
The income tax benefit (provision) consists of the following (in thousands): | |||||||||||||
Year Ended February 28, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal | $ | - | $ | - | $ | (52 | ) | ||||||
State | (42 | ) | (9 | ) | (9 | ) | |||||||
Foreign | (45 | ) | (44 | ) | - | ||||||||
Total current | (87 | ) | (53 | ) | (61 | ) | |||||||
Deferred: | |||||||||||||
Federal | (6,346 | ) | 21,465 | - | |||||||||
State | 325 | 7,766 | - | ||||||||||
Total deferred | (6,021 | ) | 29,231 | - | |||||||||
Total income tax benefit (provision) | $ | (6,108 | ) | $ | 29,178 | $ | (61 | ) | |||||
Reconciliation of Effective Income Tax Benefit (Provision) | ' | ||||||||||||
Differences between the income tax benefit (provision) reported in the consolidated statements of income and the income tax amount computed using the statutory U.S. federal income tax rate are as follows (in thousands): | |||||||||||||
Year Ended February 28, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income tax provision at U.S. statutory federal rate of 35% | $ | (6,269 | ) | $ | (5,407 | ) | $ | (1,848 | ) | ||||
State income tax provision, net of federal income tax effect | (770 | ) | (570 | ) | (245 | ) | |||||||
Foreign taxes | 209 | 178 | (268 | ) | |||||||||
Valuation allowance reductions (increases) | (865 | ) | 35,148 | 1,816 | |||||||||
Research and development tax credits | 1,126 | 721 | 590 | ||||||||||
Other, net | 461 | (892 | ) | (106 | ) | ||||||||
Total income tax benefit (provision) | $ | (6,108 | ) | $ | 29,178 | $ | (61 | ) | |||||
Schedule of Net Deferred Tax Income Assets | ' | ||||||||||||
The components of net deferred income tax assets for U.S. income tax purposes are as follows (in thousands): | |||||||||||||
February 28, | |||||||||||||
2014 | 2013 | ||||||||||||
Net operating loss carryforwards | $ | 31,546 | $ | 22,977 | |||||||||
Depreciation, amortization and impairments | 1,332 | 9,585 | |||||||||||
Research and development credits | 7,238 | 6,089 | |||||||||||
Stock-based compensation | 1,639 | 1,990 | |||||||||||
Capital loss carryforward | 840 | 831 | |||||||||||
Other tax credits | 551 | 636 | |||||||||||
Inventory reserve | 576 | 534 | |||||||||||
Warranty reserve | 593 | 515 | |||||||||||
Payroll and employee benefit accruals | 1,185 | 469 | |||||||||||
Allowance for doubtful accounts | 298 | 179 | |||||||||||
Other accrued liabilities | 1,568 | 343 | |||||||||||
Other, net | 233 | 827 | |||||||||||
Gross deferred tax assets | 47,599 | 44,975 | |||||||||||
Valuation allowance | (4,849 | ) | (3,959 | ) | |||||||||
Net deferred tax assets | 42,750 | 41,016 | |||||||||||
Less current portion | 7,619 | 6,400 | |||||||||||
Non-current portion | $ | 35,131 | $ | 34,616 | |||||||||
Reconciliation of Unrecognized Tax Benefits | ' | ||||||||||||
Activity in the amount of unrecognized tax benefits for uncertain tax positions during the past three years is as follows (in thousands): | |||||||||||||
Balance at February 28, 2011 | $ | 1,265 | |||||||||||
Decrease in fiscal 2012 | (174 | ) | |||||||||||
Balance at February 28, 2012 | 1,091 | ||||||||||||
Decrease in fiscal 2013 | (2 | ) | |||||||||||
Balance at February 28, 2013 | 1,089 | ||||||||||||
Decrease in fiscal 2014 | (60 | ) | |||||||||||
Balance at February 28, 2014 | $ | 1,029 |
STOCKHOLDERS_EQUITY_Tables
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended | ||||||||||
Feb. 28, 2014 | |||||||||||
STOCKHOLDERS' EQUITY [Abstract] | ' | ||||||||||
Summary of Stock Option Activity | ' | ||||||||||
The following table summarizes stock option activity for fiscal years 2014, 2013 and 2012 (options in thousands): | |||||||||||
Weighted | |||||||||||
Number of | Average | ||||||||||
Options | Exercise Price | ||||||||||
Outstanding at February 28, 2011 | 2,108 | $ | 4.87 | ||||||||
Granted | 163 | 3.42 | |||||||||
Exercised | (16 | ) | 1.68 | ||||||||
Forfeited or expired | (92 | ) | 4.98 | ||||||||
Outstanding at February 28, 2012 | 2,163 | 4.78 | |||||||||
Granted | 84 | 7.01 | |||||||||
Exercised | (466 | ) | 2.78 | ||||||||
Forfeited or expired | (125 | ) | 3.9 | ||||||||
Outstanding at February 28, 2013 | 1,656 | 5.53 | |||||||||
Granted | 56 | 15.14 | |||||||||
Exercised | (611 | ) | 7.28 | ||||||||
Forfeited or expired | (8 | ) | 4.53 | ||||||||
Outstanding at February 28, 2014 | 1,093 | $ | 5.04 | ||||||||
Exercisable at February 28, 2014 | 882 | $ | 4.48 | ||||||||
Schedule of Stock Option Valuation Assumptions | ' | ||||||||||
The fair value of options at the grant date was determined using the Black-Scholes option pricing model with the following assumptions: | |||||||||||
Year Ended February 28, | |||||||||||
Black-Scholes Valuation Assumptions | 2014 | 2013 | 2012 | ||||||||
Expected life (years) (1) | 6 | 6 | 6 | ||||||||
Expected volatility (2) | 69 | % | 63 | % | 73 | % | |||||
Risk-free interest rates (3) | 1.7 | % | 0.8 | % | 1.9 | % | |||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | |||||
-1 | The expected life of stock options is estimated based on historical experience. | ||||||||||
-2 | The expected volatility is estimated based on historical volatility of the Company's stock price. | ||||||||||
-3 | Based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected life of the stock options. | ||||||||||
Summary of Restricted Stock Shares and RSUs Activity | ' | ||||||||||
Changes in the Company's outstanding restricted stock shares and RSUs during fiscal years 2014, 2013 and 2012 were as follows (shares and RSUs in thousands): | |||||||||||
Weighted | |||||||||||
Number of | Average Grant | ||||||||||
Shares | Date Fair | ||||||||||
and RSUs | Value | ||||||||||
Outstanding at February 28, 2011 | 2,045 | $ | 2.16 | ||||||||
Granted | 762 | 3.59 | |||||||||
Vested | (819 | ) | 2.21 | ||||||||
Forfeited | (59 | ) | 1.99 | ||||||||
Outstanding at February 28, 2012 | 1,929 | 2.71 | |||||||||
Granted | 440 | 7.5 | |||||||||
Vested | (916 | ) | 2.53 | ||||||||
Forfeited | (115 | ) | 2.85 | ||||||||
Outstanding at February 28, 2013 | 1,338 | 4.4 | |||||||||
Granted | 312 | 15.58 | |||||||||
Vested | (592 | ) | 3.83 | ||||||||
Forfeited | (34 | ) | 7.88 | ||||||||
Outstanding at February 28, 2014 | 1,024 | $ | 8.02 | ||||||||
Schedule of Stock-based Compensation Expense | ' | ||||||||||
Stock-based compensation expense for the years ended February 28, 2014, 2013 and 2012 is included in the following captions of the consolidated statements of income (in thousands): | |||||||||||
Year Ended February 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Cost of revenues | $ | 191 | $ | 136 | $ | 100 | |||||
Research and development | 516 | 450 | 388 | ||||||||
Selling | 360 | 252 | 204 | ||||||||
General and administrative | 1,857 | 2,072 | 1,683 | ||||||||
$ | 2,924 | $ | 2,910 | $ | 2,375 |
EARNINGS_PER_SHARE_Tables
EARNINGS PER SHARE (Tables) | 12 Months Ended | ||||||
Feb. 28, 2014 | |||||||
EARNINGS PER SHARE [Abstract] | ' | ||||||
Schedule of Weighted Average Number of Shares | ' | ||||||
The following table sets forth the computation of basic and diluted earnings per share (in thousands): | |||||||
Year Ended February 28, | |||||||
2014 | 2013 | 2012 | |||||
Basic weighted average number of common | |||||||
shares outstanding | 34,969 | 28,886 | 27,658 | ||||
Effect of stock options, restricted stock, | |||||||
RSUs and warrants computed on | |||||||
treasury stock method | 1,054 | 1,096 | 800 | ||||
Diluted weighted average number of common | |||||||
shares outstanding | 36,023 | 29,982 | 28,458 | ||||
Shares subject to anti-dilutive stock options and restricted | |||||||
stock-based awards excluded from calculation | 57,000 | 322,000 | 907,000 |
OTHER_FINANCIAL_INFORMATION_Ta
OTHER FINANCIAL INFORMATION (Tables) | 12 Months Ended | |||||||||||||||
Feb. 28, 2014 | ||||||||||||||||
OTHER FINANCIAL INFORMATION [Abstract] | ' | |||||||||||||||
Schedule of Supplemental Cash Flow Information | ' | |||||||||||||||
"Net cash provided by operating activities" in the consolidated statements of cash flows includes cash payments for interest expense and income taxes as follows (in thousands): | ||||||||||||||||
Year Ended February 28, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Interest expense paid | $ | 117 | $ | 127 | $ | 756 | ||||||||||
Income tax paid (net refunds received) | $ | 35 | $ | 156 | $ | (64 | ) | |||||||||
Schedule of Supplemental Non-Cash Investing and Financing Activities | ' | |||||||||||||||
Following is the supplemental schedule of non-cash investing and financing activities (in thousands): | ||||||||||||||||
Year Ended | ||||||||||||||||
February 28, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Acquisition of Navman Wireless product line on May 7, 2012: | ||||||||||||||||
Non-interest bearing $4,000 promissory note issued | ||||||||||||||||
to Navman Wireless, less discount of $920 | $ | 3,080 | ||||||||||||||
Accrued liability for earn-out consideration payable | ||||||||||||||||
to Navman Wireless | $ | 822 | ||||||||||||||
Acquisition of Radio Satellite Integrators on December 18, 2013: | ||||||||||||||||
Accrued liability for earn-out consideration | $ | 2,063 | ||||||||||||||
Schedule of Valuation and Qualifying Accounts | ' | |||||||||||||||
Following is the Company's schedule of valuation and qualifying accounts for the last three years (in thousands): | ||||||||||||||||
Charged | ||||||||||||||||
Balance at | (credited) | |||||||||||||||
beginning | to costs and | Balance at | ||||||||||||||
of year | expenses | Deductions | end of year | |||||||||||||
Allowance for doubtful accounts: | ||||||||||||||||
Fiscal 2012 | $ | 290 | $ | 114 | $ | (150 | ) | $ | 254 | |||||||
Fiscal 2013 | 254 | 241 | (34 | ) | 461 | |||||||||||
Fiscal 2014 | 461 | 353 | (53 | ) | 761 | |||||||||||
Warranty reserve: | ||||||||||||||||
Fiscal 2012 | $ | 700 | $ | 635 | $ | (341 | ) | $ | 994 | |||||||
Fiscal 2013 | 994 | 910 | (576 | ) | 1,328 | |||||||||||
Fiscal 2014 | 1,328 | 881 | (693 | ) | 1,516 | |||||||||||
Deferred tax assets valuation allowance: | ||||||||||||||||
Fiscal 2012 | $ | 41,182 | $ | 1,816 | $ | (3,944 | ) | $ | 39,054 | |||||||
Fiscal 2013 | 39,054 | (35,095 | ) | - | 3,959 | |||||||||||
Fiscal 2014 | 3,959 | 890 | - | 4,849 |
SEGMENT_AND_GEOGRAPHIC_DATA_Ta
SEGMENT AND GEOGRAPHIC DATA (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||||||||||||||||||
SEGMENT AND GEOGRAPHIC DATA [Abstract] | ' | ||||||||||||||||||||||||||||||||
Summary of Segment Information | ' | ||||||||||||||||||||||||||||||||
Information by business segment is as follows (in thousands, except percentages): | |||||||||||||||||||||||||||||||||
Year ended February 28, 2014 | Year ended February 28, 2013 | ||||||||||||||||||||||||||||||||
Operating Segments | Operating Segments | ||||||||||||||||||||||||||||||||
Wireless | Corporate | Wireless | Corporate | ||||||||||||||||||||||||||||||
DataCom | Satellite | Expenses | Total | DataCom | Satellite | Expenses | Total | ||||||||||||||||||||||||||
Revenues | $ | 187,012 | $ | 48,891 | $ | 235,903 | $ | 139,503 | $ | 41,076 | $ | 180,579 | |||||||||||||||||||||
Gross profit | $ | 70,114 | $ | 9,817 | $ | 79,931 | $ | 50,005 | $ | 6,888 | $ | 56,893 | |||||||||||||||||||||
Gross margin | 37.5 | % | 20.1 | % | 33.9 | % | 35.8 | % | 16.8 | % | 31.5 | % | |||||||||||||||||||||
Operating income | $ | 16,324 | $ | 5,642 | $ | (3,623 | ) | $ | 18,343 | $ | 16,844 | $ | 3,111 | $ | (3,975 | ) | $ | 15,980 | |||||||||||||||
Year ended February 28, 2012 | |||||||||||||||||||||||||||||||||
Operating Segments | |||||||||||||||||||||||||||||||||
Wireless | Corporate | ||||||||||||||||||||||||||||||||
DataCom | Satellite | Expenses | Total | ||||||||||||||||||||||||||||||
Revenues | $ | 99,121 | $ | 39,607 | $ | 138,728 | |||||||||||||||||||||||||||
Gross profit | $ | 38,632 | $ | 3,387 | $ | 42,019 | |||||||||||||||||||||||||||
Gross margin | 39 | % | 8.6 | % | 30.3 | % | |||||||||||||||||||||||||||
Operating income (loss) | $ | 11,564 | $ | (292 | ) | $ | (3,902 | ) | $ | 7,370 |
QUARTERLY_FINANCIAL_INFORMATIO1
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended | ||||||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||||||
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) [Abstract] | ' | ||||||||||||||||||||
Schedule of Quarterly Financial Information | ' | ||||||||||||||||||||
The following summarizes certain quarterly statement of operations data for each of the quarters in fiscal 2014 and 2013 (in thousands, except percentages and per share data): | |||||||||||||||||||||
Fiscal 2014 | |||||||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||||||
Quarter | Quarter | Quarter | Quarter | Total | |||||||||||||||||
Revenues | $ | 53,746 | $ | 58,807 | $ | 63,503 | $ | 59,847 | $ | 235,903 | |||||||||||
Gross profit | 18,481 | 19,839 | 20,995 | 20,616 | 79,931 | ||||||||||||||||
Gross margin | 34.4 | % | 33.7 | % | 33.1 | % | 34.4 | % | 33.9 | % | |||||||||||
Net income | 1,685 | 2,844 | 4,207 | 3,067 | 11,803 | ||||||||||||||||
Earnings per diluted share | 0.05 | 0.08 | 0.12 | 0.08 | 0.33 | ||||||||||||||||
Fiscal 2013 | |||||||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||||||
Quarter | Quarter | Quarter | Quarter | Total | |||||||||||||||||
Revenues | $ | 43,861 | $ | 43,987 | $ | 44,340 | $ | 48,391 | $ | 180,579 | |||||||||||
Gross profit | 13,676 | 14,135 | 14,032 | 15,050 | 56,893 | ||||||||||||||||
Gross margin | 31.2 | % | 32.1 | % | 31.6 | % | 31.1 | % | 31.5 | % | |||||||||||
Net income | 4,182 | 3,659 | 4,155 | 32,630 | 44,626 | ||||||||||||||||
Earnings per diluted share | 0.14 | 0.12 | 0.14 | 1.06 | 1.49 |
DESCRIPTION_OF_BUSINESS_AND_SU2
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ' | ' |
Income tax benefit (provision) | ($6,108) | $29,178 | ($61) |
Cumulative foreign currency translation loss | 65 | ' | ' |
Foreign transaction exchange gains (losses) | ($62) | ($43) | ($45) |
Revenues [Member] | Customer One from Satellite Business Unit [Member] | ' | ' | ' |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ' | ' |
Concentration percentage | 20.70% | 22.10% | 28.30% |
Accounts receivable [Member] | Customer One from Satellite Business Unit [Member] | ' | ' | ' |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ' | ' |
Concentration percentage | 14.60% | 18.40% | ' |
Inventory purchases [Member] | Major supplier [Member] | ' | ' | ' |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ' | ' |
Concentration percentage | 65.00% | 54.00% | ' |
Accounts payable [Member] | Major supplier [Member] | ' | ' | ' |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ' | ' |
Concentration percentage | 59.00% | ' | ' |
ACQUISITIONS_Narrative_Details
ACQUISITIONS (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 12 Months Ended | |||||
In Thousands, except Share data, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 | Mar. 04, 2013 | Mar. 04, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | Mar. 04, 2013 | Dec. 18, 2013 | Feb. 28, 2014 | 7-May-12 | Feb. 28, 2014 |
New Term Loan [Member] | Wireless Matrix USA, Inc. [Member] | Wireless Matrix USA, Inc. [Member] | Wireless Matrix USA, Inc. [Member] | Wireless Matrix USA, Inc. [Member] | Radio Satellite Integrators, Inc. [Member] | Radio Satellite Integrators, Inc. [Member] | Navman Wireless [Member] | Navman Wireless [Member] | ||||
New Term Loan [Member] | ||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum amount of long-term supply commitment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $25,000 | ' |
Purchase price | ' | ' | ' | ' | 52,986 | ' | ' | ' | 8,563 | ' | 4,902 | ' |
Cash acquired | ' | ' | ' | ' | 6,149 | ' | ' | ' | 382 | ' | ' | ' |
Cash payment for acquisition | ' | ' | ' | ' | 52,900 | ' | ' | ' | 6,500 | ' | 1,000 | ' |
Future earn-out payments | ' | ' | ' | ' | ' | ' | ' | ' | 2,100 | 2,098 | ' | 662 |
Proceeds from sale of common stock used to fund acquisition | ' | 44,784 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, face amount | ' | ' | ' | 5,000 | ' | ' | ' | 3,200 | ' | ' | 4,000 | ' |
Estimated present value of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,080 | ' |
Estimated contingent royalties consideration at fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 822 | ' |
Percentage of rebate for products sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | 15.00% |
Intangible asset amortization | $6,283 | $1,743 | $1,277 | ' | ' | ' | $4,751 | ' | ' | ' | ' | ' |
Shares issued for business acquisition | ' | ' | ' | ' | ' | 5,175,000 | ' | ' | ' | ' | ' | ' |
ACQUISITIONS_Summary_of_Purcha
ACQUISITIONS (Summary of Purchase Price Allocation) (Details) (USD $) | 12 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | ||||||||||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 | Mar. 04, 2013 | Mar. 04, 2013 | Mar. 04, 2013 | Dec. 18, 2013 | Dec. 18, 2013 | Dec. 18, 2013 | 7-May-12 | 7-May-12 | 7-May-12 | 7-May-12 | 7-May-12 |
Wireless Matrix USA, Inc. [Member] | Wireless Matrix USA, Inc. [Member] | Wireless Matrix USA, Inc. [Member] | Radio Satellite Integrators, Inc. [Member] | Radio Satellite Integrators, Inc. [Member] | Radio Satellite Integrators, Inc. [Member] | Navman Wireless [Member] | Navman Wireless [Member] | Navman Wireless [Member] | Navman Wireless [Member] | Navman Wireless [Member] | ||||
Developed/core technology [Member] | Customer lists [Member] | Developed/core technology [Member] | Customer lists [Member] | Supply Contract [Member] | Developed/core technology [Member] | Customer lists [Member] | Covenants not to compete [Member] | |||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price | ' | ' | ' | $52,986 | ' | ' | $8,563 | ' | ' | $4,902 | ' | ' | ' | ' |
Less Cash Acquired | ' | ' | ' | -6,149 | ' | ' | -382 | ' | ' | ' | ' | ' | ' | ' |
Net cash paid | 52,954 | 1,000 | ' | 46,837 | ' | ' | 8,181 | ' | ' | ' | ' | ' | ' | ' |
Fair value of net assets acquired: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Current assets other than cash | ' | ' | ' | 6,353 | ' | ' | 996 | ' | ' | ' | ' | ' | ' | ' |
Deferred tax assets, net | ' | ' | ' | 9,437 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property and equipment | ' | ' | ' | 1,683 | ' | ' | ' | ' | ' | 200 | ' | ' | ' | ' |
Finite-lived intangible assets | ' | ' | ' | ' | 11,180 | 14,440 | ' | 1,970 | 3,150 | ' | 2,220 | 500 | 710 | 170 |
Other non-current assets | ' | ' | ' | 144 | ' | ' | 10 | ' | ' | ' | ' | ' | ' | ' |
Current liabilities | ' | ' | ' | -5,218 | ' | ' | -1,669 | ' | ' | -10 | ' | ' | ' | ' |
Deferred tax liabilities, net | ' | ' | ' | ' | ' | ' | -1,768 | ' | ' | ' | ' | ' | ' | ' |
Total fair value of net assets acquired | ' | ' | ' | 38,019 | ' | ' | 2,689 | ' | ' | 3,790 | ' | ' | ' | ' |
Goodwill | $15,422 | $1,112 | ' | $8,818 | ' | ' | $5,492 | ' | ' | $1,112 | ' | ' | ' | ' |
ACQUISITIONS_Summary_of_Pro_Fo
ACQUISITIONS (Summary of Pro Forma Information) (Details) (Wireless Matrix USA, Inc. [Member], USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Feb. 28, 2013 |
Wireless Matrix USA, Inc. [Member] | ' |
Business Acquisition [Line Items] | ' |
Revenue | $208,219 |
Net income | $37,467 |
FINANCIAL_INSTRUMENTS_Details
FINANCIAL INSTRUMENTS (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Feb. 28, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Adjusted Cost | $28,250 |
Unrealized Gains (Losses) | 1 |
Fair Value | 28,251 |
Cash and Cash Equivalents [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | 19,233 |
Short-Term Marketable Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | 8,500 |
Long-Term Marketable Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | 518 |
Cash [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Adjusted Cost | 11,367 |
Unrealized Gains (Losses) | ' |
Fair Value | 11,367 |
Cash [Member] | Cash and Cash Equivalents [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | 11,367 |
Cash [Member] | Short-Term Marketable Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | ' |
Cash [Member] | Long-Term Marketable Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | ' |
Level 1 [Member] | U.S. Agency Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Adjusted Cost | 326 |
Unrealized Gains (Losses) | ' |
Fair Value | 326 |
Level 1 [Member] | U.S. Agency Securities [Member] | Cash and Cash Equivalents [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | 326 |
Level 1 [Member] | U.S. Agency Securities [Member] | Short-Term Marketable Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | ' |
Level 1 [Member] | U.S. Agency Securities [Member] | Long-Term Marketable Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | ' |
Level 2 [Member] | U.S. Treasury Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Adjusted Cost | 2,500 |
Unrealized Gains (Losses) | ' |
Fair Value | 2,500 |
Level 2 [Member] | U.S. Treasury Securities [Member] | Cash and Cash Equivalents [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | 2,500 |
Level 2 [Member] | U.S. Treasury Securities [Member] | Short-Term Marketable Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | ' |
Level 2 [Member] | U.S. Treasury Securities [Member] | Long-Term Marketable Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | ' |
Level 2 [Member] | Commercial Paper [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Adjusted Cost | 14,057 |
Unrealized Gains (Losses) | 1 |
Fair Value | 14,058 |
Level 2 [Member] | Commercial Paper [Member] | Cash and Cash Equivalents [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | 5,040 |
Level 2 [Member] | Commercial Paper [Member] | Short-Term Marketable Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | 8,500 |
Level 2 [Member] | Commercial Paper [Member] | Long-Term Marketable Securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair Value | $518 |
INVENTORIES_Details
INVENTORIES (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
INVENTORIES [Abstract] | ' | ' |
Raw materials | $12,410 | $10,201 |
Work in process | 380 | 335 |
Finished goods | 2,178 | 2,980 |
Inventories | $14,968 | $13,516 |
PROPERTY_EQUIPMENT_AND_IMPROVE2
PROPERTY, EQUIPMENT AND IMPROVEMENTS (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Property, equipment and improvements | ' | ' |
Property, equipment and improvements, gross | $22,587 | $18,842 |
Less accumulated depreciation and amortization | -17,816 | -16,064 |
Property, equipment and improvements, net of accumulated depreciation and amortization | 4,771 | 2,778 |
Leasehold improvements [Member] | ' | ' |
Property, equipment and improvements | ' | ' |
Property, equipment and improvements, gross | 1,940 | 1,830 |
Plant equipment and tooling [Member] | ' | ' |
Property, equipment and improvements | ' | ' |
Property, equipment and improvements, gross | 12,893 | 12,436 |
Office equipment, computers and furniture [Member] | ' | ' |
Property, equipment and improvements | ' | ' |
Property, equipment and improvements, gross | $7,754 | $4,576 |
GOODWILL_AND_OTHER_INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Schedule of Goodwill) (Details) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 | Feb. 28, 2014 | Feb. 28, 2013 | 7-May-12 | Feb. 28, 2014 | Feb. 28, 2013 | Mar. 04, 2013 | Feb. 28, 2014 | Feb. 28, 2013 | Dec. 18, 2013 |
Navman [Member] | Navman [Member] | Navman [Member] | Wireless Matrix USA, Inc. [Member] | Wireless Matrix USA, Inc. [Member] | Wireless Matrix USA, Inc. [Member] | Radio Satellite Integrators, Inc. [Member] | Radio Satellite Integrators, Inc. [Member] | Radio Satellite Integrators, Inc. [Member] | ||||
Goodwill [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at beginning of period | $1,112 | ' | ' | ' | ' | $1,112 | ' | ' | $8,818 | ' | ' | $5,492 |
Acquisition | ' | ' | ' | ' | 1,112 | ' | 8,818 | ' | ' | 5,492 | ' | ' |
Balance at end of period | $15,422 | $1,112 | ' | ' | ' | $1,112 | ' | ' | $8,818 | ' | ' | $5,492 |
GOODWILL_AND_OTHER_INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS (Schedule of Other Intangible Assets) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 |
Other intangible assets: | ' | ' |
Gross Carrying Amount | $40,322 | $9,511 |
Accumulated Amortization | 11,191 | 4,908 |
Net | 29,131 | 4,603 |
Supply contract [Member] | ' | ' |
Other intangible assets: | ' | ' |
Amortization period | '5 years | ' |
Gross Carrying Amount | 2,220 | 2,220 |
Accumulated Amortization | 803 | 359 |
Net | 1,417 | 1,861 |
Developed/core technology [Member] | ' | ' |
Other intangible assets: | ' | ' |
Gross Carrying Amount | 16,151 | 3,001 |
Accumulated Amortization | 4,886 | 2,572 |
Net | 11,265 | 429 |
Developed/core technology [Member] | Minimum [Member] | ' | ' |
Other intangible assets: | ' | ' |
Amortization period | '2 years | ' |
Developed/core technology [Member] | Maximum [Member] | ' | ' |
Other intangible assets: | ' | ' |
Amortization period | '7 years | ' |
Tradename [Member] | ' | ' |
Other intangible assets: | ' | ' |
Amortization period | '7 years | ' |
Gross Carrying Amount | 2,130 | 2,130 |
Accumulated Amortization | 913 | 609 |
Net | 1,217 | 1,521 |
Customer lists [Member] | ' | ' |
Other intangible assets: | ' | ' |
Gross Carrying Amount | 19,438 | 1,848 |
Accumulated Amortization | 4,394 | 1,218 |
Net | 15,044 | 630 |
Customer lists [Member] | Minimum [Member] | ' | ' |
Other intangible assets: | ' | ' |
Amortization period | '5 years | ' |
Customer lists [Member] | Maximum [Member] | ' | ' |
Other intangible assets: | ' | ' |
Amortization period | '7 years | ' |
Covenants not to compete [Member] | ' | ' |
Other intangible assets: | ' | ' |
Amortization period | '5 years | ' |
Gross Carrying Amount | 262 | 262 |
Accumulated Amortization | 153 | 119 |
Net | 109 | 143 |
Patents [Member] | ' | ' |
Other intangible assets: | ' | ' |
Amortization period | '5 years | ' |
Gross Carrying Amount | 121 | 50 |
Accumulated Amortization | 42 | 31 |
Net | $79 | $19 |
GOODWILL_AND_OTHER_INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS (Schedule of Future Amortization Expense) (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Fiscal Year | ' | ' |
2015 | $6,596 | ' |
2016 | 6,545 | ' |
2017 | 6,545 | ' |
2018 | 6,043 | ' |
2019 | 2,730 | ' |
Thereafter | 672 | ' |
Net, total | $29,131 | $4,603 |
FINANCING_ARRANGEMENTS_AND_CON2
FINANCING ARRANGEMENTS AND CONTRACTUAL CASH OBLIGATIONS (Bank Credit Facility) (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2014 | Mar. 04, 2013 | Feb. 28, 2013 |
Line of Credit [Member] | Line of Credit [Member] | New Term Loan [Member] | New Term Loan [Member] | Pre-existing Term Loan [Member] | |||
Bank Credit Facility | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | $15,000,000 | $12,000,000 | ' | ' | ' |
Interest rate in addition to prime | ' | ' | ' | 1.00% | ' | ' | ' |
Maturity date | ' | ' | 1-Mar-17 | ' | ' | ' | ' |
Term loan amount | ' | ' | ' | ' | ' | 5,000,000 | ' |
Long-term debt | 1,858,000 | 4,695,000 | ' | ' | ' | ' | 1,800,000 |
Monthly principal payment amount | ' | ' | ' | ' | 83,333 | ' | ' |
Description of borrowing capacity | ' | ' | ' | ' | 'The revolver portion of the Amended Loan Agreement has a borrowing limit equal to the lesser of (a) $15 million minus the term loan principal outstanding at any point in time, or (b) 85% of eligible accounts receivable. | ' | ' |
Loan fees, payment obligation on the first anniversary | ' | ' | ' | ' | 7,500 | ' | ' |
Loan fees, payment obligation on the second anniversary | ' | ' | ' | ' | 37,500 | ' | ' |
Loan fees, payment obligation on the third anniversary | ' | ' | ' | ' | 37,500 | ' | ' |
Loan fees, payment obligation on the fourth anniversary | ' | ' | ' | ' | $37,500 | ' | ' |
FINANCING_ARRANGEMENTS_AND_CON3
FINANCING ARRANGEMENTS AND CONTRACTUAL CASH OBLIGATIONS (Long-term Debt) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 |
Debt Instrument [Line Items] | ' | ' |
Bank term loan | ' | $1,800 |
Note payable to Navman | 1,858 | 2,895 |
Long-term debt, total | 1,858 | 4,695 |
Less portion due within one year | -1,156 | -2,261 |
Long-term debt | 702 | 2,434 |
Navman Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Percentage of rebate for products sold | 15.00% | ' |
Long-term debt repayments | $1,308 | $535 |
FINANCING_ARRANGEMENTS_AND_CON4
FINANCING ARRANGEMENTS AND CONTRACTUAL CASH OBLIGATIONS (Other Non-Current Liabilities) (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2014 | Dec. 18, 2013 | 7-May-12 | Feb. 28, 2014 |
In Thousands, unless otherwise specified | Radio Satellite Integrators, Inc. [Member] | Radio Satellite Integrators, Inc. [Member] | Navman Wireless [Member] | Navman Wireless [Member] | ||
Financing Arrangements [Line Items] | ' | ' | ' | ' | ' | ' |
Deferred revenue | $1,977 | $1,285 | ' | ' | ' | ' |
Acquisition-related contingent consideration | 1,092 | 303 | 1,034 | ' | ' | 58 |
Deferred compensation | 131 | ' | ' | ' | ' | ' |
Deferred rent | 97 | 251 | ' | ' | ' | ' |
Total other non-current liabilities | 3,298 | 1,839 | ' | ' | ' | ' |
Total contingent consideration | ' | ' | 2,098 | 2,100 | ' | 662 |
Percentage of rebate for products sold | ' | ' | ' | ' | 15.00% | 15.00% |
Payments for royalties | ' | ' | ' | ' | ' | $271 |
FINANCING_ARRANGEMENTS_AND_CON5
FINANCING ARRANGEMENTS AND CONTRACTUAL CASH OBLIGATIONS (Contractual Cash Obligations) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
Note payable to Navman | ' | ' | ' |
2015 | $1,275 | ' | ' |
2016 | 882 | ' | ' |
2017 | ' | ' | ' |
2018 | ' | ' | ' |
2019 | ' | ' | ' |
Thereafter | ' | ' | ' |
Total | 2,157 | ' | ' |
Operating leases | ' | ' | ' |
2015 | 1,687 | ' | ' |
2016 | 2,114 | ' | ' |
2017 | 1,763 | ' | ' |
2018 | 1,569 | ' | ' |
2019 | 1,515 | ' | ' |
Thereafter | 819 | ' | ' |
Total | 9,467 | ' | ' |
Purchase obligations | ' | ' | ' |
2015 | 44,204 | ' | ' |
2016 | ' | ' | ' |
2017 | ' | ' | ' |
2018 | ' | ' | ' |
2019 | ' | ' | ' |
Thereafter | ' | ' | ' |
Total | 44,204 | ' | ' |
Total contractual obligations | ' | ' | ' |
2015 | 47,166 | ' | ' |
2016 | 2,996 | ' | ' |
2017 | 1,763 | ' | ' |
2018 | 1,569 | ' | ' |
2019 | 1,515 | ' | ' |
Thereafter | 819 | ' | ' |
Contractual obligation | 55,828 | ' | ' |
Rent expense under operating leases | $1,886 | $1,707 | $1,566 |
INCOME_TAXES_Income_Loss_Befor
INCOME TAXES (Income (Loss) Before Income Taxes) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
Income (loss) before income taxes: | ' | ' | ' |
Income (loss) before income taxes | $17,911 | $15,448 | $5,279 |
Domestic [Member] | ' | ' | ' |
Income (loss) before income taxes: | ' | ' | ' |
Income (loss) before income taxes | 17,185 | 14,811 | 6,047 |
Foreign [Member] | ' | ' | ' |
Income (loss) before income taxes: | ' | ' | ' |
Income (loss) before income taxes | $726 | $637 | ($768) |
INCOME_TAXES_Income_Tax_Benefi
INCOME TAXES (Income Tax Benefit (Provision)) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
Current: | ' | ' | ' |
Federal | ' | ' | ($52) |
State | -42 | -9 | -9 |
Foreign | -45 | -44 | ' |
Total current | -87 | -53 | -61 |
Deferred: | ' | ' | ' |
Federal | -6,346 | 21,465 | ' |
State | 325 | 7,766 | ' |
Total deferred | -6,021 | 29,231 | ' |
Total income tax benefit (provision) | ($6,108) | $29,178 | ($61) |
INCOME_TAXES_Reconciliation_of
INCOME TAXES (Reconciliation of Income Tax Benefit (Provision)) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
INCOME TAXES [Abstract] | ' | ' | ' |
Income tax provision at U.S. statutory federal rate of 35% | ($6,269) | ($5,407) | ($1,848) |
U.S. statutory federal rate | 35.00% | 35.00% | 35.00% |
State income tax provision, net of federal income tax effect | -770 | -570 | -245 |
Foreign taxes | 209 | 178 | -268 |
Valuation allowance reductions (increases) | -865 | 35,148 | 1,816 |
Research and development tax credits | 1,126 | 721 | 590 |
Other, net | 461 | -892 | -106 |
Total income tax benefit (provision) | ($6,108) | $29,178 | ($61) |
INCOME_TAXES_Deferred_Tax_Asse
INCOME TAXES (Deferred Tax Assets) (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
INCOME TAXES [Abstract] | ' | ' |
Net operating loss carryforwards | $31,546 | $22,977 |
Depreciation, amortization and impairments | 1,332 | 9,585 |
Research and development credits | 7,238 | 6,089 |
Stock-based compensation | 1,639 | 1,990 |
Capital loss carryforward | 840 | 831 |
Other tax credits | 551 | 636 |
Inventory reserve | 576 | 534 |
Warranty reserve | 593 | 515 |
Payroll and employee benefit accruals | 1,185 | 469 |
Allowance for doubtful accounts | 298 | 179 |
Other accured liabilities | 1,568 | 343 |
Other, net | 233 | 827 |
Gross deferred tax assets | 47,599 | 44,975 |
Valuation allowance | -4,849 | -3,959 |
Net deferred tax assets | 42,750 | 41,016 |
Less current portion | 7,619 | 6,400 |
Non-current portion | $35,131 | $34,616 |
INCOME_TAXES_Narrative_Details
INCOME TAXES (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
INCOME TAXES [Abstract] | ' | ' | ' |
Deferred tax assets for Canadian income tax purposes | $4,000 | ' | ' |
Income tax benefit (provision) | -6,108 | 29,178 | -61 |
Federal net operating loss carryforwards | 99,000 | ' | ' |
State net operating loss carryforwards | 84,000 | ' | ' |
Federal research and development tax credit carryforwards | 5,100 | ' | ' |
State research and development tax credit carryforwards | 4,800 | ' | ' |
Excess tax deductions from share-based payment arrangements | 12,800 | 5,300 | ' |
Unrecognized tax benefit from uncertain tax position relating to federal research and development | $1,000 | ' | ' |
INCOME_TAXES_Unrecognized_Tax_
INCOME TAXES (Unrecognized Tax Benefits for Uncertain Tax Positions) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
INCOME TAXES [Abstract] | ' | ' | ' |
Unrecognized tax benefits, Balance | $1,089 | ' | $1,265 |
Decrease in year | -60 | -2 | -174 |
Unrecognized tax benefits, Balance | $1,029 | $1,089 | $1,091 |
STOCKHOLDERS_EQUITY_Sale_of_Co
STOCKHOLDERS' EQUITY (Sale of Common Stock) (Details) (USD $) | 1 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Feb. 28, 2013 | Feb. 28, 2013 |
STOCKHOLDERS' EQUITY [Abstract] | ' | ' |
Cash raised, net of underwriter discount and offering costs, from public offering | $44,800 | $44,784 |
Stock issued from public offering, shares | 5,175 | ' |
STOCKHOLDERS_EQUITY_Stock_Opti
STOCKHOLDERS' EQUITY (Stock Option Activity) (Details) (Stock Options [Member], USD $) | 1 Months Ended | 12 Months Ended | ||
Jul. 31, 2012 | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 | |
Number of Options | ' | ' | ' | ' |
Outstanding | ' | 1,656,000 | ' | 2,108,000 |
Granted | ' | 56,000 | 84,000 | 163,000 |
Exercised | ' | -611,000 | -466,000 | -16,000 |
Forfeited or expired | ' | -8,000 | -125,000 | -92,000 |
Outstanding | ' | 1,093,000 | 1,656,000 | 2,163,000 |
Exercisable | ' | 882,000 | ' | ' |
Weighted Average Exercise Price | ' | ' | ' | ' |
Outstanding | ' | $5.53 | ' | $4.87 |
Granted | ' | $15.14 | $7.01 | $3.42 |
Exercised | ' | $7.28 | $2.78 | $1.68 |
Forfeited or expired | ' | $4.53 | $3.90 | $4.98 |
Outstanding | ' | $5.04 | $5.53 | $4.78 |
Exercisable | ' | $4.48 | ' | ' |
Net share settlement of options exercised | 93,691 | 37,417 | ' | ' |
Former Executive [Member] | ' | ' | ' | ' |
Number of Options | ' | ' | ' | ' |
Exercised | -168,000 | -62,899 | ' | ' |
STOCKHOLDERS_EQUITY_Fair_Value
STOCKHOLDERS' EQUITY (Fair Value Assumptions) (Details) (USD $) | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 | |||
STOCKHOLDERS' EQUITY [Abstract] | ' | ' | ' | |||
Expected life (years) | '6 years | [1] | '6 years | [1] | '6 years | [1] |
Expected volatility | 69.00% | [2] | 63.00% | [2] | 73.00% | [2] |
Risk-free interest rates | 1.70% | [3] | 0.80% | [3] | 1.90% | [3] |
Expected dividend yield | 0.00% | 0.00% | 0.00% | |||
Weighted average fair value of stock options granted | $9.43 | $4.41 | $2.22 | |||
Weighted average remaining contractual term of outstanding options | '5 years 1 month 6 days | ' | ' | |||
Aggregate intrinsic value of outstanding options | $29,500 | ' | ' | |||
Weighted average remaining contractual term of exercisable options | '4 years 3 months 18 days | ' | ' | |||
Aggregate intrinsic value of exercisable options | $24,300 | ' | ' | |||
[1] | The expected life of stock options is estimated based on historical experience. | |||||
[2] | The expected volatility is estimated based on historical volatility of the Company's stock price. | |||||
[3] | Based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected life of the stock options. |
STOCKHOLDERS_EQUITY_Restricted
STOCKHOLDERS' EQUITY (Restricted Stock Shares and RSUs Activity) (Details) (Restricted Stock Units (Rsus) [Member], USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 | |
Number of Shares and RSUs | ' | ' | ' |
Outstanding | 1,338,000 | ' | 2,045,000 |
Granted | 312,000 | 440,000 | 762,000 |
Vested | -592,000 | -916,000 | -819,000 |
Forfeited | -34,000 | -115,000 | -59,000 |
Outstanding | 1,024,000 | 1,338,000 | 1,929,000 |
Weighted Average Grant Date Fair Value | ' | ' | ' |
Outstanding | $4.40 | ' | $2.16 |
Granted | $15.58 | $7.50 | $3.59 |
Vested | $3.83 | $2.53 | $2.21 |
Forfeited | $7.88 | $2.85 | $1.99 |
Outstanding | $8.02 | $4.40 | $2.71 |
Net share settlement of options exercised | 203,383 | 308,998 | 279,764 |
2004 Plan [Member] | ' | ' | ' |
Weighted Average Grant Date Fair Value | ' | ' | ' |
Award units available for grant | 649,160 | ' | ' |
Maximum number of units granted to non-employee directors | 20,000 | ' | ' |
STOCKHOLDERS_EQUITY_Stockbased
STOCKHOLDERS' EQUITY (Stock-based Compensation Expense) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
Allocated Share-based Compensation Expense | $2,924 | $2,910 | $2,375 |
Unrecognized share-based compensation cost | 7,300 | ' | ' |
Unrecognized compensation cost, recognition period | '2 years 9 months 18 days | ' | ' |
Cost of revenues [Member] | ' | ' | ' |
Allocated Share-based Compensation Expense | 191 | 136 | 100 |
Research and development [Member] | ' | ' | ' |
Allocated Share-based Compensation Expense | 516 | 450 | 388 |
Selling [Member] | ' | ' | ' |
Allocated Share-based Compensation Expense | 360 | 252 | 204 |
General and administrative [Member] | ' | ' | ' |
Allocated Share-based Compensation Expense | $1,857 | $2,072 | $1,683 |
STOCKHOLDERS_EQUITY_Tax_Benefi
STOCKHOLDERS' EQUITY (Tax Benefits from Exercise of Awards) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 |
STOCKHOLDERS' EQUITY [Abstract] | ' | ' |
Proceeds from option exercises | $3,928 | $913 |
Aggregate fair value of options exercised and vested restricted stock-based awards | 17,532 | 8,795 |
Excess tax deductions from option exercises and vested restricted stock-based awards | $12,781 | $5,306 |
STOCKHOLDERS_EQUITY_Stock_Warr
STOCKHOLDERS' EQUITY (Stock Warrants) (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Oct. 31, 2009 | Feb. 28, 2014 | Feb. 28, 2010 | Dec. 31, 2009 |
STOCKHOLDERS' EQUITY [Abstract] | ' | ' | ' | ' |
Warrants issued during period | 20,000 | ' | 500,000 | ' |
Principal amount of subordinated notes | ' | ' | ' | $5,000 |
Exercise price of warrants issued | $1 | ' | $4.02 | ' |
Proceeds from warrant exercises | ' | $1,879 | ' | ' |
Number of warrants exercised in period | ' | 467,500 | ' | ' |
Retained shares to pay for Exercise of Warrants | ' | 15,850 | ' | ' |
Warrants beneficially held by executive officer exercised | ' | 32,500 | ' | ' |
EARNINGS_PER_SHARE_Details
EARNINGS PER SHARE (Details) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
EARNINGS PER SHARE [Abstract] | ' | ' | ' |
Basic weighted average number of common shares outstanding | 34,969 | 28,886 | 27,658 |
Effect of stock options, restricted stock, RSUs and warrants computed on treasury stock method | 1,054 | 1,096 | 800 |
Diluted weighted average number of common shares outstanding | 36,023 | 29,982 | 28,458 |
Shares subject to anti-dilutive stock options and restricted stock-based awards excluded from calculation | 57 | 322 | 907 |
OTHER_FINANCIAL_INFORMATION_Sc
OTHER FINANCIAL INFORMATION (Schedule of Supplemental Cash Flow Information) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
OTHER FINANCIAL INFORMATION [Abstract] | ' | ' | ' |
Interest expense paid | $117 | $127 | $756 |
Income tax paid (net refunds received) | $35 | $156 | ($64) |
OTHER_FINANCIAL_INFORMATION_Sc1
OTHER FINANCIAL INFORMATION (Schedule of Non-cash Investing and Financing Activities) (Details) (USD $) | 12 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | 7-May-12 | Feb. 28, 2014 | Feb. 28, 2013 |
Navman Wireless [Member] | Navman Wireless [Member] | Navman Wireless [Member] | Radio Satellite Integrators, Inc. [Member] | Radio Satellite Integrators, Inc. [Member] | |
Non Interest Bearing Promissory Note [Member] | |||||
Non-interest bearing $4,000 promissory note issued to Navman Wireless, less discount of $920 | ' | $3,080 | ' | ' | ' |
Long-term Debt, Gross | ' | ' | 4,000 | ' | ' |
Debt Instrument, Unamortized Discount | ' | ' | 920 | ' | ' |
Accrued liability for earn-out consideration | ' | $822 | ' | $2,063 | ' |
OTHER_FINANCIAL_INFORMATION_Sc2
OTHER FINANCIAL INFORMATION (Schedule of Valuation and Qualifying Accounts) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
Allowance for Doubtful Accounts [Member] | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at beginning of year | $461 | ' | $290 |
Charged (credited) to costs and expenses | 353 | 241 | 114 |
Deductions | -53 | -34 | -150 |
Balance at end of period year | 761 | 461 | 254 |
Warranty Reserve [Member] | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at beginning of year | 1,328 | ' | 700 |
Charged (credited) to costs and expenses | 881 | 910 | 635 |
Deductions | -693 | -576 | -341 |
Balance at end of period year | 1,516 | 1,328 | 994 |
Deferred Tax Assets Valuation Allowance [Member] | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at beginning of year | 3,959 | ' | 41,182 |
Charged (credited) to costs and expenses | 890 | -35,095 | 1,816 |
Deductions | ' | ' | -3,944 |
Balance at end of period year | $4,849 | $3,959 | $39,054 |
SEGMENT_AND_GEOGRAPHIC_DATA_Su
SEGMENT AND GEOGRAPHIC DATA (Summary of Segment Information) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Nov. 30, 2013 | Aug. 31, 2013 | 31-May-13 | Feb. 28, 2013 | Nov. 30, 2012 | Aug. 31, 2012 | 31-May-12 | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | $59,847 | $63,503 | $58,807 | $53,746 | $48,391 | $44,340 | $43,987 | $43,861 | $235,903 | $180,579 | $138,728 |
Gross profit | 20,616 | 20,995 | 19,839 | 18,481 | 15,050 | 14,032 | 14,135 | 13,676 | 79,931 | 56,893 | 42,019 |
Gross margin | 34.40% | 33.10% | 33.70% | 34.40% | 31.10% | 31.60% | 32.10% | 31.20% | 33.90% | 31.50% | 30.30% |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 18,343 | 15,980 | 7,370 |
Operating Segments [Member] | Wireless Datacom [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 187,012 | 139,503 | 99,121 |
Gross profit | ' | ' | ' | ' | ' | ' | ' | ' | 70,114 | 50,005 | 38,632 |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 37.50% | 35.80% | 39.00% |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 16,324 | 16,844 | 11,564 |
Operating Segments [Member] | Satellite [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 48,891 | 41,076 | 39,607 |
Gross profit | ' | ' | ' | ' | ' | ' | ' | ' | 9,817 | 6,888 | 3,387 |
Gross margin | ' | ' | ' | ' | ' | ' | ' | ' | 20.10% | 16.80% | 8.60% |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 5,642 | 3,111 | -292 |
Corporate Expenses [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | ($3,623) | ($3,975) | ($3,902) |
SEGMENT_AND_GEOGRAPHIC_DATA_Na
SEGMENT AND GEOGRAPHIC DATA (Narrative) (Details) (United States [Member], Revenues [Member]) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 | |
United States [Member] | Revenues [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Concentration percentage | 81.00% | 82.00% | 89.00% |
EMPLOYEE_RETIREMENT_AND_DEFERR1
EMPLOYEE RETIREMENT AND DEFERRED COMPENSATION PLANS (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
EMPLOYEE RETIREMENT AND DEFERRED COMPENSATION PLANS [Abstract] | ' | ' | ' |
Matching contributions made by company to 401(k) plan | $733 | $355 | $312 |
Deferred compensation plan assets | 116 | ' | ' |
Deferred compensation plan liabilities | $131 | ' | ' |
US Plan [Member] | Defined Contribution Plan Threshold One [Member] | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Percent of employee contribution matched by the Company | 100.00% | ' | ' |
Percent of employee compensation contributed | 3.00% | ' | ' |
US Plan [Member] | Defined Contribution Plan Threshold Two [Member] | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Percent of employee contribution matched by the Company | 50.00% | ' | ' |
Percent of employee compensation contributed | 2.00% | ' | ' |
New Zealand Plan [Member] | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Percent of employee compensation contributed | 3.00% | ' | ' |
QUARTERLY_FINANCIAL_INFORMATIO2
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Feb. 28, 2014 | Nov. 30, 2013 | Aug. 31, 2013 | 31-May-13 | Feb. 28, 2013 | Nov. 30, 2012 | Aug. 31, 2012 | 31-May-12 | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 28, 2012 |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | $59,847 | $63,503 | $58,807 | $53,746 | $48,391 | $44,340 | $43,987 | $43,861 | $235,903 | $180,579 | $138,728 |
Gross profit | 20,616 | 20,995 | 19,839 | 18,481 | 15,050 | 14,032 | 14,135 | 13,676 | 79,931 | 56,893 | 42,019 |
Gross margin | 34.40% | 33.10% | 33.70% | 34.40% | 31.10% | 31.60% | 32.10% | 31.20% | 33.90% | 31.50% | 30.30% |
Net income | $3,067 | $4,207 | $2,844 | $1,685 | $32,630 | $4,155 | $3,659 | $4,182 | $11,803 | $44,626 | $5,218 |
Earnings per diluted share | $0.08 | $0.12 | $0.08 | $0.05 | $1.06 | $0.14 | $0.12 | $0.14 | $0.33 | $1.49 | $0.18 |