Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
May 31, 2021 | Jun. 21, 2021 | |
Cover [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-Q | |
Amendment Flag | false | |
Document Period End Date | May 31, 2021 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Entity File Number | 0-12182 | |
Entity Tax Identification Number | 95-3647070 | |
Entity Address, Address Line One | 15635 Alton Parkway | |
Entity Address, Address Line Two | Suite 250 | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92618 | |
City Area Code | (949) | |
Local Phone Number | 600-5600 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 35,285,918 | |
Entity Incorporation, State or Country Code | DE | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Common stock, $0.01 per share | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | May 31, 2021 | Feb. 28, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 96,184 | $ 94,624 |
Accounts receivable, net | 64,486 | 63,325 |
Inventories | 17,950 | 23,663 |
Prepaid expenses and other current assets | 25,193 | 24,804 |
Current assets of discontinued operations | 7,872 | |
Total current assets | 203,813 | 214,288 |
Property and equipment, net | 39,944 | 41,081 |
Operating lease right-of-use assets | 13,083 | 14,273 |
Deferred income tax assets | 4,757 | 4,889 |
Goodwill | 95,058 | 94,617 |
Other intangible assets, net | 36,434 | 37,488 |
Other assets | 27,575 | 27,169 |
Total assets | 420,664 | 433,805 |
Current liabilities: | ||
Current portion of long-term debt | 3,782 | 4,317 |
Accounts payable | 28,996 | 35,767 |
Accrued payroll and employee benefits | 11,157 | 12,761 |
Deferred revenue | 31,904 | 32,924 |
Other current liabilities | 20,471 | 17,380 |
Current liabilities of discontinued operations | 4,096 | |
Total current liabilities | 96,310 | 107,245 |
Long-term debt, net of current portion | 183,923 | 182,154 |
Operating lease liabilities | 15,610 | 17,061 |
Other non-current liabilities | 29,094 | 30,487 |
Non-current liabilities of discontinued operations | 1,773 | |
Total liabilities | 324,937 | 338,720 |
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; 35,274 and 35,229 shares issued and outstanding at May 31, 2021 and February 28, 2021, respectively | 353 | 352 |
Additional paid-in capital | 235,375 | 233,692 |
Accumulated deficit | (139,922) | (137,974) |
Accumulated other comprehensive loss | (79) | (985) |
Total stockholders' equity | 95,727 | 95,085 |
Total liabilities and stockholders' equity | $ 420,664 | $ 433,805 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | May 31, 2021 | Feb. 28, 2021 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 3,000,000 | 3,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 80,000,000 | 80,000,000 |
Common stock, shares issued | 35,274,000 | 35,229,000 |
Common stock, shares outstanding | 35,274,000 | 35,229,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Revenues: | ||
Revenues | $ 79,674 | $ 73,731 |
Cost of revenues: | ||
Cost of revenues | 47,227 | 44,626 |
Gross profit | 32,447 | 29,105 |
Operating expenses: | ||
Research and development | 6,940 | 5,936 |
Selling and marketing | 12,462 | 10,437 |
General and administrative | 12,686 | 11,764 |
Intangible asset amortization | 1,253 | 1,176 |
Restructuring | 336 | 1,873 |
Total operating expenses | 33,677 | 31,186 |
Operating loss | (1,230) | (2,081) |
Non-operating income (expense): | ||
Investment income | 648 | 18 |
Interest expense | (3,849) | (4,077) |
Other expense, net | (1,276) | (208) |
Total non-operating expenses | (4,477) | (4,267) |
Loss from continuing operations before income taxes | (5,707) | (6,348) |
Income tax provision from continuing operations | (293) | (240) |
Net loss from continuing operations | (6,000) | (6,588) |
Net income (loss) from discontinued operations, net of tax | 4,052 | (7,834) |
Net loss | $ (1,948) | $ (14,422) |
Loss per share - continuing operations: | ||
Basic | $ (0.17) | $ (0.19) |
Diluted | (0.17) | (0.19) |
Earnings (loss) per share - discontinued operations: | ||
Basic | 0.11 | (0.23) |
Diluted | $ 0.11 | $ (0.23) |
Shares used in computing earnings (loss) per share: | ||
Basic | 34,844 | 34,024 |
Diluted | 34,844 | 34,024 |
Comprehensive income (loss): | ||
Net loss | $ (1,948) | $ (14,422) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | 906 | (1,735) |
Total comprehensive loss | (1,042) | (16,157) |
Products [Member] | ||
Revenues: | ||
Revenues | 51,997 | 47,921 |
Cost of revenues: | ||
Cost of revenues | 33,654 | 31,841 |
Application Subscriptions and Other Services [Member] | ||
Revenues: | ||
Revenues | 27,677 | 25,810 |
Cost of revenues: | ||
Cost of revenues | $ 13,573 | $ 12,785 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (1,948) | $ (14,422) |
Less: Net income (loss) from discontinued operations, net of tax | 4,052 | (7,834) |
Net loss from continuing operations | (6,000) | (6,588) |
Adjustments to reconcile net loss from continuing operations to net cash provided by operating activities: | ||
Depreciation expense | 4,230 | 4,222 |
Intangible asset amortization | 1,253 | 1,176 |
Stock-based compensation | 2,472 | 3,247 |
Amortization of debt issuance costs and discount | 2,606 | 2,753 |
Noncash operating lease cost | 754 | 293 |
Revenue assigned to factors | (1,365) | (1,744) |
Deferred tax assets, net | 163 | 149 |
Other | 215 | 289 |
Changes in operating assets and liabilities of continuing operations: | ||
Net cash provided by continuing operations | 473 | 6,182 |
Net cash used in discontinued operations | (395) | (241) |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 78 | 5,941 |
Accounts receivable | (972) | 1,779 |
Inventories | 5,851 | 351 |
Prepaid expenses and other assets | (334) | (495) |
Accounts payable | (6,745) | 3,396 |
Accrued liabilities | 2,346 | 2,585 |
Deferred revenue | (2,813) | (4,307) |
Operating lease liabilities | (1,188) | (924) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Proceeds from maturities and sale of marketable securities | 6,264 | |
Purchases of marketable securities | (6,264) | |
Capital expenditures | (3,093) | (2,762) |
Net cash used in continuing operations | (3,093) | (2,762) |
Net cash provided by (used in) discontinued operations | 6,616 | (329) |
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES | 3,523 | (3,091) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from Paycheck Protection Program Loan | 10,000 | |
Repayment of Paycheck Protection Program Loan | (10,000) | |
Proceeds from revolving credit facility, net of issuance costs | 20,000 | |
Repayment of 2020 Convertible Notes | (27,599) | |
Payment of issuance costs on revolving credit facility | (56) | |
Taxes paid related to net share settlement of vested equity awards | (1,061) | (80) |
Proceeds from exercise of stock options and contributions to employee stock purchase plan | 248 | 23 |
NET CASH USED IN FINANCING ACTIVITIES | (813) | (7,712) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (1,228) | 1,529 |
Net change in cash and cash equivalents | 1,560 | (3,333) |
Cash and cash equivalents at beginning of period | 94,624 | 107,404 |
Cash and cash equivalents at end of period | $ 96,184 | $ 104,071 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock and Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income [Member] |
Balances at Feb. 29, 2020 | $ 137,919 | $ 220,825 | $ (81,531) | $ (1,375) |
Stock-based compensation expense | 3,623 | |||
Shares issued on net share settlement of equity awards | (80) | |||
Exercise of stock options and contributions to ESPP | 23 | |||
Net loss | (14,422) | (14,422) | ||
Foreign currency translation adjustment | (1,735) | |||
Balances at May. 31, 2020 | 125,194 | 224,391 | (96,087) | (3,110) |
Balances (ASC 326 [Member]) at May. 31, 2020 | (134) | |||
Balances at Feb. 28, 2021 | 95,085 | 234,044 | (137,974) | (985) |
Stock-based compensation expense | 2,497 | |||
Shares issued on net share settlement of equity awards | (1,061) | |||
Exercise of stock options and contributions to ESPP | 248 | |||
Net loss | (1,948) | (1,948) | ||
Foreign currency translation adjustment | 906 | |||
Balances at May. 31, 2021 | $ 95,727 | $ 235,728 | $ (139,922) | $ (79) |
DESCRIPTION OF BUSINESS, BASIS
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
May 31, 2021 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 - DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business CalAmp Corp. (referred to herein as “CalAmp”, “the Company”, “we”, “our”, or “us”) is a connected intelligence company that helps people and businesses work smarter. We partner with transportation and logistics, industrial equipment, government and automotive industries to deliver insights that enable businesses to make the right decisions. Our applications, platforms and smart devices allow them to track, monitor and recover their vital assets with real-time visibility that reduces costs, maximizes productivity and improves safety. We are a global organization that is headquartered in Irvine, California. In March 2020, the World Health Organization declared COVID-19 to be a public health pandemic of international concern, which has resulted in travel restrictions and in some cases, prohibitions of non-essential activities, disruption and shutdown of businesses and greater uncertainty in global financial markets. Through fiscal 2021, our revenues were negatively impacted by COVID-19 as various small-to-medium customers postponed their capital expenditures due to the COVID-19 pandemic and related macro-economic uncertainties. The COVID-19 pandemic has also created certain global supply imbalances resulting in supply shortages of certain components that we use. It is difficult to predict the extent to which the COVID-19 pandemic will continue to impact our future business or operating results, which is highly dependent on uncertain future developments, including the severity of the continuing pandemic, the actions taken or to be taken by governments and private businesses in relation to its containment and the actions taken or to be taken to begin reopening efforts as containment of the COVID-19 pandemic is achieved. Because our business is dependent on telematics product sales, device installations and related subscription-based services, the ultimate effect of the COVID-19 pandemic may not be fully reflected in our operating results until future periods. We have considered all known and reasonably available information that existed throughout the three months ended and as of May 31, 2021, in making accounting judgements, estimates and disclosures. We are monitoring the potential effects of the health care related and economic conditions of COVID-19 in assessing certain matters including (but not limited to) supply chain disruptions, decreases in customer demand for our products and services, potential longer-term effects on our customer and distribution channels particularly in the U.S. and relevant end markets as well as other developments. If the impact results in longer term closures of businesses and economic recessionary conditions, we may recognize additional material asset impairments and charges for uncollectible accounts receivable in future periods. Certain notes and other information included in the audited financial statements in our Annual Report on Form 10-K for the fiscal year ended February 28, 2021 are condensed in 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 our 2021 Annual Report on Form 10-K as filed with the U.S. Securities and Exchange Commission (“SEC”) on April 22, 2021. In the opinion of our management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly our financial position at May 31, 2021 and our results of operations for the three months ended May 31, 2021 and 2020. The results of operations for such periods are not necessarily indicative of results to be expected for the full fiscal year ending February 28, 2022. All intercompany transactions and accounts have been eliminated in consolidation. Sale of LoJack North America Operations On January 22, 2021, we received a formal proposal from Spireon Holdings, L.P. (“Spireon”) to acquire the LoJack U.S. and Canadian SVR (“LoJack North America”) business for a purchase price of $8.0 million. Effective March 15, 2021, the Company and Spireon entered into a purchase agreement pursuant to which we sold certain assets and transferred certain liabilities of the LoJack North America business to Spireon. Operations for LoJack North America are presented as discontinued operations Discontinued Operations Unless otherwise indicated, the financial disclosures and related information provided herein relate to our continuing operations and we have recast prior period amounts to reflect discontinued operations. Revenue Recognition We recognize revenue as follows: Products. We recognize revenue from product and accessories sales upon transfer of control of promised products to customers in an amount that reflects the transaction price, which is generally the stand-alone selling prices of the promised goods. For product shipments made on the basis of “FOB Destination” terms, revenue is recorded when the products reach the customer. Customers generally do not have a right of return except for defective products returned during the warranty period. We record estimated commitments related to customer incentive programs as reductions of revenues. Software-as-a-Service (“SaaS”). We recognize our SaaS revenues and related cost of revenues in our Application subscriptions and other service revenues and cost of revenues on SaaS arrangements that combine various hardware devices over a stipulated service period. Our integrated SaaS-based solutions for our tracking, monitoring and recovery services provide customers with the ability to wirelessly communicate with monitoring devices installed in vehicles and other mobile or remote assets through our software applications. The transaction price for a typical SaaS arrangement includes the price for the customized device, installation and application subscriptions. We have applied our judgment in determining that these integrated arrangements typically represent single performance obligations satisfied over time. Accordingly, we defer the recognition of revenue for the customized devices that only function with our applications and are sold only on an integrated basis with our proprietary applicable subscriptions. Such customized devices and the application services are not sold separately. In such circumstances, the associated device related costs are recorded as deferred costs on the balance sheet. Generally, these service arrangements do not provide the customer with the right to take possession of the software supporting the subscription service at any time. Revenues from subscription services are recognized ratably on a straight-line basis over the term of the subscription. The deferred revenue and deferred cost amounts are amortized to application subscriptions and other services revenue and cost of revenues, respectively, on a straight-line basis over the estimated average in-service lives of these devices, which In certain customer arrangements, we sell devices and monitoring services separately to customers and sell similar devices on a stand-alone basis to licensees. Accordingly, we recognize revenues for the sales of the devices upon transfer of control to the customer and recognize revenue for the related monitoring services over the service period. The allocation of the transaction price is based on relative estimated stand-alone selling prices for the devices and the monitoring services. Professional Services. We also provide various professional services to customers. These include project management, engineering services and installation services, which are typically distinct from other performance obligations and are recognized as the related services are performed. For certain professional service contracts, we recognize revenue over time based on the proportion of total costs incurred to-date over the estimated cost of the contract, which is an input method. Sales taxes. We have elected to record revenue net of taxes collected from customers that are remitted to governmental authorities, with the collected taxes recorded within the caption until remitted to the relevant government authority. Contract Balances. Timing of revenue recognition may differ from the timing on our invoicing to customers. Contract liabilities are comprised of billings to or payments received from our customers in advance of performance under the contract. We refer to these contract liabilities as “Deferred Revenues” in the accompanying condensed consolidated financial statements. During fiscal quarter ended May 31, 2021, we recognized $12.5 million in revenue from the deferred revenue balance of $52.8 million as of February 28, 2021. Certain incremental costs of obtaining a contract with a customer consist of sales commissions, which are recognized on a straight-line basis over the life of the corresponding contracts. Prepaid commissions included in prepaid expenses and other current assets and other assets was $4.4 million as of May 31, 2021, of which $2.7 million was classified as other assets. We disaggregate revenue from contracts with customers into reportable segments, geography, type of goods and services and timing of revenue recognition. See Note 15 for our revenue by segment and geography. The disaggregation of revenue by type of goods and services and by timing of revenue recognition is as follows (in thousands): Three Months Ended May 31, 2021 2020 Revenue by type of goods and services: Telematics devices and accessories $ 51,997 $ 47,921 Rental income and other services 3,610 2,018 Recurring application subscriptions 24,067 23,792 Total $ 79,674 $ 73,731 Three Months Ended May 31, 2021 2020 Revenue by timing of revenue recognition: Revenue recognized at a point in time $ 54,704 $ 49,623 Revenue recognized over time 24,970 24,108 Total $ 79,674 $ 73,731 Telematics devices and accessories revenue presented in the table above include devices sold in customer arrangements that include both the device and monitoring services. Recurring application subscriptions revenues include the amortization for customized devices functional only with application subscriptions. Remaining performance obligations from continuing operations represents contracted revenue that has not yet been recognized, which includes deferred revenue on our condensed consolidated balance sheets and unbilled amounts that will be recognized as revenue in future periods. As of May 31, 2021 and February 28, 2021, we had estimated remaining performance obligations for contractually committed revenues of $144.3 million and $145.1 million, respectively. As of May 31, 2021, we expect to recognize approximately 47% in fiscal 2022 and 24% in fiscal 2023. As of February 28, 2021, we expected to recognize approximately 50% in fiscal 2022 and 22% in fiscal 2023. We have utilized the practical expedient exception within ASC 606 and exclude contracts that have original durations of less than one year from the aforementioned remaining performance obligation disclosure. Cash and Cash Equivalents We consider all highly liquid investments with maturities at date of purchase of three months or less to be cash equivalents. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable consists of amounts due to us from sales arrangements executed in our normal business activities and are recorded at invoiced amounts. Our payment terms generally range between 30 to 60 days of our invoice date with a few exceptions that extend the credit terms up to 90 days and we do not offer financing options. We present the aggregate accounts receivable balance net of an allowance for doubtful accounts. Generally, collateral and other security is not obtained for outstanding accounts receivable. Credit losses, if any, are recognized based on management’s evaluation of historical collection experience, customer-specific financial conditions as well as an evaluation of current industry trends and general economic conditions. Past due balances are assessed by management on a periodic basis and balances are written off when the customer’s financial condition no longer warrants pursuit of collection. Although we expect to collect amounts due, actual collections may differ from estimated amounts. Due to the COVID-19 pandemic, there has been uncertainty and disruption in the global economy and financial markets. Except for an anticipated increase in expected credit losses, we are not aware of any specific event or circumstances that would require an update to our estimates or assumptions or a revision of the carrying value of our assets or liabilities as of the date of this Quarterly Report on Form 10-Q. These estimates and assumptions may change as new events occur and additional information is obtained. As a result, actual results could differ materially from these estimates and assumptions. We analyzed the credit risk associated with our accounts receivables and lease receivables. Our historical loss rates have not shown any significant differences between customer industries or geographies, and, upon adoption of ASU 2016-13, Financial Instruments - Credit Losses Segment Information and Geographic Data The allowance for doubtful accounts totaled $3.1 million and $3.7 million as of May 31, 2021 and February 28, 2021, respectively. Goodwill and Other Long-Lived Assets Goodwill and long-lived assets to be held and used, including identifiable intangible assets, are reviewed for impairment annually in the fourth quarter or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. These events or changes in circumstances may include a significant deterioration of operating results, changes in business plans or changes in anticipated future cash flows. If an impairment indicator is present, we evaluate recoverability by a comparison of the carrying amount of the assets to the estimated fair value of those assets determined using either an income approach, a market approach, or a combination of both. If the assets are impaired, the impairment recognized is measured by the amount by which the carrying amount exceeds the fair value of the assets. Fair Value Measurements We apply fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in our financial statements. We define 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 arm’s-length transaction between market participants at the measurement date. Fair value is estimated by using the following hierarchy: 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. Convertible Senior Notes and Capped Call Transactions We account for our convertible senior notes as separate liability and equity components. We determine the carrying amount of the liability component based on the fair value of a similar debt instrument excluding the embedded conversion option at the issuance date. The carrying amount of the equity component representing the conversion option is calculated by deducting the carrying value of the liability component from the principal amount of the notes as a whole. This difference represents a debt discount that is amortized to interest expense over the term of the notes using the effective interest rate method. The equity component of the notes is included in stockholders’ equity and is not remeasured as long as it continues to meet the conditions for equity classification. We allocate transaction costs related to the issuance of the notes to the liability and equity components using the same proportions as the initial carrying value of the notes. Transaction costs attributable to the liability component are being amortized to interest expense using the effective interest method over the respective term of the notes, and transaction costs attributable to the equity components are netted with the equity component of the note in stockholders’ equity. We account for the cost of the capped calls as a reduction to additional paid-in capital. Patent Litigation and Other Contingencies We accrue for patent litigation and other contingencies whenever we determine that an unfavorable outcome is probable and a liability is reasonably estimable. The amount of the accrual is estimated based on a review of each claim, including the type and facts of the claim and our assessment of the merits of the claim. These accruals are reviewed at least on a quarterly basis and are adjusted to reflect the impact of recent negotiations, settlements, court rulings, advice from legal counsel and other events pertaining to the case. Such accruals, if any, are recorded as general and administrative expense in our condensed consolidated statements of comprehensive loss. Although we take considerable measures to mitigate our exposure in these matters, litigation is unpredictable; however, we believe that we have valid defenses with respect to pending legal matters against us as well as adequate provisions for probable and estimable losses. All costs for legal services are expensed as incurred. Foreign Currency Translation We translate the assets and liabilities of our non-U.S. dollar functional currency subsidiaries into U.S. dollars using exchange rates in effect at the end of each period. Revenue and expenses for these subsidiaries are translated using rates that approximate those in effect during the period. Gains and losses from these translations are recognized in foreign currency translation included in accumulated other comprehensive income (loss) during the period. The aggregate foreign currency transaction exchange rate gain (losses) included in determining income (loss) before income taxes was $0.1 million and $0.2 million for the three months ended May 31, 2021 and 2020, respectively. Other Comprehensive Income (Loss) Other comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss) (“OCI”). OCI refers to revenue, expenses and gains and losses that under U.S. GAAP are recorded as an element of stockholders’ equity and excluded from net income (loss). Our OCI consists of foreign currency translation adjustments from those subsidiaries not using the U.S. dollar as their functional currency. Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. This ASU removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation, and calculating income taxes in interim periods. This ASU also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for goodwill and allocating taxes to members of a consolidated group. The updated guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020 with early adoption permitted. The adoption of this standard on March 1, 2021 did not have a material impact on our condensed consolidated financial statements. Recently Issued Accounting Pronouncements, Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 3 Months Ended |
May 31, 2021 | |
Discontinued Operations And Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | NOTE 2 – DISCONTINUED OPERATIONS Effective March 15, 2021, a wholly owned subsidiary of the Company and Spireon entered into an agreement pursuant to which we sold certain assets and transferred certain liabilities of the LoJack North America business (“LoJack Transaction”) for an upfront cash purchase price of approximately $8.0 million. We received net proceeds of $6.6 million, based on an estimate of certain adjustments to the gross purchase price as of the closing date. The purchase price is subject to changes for customary working capital adjustments, which is expected to be finalized within 120 days after the transaction close date. We recognized a gain on the sale of the LoJack North America business of $5.0 million during the three months ended May 31, 2021. Our determination of the final settlement with Spireon involves certain estimates and judgments based on, among other items, our interpretation and application of key terms of the Sale Agreement. As such, a change in the gain on sale associated with the divestiture of the business could occur in a future period, including upon such finalization of the purchase price with Spireon. Concurrent with the closing of the transaction, we also entered into a Transition Services Agreement (the “TSA”) to provide support to Spireon in the transition of customers to its telematics solution and to provide recovery services to the existing installed base of LoJack North America customers, as an agent of Spireon, for a period of six months commencing March 15, 2021. As consideration for these services, Spireon will reimburse us for the direct and certain indirect costs, as well as certain overhead or administrative expenses related to operating the business. Additionally, we entered into a services agreement to commence on September 15, 2021 under which we will provide certain services related to the LoJack North America tower infrastructure for a period no longer than fifty-four months. As consideration for these services, Spireon will pay us a monthly service fee over the stipulated contract term. Further, we entered into a license agreement pursuant to which we will license certain intellectual property rights related to the LoJack North America business in the U.S. and Canada to Spireon. In connection with the transition services provided to Spireon during the three months ended May 31, 2021, we incurred a total cost of $2.0 million of which $0.7 million was billed to Spireon for the services under the TSA and the remaining $1.3 million is included as a component of “Other expense” in the unaudited condensed consolidated statements of comprehensive loss as these costs represent non-operating expenses. We concluded that as of February 28, 2021, the LoJack North America operations were discontinued operations as the asset group is a component of an entity, the component met the criteria of held for sale, and the disposal represents a strategic shift. The operating results and cash flows related to the LoJack North America operations are reflected as discontinued operations in the unaudited condensed consolidated statements of comprehensive loss and the unaudited condensed consolidated statements of cash flows for the three months ended May 31, 2021 and May 31, 2020, respectively. For the three months ended May 31, 2021, we have reported the operating results and cash flows related to the LoJack North America operations through March 14, 2021: The below table presents the amounts by balance sheet classification related to our discontinued operations (in thousands): February 28, 2021 Carrying amounts of the major classes of assets included in discontinued operations: Accounts receivable, net $ 5,050 Inventories 1,721 Prepaid expenses and other current assets 1,101 Total assets $ 7,872 Carrying amounts of the major classes of liabilities included in discontinued operations: Accounts payable $ 1,956 Deferred revenue 1,849 Other current liabilities 291 Current liabilities of discontinued operations 4,096 Non-current liabilities 1,773 Total liabilities $ 5,869 The amounts in the statement of operations that are included in discontinued operations are summarized in the following table (in thousands): Three Months Ended May 31, 2021 2020 Revenues $ 823 $ 6,484 Cost of revenues 950 4,535 Gross profit (loss) (127 ) 1,949 Operating expenses: Research and development 32 388 Selling and marketing 167 2,450 General and administrative 75 1,905 Intangible asset amortization 141 716 Restructuring 404 35 Impairment losses - 4,289 Total operating expenses 819 9,783 Operating loss from discontinued operations (946 ) (7,834 ) Gain on sale of discontinued operations 4,998 - Net income (loss) from discontinued operations, net of tax $ 4,052 $ (7,834 ) The amounts in the statement of cash flow that are included in discontinued operations are summarized in the following table (in thousands): Three Months Ended May 31, 2021 2020 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) from discontinued operations, net of tax $ 4,052 $ (7,834 ) Adjustments to reconcile net income (loss) from discontinued operations to net cash used in operating activities: Depreciation - 688 Intangible asset amortization 141 716 Stock-based compensation 25 376 Impairment losses - 4,289 Gain on sale of discontinued operations (4,998 ) - Noncash operating lease cost - 891 Changes in operating assets and liabilities: Accounts receivable 452 3,182 Inventories 425 154 Prepaid expenses and other current assets 4 71 Accounts payable (331 ) (706 ) Accrued liabilities (135 ) (882 ) Deferred revenue (30 ) (195 ) Operating lease liabilities - (991 ) NET CASH USED IN OPERATING ACTIVITIES OF DISCONTINUED OPERATIONS (395 ) (241 ) CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures - (329 ) Proceeds from sale of discontinued operations 6,616 - NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS 6,616 (329 ) Net change in cash and cash equivalents 6,221 (570 ) |
CASH, CASH EQUIVALENTS AND INVE
CASH, CASH EQUIVALENTS AND INVESTMENTS | 3 Months Ended |
May 31, 2021 | |
Cash And Cash Equivalents [Abstract] | |
CASH, CASH EQUIVALENTS AND INVESTMENTS | NOTE 3 – CASH, CASH EQUIVALENTS AND INVESTMENTS The following tables summarize our financial instrument assets (in thousands): As of May 31, 2021 Balance Sheet Classification of Fair Value Unrealized Cash and Adjusted Gains Fair Cash Other Cost (Losses) Value Equivalents Assets Cash $ 40,375 $ — $ 40,375 $ 40,375 $ — Level 1: Money market funds 12,809 — 12,809 12,809 — Mutual funds (1) 1,836 503 2,339 — 2,339 Level 2: Repurchase agreements 43,000 — 43,000 43,000 — Total $ 98,020 $ 503 $ 98,523 $ 96,184 $ 2,339 As of February 28, 2021 Balance Sheet Classification of Fair Value Unrealized Cash and Adjusted Gains Fair Cash Other Cost (Losses) Value Equivalents Assets Cash $ 38,823 $ — $ 38,823 $ 38,823 $ — Level 1: Money market funds 12,801 — 12,801 12,801 — Mutual funds (1) 1,810 367 2,177 — 2,177 Level 2: Repurchase agreements 43,000 — 43,000 43,000 — Total $ 96,434 $ 367 $ 96,801 $ 94,624 $ 2,177 (1) Amounts represent various equities, bond and money market mutual funds that are held in an irrevocable “Rabbi Trust” for payment obligations to non-qualified deferred compensation plan participants. In addition to the mutual funds above, our “Rabbi Trust” also included Corporate-Owned Life Insurance (COLI) starting in fiscal 2020. As of May 31, 2021, the cash surrender value of COLI was $5.3 million. |
INVENTORIES
INVENTORIES | 3 Months Ended |
May 31, 2021 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 4 - INVENTORIES Inventories consist of the following (in thousands): May 31, February 28, 2021 2021 Raw materials $ 8,108 $ 10,480 Finished goods 9,842 13,183 $ 17,950 $ 23,663 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 3 Months Ended |
May 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | NOTE 5 – GOODWILL AND OTHER INTANGIBLE ASSETS Other intangible assets consist of the following (in thousands): Gross Accumulated Amortization Net Useful Life Feb. 28, 2021 Additions & Adjustments, net (1) May 31, 2021 Feb. 28, 2021 Expense May 31, 2021 Feb. 28, 2021 May 31, 2021 Developed technology 4-6 years $ 26,994 23 $ 27,017 $ 24,057 $ 353 $ 24,410 $ 2,937 $ 2,607 Tradenames 10 years 30,257 37 30,294 18,428 536 18,964 11,829 11,330 Customer lists 4-7 years 25,304 — 25,304 22,951 - 22,951 2,353 2,353 Dealer and customer relationships 10-15 years 32,917 277 33,194 12,902 496 13,398 20,015 19,796 Patents 5 years 589 — 589 235 6 241 354 348 $ 116,061 $ 337 $ 116,398 $ 78,573 $ 1,391 $ 79,964 $ 37,488 $ 36,434 (1) Amounts also include any net changes in intangible asset balances for the periods presented that resulted from foreign currency translations. Intangible assets with finite lives are amortized on a straight-line basis over the expected period to be benefited by future cash flows. We monitor and assess these assets for impairment on a periodic basis. Our assessment includes various new product lines and services, which leverage the existing intangible assets as well as consideration of historical and projected revenues and cash flows. There was no impairment for the three months ended May 31, 2021. Amortization expense of intangible assets from continuing operations was $1.3 million and $1.2 million for the three months ended May 31, 2021 and 2020, respectively. Estimated future amortization expense as of May 31, 2021 is as follows (in thousands): 2022 (remainder) $ 4,207 2023 5,460 2024 4,616 2025 4,501 2026 4,173 Thereafter 13,477 $ 36,434 Changes in goodwill are as follows (in thousands): Software & Subscription Services Telematics Products Total Balance as of February 28, 2021 $ 55,437 $ 39,180 $ 94,617 Effect of exchange rate change on goodwill 441 — 441 Balance as of May 31, 2021 $ 55,878 $ 39,180 $ 95,058 |
OTHER ASSETS
OTHER ASSETS | 3 Months Ended |
May 31, 2021 | |
Other Assets Noncurrent Disclosure [Abstract] | |
OTHER ASSETS | NOTE 6 – OTHER ASSETS Other assets consist of the following (in thousands): May 31, February 28, 2021 2021 Deferred product cost $ 3,194 $ 4,850 Deferred compensation plan assets 7,927 7,141 Lease receivables, non-current 11,432 10,403 Prepaid commissions 2,688 2,438 Other 2,334 2,337 $ 27,575 $ 27,169 We have a non-qualified deferred compensation plan in which certain members of management and all non-employee directors are eligible to participate. Participants may defer a portion of their compensation until retirement or another date specified by them in accordance with the plan. We are funding the plan obligations through cash deposits to a Rabbi Trust that are invested in various equities, bond, money market mutual funds and COLI in generally the same proportion as investment elections made by the participants. The deferred compensation plan liability is included in other non-current liabilities in the accompanying condensed consolidated balance sheets |
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS | 3 Months Ended |
May 31, 2021 | |
Debt Disclosure [Abstract] | |
FINANCING ARRANGEMENTS | NOTE 7 – FINANCING ARRANGEMENTS The following table provides a summary of our debt as of May 31, 2021 and February 28, 2021 (in thousands): Maturity Effective May 31, February 28, Date Interest Rate 2021 2021 2025 Convertible Notes, 2.00% fixed rate August 1, 2025 7.56 % 230,000 230,000 Due to factors 2020 - 2024 4.70 % 6,715 8,081 Total term debt 236,715 238,081 Unamortized discount and issuance costs (49,010 ) (51,610 ) Less: Current portion of long-term term debt (3,782 ) (4,317 ) Long-term debt, net of current portion $ 183,923 $ 182,154 The effective interest rates for the convertible notes include the interest on the notes and amortization of the discount. As of May 31, 2021 and February 28, 2021, the fair value of the 2025 Convertible Notes was $215 million and $212 million, respectively, based on Level 2 inputs. 2025 Convertible Notes In July 2018, we issued debt of $230.0 million aggregate principal amount of convertible senior unsecured notes due in 2025 (“2025 Convertible Notes”). These notes require semi-annual interest payments at a rate of 2.00% until maturity, conversion, redemption or repurchase, which will be no later than August 1, 2025 . We may redeem the notes at our option at any time on or after August 6, 2022 at a cash redemption price equal to the principal amount plus accrued interest, but only if the last reported sale price per share of our stock exceeds 130% of the conversion price on ( i ) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date we send the related redemption notice; and (ii) the trading day immediately before the date we send such notice. The 2025 Convertible Notes are convertible into cash, shares of our common stock or a combination of both, at our election, based on an initial conversion price of $ 30.7450 . Holders may convert their 2025 Convertible Notes at their option upon the occurrence of certain events, as defined in the 2025 Indenture. Approximately $ 51.9 million, net of tax, was allocated to additional paid-in capital upon issuance of these notes. In July 2018, in connection with the 2025 Convertible Notes, we entered into capped call transactions with certain option counterparties who were initial purchasers of the 2025 Convertible Notes. The capped call transactions are expected to reduce the potential dilution of earnings per share upon conversion of the 2025 Convertible Notes. Under the capped call transactions, we purchased options relating to 7.48 million shares of common stock underlying the notes, with a strike price equal to the conversion price of the notes and with a cap price equal to $41.3875. We paid $21.2 million for the note hedges and as a result, approximately $15.9 million, net of tax, was recorded as a reduction to additional paid-in capital within stockholders’ equity. 2020 Convertible Notes On May 15, 2020, we repaid the remaining principal balance of $27.6 million of the 1.625% convertible senior unsecured notes issued in May 2015. Revolving Credit Facility On March 30, 2018, we entered into a revolving credit facility with JP Morgan Chase Bank, N.A. that provides for borrowings up to $50.0 million. This revolving credit facility was extended on March 27, 2020 with a new maturity date of March 30, 2022. At our election, the borrowings under this revolving credit facility bear interest at (a) for base rate loans, a base rate based on the highest of (i) 0%, (ii) the rate of interest publicly announced by JP Morgan Chase Bank, N.A. (the “Agent”) as its prime rate in effect at its principal office in New York City, (iii) the overnight bank funding rate as determined by the Federal Reserve Bank of New York plus 0.50% and (iv) the LIBOR-based rate for a one-month interest period on such day plus 1%; or (b) for Eurodollar loans, the higher of (x) 1.00% and (y) the LIBOR-based rate for one, three or six months (as selected by the Company) for Eurodollar deposits. An applicable margin is added based on the Company’s senior leverage ratio, ranging from 1.50% to 2.00% for base rate loans, and from 2.50% to 3.00% for Eurodollar loans. We will also pay a commitment fee based on our senior leverage ratio ranging from 0.40% to 0.50%, payable quarterly in arrears, on the average daily unused amount of the Credit Facility. Amounts owing under the credit agreement and related credit documents are guaranteed by the Company and certain of its subsidiaries. We have also granted security interests in substantially all of our respective assets to secure these obligations. The net proceeds available under the revolving credit facility can be used for repayment of existing debt, working capital and general corporate purposes. On November 19, 2020, we repaid the $20.0 million borrowings outstanding under the revolving credit facility and accrued interest of $0.1 million. There were no borrowings outstanding under this revolving credit facility at May 31, 2021. The revolving credit facility contains certain negative and affirmative covenants including financial covenants that require us to maintain a minimum level of earnings before interest, income taxes, depreciation, amortization and other non-cash charges (Adjusted EBITDA) to interest ratio, a minimum senior indebtedness ratio and a total indebtedness coverage ratio, all measured on a quarterly basis. As of May 31, 2021, we were in compliance with our covenants under the revolving credit facility. Synovia Revenue Assignments In conjunction with the acquisition of Synovia on April 12, 2019, we assumed the rights and obligations under certain revenue assignment arrangements with several financial institutions (the “Factors”). Pursuant to the terms of the arrangements, Synovia sold to the Factors rights to all future revenues of certain subscription contracts on a non-recourse basis for credit approved accounts. These arrangements with the Factors met the criteria in ASC 470-10-25, Sales of Future Revenues or Various Other Measures of Income, Business Combination Paycheck Protection Program On April 16, 2020, we received proceeds from a loan in the amount of $10 million (the “PPP Loan”) from JPMorgan Chase Bank, N.A., as lender, pursuant to the Small Business Association (“SBA”) Paycheck Protection Program (the “PPP”) of the Coronavirus Aid, Relief, and Economic Security Act. At the time we applied for the PPP loan, we believed that we qualified to receive the funds pursuant to the PPP. On April 23, 2020, the SBA, in consultation with the Department of Treasury, issued new guidance that created uncertainty regarding the qualification requirements for a PPP loan. Out of an abundance of caution and in light of the new guidance, we repaid in full the principal and interest on the PPP Loan on April 27, 2020. |
RESTRUCTURING ACTIVITIES
RESTRUCTURING ACTIVITIES | 3 Months Ended |
May 31, 2021 | |
Restructuring And Related Activities [Abstract] | |
RESTRUCTURING ACTIVITIES | NOTE 8 – RESTRUCTURING ACTIVITIES Since fiscal 2019, we executed under a plan to capture certain synergies and cost savings related to streamlining our global operations and sales organization, as well as rationalize certain leased properties that were not fully occupied. Our plan is aligned with our strategy to integrate the global sales organization and further outsource manufacturing functions in order to drive operational efficiency, increase supplier geographic diversity, and reduce operating expenses. To date, total restructuring charges were $17.9 million, comprised of $11.1 million in severance and employee related costs, and $6.8 million for vacant office and manufacturing facility space as well as terminated tower infrastructure leases. Restructuring charges related to vacant office and manufacturing facility space were due primarily to the vacancy in Canton, Massachusetts of $3.3 million. The anticipated rent payments for the ceased-use leased facilities will be made through December 2025. Substantially all charges related to severance and employee costs were under the Telematics Products reportable segments. The following table summarizes the charges resulting from the implementation of the restructuring plan (in thousands): Three Months Ended May 31, 2021 Three Months Ended May 31, 2020 Personnel Facilities Total Personnel Facilities Total Cost of revenues $ 103 $ 376 $ 479 $ (124 ) $ 103 $ (21 ) Research and development 58 - 58 (6 ) - (6 ) Selling and marketing 189 - 189 30 - 30 General and administrative 8 6 14 1,905 - 1,905 Total $ 358 $ 382 $ 740 $ 1,805 $ 103 $ 1,908 Total restructuring charges of $0.4 million and $0.0 million for the three months ended May 31, 2021 and 2020 were included as part of discontinued operations, respectively. The following table summarizes the activity resulting from the implementation of the restructuring plan within other current and non-current liabilities (in thousands): Personnel Facilities Total Restructuring liabilities as of February 28, 2021 $ 2,637 $ 891 $ 3,528 Charges 358 382 740 Payments (1,695 ) (39 ) (1,734 ) Restructuring liabilities as of May 31, 2021 $ 1,300 $ 1,234 $ 2,534 |
LEASES
LEASES | 3 Months Ended |
May 31, 2021 | |
Leases [Abstract] | |
LEASES | NOTE 9 – LEASES We have various non-cancelable operating leases for our offices in California, Texas, Massachusetts, Indiana, Minnesota and Virginia in the United States, and Italy, Mexico and the United Kingdom. We also have various non-cancelable operating leases for towers and vehicles throughout the United States, Italy and Mexico. These leases expire at various times through 2028. Certain lease agreements contain renewal options, rent abatement, and escalation clauses that are factored into our determination of lease payments when appropriate. The table below presents lease-related assets and liabilities recorded on the condensed consolidated balance sheet (in thousands): Classification May 31, 2021 February 28, 2021 Assets Operating lease right-of-use assets Operating lease right-of-use assets $ 13,083 $ 14,273 Liabilities Operating lease liabilities (current) Other current liabilities $ 4,768 $ 4,926 Operating lease liabilities (noncurrent) Operating lease liabilities 15,610 17,061 Total lease liabilities $ 20,378 $ 21,987 Lease Costs The following lease costs were included in our condensed consolidated statements of comprehensive loss as follows (in thousands): For the Three Months Ended May 31, 2021 2020 Operating lease cost $ 1,131 $ 1,932 Short-term lease cost 17 871 Variable lease cost 102 304 Total lease cost $ 1,250 $ 3,107 Supplemental Information The table below presents supplemental information related to operating leases (in thousands, except weighted-average information): Three Months Ended May 31, 2021 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 1,425 $ 2,100 Right-of-use assets obtained in exchange for new operating lease liabilities $ 18 $ 4,683 Weighted average remaining lease term 4.6 years 6.5 years Weighted average discount rate 5.36% 5.24 % Undiscounted Cash Flows The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities recorded on the condensed consolidated balance sheet as of May 31, 2021 Remainder of 2022 $ 4,082 2023 5,100 2024 4,718 2025 3,047 2026 2,306 Thereafter 1,925 Total minimum lease payments 21,178 Less imputed interest (800 ) Present value of future minimum lease payments 20,378 Less current obligations under leases (4,768 ) Long-term lease obligations $ 15,610 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
May 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 10 - INCOME TAXES We use the assets and liabilities method when accounting for income taxes. Under this method, deferred income tax asset and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to the taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We evaluate our estimated annual effective tax rate (“ETR”) on a quarterly basis based on current and forecasted operating results. The relationship between our income tax provision or benefit and our pretax book income or loss can vary significantly from period to period considering, among other factors, the overall level of pretax book income or loss and changes in the blend of jurisdictional income or loss that is taxed at different rates and changes in valuation allowances. The income tax expense of $0.3 million and $0.2 million for the three months ended May 31, 2021 and 2020, respectively, was primarily attributable to one of our foreign subsidiaries. Any income tax benefit associated with the pre-tax loss for the quarter ended May 31, 2021, resulting primarily from the U.S. jurisdiction, is offset by a full valuation allowance. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
May 31, 2021 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | NOTE 11 - EARNINGS PER SHARE Basic earnings (loss) per share is computed by dividing net income (loss) 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 calculation of the basic and diluted loss per share of common stock is as follows (in thousands, except per share value): Three Months Ended May 31, 2021 2020 Net loss from continuing operations $ (6,000 ) $ (6,588 ) Net income (loss) from discontinued operations, net of tax 4,052 (7,834 ) Net loss $ (1,948 ) $ (14,422 ) Basic weighted average number of common shares outstanding 34,844 34,024 Effect of stock options and restricted stock units computed on treasury stock method — — Diluted weighted average number of common shares outstanding 34,844 34,024 Basic net income (loss) per common share: Loss from continuing operations $ (0.17 ) $ (0.19 ) Income (loss) from discontinued operations $ 0.11 $ (0.23 ) Diluted net income (loss) per common share: Loss from continuing operations $ (0.17 ) $ (0.19 ) Income (loss) from discontinued operations $ 0.11 $ (0.23 ) All outstanding options and restricted stock units for the three months ended May 31, 2021 and 2020 were excluded from the computation of diluted earnings per share because we reported a net loss for each of these periods and the effect of inclusion would be antidilutive. We have the option to pay cash, issue shares of common stock or any combination thereof for the aggregate amount due upon conversion of the 2025 Convertible Notes. It is our intent to settle the principal amount of these notes with cash, and therefore, we use the treasury stock method for calculating any potential dilutive effect of the conversion option on diluted earnings (loss) per share. From the time of the issuance of the notes, the average market price of our common stock has been less than the initial conversion price of the notes, and consequently no shares have been included in diluted earnings per share for the conversion value of the notes. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
May 31, 2021 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 12 – STOCKHOLDERS’ EQUITY Stock-based compensation expense is included in the following captions of the condensed consolidated statements of comprehensive loss (in thousands): Three Months Ended May 31, 2021 2020 Cost of revenues $ (6 ) $ 143 Research and development 710 576 Selling and marketing 644 384 General and administrative 1,060 1,269 Restructuring - 875 Other non-operating expense 64 - $ 2,472 $ 3,247 Changes in our outstanding stock options during the three months ended May 31, 2021 were as follows (options in thousands): Number of Options Weighted Average Exercise Price Weighted average remaining contractual life (years) Aggregate intrinsic value Outstanding at February 28, 2021 778 $ 16.01 6.0 Granted — — Exercised (33 ) 7.53 Forfeited or expired (76 ) 16.49 Outstanding at May 31, 2021 669 $ 16.37 6.1 $ 472 Exercisable at May 31, 2021 459 $ 16.39 5.3 $ 118 Changes in our outstanding restricted stock shares, performance stock units (“PSUs”) and restricted stock units (“RSUs”) during the three months ended May 31, 2021 were as follows (restricted shares, PSUs and RSUs in thousands): Number of Restricted Shares, PSUs and RSUs Weighted Average Grant Date Fair Value Shares Retained to Cover Statutory Minimum Withholding Taxes Outstanding at February 28, 2021 3,053 $ 10.61 Granted 46 12.63 Vested (205 ) 12.06 82 Forfeited (149 ) 11.05 Outstanding at May 31, 2021 2,745 $ 10.51 As of May 31, 2021 , there was $ 18.8 million of total unrecognized stock-based compensation cost related to outstanding nonvested equity awards that is expected to be recognized as an expense over a weighted-average remaining vesting period of 3.8 years . |
CONCENTRATION OF RISK
CONCENTRATION OF RISK | 3 Months Ended |
May 31, 2021 | |
Risks And Uncertainties [Abstract] | |
CONCENTRATION OF RISK | NOTE 13 - CONCENTRATION OF RISK Significant Customers We sell telematics products and services to large global enterprises in the industrial equipment, transportation and automotive market verticals. One customer in the industrial equipment industry accounted for 22% and 15% of our consolidated revenue for the three months ended May 31, 2021 and 2020, respectively. The same customer accounted for 21% and 25% of our consolidated accounts receivable at May 31, 2021 and February 28, 2021, respectively. Significant Suppliers We purchase a significant amount of our inventory from certain manufacturers or suppliers including components, assemblies and electronic manufacturing parts. These suppliers are located in Mexico and Asia, including China. The inventory is purchased under standard supply agreements that outline the terms of the product delivery. The title and risk of loss of the product generally pass to us upon shipment from the manufacturers’ plant or warehouse. For the three months ended May 31, 2021 and 2020, four of our suppliers accounted for approximately 62% and 68% of our total inventory purchases, respectively. As identified below, some of these manufacturers accounted for more than 10% of our accounts payable as follows (rounded): May 31, February 28, 2021 2021 Accounts payable: Supplier A 14 % 17 % Supplier B 12 % 11 % Supplier C 12 % 5 % We are currently reliant upon these suppliers for products. Although we believe that we can obtain products from other sources, the loss of a significant supplier could have a material impact on our financial condition and results of operations as the products that are being purchased may not be available on similar terms from another supplier. |
OTHER FINANCIAL INFORMATION
OTHER FINANCIAL INFORMATION | 3 Months Ended |
May 31, 2021 | |
Other Financial Information [Abstract] | |
OTHER FINANCIAL INFORMATION | NOTE 14 – OTHER FINANCIAL INFORMATION Supplemental Balance Sheet Information Other current liabilities consist of the following (in thousands): May 31, February 28, 2021 2021 Operating lease liabilities $ 4,768 $ 4,926 Warranty reserves 1,799 1,257 Customer deposits 2,366 2,472 Litigation reserve 2,200 2,200 Other (1) 9,338 6,525 $ 20,471 $ 17,380 (1) Amount represents accruals for various operating expense such as professional fees, vendor incentives and other estimates that are expected to be paid within the next 12 months. Other non-current liabilities consist of the following (in thousands): May 31, February 28, 2021 2021 Deferred revenue $ 17,995 $ 19,893 Deferred compensation plan liability 7,570 6,992 Deferred tax liability 189 178 Other 3,340 3,424 $ 29,094 $ 30,487 Supplemental Statement of Comprehensive Loss Information Interest expense consists of the following (in thousands): Three Months Ended May 31, 2021 2020 Interest expense on 2020 Convertible Notes: Stated interest at 1.625% per annum $ - $ 93 Amortization of discount and issue costs - 289 - 382 Interest expense on 2025 Convertible Notes: Stated interest at 2.00% per annum 1,176 1,163 Amortization of discount and issue costs 2,517 2,311 3,693 3,474 Other interest expense 156 221 Total interest expense $ 3,849 $ 4,077 Supplemental Cash Flow Information “Net cash provided by operating activities” includes cash payments for interest expense and income taxes as follows (in thousands): Three Months Ended May 31, 2021 2020 Interest expense paid $ 50 $ 257 Income tax paid, net of refunds $ 249 $ 274 |
SEGMENT INFORMATION AND GEOGRAP
SEGMENT INFORMATION AND GEOGRAPHIC DATA | 3 Months Ended |
May 31, 2021 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION AND GEOGRAPHIC DATA | NOTE 15 - SEGMENT INFORMATION AND GEOGRAPHIC DATA We operate under two reportable segments: Telematics Products and Software & Subscription Services. Our organizational structure is based on a number of factors that our CEO, the Chief Operating Decision Maker (“CODM”), uses to evaluate and operate the business, which include customer base, homogeneity of products, and technology for the fiscal years presented. Our Software & Subscription Services segment offers cloud-based, application enablement and telematics service platforms that facilitate integration of our own applications, as well as those of third parties, through open Applications Programing Interfaces (“APIs”) to deliver full-featured IoT solutions to a wide range of customers and markets. Our scalable proprietary SaaS offerings enable rapid and cost-effective deployment of high-value solutions for customers all around the globe. Software & Subscription Services segment revenues include SaaS, professional services, devices sold with monitoring services and amortization of revenues and costs for customized devices functional only with application subscriptions that are not sold separately. Our Telematics Products segment offers a portfolio of wireless data communications products, which includes asset tracking units, mobile telematics devices, fixed and mobile wireless gateways and routers. These wireless networking devices underpin a wide range of our own, as well as third-party software and service solutions worldwide and are critical for applications demanding secure, reliable and business-critical communications. Telematics Product segment revenues consist primarily of stand-alone product sales. Segment information is as follows (in thousands): Three Months Ended May 31, 2021 Three Months Ended May 31, 2020 Reportable Segments Reportable Segments Software & Subscription Services Telematics Products Corporate Expenses Total Software & Subscription Services Telematics Products Corporate Expenses Total Revenues $ 35,043 $ 44,631 $ 79,674 $ 27,773 $ 45,958 $ 73,731 Gross profit $ 16,822 $ 15,625 $ 32,447 $ 13,708 $ 15,397 $ 29,105 Gross margin 48 % 35 % 41 % 49 % 34 % 39 % Adjusted EBITDA $ 5,894 $ 3,632 $ (1,141 ) $ 8,385 $ 6,473 $ 3,215 $ (1,397 ) $ 8,291 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. Our CODM evaluates each segment based primarily on revenue and Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (“Adjusted EBITDA”), and we therefore consider Adjusted EBITDA to be a primary measure of operating performance of our reportable segments. We define Adjusted EBITDA as earnings before investment income, interest expense, taxes, depreciation, amortization, stock-based compensation, impairment loss and other adjustments as identified below. The adjustments to our net income (losses) prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) to calculate Adjusted EBITDA are itemized below (in thousands): Three Months Ended May 31, 2021 2020 Net loss $ (1,948 ) $ (14,422 ) Less: net income (loss) from discontinued operations 4,052 (7,834 ) Net loss from continuing operations $ (6,000 ) $ (6,588 ) Investment income (648 ) (18 ) Interest expense 3,849 4,077 Income tax provision 293 240 Depreciation 4,230 4,222 Amortization of intangible assets 1,253 1,176 Stock-based compensation 2,472 2,372 Restructuring charges 336 1,873 Non-recurring legal expenses 648 793 Costs incurred in transition of LoJack North America business to acquiror 1,233 — Other 719 144 Adjusted EBITDA $ 8,385 $ 8,291 Our CODM does not obtain identifiable assets by segment because our businesses share resources, functions and facilities. We do not have significant long-lived assets outside the United States. Revenues by geographic area are as follows (in thousands): Three Months Ended May 31, 2021 2020 United States $ 51,200 $ 45,066 Europe, Middle East and Africa 14,475 15,906 South America 6,525 6,042 Asia and Pacific Rim 5,401 2,339 All other 2,073 4,378 $ 79,674 $ 73,731 Revenues by geographic area are based upon the country of billing. The geographic location of distributors and OEM customers may be different from the geographic location of the ultimate end users of the products and services provided by us. No single non-U.S. country accounted for more than 10% of our revenue in the three months ended May 31, 2021 and 2020. |
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS | 3 Months Ended |
May 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
LEGAL PROCEEDINGS | NOTE 16 – LEGAL PROCEEDINGS Omega patent infringement claim On April 22, 2021, we filed our Form 10-K for the fiscal year ended February 28, 2021 which disclosed the current status of the Omega patent infringement claim. In summary, on March 20, 2020, the U.S. District Court for the Middle District of Florida (the “Trial Court”) denied our motion for judgement as a matter of law (“JMOL”), a new trial, and remittitur of damages. Also, on March 20, 2020, the Trial Court denied Omega’s motion for a new trial on willfulness. On April 1, 2020, the Trial Court denied Omega’s motion to enhance the royalty rate beyond the jury’s award of $5 per unit and motion to conduct post-trial discovery on CalAmp’s other OBD-II compliant LMUs. On April 3, 2020, the Trial Court denied Omega’s final motion regarding infringement of the VPODs. On April 30, 2020, we filed a notice of appeal at the Federal Circuit. Also on April 30, 2020, Omega filed notices of cross-appeal at the Federal Circuit. On May 6, 2021the U.S. Court of Appeals for the Federal Circuit hear d oral arguments on CalAmp’s appeal and the three judge panel will render that decision in approximately three to six months . In connection with this claim, we have accrued our best estimate of the probable liability of $2.2 million as a litigation reserve related to this matter based on reasonable royalty rates for similar technologies. It is reasonably possible that the prior judgment awarding Omega damages of as much as $4.6 million, together with $0.8 million of pre-judgment interest, could be upheld, which would result in losses of up to $3.2 million in excess of amounts we have accrued related to this matter. We also initiated ex parte In connection with this claim, we have accrued our best estimate of the probable liability based on reasonable royalty rates for similar technologies. It is reasonably possible that the judgement and amounts described above could be upheld, which would exceed the amounts we have accrued. Philips patent infringement claim On December 17, 2020, Koninklijke Philips N.V. (“Philips”) filed four separate legal actions against us, and several other companies, accusing the companies of infringing Philips’s 3G and 4G wireless standard-essential patents: (1) first, in the U.S. District Court, District of Delaware, Philips v. Quectel Wireless Solutions Co. Ltd. (“Quectel”), CalAmp, Xirgo Technologies, LLC (“Xirgo”), and Laird Connectivity, Inc. (“Laird”), Philips alleges that our location monitoring units infringe certain claims of U.S. Patent No. 7,831,271 (“the ’271 patent”), U.S. Patent No. 8,199,711 (“the ’711 patent”), U.S. Patent No. 7,554,943 (“the ’943 patent”), and U.S. Patent No. 7,944,935 (“the ’935 patent”) (all four patents collectively, the “Patents”); (2) second, in the U.S. District Court, District of Delaware, Philips v. Telit Wireless Solutions, Inc., Telit Communications Plc, (collectively, “Telit”), and CalAmp, Philips alleges that our location monitoring units and certain modules therein infringe certain claims of the Patents; (3) third, in the U.S. District Court, District of Delaware, Philips v. Thales DIS AIS USA LLC (F/K/A Gemalto IoT LLC “Gemalto”) F/K/A Cinterion Wireless Modules NAFTA LLC (“Cinterion”)), Thales DIS AIS Deutschland GmbH (F/K/A Gemalto M2M GmbH), Thales USA, Inc., Thales S.A., (collectively, “Thales”), CalAmp, Xirgo, and Laird, Philips alleges that our location monitoring units infringe certain claims of the Patents, and (4) fourth, before The International Trade Commission (“ITC”), Philips v. Quectel, CalAmp, Xirgo, Laird, Thales, Gemalto, Cinterion, and Telit, Philips alleges violations of section 337 of the U.S. Tariff Act based upon our importation into the United States, the sale for importation, and the sale within the United States after importation of certain UMTS (Universal Mobile Telecommunications System) and LTE (Long Term Evolution) cellular communication modules and products containing the same by reason of our location monitoring units that allegedly infringe on certain claims of the Patents, and seeks (a) an investigation and a hearing under the Tariff Act for unlawful importation of allegedly infringing product, (b) an exclusion order excluding entry into the U.S. of all allegedly infringing communication modules, and (c) a permanent cease and desist order barring the importation, marketing, advertising, and sale of allegedly infringing products in the U.S. All four proceedings are currently pending. The ITC anticipates issuing an initial determination on the alleged violations by January 27, 2022, and completing the ITC investigation by May 27, 2022. The case pending in U.S. District Court for the District of Delaware against Quectel, CalAmp, Xirgo, and Laird is stayed until a final determination in the ITC. The two other cases pending in U.S. District Court for the District of Delaware are scheduled for further hearings. We intend to defend ourselves vigorously in these actions, and are investigating and/or asserting defenses and positions, including non-infringement, invalidity, and the “public interest factors” that must be considered by the ITC before issuing any exclusion order. If Phillips successfully proves infringement of the Patents, we could be required to pay significant monetary damages and could be precluded from importing into the U.S. certain products containing the allegedly infringing modules. However, we believe that we have strong defense and indemnification claims against our communication module suppliers, and are entitled to have our defense costs and any losses resulting from these proceeding paid by those suppliers, who are codefendants in these proceedings. While it is not feasible to predict with certainty the outcome of these four legal proceedings, and no specific amount of damages has been identified, we believe that a loss is reasonably possible but not reasonably estimable. Additionally, we believe the ultimate resolution of the proceedings, including indemnification and defense by our module suppliers, will not have a material adverse effect on our consolidated results of operations, financial condition, or cash flows. Other matters In addition to the foregoing matters, from time to time as a normal consequence of doing business, various claims and litigation may be asserted or commenced against us. In particular, we may receive claims concerning contract performance or claims that our products or services infringe the intellectual property of third parties which are in the ordinary course of business. While the outcome of any such claims or litigation cannot be predicted with certainty, management does not believe that the outcome of such matters existing at the present time would have a material adverse effect on our condensed consolidated results of operations, financial condition or cash flows. |
DESCRIPTION OF BUSINESS, BASI_2
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
May 31, 2021 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business CalAmp Corp. (referred to herein as “CalAmp”, “the Company”, “we”, “our”, or “us”) is a connected intelligence company that helps people and businesses work smarter. We partner with transportation and logistics, industrial equipment, government and automotive industries to deliver insights that enable businesses to make the right decisions. Our applications, platforms and smart devices allow them to track, monitor and recover their vital assets with real-time visibility that reduces costs, maximizes productivity and improves safety. We are a global organization that is headquartered in Irvine, California. In March 2020, the World Health Organization declared COVID-19 to be a public health pandemic of international concern, which has resulted in travel restrictions and in some cases, prohibitions of non-essential activities, disruption and shutdown of businesses and greater uncertainty in global financial markets. Through fiscal 2021, our revenues were negatively impacted by COVID-19 as various small-to-medium customers postponed their capital expenditures due to the COVID-19 pandemic and related macro-economic uncertainties. The COVID-19 pandemic has also created certain global supply imbalances resulting in supply shortages of certain components that we use. It is difficult to predict the extent to which the COVID-19 pandemic will continue to impact our future business or operating results, which is highly dependent on uncertain future developments, including the severity of the continuing pandemic, the actions taken or to be taken by governments and private businesses in relation to its containment and the actions taken or to be taken to begin reopening efforts as containment of the COVID-19 pandemic is achieved. Because our business is dependent on telematics product sales, device installations and related subscription-based services, the ultimate effect of the COVID-19 pandemic may not be fully reflected in our operating results until future periods. We have considered all known and reasonably available information that existed throughout the three months ended and as of May 31, 2021, in making accounting judgements, estimates and disclosures. We are monitoring the potential effects of the health care related and economic conditions of COVID-19 in assessing certain matters including (but not limited to) supply chain disruptions, decreases in customer demand for our products and services, potential longer-term effects on our customer and distribution channels particularly in the U.S. and relevant end markets as well as other developments. If the impact results in longer term closures of businesses and economic recessionary conditions, we may recognize additional material asset impairments and charges for uncollectible accounts receivable in future periods. Certain notes and other information included in the audited financial statements in our Annual Report on Form 10-K for the fiscal year ended February 28, 2021 are condensed in 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 our 2021 Annual Report on Form 10-K as filed with the U.S. Securities and Exchange Commission (“SEC”) on April 22, 2021. In the opinion of our management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly our financial position at May 31, 2021 and our results of operations for the three months ended May 31, 2021 and 2020. The results of operations for such periods are not necessarily indicative of results to be expected for the full fiscal year ending February 28, 2022. All intercompany transactions and accounts have been eliminated in consolidation. Sale of LoJack North America Operations On January 22, 2021, we received a formal proposal from Spireon Holdings, L.P. (“Spireon”) to acquire the LoJack U.S. and Canadian SVR (“LoJack North America”) business for a purchase price of $8.0 million. Effective March 15, 2021, the Company and Spireon entered into a purchase agreement pursuant to which we sold certain assets and transferred certain liabilities of the LoJack North America business to Spireon. Operations for LoJack North America are presented as discontinued operations Discontinued Operations Unless otherwise indicated, the financial disclosures and related information provided herein relate to our continuing operations and we have recast prior period amounts to reflect discontinued operations. |
Revenue Recognition | Revenue Recognition We recognize revenue as follows: Products. We recognize revenue from product and accessories sales upon transfer of control of promised products to customers in an amount that reflects the transaction price, which is generally the stand-alone selling prices of the promised goods. For product shipments made on the basis of “FOB Destination” terms, revenue is recorded when the products reach the customer. Customers generally do not have a right of return except for defective products returned during the warranty period. We record estimated commitments related to customer incentive programs as reductions of revenues. Software-as-a-Service (“SaaS”). We recognize our SaaS revenues and related cost of revenues in our Application subscriptions and other service revenues and cost of revenues on SaaS arrangements that combine various hardware devices over a stipulated service period. Our integrated SaaS-based solutions for our tracking, monitoring and recovery services provide customers with the ability to wirelessly communicate with monitoring devices installed in vehicles and other mobile or remote assets through our software applications. The transaction price for a typical SaaS arrangement includes the price for the customized device, installation and application subscriptions. We have applied our judgment in determining that these integrated arrangements typically represent single performance obligations satisfied over time. Accordingly, we defer the recognition of revenue for the customized devices that only function with our applications and are sold only on an integrated basis with our proprietary applicable subscriptions. Such customized devices and the application services are not sold separately. In such circumstances, the associated device related costs are recorded as deferred costs on the balance sheet. Generally, these service arrangements do not provide the customer with the right to take possession of the software supporting the subscription service at any time. Revenues from subscription services are recognized ratably on a straight-line basis over the term of the subscription. The deferred revenue and deferred cost amounts are amortized to application subscriptions and other services revenue and cost of revenues, respectively, on a straight-line basis over the estimated average in-service lives of these devices, which In certain customer arrangements, we sell devices and monitoring services separately to customers and sell similar devices on a stand-alone basis to licensees. Accordingly, we recognize revenues for the sales of the devices upon transfer of control to the customer and recognize revenue for the related monitoring services over the service period. The allocation of the transaction price is based on relative estimated stand-alone selling prices for the devices and the monitoring services. Professional Services. We also provide various professional services to customers. These include project management, engineering services and installation services, which are typically distinct from other performance obligations and are recognized as the related services are performed. For certain professional service contracts, we recognize revenue over time based on the proportion of total costs incurred to-date over the estimated cost of the contract, which is an input method. Sales taxes. We have elected to record revenue net of taxes collected from customers that are remitted to governmental authorities, with the collected taxes recorded within the caption until remitted to the relevant government authority. Contract Balances. Timing of revenue recognition may differ from the timing on our invoicing to customers. Contract liabilities are comprised of billings to or payments received from our customers in advance of performance under the contract. We refer to these contract liabilities as “Deferred Revenues” in the accompanying condensed consolidated financial statements. During fiscal quarter ended May 31, 2021, we recognized $12.5 million in revenue from the deferred revenue balance of $52.8 million as of February 28, 2021. Certain incremental costs of obtaining a contract with a customer consist of sales commissions, which are recognized on a straight-line basis over the life of the corresponding contracts. Prepaid commissions included in prepaid expenses and other current assets and other assets was $4.4 million as of May 31, 2021, of which $2.7 million was classified as other assets. We disaggregate revenue from contracts with customers into reportable segments, geography, type of goods and services and timing of revenue recognition. See Note 15 for our revenue by segment and geography. The disaggregation of revenue by type of goods and services and by timing of revenue recognition is as follows (in thousands): Three Months Ended May 31, 2021 2020 Revenue by type of goods and services: Telematics devices and accessories $ 51,997 $ 47,921 Rental income and other services 3,610 2,018 Recurring application subscriptions 24,067 23,792 Total $ 79,674 $ 73,731 Three Months Ended May 31, 2021 2020 Revenue by timing of revenue recognition: Revenue recognized at a point in time $ 54,704 $ 49,623 Revenue recognized over time 24,970 24,108 Total $ 79,674 $ 73,731 Telematics devices and accessories revenue presented in the table above include devices sold in customer arrangements that include both the device and monitoring services. Recurring application subscriptions revenues include the amortization for customized devices functional only with application subscriptions. Remaining performance obligations from continuing operations represents contracted revenue that has not yet been recognized, which includes deferred revenue on our condensed consolidated balance sheets and unbilled amounts that will be recognized as revenue in future periods. As of May 31, 2021 and February 28, 2021, we had estimated remaining performance obligations for contractually committed revenues of $144.3 million and $145.1 million, respectively. As of May 31, 2021, we expect to recognize approximately 47% in fiscal 2022 and 24% in fiscal 2023. As of February 28, 2021, we expected to recognize approximately 50% in fiscal 2022 and 22% in fiscal 2023. We have utilized the practical expedient exception within ASC 606 and exclude contracts that have original durations of less than one year from the aforementioned remaining performance obligation disclosure. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments with maturities at date of purchase of three months or less to be cash equivalents. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable consists of amounts due to us from sales arrangements executed in our normal business activities and are recorded at invoiced amounts. Our payment terms generally range between 30 to 60 days of our invoice date with a few exceptions that extend the credit terms up to 90 days and we do not offer financing options. We present the aggregate accounts receivable balance net of an allowance for doubtful accounts. Generally, collateral and other security is not obtained for outstanding accounts receivable. Credit losses, if any, are recognized based on management’s evaluation of historical collection experience, customer-specific financial conditions as well as an evaluation of current industry trends and general economic conditions. Past due balances are assessed by management on a periodic basis and balances are written off when the customer’s financial condition no longer warrants pursuit of collection. Although we expect to collect amounts due, actual collections may differ from estimated amounts. Due to the COVID-19 pandemic, there has been uncertainty and disruption in the global economy and financial markets. Except for an anticipated increase in expected credit losses, we are not aware of any specific event or circumstances that would require an update to our estimates or assumptions or a revision of the carrying value of our assets or liabilities as of the date of this Quarterly Report on Form 10-Q. These estimates and assumptions may change as new events occur and additional information is obtained. As a result, actual results could differ materially from these estimates and assumptions. We analyzed the credit risk associated with our accounts receivables and lease receivables. Our historical loss rates have not shown any significant differences between customer industries or geographies, and, upon adoption of ASU 2016-13, Financial Instruments - Credit Losses Segment Information and Geographic Data The allowance for doubtful accounts totaled $3.1 million and $3.7 million as of May 31, 2021 and February 28, 2021, respectively. |
Goodwill and Other Long-Lived Assets | Goodwill and Other Long-Lived Assets Goodwill and long-lived assets to be held and used, including identifiable intangible assets, are reviewed for impairment annually in the fourth quarter or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. These events or changes in circumstances may include a significant deterioration of operating results, changes in business plans or changes in anticipated future cash flows. If an impairment indicator is present, we evaluate recoverability by a comparison of the carrying amount of the assets to the estimated fair value of those assets determined using either an income approach, a market approach, or a combination of both. If the assets are impaired, the impairment recognized is measured by the amount by which the carrying amount exceeds the fair value of the assets. |
Fair Value Measurements | Fair Value Measurements We apply fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in our financial statements. We define 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 arm’s-length transaction between market participants at the measurement date. Fair value is estimated by using the following hierarchy: 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. |
Convertible Senior Notes and Capped Call Transactions | Convertible Senior Notes and Capped Call Transactions We account for our convertible senior notes as separate liability and equity components. We determine the carrying amount of the liability component based on the fair value of a similar debt instrument excluding the embedded conversion option at the issuance date. The carrying amount of the equity component representing the conversion option is calculated by deducting the carrying value of the liability component from the principal amount of the notes as a whole. This difference represents a debt discount that is amortized to interest expense over the term of the notes using the effective interest rate method. The equity component of the notes is included in stockholders’ equity and is not remeasured as long as it continues to meet the conditions for equity classification. We allocate transaction costs related to the issuance of the notes to the liability and equity components using the same proportions as the initial carrying value of the notes. Transaction costs attributable to the liability component are being amortized to interest expense using the effective interest method over the respective term of the notes, and transaction costs attributable to the equity components are netted with the equity component of the note in stockholders’ equity. We account for the cost of the capped calls as a reduction to additional paid-in capital. |
Patent Litigation and Other Contingencies | Patent Litigation and Other Contingencies We accrue for patent litigation and other contingencies whenever we determine that an unfavorable outcome is probable and a liability is reasonably estimable. The amount of the accrual is estimated based on a review of each claim, including the type and facts of the claim and our assessment of the merits of the claim. These accruals are reviewed at least on a quarterly basis and are adjusted to reflect the impact of recent negotiations, settlements, court rulings, advice from legal counsel and other events pertaining to the case. Such accruals, if any, are recorded as general and administrative expense in our condensed consolidated statements of comprehensive loss. Although we take considerable measures to mitigate our exposure in these matters, litigation is unpredictable; however, we believe that we have valid defenses with respect to pending legal matters against us as well as adequate provisions for probable and estimable losses. All costs for legal services are expensed as incurred. |
Foreign Currency Translation | Foreign Currency Translation We translate the assets and liabilities of our non-U.S. dollar functional currency subsidiaries into U.S. dollars using exchange rates in effect at the end of each period. Revenue and expenses for these subsidiaries are translated using rates that approximate those in effect during the period. Gains and losses from these translations are recognized in foreign currency translation included in accumulated other comprehensive income (loss) during the period. The aggregate foreign currency transaction exchange rate gain (losses) included in determining income (loss) before income taxes was $0.1 million and $0.2 million for the three months ended May 31, 2021 and 2020, respectively. |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) Other comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss) (“OCI”). OCI refers to revenue, expenses and gains and losses that under U.S. GAAP are recorded as an element of stockholders’ equity and excluded from net income (loss). Our OCI consists of foreign currency translation adjustments from those subsidiaries not using the U.S. dollar as their functional currency. |
Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements, Not Yet Adopted | Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. This ASU removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation, and calculating income taxes in interim periods. This ASU also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for goodwill and allocating taxes to members of a consolidated group. The updated guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020 with early adoption permitted. The adoption of this standard on March 1, 2021 did not have a material impact on our condensed consolidated financial statements. Recently Issued Accounting Pronouncements, Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) |
DESCRIPTION OF BUSINESS, BASI_3
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
May 31, 2021 | |
ASU 2014-09 [Member] | |
Disaggregation of Revenue by Type of Goods and Services and by Timing of Revenue Recognition which Reflect the Immaterial Adjustments | We disaggregate revenue from contracts with customers into reportable segments, geography, type of goods and services and timing of revenue recognition. See Note 15 for our revenue by segment and geography. The disaggregation of revenue by type of goods and services and by timing of revenue recognition is as follows (in thousands): Three Months Ended May 31, 2021 2020 Revenue by type of goods and services: Telematics devices and accessories $ 51,997 $ 47,921 Rental income and other services 3,610 2,018 Recurring application subscriptions 24,067 23,792 Total $ 79,674 $ 73,731 Three Months Ended May 31, 2021 2020 Revenue by timing of revenue recognition: Revenue recognized at a point in time $ 54,704 $ 49,623 Revenue recognized over time 24,970 24,108 Total $ 79,674 $ 73,731 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 3 Months Ended |
May 31, 2021 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Summary of Financial Results of Discontinued Operations | The below table presents the amounts by balance sheet classification related to our discontinued operations (in thousands): February 28, 2021 Carrying amounts of the major classes of assets included in discontinued operations: Accounts receivable, net $ 5,050 Inventories 1,721 Prepaid expenses and other current assets 1,101 Total assets $ 7,872 Carrying amounts of the major classes of liabilities included in discontinued operations: Accounts payable $ 1,956 Deferred revenue 1,849 Other current liabilities 291 Current liabilities of discontinued operations 4,096 Non-current liabilities 1,773 Total liabilities $ 5,869 The amounts in the statement of operations that are included in discontinued operations are summarized in the following table (in thousands): Three Months Ended May 31, 2021 2020 Revenues $ 823 $ 6,484 Cost of revenues 950 4,535 Gross profit (loss) (127 ) 1,949 Operating expenses: Research and development 32 388 Selling and marketing 167 2,450 General and administrative 75 1,905 Intangible asset amortization 141 716 Restructuring 404 35 Impairment losses - 4,289 Total operating expenses 819 9,783 Operating loss from discontinued operations (946 ) (7,834 ) Gain on sale of discontinued operations 4,998 - Net income (loss) from discontinued operations, net of tax $ 4,052 $ (7,834 ) The amounts in the statement of cash flow that are included in discontinued operations are summarized in the following table (in thousands): Three Months Ended May 31, 2021 2020 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) from discontinued operations, net of tax $ 4,052 $ (7,834 ) Adjustments to reconcile net income (loss) from discontinued operations to net cash used in operating activities: Depreciation - 688 Intangible asset amortization 141 716 Stock-based compensation 25 376 Impairment losses - 4,289 Gain on sale of discontinued operations (4,998 ) - Noncash operating lease cost - 891 Changes in operating assets and liabilities: Accounts receivable 452 3,182 Inventories 425 154 Prepaid expenses and other current assets 4 71 Accounts payable (331 ) (706 ) Accrued liabilities (135 ) (882 ) Deferred revenue (30 ) (195 ) Operating lease liabilities - (991 ) NET CASH USED IN OPERATING ACTIVITIES OF DISCONTINUED OPERATIONS (395 ) (241 ) CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures - (329 ) Proceeds from sale of discontinued operations 6,616 - NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS 6,616 (329 ) Net change in cash and cash equivalents 6,221 (570 ) |
CASH, CASH EQUIVALENTS AND IN_2
CASH, CASH EQUIVALENTS AND INVESTMENTS (Tables) | 3 Months Ended |
May 31, 2021 | |
Cash And Cash Equivalents [Abstract] | |
Schedule of Cash and Marketable Securities | The following tables summarize our financial instrument assets (in thousands): As of May 31, 2021 Balance Sheet Classification of Fair Value Unrealized Cash and Adjusted Gains Fair Cash Other Cost (Losses) Value Equivalents Assets Cash $ 40,375 $ — $ 40,375 $ 40,375 $ — Level 1: Money market funds 12,809 — 12,809 12,809 — Mutual funds (1) 1,836 503 2,339 — 2,339 Level 2: Repurchase agreements 43,000 — 43,000 43,000 — Total $ 98,020 $ 503 $ 98,523 $ 96,184 $ 2,339 As of February 28, 2021 Balance Sheet Classification of Fair Value Unrealized Cash and Adjusted Gains Fair Cash Other Cost (Losses) Value Equivalents Assets Cash $ 38,823 $ — $ 38,823 $ 38,823 $ — Level 1: Money market funds 12,801 — 12,801 12,801 — Mutual funds (1) 1,810 367 2,177 — 2,177 Level 2: Repurchase agreements 43,000 — 43,000 43,000 — Total $ 96,434 $ 367 $ 96,801 $ 94,624 $ 2,177 (1) Amounts represent various equities, bond and money market mutual funds that are held in an irrevocable “Rabbi Trust” for payment obligations to non-qualified deferred compensation plan participants. In addition to the mutual funds above, our “Rabbi Trust” also included Corporate-Owned Life Insurance (COLI) starting in fiscal 2020. As of May 31, 2021, the cash surrender value of COLI was $5.3 million. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
May 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following (in thousands): May 31, February 28, 2021 2021 Raw materials $ 8,108 $ 10,480 Finished goods 9,842 13,183 $ 17,950 $ 23,663 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 3 Months Ended |
May 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Other Intangible Assets | Other intangible assets consist of the following (in thousands): Gross Accumulated Amortization Net Useful Life Feb. 28, 2021 Additions & Adjustments, net (1) May 31, 2021 Feb. 28, 2021 Expense May 31, 2021 Feb. 28, 2021 May 31, 2021 Developed technology 4-6 years $ 26,994 23 $ 27,017 $ 24,057 $ 353 $ 24,410 $ 2,937 $ 2,607 Tradenames 10 years 30,257 37 30,294 18,428 536 18,964 11,829 11,330 Customer lists 4-7 years 25,304 — 25,304 22,951 - 22,951 2,353 2,353 Dealer and customer relationships 10-15 years 32,917 277 33,194 12,902 496 13,398 20,015 19,796 Patents 5 years 589 — 589 235 6 241 354 348 $ 116,061 $ 337 $ 116,398 $ 78,573 $ 1,391 $ 79,964 $ 37,488 $ 36,434 (1) Amounts also include any net changes in intangible asset balances for the periods presented that resulted from foreign currency translations. |
Schedule of Future Amortization Expense | Estimated future amortization expense as of May 31, 2021 is as follows (in thousands): 2022 (remainder) $ 4,207 2023 5,460 2024 4,616 2025 4,501 2026 4,173 Thereafter 13,477 $ 36,434 |
Schedule of Goodwill | Changes in goodwill are as follows (in thousands): Software & Subscription Services Telematics Products Total Balance as of February 28, 2021 $ 55,437 $ 39,180 $ 94,617 Effect of exchange rate change on goodwill 441 — 441 Balance as of May 31, 2021 $ 55,878 $ 39,180 $ 95,058 |
OTHER ASSETS (Tables)
OTHER ASSETS (Tables) | 3 Months Ended |
May 31, 2021 | |
Other Assets Noncurrent Disclosure [Abstract] | |
Schedule of Other Assets | Other assets consist of the following (in thousands): May 31, February 28, 2021 2021 Deferred product cost $ 3,194 $ 4,850 Deferred compensation plan assets 7,927 7,141 Lease receivables, non-current 11,432 10,403 Prepaid commissions 2,688 2,438 Other 2,334 2,337 $ 27,575 $ 27,169 |
FINANCING ARRANGEMENTS (Tables)
FINANCING ARRANGEMENTS (Tables) | 3 Months Ended |
May 31, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The following table provides a summary of our debt as of May 31, 2021 and February 28, 2021 (in thousands): Maturity Effective May 31, February 28, Date Interest Rate 2021 2021 2025 Convertible Notes, 2.00% fixed rate August 1, 2025 7.56 % 230,000 230,000 Due to factors 2020 - 2024 4.70 % 6,715 8,081 Total term debt 236,715 238,081 Unamortized discount and issuance costs (49,010 ) (51,610 ) Less: Current portion of long-term term debt (3,782 ) (4,317 ) Long-term debt, net of current portion $ 183,923 $ 182,154 |
RESTRUCTURING ACTIVITIES (Table
RESTRUCTURING ACTIVITIES (Tables) | 3 Months Ended |
May 31, 2021 | |
Restructuring And Related Activities [Abstract] | |
Summary of Charges and Activity Resulting from Implementation of Restructuring Plan within Other Current and Non-current Liabilities | The following table summarizes the charges resulting from the implementation of the restructuring plan (in thousands): Three Months Ended May 31, 2021 Three Months Ended May 31, 2020 Personnel Facilities Total Personnel Facilities Total Cost of revenues $ 103 $ 376 $ 479 $ (124 ) $ 103 $ (21 ) Research and development 58 - 58 (6 ) - (6 ) Selling and marketing 189 - 189 30 - 30 General and administrative 8 6 14 1,905 - 1,905 Total $ 358 $ 382 $ 740 $ 1,805 $ 103 $ 1,908 The following table summarizes the activity resulting from the implementation of the restructuring plan within other current and non-current liabilities (in thousands): Personnel Facilities Total Restructuring liabilities as of February 28, 2021 $ 2,637 $ 891 $ 3,528 Charges 358 382 740 Payments (1,695 ) (39 ) (1,734 ) Restructuring liabilities as of May 31, 2021 $ 1,300 $ 1,234 $ 2,534 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
May 31, 2021 | |
Leases [Abstract] | |
Summary of Lease-related Assets and Liabilities | The table below presents lease-related assets and liabilities recorded on the condensed consolidated balance sheet (in thousands): Classification May 31, 2021 February 28, 2021 Assets Operating lease right-of-use assets Operating lease right-of-use assets $ 13,083 $ 14,273 Liabilities Operating lease liabilities (current) Other current liabilities $ 4,768 $ 4,926 Operating lease liabilities (noncurrent) Operating lease liabilities 15,610 17,061 Total lease liabilities $ 20,378 $ 21,987 |
Summary of Lease Costs Included in Condensed Consolidated Statements of Comprehensive Loss | The following lease costs were included in our condensed consolidated statements of comprehensive loss as follows (in thousands): For the Three Months Ended May 31, 2021 2020 Operating lease cost $ 1,131 $ 1,932 Short-term lease cost 17 871 Variable lease cost 102 304 Total lease cost $ 1,250 $ 3,107 |
Schedule of Supplemental Information Related to Operating Leases | The table below presents supplemental information related to operating leases (in thousands, except weighted-average information): Three Months Ended May 31, 2021 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 1,425 $ 2,100 Right-of-use assets obtained in exchange for new operating lease liabilities $ 18 $ 4,683 Weighted average remaining lease term 4.6 years 6.5 years Weighted average discount rate 5.36% 5.24 % |
Schedule of Reconciles the Undiscounted Cash Flows for Operating Lease Liabilities | The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities recorded on the condensed consolidated balance sheet as of May 31, 2021 Remainder of 2022 $ 4,082 2023 5,100 2024 4,718 2025 3,047 2026 2,306 Thereafter 1,925 Total minimum lease payments 21,178 Less imputed interest (800 ) Present value of future minimum lease payments 20,378 Less current obligations under leases (4,768 ) Long-term lease obligations $ 15,610 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
May 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares | The calculation of the basic and diluted loss per share of common stock is as follows (in thousands, except per share value): Three Months Ended May 31, 2021 2020 Net loss from continuing operations $ (6,000 ) $ (6,588 ) Net income (loss) from discontinued operations, net of tax 4,052 (7,834 ) Net loss $ (1,948 ) $ (14,422 ) Basic weighted average number of common shares outstanding 34,844 34,024 Effect of stock options and restricted stock units computed on treasury stock method — — Diluted weighted average number of common shares outstanding 34,844 34,024 Basic net income (loss) per common share: Loss from continuing operations $ (0.17 ) $ (0.19 ) Income (loss) from discontinued operations $ 0.11 $ (0.23 ) Diluted net income (loss) per common share: Loss from continuing operations $ (0.17 ) $ (0.19 ) Income (loss) from discontinued operations $ 0.11 $ (0.23 ) |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 3 Months Ended |
May 31, 2021 | |
Equity [Abstract] | |
Schedule of Stock-based Compensation Expense | Stock-based compensation expense is included in the following captions of the condensed consolidated statements of comprehensive loss (in thousands): Three Months Ended May 31, 2021 2020 Cost of revenues $ (6 ) $ 143 Research and development 710 576 Selling and marketing 644 384 General and administrative 1,060 1,269 Restructuring - 875 Other non-operating expense 64 - $ 2,472 $ 3,247 |
Summary of Stock Option Activity | Changes in our outstanding stock options during the three months ended May 31, 2021 were as follows (options in thousands): Number of Options Weighted Average Exercise Price Weighted average remaining contractual life (years) Aggregate intrinsic value Outstanding at February 28, 2021 778 $ 16.01 6.0 Granted — — Exercised (33 ) 7.53 Forfeited or expired (76 ) 16.49 Outstanding at May 31, 2021 669 $ 16.37 6.1 $ 472 Exercisable at May 31, 2021 459 $ 16.39 5.3 $ 118 |
Summary of Restricted Stock Shares (RSU's), and Performance Stock Units (PSU's) Activity | Changes in our outstanding restricted stock shares, performance stock units (“PSUs”) and restricted stock units (“RSUs”) during the three months ended May 31, 2021 were as follows (restricted shares, PSUs and RSUs in thousands): Number of Restricted Shares, PSUs and RSUs Weighted Average Grant Date Fair Value Shares Retained to Cover Statutory Minimum Withholding Taxes Outstanding at February 28, 2021 3,053 $ 10.61 Granted 46 12.63 Vested (205 ) 12.06 82 Forfeited (149 ) 11.05 Outstanding at May 31, 2021 2,745 $ 10.51 |
CONCENTRATION OF RISK (Tables)
CONCENTRATION OF RISK (Tables) | 3 Months Ended |
May 31, 2021 | |
Risks And Uncertainties [Abstract] | |
Schedule of Significant Customers and Significant Suppliers Concentration Risk Percentage | As identified below, some of these manufacturers accounted for more than 10% of our accounts payable as follows (rounded): May 31, February 28, 2021 2021 Accounts payable: Supplier A 14 % 17 % Supplier B 12 % 11 % Supplier C 12 % 5 % |
OTHER FINANCIAL INFORMATION (Ta
OTHER FINANCIAL INFORMATION (Tables) | 3 Months Ended |
May 31, 2021 | |
Other Financial Information [Abstract] | |
Schedule of Supplemental Balance Sheet Information | Supplemental Balance Sheet Information Other current liabilities consist of the following (in thousands): May 31, February 28, 2021 2021 Operating lease liabilities $ 4,768 $ 4,926 Warranty reserves 1,799 1,257 Customer deposits 2,366 2,472 Litigation reserve 2,200 2,200 Other (1) 9,338 6,525 $ 20,471 $ 17,380 (1) Amount represents accruals for various operating expense such as professional fees, vendor incentives and other estimates that are expected to be paid within the next 12 months. Other non-current liabilities consist of the following (in thousands): May 31, February 28, 2021 2021 Deferred revenue $ 17,995 $ 19,893 Deferred compensation plan liability 7,570 6,992 Deferred tax liability 189 178 Other 3,340 3,424 $ 29,094 $ 30,487 |
Schedule of Interest Expense | Supplemental Statement of Comprehensive Loss Information Interest expense consists of the following (in thousands): Three Months Ended May 31, 2021 2020 Interest expense on 2020 Convertible Notes: Stated interest at 1.625% per annum $ - $ 93 Amortization of discount and issue costs - 289 - 382 Interest expense on 2025 Convertible Notes: Stated interest at 2.00% per annum 1,176 1,163 Amortization of discount and issue costs 2,517 2,311 3,693 3,474 Other interest expense 156 221 Total interest expense $ 3,849 $ 4,077 |
Schedule of Supplemental Cash Flow Information | “Net cash provided by operating activities” includes cash payments for interest expense and income taxes as follows (in thousands): Three Months Ended May 31, 2021 2020 Interest expense paid $ 50 $ 257 Income tax paid, net of refunds $ 249 $ 274 |
SEGMENT INFORMATION AND GEOGR_2
SEGMENT INFORMATION AND GEOGRAPHIC DATA (Tables) | 3 Months Ended |
May 31, 2021 | |
Segment Reporting [Abstract] | |
Summary of Segment Information | Segment information is as follows (in thousands): Three Months Ended May 31, 2021 Three Months Ended May 31, 2020 Reportable Segments Reportable Segments Software & Subscription Services Telematics Products Corporate Expenses Total Software & Subscription Services Telematics Products Corporate Expenses Total Revenues $ 35,043 $ 44,631 $ 79,674 $ 27,773 $ 45,958 $ 73,731 Gross profit $ 16,822 $ 15,625 $ 32,447 $ 13,708 $ 15,397 $ 29,105 Gross margin 48 % 35 % 41 % 49 % 34 % 39 % Adjusted EBITDA $ 5,894 $ 3,632 $ (1,141 ) $ 8,385 $ 6,473 $ 3,215 $ (1,397 ) $ 8,291 |
Summary of Adjusted EBITDA | The adjustments to our net income (losses) prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) to calculate Adjusted EBITDA are itemized below (in thousands): Three Months Ended May 31, 2021 2020 Net loss $ (1,948 ) $ (14,422 ) Less: net income (loss) from discontinued operations 4,052 (7,834 ) Net loss from continuing operations $ (6,000 ) $ (6,588 ) Investment income (648 ) (18 ) Interest expense 3,849 4,077 Income tax provision 293 240 Depreciation 4,230 4,222 Amortization of intangible assets 1,253 1,176 Stock-based compensation 2,472 2,372 Restructuring charges 336 1,873 Non-recurring legal expenses 648 793 Costs incurred in transition of LoJack North America business to acquiror 1,233 — Other 719 144 Adjusted EBITDA $ 8,385 $ 8,291 |
Summary of Revenues by Geographic Area | Revenues by geographic area are as follows (in thousands): Three Months Ended May 31, 2021 2020 United States $ 51,200 $ 45,066 Europe, Middle East and Africa 14,475 15,906 South America 6,525 6,042 Asia and Pacific Rim 5,401 2,339 All other 2,073 4,378 $ 79,674 $ 73,731 |
DESCRIPTION OF BUSINESS, BASI_4
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) - USD ($) $ in Millions | Jan. 22, 2021 | May 31, 2021 | May 31, 2020 | Feb. 28, 2021 |
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||
Revenue recognized | $ 12.5 | |||
Unearned revenue | $ 52.8 | |||
Prepaid sales commissions | 4.4 | |||
Contracted not recognized revenue | 144.3 | 145.1 | ||
Allowance for doubtful accounts | 3.1 | $ 3.7 | ||
Foreign transaction exchange gains (losses) | 0.1 | $ 0.2 | ||
Other Assets [Member] | ||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||
Prepaid sales commissions | $ 2.7 | |||
Minimum [Member] | ||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||
Deferred revenue contract in-service life | 4 years | |||
Accounts receivable payment period | 30 days | |||
Maximum [Member] | ||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||
Deferred revenue contract in-service life | 5 years | |||
Accounts receivable payment period | 60 days | |||
Accounts receivable payment extended period | 90 days | |||
Software-as-a-Service [Member] | Minimum [Member] | ||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||
Estimated useful life | 3 years | |||
Software-as-a-Service [Member] | Maximum [Member] | ||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||
Estimated useful life | 5 years | |||
Spireon Holdings, L.P. [Member] | ||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||
Purchase price | $ 8 |
DESCRIPTION OF BUSINESS, BASI_5
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Disaggregation of Revenue by Type of Goods and Services and by Timing of Revenue Recognition which Reflect the Immaterial Adjustments) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Disaggregation Of Revenue [Line Items] | ||
Revenues | $ 79,674 | $ 73,731 |
Telematics Devices and Accessories [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues | 51,997 | 47,921 |
Rental Income and Other Services [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues | 3,610 | 2,018 |
Recurring Application Subscriptions [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues | 24,067 | 23,792 |
Revenue Recognized At Point In Time [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues | 54,704 | 49,623 |
Revenue Recognized Over Time [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues | $ 24,970 | $ 24,108 |
DESCRIPTION OF BUSINESS, BASI_6
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative 1) (Details) | May 31, 2021 | Feb. 28, 2021 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-03-01 | ||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Revenue, remaining performance obligation expect to recognize in percentage | 50.00% | |
Revenue, remaining Performance obligation, expected timing of satisfaction, year | 2022 | |
Revenue, remaining Performance obligation, expected timing of satisfaction, period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-06-01 | ||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Revenue, remaining performance obligation expect to recognize in percentage | 47.00% | |
Revenue, remaining Performance obligation, expected timing of satisfaction, year | 2022 | |
Revenue, remaining Performance obligation, expected timing of satisfaction, period | 9 months | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-03-01 | ||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Revenue, remaining performance obligation expect to recognize in percentage | 24.00% | 22.00% |
Revenue, remaining Performance obligation, expected timing of satisfaction, year | 2023 | 2023 |
Revenue, remaining Performance obligation, expected timing of satisfaction, period | 1 year | 2 years |
DISCONTINUED OPERATIONS (Narrat
DISCONTINUED OPERATIONS (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
May 31, 2021 | Mar. 15, 2021 | |
Spireon Holdings, L.P. [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Total cost | $ 2 | |
Service [Member] | Spireon Holdings, L.P. [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Total cost | 0.7 | |
Other Expense [Member] | Spireon Holdings, L.P. [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Total cost | 1.3 | |
LoJack North America [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Discontinued operation, upfront cash consideration | $ 8 | |
Net proceeds received from licensing intellectual property rights | 6.6 | |
Gain on the sale of business | $ 5 |
DISCONTINUED OPERATIONS (Summar
DISCONTINUED OPERATIONS (Summary of Balance Sheet Classification Related to Discontinued Operations) (Details) $ in Thousands | Feb. 28, 2021USD ($) |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |
Current liabilities of discontinued operations | $ 4,096 |
Non-current liabilities of discontinued operations | 1,773 |
LoJack North America [Member] | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |
Accounts receivable, net | 5,050 |
Inventories | 1,721 |
Prepaid expenses and other current assets | 1,101 |
Total assets | 7,872 |
Accounts payable | 1,956 |
Deferred revenue | 1,849 |
Other current liabilities | 291 |
Current liabilities of discontinued operations | 4,096 |
Non-current liabilities of discontinued operations | 1,773 |
Total liabilities | $ 5,869 |
DISCONTINUED OPERATIONS (Summ_2
DISCONTINUED OPERATIONS (Summary of Statement of Operations Included in Discontinued Operations) (Details) - LoJack North America [Member] - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Revenues | $ 823 | $ 6,484 |
Cost of revenues | 950 | 4,535 |
Gross profit (loss) | (127) | 1,949 |
Operating expenses: | ||
Research and development | 32 | 388 |
Selling and marketing | 167 | 2,450 |
General and administrative | 75 | 1,905 |
Intangible asset amortization | 141 | 716 |
Restructuring | 404 | 35 |
Impairment losses | 4,289 | |
Total operating expenses | 819 | 9,783 |
Operating loss from discontinued operations | (946) | (7,834) |
Gain on sale of discontinued operations | 4,998 | |
Net income (loss) from discontinued operations, net of tax | $ 4,052 | $ (7,834) |
DISCONTINUED OPERATIONS (Summ_3
DISCONTINUED OPERATIONS (Summary of Statement of Cash Flow That Are Included in Discontinued Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Changes in operating assets and liabilities: | ||
NET CASH USED IN OPERATING ACTIVITIES OF DISCONTINUED OPERATIONS | $ (395) | $ (241) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS | 6,616 | (329) |
LoJack North America [Member] | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) from discontinued operations, net of tax | 4,052 | (7,834) |
Adjustments to reconcile net income (loss) from discontinued operations to net cash used in operating activities: | ||
Depreciation | 688 | |
Intangible asset amortization | 141 | 716 |
Stock-based compensation | 25 | 376 |
Impairment losses | 4,289 | |
Gain on sale of discontinued operations | (4,998) | |
Noncash operating lease cost | 891 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 452 | 3,182 |
Inventories | 425 | 154 |
Prepaid expenses and other current assets | 4 | 71 |
Accounts payable | (331) | (706) |
Accrued liabilities | (135) | (882) |
Deferred revenue | (30) | (195) |
Operating lease liabilities | (991) | |
NET CASH USED IN OPERATING ACTIVITIES OF DISCONTINUED OPERATIONS | (395) | (241) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (329) | |
Proceeds from sale of discontinued operations | 6,616 | |
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS | 6,616 | (329) |
Net change in cash and cash equivalents | $ 6,221 | $ (570) |
CASH, CASH EQUIVALENTS AND IN_3
CASH, CASH EQUIVALENTS AND INVESTMENTS (Details) - USD ($) $ in Thousands | May 31, 2021 | Feb. 28, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Adjusted Cost | $ 98,020 | $ 96,434 | |
Unrealized Gains (Losses) | 503 | 367 | |
Fair Value | 98,523 | 96,801 | |
Cash and Cash Equivalents [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | 96,184 | 94,624 | |
Other Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | 2,339 | 2,177 | |
Cash [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Adjusted Cost | 40,375 | 38,823 | |
Unrealized Gains (Losses) | |||
Fair Value | 40,375 | 38,823 | |
Cash [Member] | Cash and Cash Equivalents [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | 40,375 | 38,823 | |
Cash [Member] | Other Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | |||
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Adjusted Cost | 12,809 | 12,801 | |
Unrealized Gains (Losses) | |||
Fair Value | 12,809 | 12,801 | |
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | Cash and Cash Equivalents [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | 12,809 | 12,801 | |
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | Other Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | |||
Mutual Fund [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Adjusted Cost | [1] | 1,836 | 1,810 |
Unrealized Gains (Losses) | [1] | 503 | 367 |
Fair Value | [1] | 2,339 | 2,177 |
Mutual Fund [Member] | Fair Value, Inputs, Level 1 [Member] | Cash and Cash Equivalents [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | [1] | ||
Mutual Fund [Member] | Fair Value, Inputs, Level 1 [Member] | Other Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | [1] | 2,339 | 2,177 |
Repurchase Agreements [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Adjusted Cost | 43,000 | 43,000 | |
Unrealized Gains (Losses) | |||
Fair Value | 43,000 | 43,000 | |
Repurchase Agreements [Member] | Fair Value, Inputs, Level 2 [Member] | Cash and Cash Equivalents [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | 43,000 | 43,000 | |
Repurchase Agreements [Member] | Fair Value, Inputs, Level 2 [Member] | Other Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | |||
[1] | Amounts represent various equities, bond and money market mutual funds that are held in an irrevocable “Rabbi Trust” for payment obligations to non-qualified deferred compensation plan participants. In addition to the mutual funds above, our “Rabbi Trust” also included Corporate-Owned Life Insurance (COLI) starting in fiscal 2020. As of May 31, 2021, the cash surrender value of COLI was $5.3 million. |
CASH, CASH EQUIVALENTS AND IN_4
CASH, CASH EQUIVALENTS AND INVESTMENTS (Parenthetical) (Details) $ in Millions | May 31, 2021USD ($) |
Cash And Cash Equivalents [Abstract] | |
Cash surrender value of Corporate-Owned Life Insurance (COLI) | $ 5.3 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | May 31, 2021 | Feb. 28, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 8,108 | $ 10,480 |
Finished goods | 9,842 | 13,183 |
Inventories | $ 17,950 | $ 23,663 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS (Schedule of Other Intangible Assets) (Details) $ in Thousands | 3 Months Ended | |
May 31, 2021USD ($) | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross, Beginning balance | $ 116,061 | |
Additions & Adjustments, net | 337 | [1] |
Gross, Ending balance | 116,398 | |
Accumulated Amortization, Beginning balance | 78,573 | |
Expense | 1,391 | |
Accumulated Amortization, Ending balance | 79,964 | |
Net beginning | 37,488 | |
Net ending | 36,434 | |
Developed Technology Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross, Beginning balance | 26,994 | |
Additions & Adjustments, net | 23 | [1] |
Gross, Ending balance | 27,017 | |
Accumulated Amortization, Beginning balance | 24,057 | |
Expense | 353 | |
Accumulated Amortization, Ending balance | 24,410 | |
Net beginning | 2,937 | |
Net ending | $ 2,607 | |
Developed Technology Rights [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization period | 4 years | |
Developed Technology Rights [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization period | 6 years | |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization period | 10 years | |
Gross, Beginning balance | $ 30,257 | |
Additions & Adjustments, net | 37 | [1] |
Gross, Ending balance | 30,294 | |
Accumulated Amortization, Beginning balance | 18,428 | |
Expense | 536 | |
Accumulated Amortization, Ending balance | 18,964 | |
Net beginning | 11,829 | |
Net ending | 11,330 | |
Customer Lists [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross, Beginning balance | 25,304 | |
Gross, Ending balance | 25,304 | |
Accumulated Amortization, Beginning balance | 22,951 | |
Accumulated Amortization, Ending balance | 22,951 | |
Net beginning | 2,353 | |
Net ending | $ 2,353 | |
Customer Lists [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization period | 4 years | |
Customer Lists [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization period | 7 years | |
Dealer and Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross, Beginning balance | $ 32,917 | |
Additions & Adjustments, net | 277 | [1] |
Gross, Ending balance | 33,194 | |
Accumulated Amortization, Beginning balance | 12,902 | |
Expense | 496 | |
Accumulated Amortization, Ending balance | 13,398 | |
Net beginning | 20,015 | |
Net ending | $ 19,796 | |
Dealer and Customer Relationships [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization period | 10 years | |
Dealer and Customer Relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization period | 15 years | |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization period | 5 years | |
Gross, Beginning balance | $ 589 | |
Gross, Ending balance | 589 | |
Accumulated Amortization, Beginning balance | 235 | |
Expense | 6 | |
Accumulated Amortization, Ending balance | 241 | |
Net beginning | 354 | |
Net ending | $ 348 | |
[1] | Amounts also include any net changes in intangible asset balances for the periods presented that resulted from foreign currency translations. |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS (Narrative) (Details) - USD ($) | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Impairment loss | $ 0 | |
Intangible asset amortization | $ 1,253,000 | $ 1,176,000 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS (Schedule of Future Amortization Expense) (Details) - USD ($) $ in Thousands | May 31, 2021 | Feb. 28, 2021 |
Fiscal Year | ||
2022 (remainder) | $ 4,207 | |
2023 | 5,460 | |
2024 | 4,616 | |
2025 | 4,501 | |
2026 | 4,173 | |
Thereafter | 13,477 | |
Net | $ 36,434 | $ 37,488 |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS (Schedule of Goodwill) (Details) $ in Thousands | 3 Months Ended |
May 31, 2021USD ($) | |
Goodwill [Line Items] | |
Balance as of February 28, 2021 | $ 94,617 |
Effect of exchange rate change on goodwill | 441 |
Balance as of May 31, 2021 | 95,058 |
Software & Subscription Services [Member] | |
Goodwill [Line Items] | |
Balance as of February 28, 2021 | 55,437 |
Effect of exchange rate change on goodwill | 441 |
Balance as of May 31, 2021 | 55,878 |
Telematics Products [Member] | |
Goodwill [Line Items] | |
Balance as of February 28, 2021 | 39,180 |
Balance as of May 31, 2021 | $ 39,180 |
OTHER ASSETS (Schedule of Other
OTHER ASSETS (Schedule of Other Assets) (Details) - USD ($) $ in Thousands | May 31, 2021 | Feb. 28, 2021 |
Other Assets Noncurrent Disclosure [Abstract] | ||
Deferred product cost | $ 3,194 | $ 4,850 |
Deferred compensation plan assets | 7,927 | 7,141 |
Lease receivables, non-current | 11,432 | 10,403 |
Prepaid commissions | 2,688 | 2,438 |
Other | 2,334 | 2,337 |
Total | $ 27,575 | $ 27,169 |
FINANCING ARRANGEMENTS (Summary
FINANCING ARRANGEMENTS (Summary of Debt) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | Feb. 28, 2021 | |
Debt Instrument [Line Items] | ||
Total term debt | $ 236,715 | $ 238,081 |
Unamortized discount and issuance costs | (49,010) | (51,610) |
Less: Current portion of long-term term debt | (3,782) | (4,317) |
Long-term debt, net of current portion | $ 183,923 | 182,154 |
2025 Convertible Notes, 2.00% Fixed Rate [Member] | ||
Debt Instrument [Line Items] | ||
Maturity Date | Aug. 1, 2025 | |
Effective Interest Rate | 7.56% | |
Total term debt | $ 230,000 | 230,000 |
Due to Factors [Member] | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 4.70% | |
Maturity Date | 2020 2021 2022 2023 2024 | |
Total term debt | $ 6,715 | $ 8,081 |
FINANCING ARRANGEMENTS (Summa_2
FINANCING ARRANGEMENTS (Summary of Debt) (Parenthetical) (Details) | May 31, 2021 | Feb. 28, 2021 |
2025 Convertible Notes, 2.00% Fixed Rate [Member] | ||
Debt Instrument [Line Items] | ||
Fixed interest rate | 2.00% | 2.00% |
FINANCING ARRANGEMENTS (Details
FINANCING ARRANGEMENTS (Details) | Nov. 19, 2020USD ($) | Apr. 16, 2020USD ($) | Mar. 30, 2018USD ($) | Jul. 31, 2018USD ($)$ / sharesshares | May 31, 2021USD ($) | May 31, 2020USD ($) | Feb. 28, 2021USD ($) | May 15, 2020USD ($) | Apr. 12, 2019USD ($) |
Debt Instrument [Line Items] | |||||||||
Remaining principal amount | $ 236,715,000 | $ 238,081,000 | |||||||
Synovia Solutions LLC (“Synovia”) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Fair value of debt | $ 19,700,000 | ||||||||
Pre-tax cost of debt percentage | 4.70% | ||||||||
Unamortized discount | $ 1,500,000 | ||||||||
Interest expense related to debt recognized | 100,000 | $ 100,000 | |||||||
Revenue recognized from arrangements with financial institutions | $ 1,400,000 | $ 1,700,000 | |||||||
Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | $ 50,000,000 | ||||||||
Maturity date | Mar. 30, 2022 | ||||||||
Credit facility bear interest | highest of (i) 0%, (ii) the rate of interest publicly announced by JP Morgan Chase Bank, N.A. (the “Agent”) as its prime rate in effect at its principal office in New York City, (iii) the overnight bank funding rate as determined by the Federal Reserve Bank of New York plus 0.50% and (iv) the LIBOR-based rate for a one-month interest period on such day plus 1%; or (b) for Eurodollar loans, the higher of (x) 1.00% and (y) the LIBOR-based rate for one, three or six months (as selected by the Company) for Eurodollar deposits. An applicable margin is added based on the Company’s senior leverage ratio, ranging from 1.50% to 2.00% for base rate loans, and from 2.50% to 3.00% for Eurodollar loans. We will also pay a commitment fee based on our senior leverage ratio ranging from 0.40% to 0.50%, payable quarterly in arrears, on the average daily unused amount of the Credit Facility | ||||||||
Credit facility interest rate | 0.00% | ||||||||
Repayment of revolving credit facility | $ 20,000,000 | ||||||||
Accrued interest | $ 100,000 | ||||||||
Borrowings outstanding | $ 0 | ||||||||
Revolving Credit Facility | Federal Home Loan Bank Of New York [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable interest rate | 0.50% | ||||||||
Revolving Credit Facility | LIBOR [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable interest rate | 1.00% | ||||||||
Description of variable rate basis | LIBOR-based rate for one, three or six months | ||||||||
Revolving Credit Facility | Eurodollar [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable interest rate | 1.00% | ||||||||
Revolving Credit Facility | Minimum [Member] | Eurodollar [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Senior leverage ratio | 2.50% | ||||||||
Revolving Credit Facility | Minimum [Member] | Base Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Senior leverage ratio | 1.50% | ||||||||
Revolving Credit Facility | Minimum [Member] | Prime Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Senior leverage ratio | 0.40% | ||||||||
Revolving Credit Facility | Maximum [Member] | Eurodollar [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Senior leverage ratio | 3.00% | ||||||||
Revolving Credit Facility | Maximum [Member] | Base Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Senior leverage ratio | 2.00% | ||||||||
Revolving Credit Facility | Maximum [Member] | Prime Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Senior leverage ratio | 0.50% | ||||||||
2025 Convertible Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | $ 230,000,000 | ||||||||
Maturity date | Aug. 1, 2025 | ||||||||
Fixed interest rate | 2.00% | ||||||||
Debt instrument, redemption, description | We may redeem the notes at our option at any time on or after August 6, 2022 at a cash redemption price equal to the principal amount plus accrued interest, but only if the last reported sale price per share of our stock exceeds 130% of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date we send the related redemption notice; and (ii) the trading day immediately before the date we send such notice. | ||||||||
Initial conversion price | $ / shares | $ 30.7450 | ||||||||
Number of common stock with hedge transactions | shares | 7,480,000 | ||||||||
Conversion rate of shares of common stock | 41.3875 | ||||||||
Payments for notes hedges | $ 21,200,000 | ||||||||
Purchase of note hedges, net of tax | 15,900,000 | ||||||||
2025 Convertible Notes [Member] | Additional Paid-in Capital [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Notes charge, equity component | $ 51,900,000 | ||||||||
2020 Convertible Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Fixed interest rate | 1.625% | ||||||||
Remaining principal amount | $ 27,600,000 | ||||||||
Paycheck Protection Program [Member] | JPMorgan Chase Bank, N.A [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Proceeds from loan amount | $ 10,000,000 | ||||||||
2025 Convertible Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Fair value of convertible notes | $ 215,000,000 | $ 212,000,000 |
RESTRUCTURING ACTIVITIES (Narra
RESTRUCTURING ACTIVITIES (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 36 Months Ended | |
May 31, 2021 | May 31, 2020 | May 31, 2021 | |
Restructuring Cost And Reserve [Line Items] | |||
Restructuring charges | $ 336 | $ 1,873 | $ 17,900 |
Severance and employee related costs | 11,100 | ||
Restructuring charges | 6,800 | ||
Discontinued Operations [Member] | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring charges | $ 400 | $ 0 | |
Canton, Massachusetts [Member] | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring charges | $ 3,300 |
RESTRUCTURING ACTIVITIES - Summ
RESTRUCTURING ACTIVITIES - Summary of Charges Resulting from Implementation of Restructuring Plan (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | $ 740 | $ 1,908 |
Personnel [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 358 | 1,805 |
Facilities [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 382 | 103 |
Cost of Revenue [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 479 | (21) |
Cost of Revenue [Member] | Personnel [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 103 | (124) |
Cost of Revenue [Member] | Facilities [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 376 | 103 |
Research and Development [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 58 | (6) |
Research and Development [Member] | Personnel [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 58 | (6) |
Selling and Marketing [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 189 | 30 |
Selling and Marketing [Member] | Personnel [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 189 | 30 |
General and Administrative Expenses [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 14 | 1,905 |
General and Administrative Expenses [Member] | Personnel [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 8 | $ 1,905 |
General and Administrative Expenses [Member] | Facilities [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | $ 6 |
RESTRUCTURING ACTIVITIES - Su_2
RESTRUCTURING ACTIVITIES - Summary of Activity Resulting from Implementation of Restructuring Plan within Other Current and Non-current Liabilities (Details) $ in Thousands | 3 Months Ended |
May 31, 2021USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Restructuring liabilities, Beginning Balance | $ 3,528 |
Charges | 740 |
Payments | (1,734) |
Restructuring liabilities, Ending Balance | 2,534 |
Personnel [Member] | |
Restructuring Cost And Reserve [Line Items] | |
Restructuring liabilities, Beginning Balance | 2,637 |
Charges | 358 |
Payments | (1,695) |
Restructuring liabilities, Ending Balance | 1,300 |
Facilities [Member] | |
Restructuring Cost And Reserve [Line Items] | |
Restructuring liabilities, Beginning Balance | 891 |
Charges | 382 |
Payments | (39) |
Restructuring liabilities, Ending Balance | $ 1,234 |
LEASES (Summary of Lease-relate
LEASES (Summary of Lease-related Assets and Liabilities) (Details) - USD ($) $ in Thousands | May 31, 2021 | Feb. 28, 2021 |
Schedule Of Lease Assets And Liabilities [Abstract] | ||
Operating lease right-of-use assets | $ 13,083 | $ 14,273 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | camp:OperatingLeaseRightOfUseAssetsMember | |
Operating lease liabilities (current) | 4,768 | $ 4,926 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:OtherCurrentLiabilitiesMember | |
Operating lease liabilities | 15,610 | $ 17,061 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | camp:OperatingLeaseLiabilitiesMember | |
Total lease liabilities | $ 20,378 | $ 21,987 |
LEASES (Summary of Lease Costs
LEASES (Summary of Lease Costs Included in Condensed Consolidated Statements of Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Lease Cost [Abstract] | ||
Operating lease cost | $ 1,131 | $ 1,932 |
Short-term lease cost | 17 | 871 |
Variable lease cost | 102 | 304 |
Total lease cost | $ 1,250 | $ 3,107 |
LEASES (Schedule of Supplementa
LEASES (Schedule of Supplemental Information Related to Operating Leases) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 1,425 | $ 2,100 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 18 | $ 4,683 |
Weighted average remaining lease term | 4 years 7 months 6 days | 6 years 6 months |
Weighted average discount rate | 5.36% | 5.24% |
LEASES (Schedule of Reconciles
LEASES (Schedule of Reconciles the Undiscounted Cash Flows for Operating Lease Liabilities) (Details) - USD ($) $ in Thousands | May 31, 2021 | Feb. 28, 2021 |
Operating Lease Liabilities Payments Due [Abstract] | ||
Remainder of 2022 | $ 4,082 | |
2023 | 5,100 | |
2024 | 4,718 | |
2025 | 3,047 | |
2026 | 2,306 | |
Thereafter | 1,925 | |
Total minimum lease payments | 21,178 | |
Less imputed interest | (800) | |
Total lease liabilities | 20,378 | $ 21,987 |
Less current obligations under leases | (4,768) | (4,926) |
Long-term lease obligations | $ 15,610 | $ 17,061 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense (benefit) | $ 293 | $ 240 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Earnings Per Share [Abstract] | ||
Net loss from continuing operations | $ (6,000) | $ (6,588) |
Net income (loss) from discontinued operations, net of tax | 4,052 | (7,834) |
Net loss | $ (1,948) | $ (14,422) |
Basic | 34,844 | 34,024 |
Diluted weighted average number of common shares outstanding | 34,844 | 34,024 |
Basic net income (loss) per common share: | ||
Loss from continuing operations | $ (0.17) | $ (0.19) |
Income (loss) from discontinued operations | 0.11 | (0.23) |
Diluted net income (loss) per common share: | ||
Loss from continuing operations | (0.17) | (0.19) |
Income (loss) from discontinued operations | $ 0.11 | $ (0.23) |
EARNINGS PER SHARE (Narrative)
EARNINGS PER SHARE (Narrative) (Details) - shares | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Earnings Per Share [Abstract] | ||
Diluted earnings per share for the conversion value of the notes | 0 | 0 |
STOCKHOLDERS' EQUITY (Schedule
STOCKHOLDERS' EQUITY (Schedule of Stock-based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | $ 2,472 | $ 3,247 |
Cost of Revenues [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | (6) | 143 |
Research and Development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | 710 | 576 |
Selling and Marketing [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | 644 | 384 |
General and Administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | 1,060 | 1,269 |
Restructuring [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | $ 875 | |
Other Income (Expense) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | $ 64 |
STOCKHOLDERS' EQUITY (Summary o
STOCKHOLDERS' EQUITY (Summary of Stock Option Activity) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Feb. 28, 2021 | May 31, 2021 |
Number of Options | ||
Outstanding, beginning balance | 778 | |
Granted | ||
Exercised | (33) | |
Forfeited or expired | (76) | |
Outstanding, ending balance | 778 | 669 |
Exercisable | 459 | |
Weighted Average Exercise Price | ||
Outstanding, beginning balance | $ 16.01 | |
Granted | ||
Exercised | 7.53 | |
Forfeited or expired | 16.49 | |
Outstanding, ending balance | $ 16.01 | 16.37 |
Exercisable | $ 16.39 | |
Weighted average remaining contractual life, Outstanding | 6 years | 6 years 1 month 6 days |
Weighted average remaining contractual life, Exercisable | 5 years 3 months 18 days | |
Aggregate intrinsic value, Outstanding | $ 472 | |
Aggregate intrinsic value, Exercisable | $ 118 |
STOCKHOLDERS' EQUITY (Summary_2
STOCKHOLDERS' EQUITY (Summary of Restricted Stock Shares and RSUs Activity) (Details) shares in Thousands | 3 Months Ended |
May 31, 2021$ / sharesshares | |
Number of Restricted Shares, PSUs and RSUs | |
Outstanding, beginning balance | 3,053 |
Granted | 46 |
Vested | (205) |
Forfeited | (149) |
Outstanding, ending balance | 2,745 |
Weighted Average Grant Date Fair Value | |
Outstanding, beginning balance | $ / shares | $ 10.61 |
Granted | $ / shares | 12.63 |
Vested | $ / shares | 12.06 |
Forfeited | $ / shares | 11.05 |
Outstanding, ending balance | $ / shares | $ 10.51 |
Vested, Shares Retained to Cover Statutory Minimum Withholding Taxes | 82 |
STOCKHOLDERS' EQUITY (Narrative
STOCKHOLDERS' EQUITY (Narrative) (Details) $ in Millions | 3 Months Ended |
May 31, 2021USD ($) | |
Equity [Abstract] | |
Unrecognized share-based compensation cost | $ 18.8 |
Unrecognized compensation cost, recognition period | 3 years 9 months 18 days |
CONCENTRATION OF RISK (Narrativ
CONCENTRATION OF RISK (Narrative) (Details) - Supplier | 3 Months Ended | 12 Months Ended | |
May 31, 2021 | May 31, 2020 | Feb. 28, 2021 | |
Customer Concentration Risk [Member] | Major Customer One [Member] | Industrial Equipment Industry [Member] | Revenues [Member] | |||
Concentration Risk [Line Items] | |||
Concentration percentage | 22.00% | 15.00% | |
Customer Concentration Risk [Member] | Major Customer One [Member] | Industrial Equipment Industry [Member] | Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Concentration percentage | 21.00% | 25.00% | |
Supplier Concentration Risk [Member] | Inventory Purchases [Member] | |||
Concentration Risk [Line Items] | |||
Concentration percentage | 62.00% | 68.00% | |
Number of suppliers | 4 | 4 | |
Supplier Concentration Risk [Member] | Accounts Payable [Member] | Minimum [Member] | |||
Concentration Risk [Line Items] | |||
Concentration percentage | 10.00% |
CONCENTRATION OF RISK - Schedul
CONCENTRATION OF RISK - Schedule of Significant Customers and Significant Suppliers Concentration Risk Percentage (Details) - Accounts Payable [Member] - Supplier Concentration Risk [Member] | 3 Months Ended | 12 Months Ended |
May 31, 2021 | Feb. 28, 2021 | |
Supplier A [Member] | ||
Concentration Risk [Line Items] | ||
Concentration percentage | 14.00% | 17.00% |
Supplier B [Member] | ||
Concentration Risk [Line Items] | ||
Concentration percentage | 12.00% | 11.00% |
Supplier C [Member] | ||
Concentration Risk [Line Items] | ||
Concentration percentage | 12.00% | 5.00% |
OTHER FINANCIAL INFORMATION (Sc
OTHER FINANCIAL INFORMATION (Schedule of Other Current Liabilities) (Details) - USD ($) $ in Thousands | May 31, 2021 | Feb. 28, 2021 | |
Other Financial Information Schedule Of Other Current Liabilities Details [Abstract] | |||
Operating lease liabilities | $ 4,768 | $ 4,926 | |
Warranty reserves | 1,799 | 1,257 | |
Customer deposits | 2,366 | 2,472 | |
Litigation reserve | 2,200 | 2,200 | |
Other | [1] | 9,338 | 6,525 |
Total other current liabilities | $ 20,471 | $ 17,380 | |
[1] | Amount represents accruals for various operating expense such as professional fees, vendor incentives and other estimates that are expected to be paid within the next 12 months. |
OTHER FINANCIAL INFORMATION (_2
OTHER FINANCIAL INFORMATION (Schedule of Other Non-Current Liabilities) (Details) - USD ($) $ in Thousands | May 31, 2021 | Feb. 28, 2021 |
Other Financial Information [Abstract] | ||
Deferred revenue | $ 17,995 | $ 19,893 |
Deferred compensation plan liability | 7,570 | 6,992 |
Deferred tax liability | 189 | 178 |
Other | 3,340 | 3,424 |
Total other non-current liabilities | $ 29,094 | $ 30,487 |
OTHER FINANCIAL INFORMATION (_3
OTHER FINANCIAL INFORMATION (Schedule of Interest Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Condensed Income Statements, Captions [Line Items] | ||
Amortization of discount and issue costs | $ 2,606 | $ 2,753 |
Other interest expense | 156 | 221 |
Total interest expense | 3,849 | 4,077 |
2020 Convertible Notes [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Stated interest | 93 | |
Amortization of discount and issue costs | 289 | |
Interest expense on convertible notes | 382 | |
2025 Convertible Notes [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Stated interest | 1,176 | 1,163 |
Amortization of discount and issue costs | 2,517 | 2,311 |
Interest expense on convertible notes | $ 3,693 | $ 3,474 |
OTHER FINANCIAL INFORMATION (_4
OTHER FINANCIAL INFORMATION (Schedule of Interest Expense) (Parenthetical) (Details) | May 31, 2021 | May 31, 2020 |
2020 Convertible Notes [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Interest rate (as a percent) | 1.625% | 1.625% |
2025 Convertible Notes [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Interest rate (as a percent) | 2.00% | 2.00% |
OTHER FINANCIAL INFORMATION (_5
OTHER FINANCIAL INFORMATION (Schedule of Cash Payments for Interest and Income Taxes) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Supplemental Cash Flow Information [Abstract] | ||
Interest expense paid | $ 50 | $ 257 |
Income tax paid, net of refunds | $ 249 | $ 274 |
SEGMENT INFORMATION AND GEOGR_3
SEGMENT INFORMATION AND GEOGRAPHIC DATA (Narrative) (Details) | 3 Months Ended |
May 31, 2021Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
SEGMENT INFORMATION AND GEOGR_4
SEGMENT INFORMATION AND GEOGRAPHIC DATA (Schedule of Segment Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 79,674 | $ 73,731 |
Gross profit | $ 32,447 | $ 29,105 |
Gross margin | 41.00% | 39.00% |
Adjusted EBITDA | $ 8,385 | $ 8,291 |
Reportable Segments [Member] | Software & Subscription Services [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 35,043 | 27,773 |
Gross profit | $ 16,822 | $ 13,708 |
Gross margin | 48.00% | 49.00% |
Adjusted EBITDA | $ 5,894 | $ 6,473 |
Reportable Segments [Member] | Telematics Products [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 44,631 | 45,958 |
Gross profit | $ 15,625 | $ 15,397 |
Gross margin | 35.00% | 34.00% |
Adjusted EBITDA | $ 3,632 | $ 3,215 |
Corporate Expenses [Member] | ||
Segment Reporting Information [Line Items] | ||
Adjusted EBITDA | $ (1,141) | $ (1,397) |
SEGMENT INFORMATION AND GEOGR_5
SEGMENT INFORMATION AND GEOGRAPHIC DATA (Summary of Adjusted EBITDA) (Details) - USD ($) $ in Thousands | 3 Months Ended | 36 Months Ended | |
May 31, 2021 | May 31, 2020 | May 31, 2021 | |
Segment Information Summary Of Adjustments Results Of Ebitda Details [Abstract] | |||
Net loss | $ (1,948) | $ (14,422) | |
Net income (loss) from discontinued operations, net of tax | 4,052 | (7,834) | |
Net loss from continuing operations | (6,000) | (6,588) | |
Investment income | (648) | (18) | |
Interest expense | 3,849 | 4,077 | |
Income tax expense (benefit) | 293 | 240 | |
Depreciation | 4,230 | 4,222 | |
Intangible asset amortization | 1,253 | 1,176 | |
Stock-based compensation | 2,472 | 2,372 | |
Restructuring charges | 336 | 1,873 | $ 17,900 |
Non-recurring legal expenses | 648 | 793 | |
Costs incurred in transition of LoJack North America business to acquiror | 1,233 | ||
Other | 719 | 144 | |
Adjusted EBITDA | $ 8,385 | $ 8,291 |
SEGMENT INFORMATION AND GEOGR_6
SEGMENT INFORMATION AND GEOGRAPHIC DATA (Summary of Revenues by Geographic Area) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 79,674 | $ 73,731 |
United States [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 51,200 | 45,066 |
Europe, Middle East and Africa [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 14,475 | 15,906 |
South America [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 6,525 | 6,042 |
Asia and Pacific Rim [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 5,401 | 2,339 |
All other [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | $ 2,073 | $ 4,378 |
LEGAL PROCEEDINGS (Legal Procee
LEGAL PROCEEDINGS (Legal Proceedings) (Details) | Apr. 01, 2020USD ($) | May 31, 2021USD ($)Case |
Gain Loss On Contingencies [Line Items] | ||
Litigation Reserve | $ 2,200,000 | |
Damages assessed and awarded | 4,600,000 | |
Pre-judgment interest amount | $ 800,000 | |
Pending Litigation [Member] | ||
Gain Loss On Contingencies [Line Items] | ||
Number of cases pending | Case | 2 | |
Maximum [Member] | ||
Gain Loss On Contingencies [Line Items] | ||
Loss related to settlement | $ 3,200,000 | |
Second Patent (U.S. Pat. No. 8,032,278) [Member] | ||
Gain Loss On Contingencies [Line Items] | ||
Damages assessed and awarded, per unit | 5 |