Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Nov. 30, 2014 | Dec. 11, 2014 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CalAmp Corp. | |
Entity Central Index Key | 730255 | |
Entity Filer Category | Accelerated Filer | |
Current Fiscal Year End Date | -26 | |
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 30-Nov-14 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2015 | |
Entity Common Stock, Shares Outstanding | 36,205,162 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Nov. 30, 2014 | Feb. 28, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $23,964 | $19,233 |
Short-term marketable securities | 12,963 | 8,500 |
Accounts receivable, less allowance for doubtful accounts of $577 and $761 at November 30, 2014 and February 28, 2014, respectively | 45,367 | 36,904 |
Inventories | 19,575 | 14,968 |
Deferred income tax assets | 7,465 | 7,619 |
Prepaid expenses and other current assets | 3,646 | 5,017 |
Total current assets | 112,980 | 92,241 |
Long-term marketable securities | 3,044 | 518 |
Property, equipment and improvements, net of accumulated depreciation and amortization | 7,433 | 4,771 |
Deferred income tax assets, less current portion | 29,515 | 35,131 |
Goodwill | 15,479 | 15,422 |
Other intangible assets, net | 24,224 | 29,131 |
Other assets | 5,532 | 2,051 |
Total assets | 198,207 | 179,265 |
Current liabilities: | ||
Current portion of long-term debt | 577 | 1,156 |
Accounts payable | 29,699 | 20,508 |
Accrued payroll and employee benefits | 5,082 | 6,594 |
Deferred revenue | 8,450 | 8,251 |
Other current liabilities | 6,302 | 5,609 |
Total current liabilities | 50,110 | 42,118 |
Long-term debt | 197 | 702 |
Other non-current liabilities | 4,341 | 3,298 |
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; 36,179 and 35,859 shares issued and outstanding at November 30, 2014 and February 28, 2014, respectively | 362 | 359 |
Additional paid-in capital | 206,571 | 206,154 |
Accumulated deficit | -63,309 | -73,301 |
Accumulated other comprehensive loss | -65 | -65 |
Total stockholders' equity | 143,559 | 133,147 |
Total Liabilities and Stockholders' Equity | $198,207 | $179,265 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 |
In Thousands, except Per Share data, unless otherwise specified | ||
CONSOLIDATED BALANCE SHEETS [Abstract] | ||
Allowance for doubtful accounts (in dollars) | $577 | $761 |
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 | 36,179 | 35,859 |
Common stock, shares outstanding | 36,179 | 35,859 |
CONSOLIDATED_INCOME_STATEMENTS
CONSOLIDATED INCOME STATEMENTS (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 |
Revenues: | ||||
Products | $52,837 | $53,307 | $151,295 | $146,221 |
Application subscriptions and other services | 10,388 | 10,196 | 30,121 | 29,835 |
Total revenues | 63,225 | 63,503 | 181,416 | 176,056 |
Cost of revenues: | ||||
Products | 36,165 | 37,845 | 104,754 | 104,456 |
Application subscriptions and other services | 4,956 | 4,663 | 13,843 | 12,285 |
Total cost of revenues | 41,121 | 42,508 | 118,597 | 116,741 |
Gross profit | 22,104 | 20,995 | 62,819 | 59,315 |
Operating expenses: | ||||
Research and development | 4,852 | 5,267 | 14,986 | 15,721 |
Selling | 5,162 | 4,920 | 15,260 | 14,789 |
General and administrative | 4,000 | 3,291 | 11,529 | 10,521 |
Intangible asset amortization | 1,635 | 1,485 | 4,952 | 4,618 |
Total operating expenses | 15,649 | 14,963 | 46,727 | 45,649 |
Operating income | 6,455 | 6,032 | 16,092 | 13,666 |
Non-operating expense: | ||||
Interest expense, net | -12 | -67 | -108 | -276 |
Other expense | -22 | -10 | -17 | -51 |
Total non-operating expense | -34 | -77 | -125 | -327 |
Income before income taxes | 6,421 | 5,955 | 15,967 | 13,339 |
Income tax provision | -2,400 | -1,748 | -5,975 | -4,603 |
Net income | $4,021 | $4,207 | $9,992 | $8,736 |
Earnings per share: | ||||
Basic | $0.11 | $0.12 | $0.28 | $0.25 |
Diluted | $0.11 | $0.12 | $0.27 | $0.24 |
Shares used in computing earnings per share: | ||||
Basic | 35,901 | 35,171 | 35,735 | 34,848 |
Diluted | 36,526 | 36,206 | 36,508 | 35,901 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $9,992 | $8,736 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 6,629 | 5,967 |
Stock-based compensation expense | 2,924 | 2,129 |
Amortization of debt issue costs and discount | 380 | 194 |
Deferred tax assets, net | 5,770 | 4,469 |
Other | 14 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | -8,508 | -6,317 |
Inventories | -4,619 | 1,054 |
Prepaid expenses and other assets | -2,124 | 657 |
Accounts payable | 9,191 | 4,533 |
Accrued liabilities | 1,073 | -2,306 |
Deferred revenue | 199 | 289 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 20,921 | 19,405 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of marketable securities | -15,215 | |
Proceeds from maturities of marketable securities | 8,226 | |
Property and equipment purchases | -4,398 | -1,375 |
Acquisition net of cash acquired | -46,837 | |
NET CASH USED IN INVESTING ACTIVITIES | -11,387 | -48,212 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from bank term loan, net of repayments | -1,800 | |
Payment of acquisition-related note and contingent consideration | -2,299 | -710 |
Taxes paid related to net share settlement of vested equity awards | -3,045 | -3,027 |
Proceeds from exercise of stock options | 541 | 2,351 |
NET CASH USED IN FINANCING ACTIVITIES | -4,803 | -3,186 |
Net change in cash and cash equivalents | 4,731 | -31,993 |
Cash and cash equivalents at beginning of period | 19,233 | 63,101 |
Cash and cash equivalents at end of period | $23,964 | $31,108 |
DESCRIPTION_OF_BUSINESS_AND_SU
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended | |
Nov. 30, 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. | ||
The Company uses a 52-53 week fiscal year ending on the Saturday closest to February 28, which for fiscal 2014, a 52-week year, fell on March 1, 2014. The actual interim periods presented herein ended on November 29, 2014 and November 30, 2013, both consisting of 13 weeks. In the accompanying unaudited consolidated financial statements, the 2014 fiscal year end is shown as February 28 and the interim period end for both years is shown as November 30 for clarity of presentation. | ||
Certain notes and other information are condensed or omitted from the interim financial statements presented in this Quarterly Report on Form 10-Q. Therefore, these financial statements should be read in conjunction with the Company's 2014 Annual Report on Form 10-K as filed with the Securities and Exchange Commission on April 24, 2014. | ||
In the opinion of the Company's management, the accompanying unaudited consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly the Company's financial position at November 30, 2014 and its results of operations for the three and nine months ended November 30, 2014 and 2013. The results of operations for such periods are not necessarily indicative of results to be expected for the full fiscal year. | ||
All significant intercompany transactions and accounts have been eliminated in consolidation. | ||
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 and other mobile assets via software applications 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. | ||
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. | ||
FINANCIAL_INSTRUMENTS
FINANCIAL INSTRUMENTS | 9 Months Ended | ||||||||||||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||||||||||||
FINANCIAL INSTRUMENTS [Abstract] | |||||||||||||||||||||||||||
FINANCIAL INSTRUMENTS | NOTE 2 - FINANCIAL INSTRUMENTS | ||||||||||||||||||||||||||
Cash, Cash Equivalents and Marketable Securities | |||||||||||||||||||||||||||
The following table summarizes the Company's cash and marketable securities as of November 30, 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 | $ | 17,026 | $ | - | $ | 17,026 | $ | 17,026 | $ | - | $ | - | |||||||||||||||
Level 1: | |||||||||||||||||||||||||||
U.S. Treasury securities | 1,000 | - | 1,000 | - | 1,000 | - | |||||||||||||||||||||
Level 2: | |||||||||||||||||||||||||||
Repurchase agreements | 8,938 | - | 8,938 | 6,938 | 2,000 | - | |||||||||||||||||||||
Commercial paper | 13,010 | (3 | ) | 13,007 | - | 9,963 | 3,044 | ||||||||||||||||||||
Total | $ | 39,974 | $ | (3 | ) | $ | 39,971 | $ | 23,964 | $ | 12,963 | $ | 3,044 |
INVENTORIES
INVENTORIES | 9 Months Ended | |||||||||
Nov. 30, 2014 | ||||||||||
INVENTORIES [Abstract] | ||||||||||
INVENTORIES | NOTE 3 - INVENTORIES | |||||||||
Inventories consist of the following (in thousands): | ||||||||||
November 30, | February 28, | |||||||||
2014 | 2014 | |||||||||
Raw materials | $ | 17,071 | $ | 12,410 | ||||||
Work in process | 657 | 380 | ||||||||
Finished goods | 1,847 | 2,178 | ||||||||
$ | 19,575 | $ | 14,968 | |||||||
GOODWILL_AND_OTHER_INTANGIBLE_
GOODWILL AND OTHER INTANGIBLE ASSETS | 9 Months Ended | ||||||||||||||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract] | |||||||||||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | NOTE 4 – GOODWILL AND OTHER INTANGIBLE ASSETS | ||||||||||||||||||||||||||||
Changes in goodwill are as follows (in thousands): | |||||||||||||||||||||||||||||
Nine Months Ended | |||||||||||||||||||||||||||||
November 30, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Balance at beginning of period | $ | 15,422 | $ | 1,112 | |||||||||||||||||||||||||
Wireless Matrix acquisition | - | 17,192 | |||||||||||||||||||||||||||
Purchase price allocation adjustments | 57 | - | |||||||||||||||||||||||||||
Balance at end of period | $ | 15,479 | $ | 18,304 | |||||||||||||||||||||||||
Other intangible assets are comprised as follows (in thousands): | |||||||||||||||||||||||||||||
30-Nov-14 | 28-Feb-14 | ||||||||||||||||||||||||||||
Gross | Gross | ||||||||||||||||||||||||||||
Amortization | Carrying | Accumulated | Carrying | Accumulated | |||||||||||||||||||||||||
Period | Amount | Amortization | Net | Amount | Amortization | Net | |||||||||||||||||||||||
Supply contract | 5 years | $ | 2,220 | $ | 1,136 | $ | 1,084 | $ | 2,220 | $ | 803 | $ | 1,417 | ||||||||||||||||
Developed/core technology | 2-7 years | 16,151 | 6,577 | 9,574 | 16,151 | 4,886 | 11,265 | ||||||||||||||||||||||
Tradename | 7 years | 2,130 | 1,141 | 989 | 2,130 | 913 | 1,217 | ||||||||||||||||||||||
Customer lists | 5-7 years | 19,438 | 7,060 | 12,378 | 19,438 | 4,394 | 15,044 | ||||||||||||||||||||||
Covenants not to compete | 5 years | 262 | 179 | 83 | 262 | 153 | 109 | ||||||||||||||||||||||
Patents | 5 years | 165 | 49 | 116 | 121 | 42 | 79 | ||||||||||||||||||||||
$ | 40,366 | $ | 16,142 | $ | 24,224 | $ | 40,322 | $ | 11,191 | $ | 29,131 | ||||||||||||||||||
All intangible asset amortization expense was attributable to the Wireless DataCom business. Estimated future amortization expense for the fiscal years ending February 28 is as follows (in thousands): | |||||||||||||||||||||||||||||
Fiscal Year | |||||||||||||||||||||||||||||
2015 (remainder) | $ | 1,639 | |||||||||||||||||||||||||||
2016 | 6,554 | ||||||||||||||||||||||||||||
2017 | 6,554 | ||||||||||||||||||||||||||||
2018 | 6,052 | ||||||||||||||||||||||||||||
2019 | 2,738 | ||||||||||||||||||||||||||||
Thereafter | 687 | ||||||||||||||||||||||||||||
$ | 24,224 |
FINANCING_ARRANGEMENTS
FINANCING ARRANGEMENTS | 9 Months Ended | |||||||||
Nov. 30, 2014 | ||||||||||
FINANCING ARRANGEMENTS [Abstract] | ||||||||||
FINANCING ARRANGEMENTS | NOTE 5 - FINANCING ARRANGEMENTS | |||||||||
Bank Credit Facility | ||||||||||
The Company has a credit facility with Square 1 Bank that provides for borrowings up to $15 million or 85% of eligible accounts receivable, whichever is less. The credit facility expires on March 1, 2017. Borrowings under this line of credit bear interest at the bank's prime rate. There were no borrowings outstanding under this credit facility at November 30, 2014 or February 28, 2014. | ||||||||||
The Square 1 Bank credit facility 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 on a rolling 12-month basis. At November 30, 2014, the Company was in compliance with its debt covenants under the credit facility. | ||||||||||
Long-Term Debt | ||||||||||
Long-term debt is comprised of the following (in thousands): | ||||||||||
November 30, | February 28, | |||||||||
2014 | 2014 | |||||||||
Note payable to Navman, net of unamortized discount | $ | 774 | $ | 1,858 | ||||||
Less portion due within one year | (577 | ) | -1,156 | |||||||
Long-term debt | $ | 197 | $ | 702 | ||||||
The Navman Wireless (“Navman”) note is payable in the form of a 15% rebate on certain products sold by CalAmp to Navman under a five-year $25 million supply agreement (the “Supply Agreement”) that was entered into in May 2012 in conjunction with CalAmp's purchase of a product line from Navman. 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. During the nine months ended November 30, 2014, the Company made principal payments of $1,272,000 and amortized $188,000 of the discount on the Navman note. | ||||||||||
Other Non-Current Liabilities | ||||||||||
Other non-current liabilities consist of the following (in thousands): | ||||||||||
November 30, | February 28, | |||||||||
2014 | 2014 | |||||||||
Deferred revenue | $ | 1,744 | $ | 1,977 | ||||||
Acquisition-related contingent consideration | 259 | 1,092 | ||||||||
Deferred compensation | 1,984 | 131 | ||||||||
Deferred rent | 354 | 98 | ||||||||
$ | 4,341 | $ | 3,298 | |||||||
The acquisition-related contingent consideration at November 30, 2014 is comprised of the $259,000 non-current portion of the total estimated remaining earn-out of $1,581,000 payable to the sellers in conjunction with the December 2013 acquisition of Radio Satellite Integrators, Inc. | ||||||||||
In August 2013, the Company adopted a non-qualified deferred compensation plan in which the executive officers and certain other management employees are eligible to participate whereby such officers and 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 November 30, 2014 were approximately $1,963,000 and $1,984,000, respectively, and are included in other assets and other non-current liabilities in the accompanying consolidated balance sheet at that date. Effective July 1, 2014, the plan was amended to include restricted stock units as a deferrable form of compensation and to allow non-employee directors to participate in the plan. | ||||||||||
INCOME_TAXES
INCOME TAXES | 9 Months Ended |
Nov. 30, 2014 | |
INCOME TAXES [Abstract] | |
INCOME TAXES | NOTE 6 - 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. | |
The Company files income tax returns in the U.S. federal jurisdiction, various U.S. states, Canada, the 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 2014 remain open to examination by U.S. federal and state tax authorities. Income tax returns for fiscal years 2010 through 2014 remain open to examination by tax authorities in Canada. In addition, the income tax return for fiscal year 2013 remains open to examination by tax authorities in New Zealand. The Company believes that it has made adequate provision for all income tax uncertainties pertaining to these open tax years. | |
The effective income tax rate was 37.4% and 34.5% in the nine months ended November 30, 2014 and 2013, respectively. | |
EARNINGS_PER_SHARE
EARNINGS PER SHARE | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
EARNINGS PER SHARE [Abstract] | |||||||||
EARNINGS PER SHARE | NOTE 7 - 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 composition of weighted average shares used in the computation of basic and diluted earnings per share (in thousands): | |||||||||
Three Months Ended | Nine Months Ended | ||||||||
November 30, | November 30, | ||||||||
2014 | 2013 | 2014 | 2013 | ||||||
Basic weighted average number of common | |||||||||
shares outstanding | 35,901 | 35,171 | 35,735 | 34,848 | |||||
Effect of stock options, restricted stock and restricted | |||||||||
stock units computed on treasury stock method | 625 | 1,035 | 773 | 1,053 | |||||
Diluted weighted average number of common | |||||||||
shares outstanding | 36,526 | 36,206 | 36,508 | 35,901 | |||||
Shares underlying stock options of 146,000 and 65,000 at November 30, 2014 and November 30, 2013, respectively, were excluded from the calculations of diluted earnings per share for the three and nine month periods then ended because based on the exercise prices of these derivative securities their inclusion would have been anti-dilutive under the treasury stock method. | |||||||||
STOCKBASED_COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended | ||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||
STOCK-BASED COMPENSATION [Abstract] | |||||||||||||||||
STOCK-BASED COMPENSATION | NOTE 8 – STOCK-BASED COMPENSATION | ||||||||||||||||
Stock-based compensation expense is included in the following captions of the unaudited consolidated income statements (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 30, | November 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Cost of revenues | $ | 65 | $ | 52 | $ | 176 | $ | 133 | |||||||||
Research and development | 171 | 148 | 452 | 380 | |||||||||||||
Selling | 178 | 112 | 418 | 270 | |||||||||||||
General and administrative | 754 | 496 | 1,878 | 1,346 | |||||||||||||
$ | 1,168 | $ | 808 | $ | 2,924 | $ | 2,129 | ||||||||||
Changes in the Company's outstanding stock options during the nine months ended November 30, 2014 were as follows (options in thousands): | |||||||||||||||||
Weighted | |||||||||||||||||
Number of | Average | ||||||||||||||||
Options | Exercise Price | ||||||||||||||||
Outstanding at February 28, 2014 | 1,093 | $ | 5.04 | ||||||||||||||
Granted | 61 | 17.47 | |||||||||||||||
Exercised | (111 | ) | 4.89 | ||||||||||||||
Forfeited or expired | (3 | ) | 6.88 | ||||||||||||||
Outstanding at November 30, 2014 | 1,040 | $ | 5.78 | ||||||||||||||
Exercisable at November 30, 2014 | 867 | $ | 4.55 | ||||||||||||||
Changes in the Company's outstanding restricted stock shares and restricted stock units (“RSUs”) during the nine months ended November 30, 2014 were as follows (shares and RSUs in thousands): | |||||||||||||||||
Weighted | |||||||||||||||||
Number of | Average | ||||||||||||||||
Shares and | Grant Date | ||||||||||||||||
RSUs | Fair Value | ||||||||||||||||
Outstanding at February 28, 2014 | 1,024 | $ | 8.02 | ||||||||||||||
Granted | 335 | 17.86 | |||||||||||||||
Vested | (464 | ) | 6.02 | ||||||||||||||
Forfeited | (23 | ) | 11.48 | ||||||||||||||
Outstanding at November 30, 2014 | 872 | $ | 12.77 | ||||||||||||||
During the nine months ended November 30, 2014, the Company retained 172,974 shares of the vested restricted stock and RSUs to satisfy the minimum required statutory amount of employee withholding taxes. | |||||||||||||||||
As of November 30, 2014, there was $10.7 million of total unrecognized stock-based compensation cost related to nonvested stock options, restricted stock and RSUs that is expected to be recognized as an expense over a weighted-average remaining vesting period of 3.2 years. | |||||||||||||||||
CONCENTRATION_OF_RISK
CONCENTRATION OF RISK | 9 Months Ended |
Nov. 30, 2014 | |
CONCENTRATION OF RISK [Abstract] | |
CONCENTRATION OF RISK | NOTE 9 - CONCENTRATION OF RISK |
Because the Company sells into markets dominated by a few large service providers, a significant percentage of consolidated revenues and consolidated accounts receivable relate to a small number of customers. One customer of the Company's Satellite business segment accounted for 14% and 22% of consolidated revenues for the quarters ended November 30, 2014 and 2013, respectively, and accounted for 16% and 22% of consolidated revenues for the respective nine-month periods then ended. This customer accounted for 9% and 15% of consolidated net accounts receivable at November 30, 2014 and February 28, 2014, respectively. | |
A substantial portion of the Company's inventory is purchased from one supplier, which functions as an independent foreign procurement agent and contract manufacturer. This supplier accounted for 59% and 65% of Company's total inventory purchases in the nine months ended November 30, 2014 and 2013, respectively. As of November 30, 2014, this supplier accounted for 57% of the Company's total accounts payable. | |
Some of the Company's components, assemblies and electronic manufacturing services are purchased from sole source suppliers. | |
PRODUCT_WARRANTIES
PRODUCT WARRANTIES | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
PRODUCT WARRANTIES [Abstract] | |||||||||
PRODUCT WARRANTIES | NOTE 10 - PRODUCT WARRANTIES | ||||||||
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 quarter, the Company adjusts its liability for warranty claims based on its actual warranty claims experience as a percentage of revenues for the preceding 12 to 24 months and also considers the impact of the known operational issues that may have a greater impact than historical trends. Accrued warranty costs are included in other current liabilities in the consolidated balance sheets. Activity in the accrued warranty costs liability for the nine months ended November 30, 2014 and 2013 is as follows (in thousands): | |||||||||
Nine Months Ended | |||||||||
November 30, | |||||||||
2014 | 2013 | ||||||||
Balance at beginning of period | $ | 1,516 | $ | 1,328 | |||||
Charged to costs and expenses | 1,097 | 692 | |||||||
Deductions | (778 | ) | (512 | ) | |||||
Balance at end of period | $ | 1,835 | $ | 1,508 |
OTHER_FINANCIAL_INFORMATION
OTHER FINANCIAL INFORMATION | 9 Months Ended | |||||||||
Nov. 30, 2014 | ||||||||||
OTHER FINANCIAL INFORMATION [Abstract] | ||||||||||
OTHER FINANCIAL INFORMATION | NOTE 11 – OTHER FINANCIAL INFORMATION | |||||||||
"Net cash provided by operating activities" in the unaudited consolidated statements of cash flows includes cash payments for interest and income taxes as follows (in thousands): | ||||||||||
Nine Months Ended | ||||||||||
November 30, | ||||||||||
2014 | 2013 | |||||||||
Interest expense paid | $ | 4 | $ | 107 | ||||||
Income tax paid | $ | 280 | $ | 101 | ||||||
SEGMENT_INFORMATION
SEGMENT INFORMATION | 9 Months Ended | ||||||||||||||||||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||||||||||||||||||
SEGMENT INFORMATION [Abstract] | |||||||||||||||||||||||||||||||||
SEGMENT INFORMATION | NOTE 12 - SEGMENT INFORMATION | ||||||||||||||||||||||||||||||||
Segment information for the three and nine months ended November 30, 2014 and 2013 is as follows (dollars in thousands): | |||||||||||||||||||||||||||||||||
Three Months Ended November 30, 2014 | Three Months Ended November 30, 2013 | ||||||||||||||||||||||||||||||||
Operating Segments | Operating Segments | ||||||||||||||||||||||||||||||||
Wireless | Corporate | Wireless | Corporate | ||||||||||||||||||||||||||||||
DataCom | Satellite | Expenses | Total | DataCom | Satellite | Expenses | Total | ||||||||||||||||||||||||||
Revenues | $ | 54,580 | $ | 8,645 | $ | 63,225 | $ | 49,747 | $ | 13,756 | $ | 63,503 | |||||||||||||||||||||
Gross profit | $ | 20,078 | $ | 2,026 | $ | 22,104 | $ | 18,159 | $ | 2,836 | $ | 20,995 | |||||||||||||||||||||
Gross margin | 36.8 | % | 23.4 | % | 35 | % | 36.5 | % | 20.6 | % | 33.1 | % | |||||||||||||||||||||
Operating income | $ | 6,579 | $ | 914 | $ | (1,038 | ) | $ | 6,455 | $ | 5,026 | $ | 1,785 | $ | (779 | ) | $ | 6,032 | |||||||||||||||
Nine Months Ended November 30, 2014 | Nine Months Ended November 30, 2013 | ||||||||||||||||||||||||||||||||
Operating Segments | Operating Segments | ||||||||||||||||||||||||||||||||
Wireless | Corporate | Wireless | Corporate | ||||||||||||||||||||||||||||||
DataCom | Satellite | Expenses | Total | DataCom | Satellite | Expenses | Total | ||||||||||||||||||||||||||
Revenues | $ | 152,631 | $ | 28,785 | $ | 181,416 | $ | 137,808 | $ | 38,248 | $ | 176,056 | |||||||||||||||||||||
Gross profit | $ | 55,440 | $ | 7,379 | $ | 62,819 | $ | 51,674 | $ | 7,641 | $ | 59,315 | |||||||||||||||||||||
Gross margin | 36.3 | % | 25.6 | % | 34.6 | % | 37.5 | % | 20 | % | 33.7 | % | |||||||||||||||||||||
Operating income | $ | 14,904 | $ | 4,070 | $ | (2,882 | ) | $ | 16,092 | $ | 11,706 | $ | 4,561 | $ | (2,601 | ) | $ | 13,666 | |||||||||||||||
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 corporate staff and expenses such as audit fees, investor relations, stock listing fees, director and officer liability insurance, and director fees and expenses. Corporate expenses include stock-based compensation expense of $249,000 and $140,000 in the three-month periods ended November 30, 2014 and 2013, respectively, and $587,000 and $425,000, respectively, in the nine-month periods then ended. | |||||||||||||||||||||||||||||||||
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Nov. 30, 2014 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 13 - COMMITMENTS AND CONTINGENCIES |
Legal Proceedings | |
In December 2013, a patent infringement lawsuit was filed against the Company. The lawsuit contends that certain of the Company's vehicle tracking products infringe on the patents held by the plaintiff and seeks injunctive and monetary relief. The Company believes that it has various offensive claims against the plaintiff, and intends to vigorously defend against this action. While the outcome of this matter is currently not determinable, management does not expect that the ultimate cost to resolve this matter will have a material adverse effect on the Company's consolidated financial position or results of operations. The Company's assessment of materiality may change in the future based upon the availability of discovery and further developments in any matters. No loss accrual has been made in the accompanying consolidated financial statements for this matter. | |
In addition to the foregoing matter, 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. | |
DESCRIPTION_OF_BUSINESS_AND_SU1
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Nov. 30, 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. | |
The Company uses a 52-53 week fiscal year ending on the Saturday closest to February 28, which for fiscal 2014, a 52-week year, fell on March 1, 2014. The actual interim periods presented herein ended on November 29, 2014 and November 30, 2013, both consisting of 13 weeks. In the accompanying unaudited consolidated financial statements, the 2014 fiscal year end is shown as February 28 and the interim period end for both years is shown as November 30 for clarity of presentation. | |
Certain notes and other information are condensed or omitted from the interim financial statements presented in this Quarterly Report on Form 10-Q. Therefore, these financial statements should be read in conjunction with the Company's 2014 Annual Report on Form 10-K as filed with the Securities and Exchange Commission on April 24, 2014. | |
In the opinion of the Company's management, the accompanying unaudited consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly the Company's financial position at November 30, 2014 and its results of operations for the three and nine months ended November 30, 2014 and 2013. The results of operations for such periods are not necessarily indicative of results to be expected for the full fiscal year. | |
All significant intercompany transactions and accounts have been eliminated in consolidation. | |
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 and other mobile assets via software applications 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. | |
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. | |
FINANCIAL_INSTRUMENTS_Tables
FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended | ||||||||||||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||||||||||||
FINANCIAL INSTRUMENTS [Abstract] | |||||||||||||||||||||||||||
Schedule of Cash and Marketable Securities | The following table summarizes the Company's cash and marketable securities as of November 30, 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 | $ | 17,026 | $ | - | $ | 17,026 | $ | 17,026 | $ | - | $ | - | |||||||||||||||
Level 1: | |||||||||||||||||||||||||||
U.S. Treasury securities | 1,000 | - | 1,000 | - | 1,000 | - | |||||||||||||||||||||
Level 2: | |||||||||||||||||||||||||||
Repurchase agreements | 8,938 | - | 8,938 | 6,938 | 2,000 | - | |||||||||||||||||||||
Commercial paper | 13,010 | (3 | ) | 13,007 | - | 9,963 | 3,044 | ||||||||||||||||||||
Total | $ | 39,974 | $ | (3 | ) | $ | 39,971 | $ | 23,964 | $ | 12,963 | $ | 3,044 |
INVENTORIES_Tables
INVENTORIES (Tables) | 9 Months Ended | |||||||||
Nov. 30, 2014 | ||||||||||
INVENTORIES [Abstract] | ||||||||||
Schedule of Inventories | Inventories consist of the following (in thousands): | |||||||||
November 30, | February 28, | |||||||||
2014 | 2014 | |||||||||
Raw materials | $ | 17,071 | $ | 12,410 | ||||||
Work in process | 657 | 380 | ||||||||
Finished goods | 1,847 | 2,178 | ||||||||
$ | 19,575 | $ | 14,968 | |||||||
GOODWILL_AND_OTHER_INTANGIBLE_1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract] | |||||||||||||||||||||||||||||
Schedule of Goodwill | Changes in goodwill are as follows (in thousands): | ||||||||||||||||||||||||||||
Nine Months Ended | |||||||||||||||||||||||||||||
November 30, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Balance at beginning of period | $ | 15,422 | $ | 1,112 | |||||||||||||||||||||||||
Wireless Matrix acquisition | - | 17,192 | |||||||||||||||||||||||||||
Purchase price allocation adjustments | 57 | - | |||||||||||||||||||||||||||
Balance at end of period | $ | 15,479 | $ | 18,304 | |||||||||||||||||||||||||
Schedule of Other Intangible Assets | Other intangible assets are comprised as follows (in thousands): | ||||||||||||||||||||||||||||
30-Nov-14 | 28-Feb-14 | ||||||||||||||||||||||||||||
Gross | Gross | ||||||||||||||||||||||||||||
Amortization | Carrying | Accumulated | Carrying | Accumulated | |||||||||||||||||||||||||
Period | Amount | Amortization | Net | Amount | Amortization | Net | |||||||||||||||||||||||
Supply contract | 5 years | $ | 2,220 | $ | 1,136 | $ | 1,084 | $ | 2,220 | $ | 803 | $ | 1,417 | ||||||||||||||||
Developed/core technology | 2-7 years | 16,151 | 6,577 | 9,574 | 16,151 | 4,886 | 11,265 | ||||||||||||||||||||||
Tradename | 7 years | 2,130 | 1,141 | 989 | 2,130 | 913 | 1,217 | ||||||||||||||||||||||
Customer lists | 5-7 years | 19,438 | 7,060 | 12,378 | 19,438 | 4,394 | 15,044 | ||||||||||||||||||||||
Covenants not to compete | 5 years | 262 | 179 | 83 | 262 | 153 | 109 | ||||||||||||||||||||||
Patents | 5 years | 165 | 49 | 116 | 121 | 42 | 79 | ||||||||||||||||||||||
$ | 40,366 | $ | 16,142 | $ | 24,224 | $ | 40,322 | $ | 11,191 | $ | 29,131 | ||||||||||||||||||
Schedule of Future Amortization Expense | All intangible asset amortization expense was attributable to the Wireless DataCom business. Estimated future amortization expense for the fiscal years ending February 28 is as follows (in thousands): | ||||||||||||||||||||||||||||
Fiscal Year | |||||||||||||||||||||||||||||
2015 (remainder) | $ | 1,639 | |||||||||||||||||||||||||||
2016 | 6,554 | ||||||||||||||||||||||||||||
2017 | 6,554 | ||||||||||||||||||||||||||||
2018 | 6,052 | ||||||||||||||||||||||||||||
2019 | 2,738 | ||||||||||||||||||||||||||||
Thereafter | 687 | ||||||||||||||||||||||||||||
$ | 24,224 |
FINANCING_ARRANGEMENTS_Tables
FINANCING ARRANGEMENTS (Tables) | 9 Months Ended | |||||||||
Nov. 30, 2014 | ||||||||||
FINANCING ARRANGEMENTS [Abstract] | ||||||||||
Schedule of Long-term Debt | Long-term debt is comprised of the following (in thousands): | |||||||||
November 30, | February 28, | |||||||||
2014 | 2014 | |||||||||
Note payable to Navman, net of unamortized discount | $ | 774 | $ | 1,858 | ||||||
Less portion due within one year | (577 | ) | -1,156 | |||||||
Long-term debt | $ | 197 | $ | 702 | ||||||
Schedule of Other Non-Current Liabilities | Other non-current liabilities consist of the following (in thousands): | |||||||||
November 30, | February 28, | |||||||||
2014 | 2014 | |||||||||
Deferred revenue | $ | 1,744 | $ | 1,977 | ||||||
Acquisition-related contingent consideration | 259 | 1,092 | ||||||||
Deferred compensation | 1,984 | 131 | ||||||||
Deferred rent | 354 | 98 | ||||||||
$ | 4,341 | $ | 3,298 | |||||||
EARNINGS_PER_SHARE_Tables
EARNINGS PER SHARE (Tables) | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
EARNINGS PER SHARE [Abstract] | |||||||||
Schedule of Weighted Average Number of Shares | Three Months Ended | Nine Months Ended | |||||||
November 30, | November 30, | ||||||||
2014 | 2013 | 2014 | 2013 | ||||||
Basic weighted average number of common | |||||||||
shares outstanding | 35,901 | 35,171 | 35,735 | 34,848 | |||||
Effect of stock options, restricted stock and restricted | |||||||||
stock units computed on treasury stock method | 625 | 1,035 | 773 | 1,053 | |||||
Diluted weighted average number of common | |||||||||
shares outstanding | 36,526 | 36,206 | 36,508 | 35,901 |
STOCKBASED_COMPENSATION_Tables
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended | ||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||
STOCK-BASED COMPENSATION [Abstract] | |||||||||||||||||
Schedule of Stock-based Compensation Expense | Stock-based compensation expense is included in the following captions of the unaudited consolidated income statements (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 30, | November 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Cost of revenues | $ | 65 | $ | 52 | $ | 176 | $ | 133 | |||||||||
Research and development | 171 | 148 | 452 | 380 | |||||||||||||
Selling | 178 | 112 | 418 | 270 | |||||||||||||
General and administrative | 754 | 496 | 1,878 | 1,346 | |||||||||||||
$ | 1,168 | $ | 808 | $ | 2,924 | $ | 2,129 | ||||||||||
Summary of Stock Option Activity | Changes in the Company's outstanding stock options during the nine months ended November 30, 2014 were as follows (options in thousands): | ||||||||||||||||
Weighted | |||||||||||||||||
Number of | Average | ||||||||||||||||
Options | Exercise Price | ||||||||||||||||
Outstanding at February 28, 2014 | 1,093 | $ | 5.04 | ||||||||||||||
Granted | 61 | 17.47 | |||||||||||||||
Exercised | (111 | ) | 4.89 | ||||||||||||||
Forfeited or expired | (3 | ) | 6.88 | ||||||||||||||
Outstanding at November 30, 2014 | 1,040 | $ | 5.78 | ||||||||||||||
Exercisable at November 30, 2014 | 867 | $ | 4.55 | ||||||||||||||
Summary of Restricted Stock Shares and RSUs Activity | Changes in the Company's outstanding restricted stock shares and restricted stock units (“RSUs”) during the nine months ended November 30, 2014 were as follows (shares and RSUs in thousands): | ||||||||||||||||
Weighted | |||||||||||||||||
Number of | Average | ||||||||||||||||
Shares and | Grant Date | ||||||||||||||||
RSUs | Fair Value | ||||||||||||||||
Outstanding at February 28, 2014 | 1,024 | $ | 8.02 | ||||||||||||||
Granted | 335 | 17.86 | |||||||||||||||
Vested | (464 | ) | 6.02 | ||||||||||||||
Forfeited | (23 | ) | 11.48 | ||||||||||||||
Outstanding at November 30, 2014 | 872 | $ | 12.77 |
PRODUCT_WARRANTIES_Tables
PRODUCT WARRANTIES (Tables) | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
PRODUCT WARRANTIES [Abstract] | |||||||||
Schedule of Product Warranty Liability | |||||||||
Nine Months Ended | |||||||||
November 30, | |||||||||
2014 | 2013 | ||||||||
Balance at beginning of period | $ | 1,516 | $ | 1,328 | |||||
Charged to costs and expenses | 1,097 | 692 | |||||||
Deductions | (778 | ) | (512 | ) | |||||
Balance at end of period | $ | 1,835 | $ | 1,508 |
OTHER_FINANCIAL_INFORMATION_Ta
OTHER FINANCIAL INFORMATION (Tables) | 9 Months Ended | |||||||||
Nov. 30, 2014 | ||||||||||
OTHER FINANCIAL INFORMATION [Abstract] | ||||||||||
Schedule of Supplemental Cash Flow Information | "Net cash provided by operating activities" in the unaudited consolidated statements of cash flows includes cash payments for interest and income taxes as follows (in thousands): | |||||||||
Nine Months Ended | ||||||||||
November 30, | ||||||||||
2014 | 2013 | |||||||||
Interest expense paid | $ | 4 | $ | 107 | ||||||
Income tax paid | $ | 280 | $ | 101 | ||||||
SEGMENT_INFORMATION_Tables
SEGMENT INFORMATION (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||||||||||||||||||
SEGMENT INFORMATION [Abstract] | |||||||||||||||||||||||||||||||||
Summary of Segment Information | Segment information for the three and nine months ended November 30, 2014 and 2013 is as follows (dollars in thousands): | ||||||||||||||||||||||||||||||||
Three Months Ended November 30, 2014 | Three Months Ended November 30, 2013 | ||||||||||||||||||||||||||||||||
Operating Segments | Operating Segments | ||||||||||||||||||||||||||||||||
Wireless | Corporate | Wireless | Corporate | ||||||||||||||||||||||||||||||
DataCom | Satellite | Expenses | Total | DataCom | Satellite | Expenses | Total | ||||||||||||||||||||||||||
Revenues | $ | 54,580 | $ | 8,645 | $ | 63,225 | $ | 49,747 | $ | 13,756 | $ | 63,503 | |||||||||||||||||||||
Gross profit | $ | 20,078 | $ | 2,026 | $ | 22,104 | $ | 18,159 | $ | 2,836 | $ | 20,995 | |||||||||||||||||||||
Gross margin | 36.8 | % | 23.4 | % | 35 | % | 36.5 | % | 20.6 | % | 33.1 | % | |||||||||||||||||||||
Operating income | $ | 6,579 | $ | 914 | $ | (1,038 | ) | $ | 6,455 | $ | 5,026 | $ | 1,785 | $ | (779 | ) | $ | 6,032 | |||||||||||||||
Nine Months Ended November 30, 2014 | Nine Months Ended November 30, 2013 | ||||||||||||||||||||||||||||||||
Operating Segments | Operating Segments | ||||||||||||||||||||||||||||||||
Wireless | Corporate | Wireless | Corporate | ||||||||||||||||||||||||||||||
DataCom | Satellite | Expenses | Total | DataCom | Satellite | Expenses | Total | ||||||||||||||||||||||||||
Revenues | $ | 152,631 | $ | 28,785 | $ | 181,416 | $ | 137,808 | $ | 38,248 | $ | 176,056 | |||||||||||||||||||||
Gross profit | $ | 55,440 | $ | 7,379 | $ | 62,819 | $ | 51,674 | $ | 7,641 | $ | 59,315 | |||||||||||||||||||||
Gross margin | 36.3 | % | 25.6 | % | 34.6 | % | 37.5 | % | 20 | % | 33.7 | % | |||||||||||||||||||||
Operating income | $ | 14,904 | $ | 4,070 | $ | (2,882 | ) | $ | 16,092 | $ | 11,706 | $ | 4,561 | $ | (2,601 | ) | $ | 13,666 |
FINANCIAL_INSTRUMENTS_Details
FINANCIAL INSTRUMENTS (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Nov. 30, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Adjusted Cost | $39,974 |
Unrealized Gains (Losses) | -3 |
Fair Value | 39,971 |
Cash and Cash Equivalents [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 23,964 |
Short-Term Marketable Securities [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 12,963 |
Long-Term Marketable Securities [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 3,044 |
Cash [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Adjusted Cost | 17,026 |
Unrealized Gains (Losses) | |
Fair Value | 17,026 |
Cash [Member] | Cash and Cash Equivalents [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 17,026 |
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. Treasury Securities [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Adjusted Cost | 1,000 |
Unrealized Gains (Losses) | |
Fair Value | 1,000 |
Level 1 [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 | |
Level 1 [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 | 1,000 |
Level 1 [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] | Repurchase Agreements [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Adjusted Cost | 8,938 |
Unrealized Gains (Losses) | |
Fair Value | 8,938 |
Level 2 [Member] | Repurchase Agreements [Member] | Cash and Cash Equivalents [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 6,938 |
Level 2 [Member] | Repurchase Agreements [Member] | Short-Term Marketable Securities [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 2,000 |
Level 2 [Member] | Repurchase Agreements [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 | 13,010 |
Unrealized Gains (Losses) | -3 |
Fair Value | 13,007 |
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 | |
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 | 9,963 |
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 | $3,044 |
INVENTORIES_Details
INVENTORIES (Details) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 |
In Thousands, unless otherwise specified | ||
INVENTORIES [Abstract] | ||
Raw materials | $17,071 | $12,410 |
Work in process | 657 | 380 |
Finished goods | 1,847 | 2,178 |
Inventories | $19,575 | $14,968 |
GOODWILL_AND_OTHER_INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Schedule of Goodwill) (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 |
Goodwill [Line Items] | ||
Balance at beginning of period | $15,422 | $1,112 |
Wireless Matrix acquisition | 17,192 | |
Purchase price allocation adjustments | 57 | |
Balance at end of period | $15,479 | $18,304 |
GOODWILL_AND_OTHER_INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS (Schedule of Other Intangible Assets) (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Nov. 30, 2014 | Feb. 28, 2014 |
Other intangible assets: | ||
Gross Carrying Amount | $40,366 | $40,322 |
Accumulated Amortization | 16,142 | 11,191 |
Net | 24,224 | 29,131 |
Supply contract [Member] | ||
Other intangible assets: | ||
Amortization period | 5 years | |
Gross Carrying Amount | 2,220 | 2,220 |
Accumulated Amortization | 1,136 | 803 |
Net | 1,084 | 1,417 |
Developed/core technology [Member] | ||
Other intangible assets: | ||
Gross Carrying Amount | 16,151 | 16,151 |
Accumulated Amortization | 6,577 | 4,886 |
Net | 9,574 | 11,265 |
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 | 1,141 | 913 |
Net | 989 | 1,217 |
Customer lists [Member] | ||
Other intangible assets: | ||
Gross Carrying Amount | 19,438 | 19,438 |
Accumulated Amortization | 7,060 | 4,394 |
Net | 12,378 | 15,044 |
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 | 179 | 153 |
Net | 83 | 109 |
Patents [Member] | ||
Other intangible assets: | ||
Amortization period | 5 years | |
Gross Carrying Amount | 165 | 121 |
Accumulated Amortization | 49 | 42 |
Net | $116 | $79 |
GOODWILL_AND_OTHER_INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS (Schedule of Future Amortization Expense) (Details) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 |
In Thousands, unless otherwise specified | ||
Fiscal Year | ||
2015 (remainder) | $1,639 | |
2016 | 6,554 | |
2017 | 6,554 | |
2018 | 6,052 | |
2019 | 2,738 | |
Thereafter | 687 | |
Net, total | $24,224 | $29,131 |
FINANCING_ARRANGEMENTS_Bank_Cr
FINANCING ARRANGEMENTS (Bank Credit Facility) (Details) (Line of Credit [Member], USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Nov. 30, 2014 |
Line of Credit [Member] | |
Bank Credit Facility | |
Maximum borrowing capacity | $15 |
Maximum borrowing capacity, percent of eligible accounts receivable | 85.00% |
FINANCING_ARRANGEMENTS_Longter
FINANCING ARRANGEMENTS (Long-term Debt) (Details) (USD $) | 9 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Feb. 28, 2014 | |
Debt Instrument [Line Items] | |||
Note payable to Navman, net of unamortized discount | $774,000 | $1,858,000 | |
Less portion due within one year | -577,000 | -1,156,000 | |
Long-term debt | 197,000 | 702,000 | |
Amortization of discount | 380,000 | 194,000 | |
Navman Note [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of rebate for products sold | 15.00% | ||
Supply agreement, amount | 25,000,000 | ||
Principal payment | 1,272,000 | ||
Amortization of discount | $188,000 |
FINANCING_ARRANGEMENTS_Other_N
FINANCING ARRANGEMENTS (Other Non-Current Liabilities) (Details) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 |
Financing Arrangements [Line Items] | ||
Deferred revenue | $1,744,000 | $1,977,000 |
Acquisition-related contingent consideration | 259,000 | 1,092,000 |
Deferred compensation | 1,984,000 | 131,000 |
Deferred rent | 354,000 | 98,000 |
Total other non-current liabilities | 4,341,000 | 3,298,000 |
Deferred compensation plan assets | 1,963,000 | |
Radio Satellite Integrators, Inc. [Member] | ||
Financing Arrangements [Line Items] | ||
Acquisition-related contingent consideration | 259,000 | |
Future earn-out payments | $1,581,000 |
INCOME_TAXES_Details
INCOME TAXES (Details) | 9 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
INCOME TAXES [Abstract] | ||
Effective income tax rate | 37.40% | 34.50% |
EARNINGS_PER_SHARE_Details
EARNINGS PER SHARE (Details) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | |
EARNINGS PER SHARE [Abstract] | ||||
Basic weighted average number of common shares outstanding | 35,901,000 | 35,171,000 | 35,735,000 | 34,848,000 |
Effect of stock options, restricted stock, restricted stock units and warrants computed on treasury stock method | 625,000 | 1,035,000 | 773,000 | 1,053,000 |
Diluted weighted average number of common shares outstanding | 36,526,000 | 36,206,000 | 36,508,000 | 35,901,000 |
Shares subject to anti-dilutive stock options and restricted stock-based awards excluded from calculation | 146,000 | 65,000 |
STOCKBASED_COMPENSATION_Schedu
STOCK-BASED COMPENSATION (Schedule of Stock-based Compensation Expense) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | |
Stock-based compensation expense | $1,168,000 | $808,000 | $2,924,000 | $2,129,000 |
Cost of revenues [Member] | ||||
Stock-based compensation expense | 65,000 | 52,000 | 176,000 | 133,000 |
Research and development [Member] | ||||
Stock-based compensation expense | 171,000 | 148,000 | 452,000 | 380,000 |
Selling [Member] | ||||
Stock-based compensation expense | 178,000 | 112,000 | 418,000 | 270,000 |
General and administrative [Member] | ||||
Stock-based compensation expense | $754,000 | $496,000 | $1,878,000 | $1,346,000 |
STOCKBASED_COMPENSATION_Summar
STOCK-BASED COMPENSATION (Summary of Stock Option Activity) (Details) (USD $) | 9 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Nov. 30, 2014 |
Number of Options | |
Outstanding at February 28, 2014 | 1,093 |
Granted | 61 |
Exercised | -111 |
Forfeited or expired | -3 |
Outstanding at November 30, 2014 | 1,040 |
Exercisable at November 30, 2014 | 867 |
Weighted Average Exercise Price | |
Outstanding at February 28, 2014 | $5.04 |
Granted | $17.47 |
Exercised | $4.89 |
Forfeited or expired | $6.88 |
Outstanding at November 30, 2014 | $5.78 |
Exercisable at November 30, 2014 | $4.55 |
STOCKBASED_COMPENSATION_Summar1
STOCK-BASED COMPENSATION (Summary of Restricted Stock Shares and RSUs Activity) (Details) (Restricted Stock Units (Rsus) [Member], USD $) | 9 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Nov. 30, 2014 |
Restricted Stock Units (Rsus) [Member] | |
Number of Shares and RSUs | |
Outstanding at February 28, 2014 | 1,024 |
Granted | 335 |
Vested | -464 |
Forfeited | -23 |
Outstanding at November 30, 2014 | 872 |
Weighted Average Grant Date Fair Value | |
Outstanding at February 28, 2014 | $8.02 |
Granted | $17.86 |
Vested | $6.02 |
Forfeited | $11.48 |
Outstanding at November 30, 2014 | $12.77 |
STOCKBASED_COMPENSATION_Narrat
STOCK-BASED COMPENSATION (Narrative) (Details) (USD $) | 9 Months Ended |
In Millions, except Share data, unless otherwise specified | Nov. 30, 2014 |
STOCK-BASED COMPENSATION [Abstract] | |
Vested restricted stock and RSUs retained to cover the the minimum required statutory amount of withholding taxes | 172,974 |
Unrecognized share-based compensation cost | $10.70 |
Unrecognized compensation cost, recognition period | 3 years 2 months 12 days |
CONCENTRATION_OF_RISK_Details
CONCENTRATION OF RISK (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | Feb. 28, 2014 | |
Revenues [Member] | Customer Concentration Risk [Member] | Customer One from Satellite Business Unit [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration percentage | 14.00% | 22.00% | 16.00% | 22.00% | |
Accounts receivable [Member] | Customer Concentration Risk [Member] | Customer One from Satellite Business Unit [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration percentage | 9.00% | 15.00% | |||
Inventory purchases [Member] | Supplier Concentration Risk [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration percentage | 59.00% | 65.00% | |||
Accounts payable [Member] | Supplier Concentration Risk [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration percentage | 57.00% |
PRODUCT_WARRANTIES_Details
PRODUCT WARRANTIES (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 |
PRODUCT WARRANTIES [Abstract] | ||
Balance at beginning of period | $1,516 | $1,328 |
Charged to costs and expenses | 1,097 | 692 |
Deductions | -778 | -512 |
Balance at end of period | $1,835 | $1,508 |
OTHER_FINANCIAL_INFORMATION_Sc
OTHER FINANCIAL INFORMATION (Schedule of Supplemental Cash Flow Information) (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 |
OTHER FINANCIAL INFORMATION [Abstract] | ||
Interest expense paid | $4 | $107 |
Income tax paid | $280 | $101 |
SEGMENT_INFORMATION_Details
SEGMENT INFORMATION (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $63,225,000 | $63,503,000 | $181,416,000 | $176,056,000 |
Gross profit | 22,104,000 | 20,995,000 | 62,819,000 | 59,315,000 |
Gross margin, percentage | 35.00% | 33.10% | 34.60% | 33.70% |
Operating income | 6,455,000 | 6,032,000 | 16,092,000 | 13,666,000 |
Stock-based compensation expense | 1,168,000 | 808,000 | 2,924,000 | 2,129,000 |
Operating Segments [Member] | Wireless Datacom [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 54,580,000 | 49,747,000 | 152,631,000 | 137,808,000 |
Gross profit | 20,078,000 | 18,159,000 | 55,440,000 | 51,674,000 |
Gross margin, percentage | 36.80% | 36.50% | 36.30% | 37.50% |
Operating income | 6,579,000 | 5,026,000 | 14,904,000 | 11,706,000 |
Operating Segments [Member] | Satellite [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 8,645,000 | 13,756,000 | 28,785,000 | 38,248,000 |
Gross profit | 2,026,000 | 2,836,000 | 7,379,000 | 7,641,000 |
Gross margin, percentage | 23.40% | 20.60% | 25.60% | 20.00% |
Operating income | 914,000 | 1,785,000 | 4,070,000 | 4,561,000 |
Corporate Expenses [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | -1,038,000 | -779,000 | -2,882,000 | -2,601,000 |
Stock-based compensation expense | $249,000 | $140,000 | $587,000 | $425,000 |