Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Sep. 30, 2016 | Nov. 04, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AGILYSYS INC | |
Entity Central Index Key | 78,749 | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 23,398,724 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Current assets: | |||
Cash and cash equivalents | $ 51,629 | $ 60,608 | $ 75,067 |
Accounts receivable, net of allowance for doubtful accounts of $507 and $617, respectively | 16,139 | 22,017 | |
Inventories | 2,317 | 2,692 | |
Prepaid expenses and other current assets | 8,992 | 10,184 | |
Total current assets | 79,077 | 95,501 | |
Property and equipment, net | 14,001 | 14,197 | |
Goodwill | 19,622 | 19,622 | |
Intangible assets, net | 8,553 | 8,576 | |
Software development costs, net | 47,469 | 44,215 | |
Other non-current assets | 2,643 | 3,046 | |
Total assets | 171,365 | 185,157 | |
Current liabilities: | |||
Accounts payable | 9,250 | 7,761 | |
Deferred revenue | 25,412 | 33,241 | |
Accrued liabilities | 9,545 | 12,980 | |
Capital lease obligations, current | 120 | 118 | |
Total current liabilities | 44,327 | 54,100 | |
Deferred income taxes, non-current | 3,184 | 3,075 | |
Capital lease obligations, non-current | 165 | 215 | |
Other non-current liabilities | 4,182 | 4,294 | |
Commitments and contingencies (see Note 7) | |||
Shareholders' equity: | |||
Common shares, without par value, at $0.30 stated value; 80,000,000 shares authorized; 31,606,831 shares issued; and 22,939,102 and 22,942,586 shares outstanding at June 30, 2016 and March 31, 2016, respectively | 9,482 | 9,482 | |
Treasury shares, 8,667,729 and 8,664,245 at June 30, 2016 and March 31, 2016, respectively | (2,537) | (2,600) | |
Capital in excess of stated value | (6,970) | (7,645) | |
Retained earnings | 119,716 | 124,413 | |
Accumulated other comprehensive loss | (184) | (177) | |
Total shareholders' equity | 119,507 | 123,473 | |
Total liabilities and shareholders' equity | $ 171,365 | $ 185,157 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for Doubtful Accounts Receivable | $ 492 | $ 617 |
Accounts Receivable, Net, Current | $ 16,139 | $ 22,017 |
Common stock, stated value | $ 0.30 | $ 0.30 |
Common stock, shares authorized | 80,000,000 | 80,000,000 |
Common stock, shares issued | 31,606,831 | 31,606,831 |
Common stock, shares outstanding | 23,152,224 | 22,942,586 |
Treasury shares | 8,454,607 | 8,664,245 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Net revenue: | ||||
Products | $ 10,731 | $ 9,943 | $ 20,251 | $ 18,754 |
Support, maintenance and subscription services | 15,906 | 14,665 | 30,854 | 29,564 |
Professional services | 6,039 | 5,036 | 12,524 | 8,817 |
Total net revenue | 32,676 | 29,644 | 63,629 | 57,135 |
Cost of goods sold: | ||||
Products (inclusive of developed technology amortization) | 8,155 | 5,122 | 14,687 | 10,044 |
Support, maintenance and subscription services | 4,394 | 3,842 | 8,250 | 7,337 |
Professional services | 4,248 | 3,089 | 8,622 | 5,765 |
Total cost of goods sold | 16,797 | 12,053 | 31,559 | 23,146 |
Gross profit | $ 15,879 | $ 17,591 | $ 32,070 | $ 33,989 |
Gross Profit Ratio | 48.60% | 59.30% | 50.40% | 59.50% |
Operating expenses: | ||||
Product development | $ 6,946 | $ 6,784 | $ 13,799 | $ 13,052 |
Sales and marketing | 5,113 | 5,315 | 10,748 | 9,775 |
General and administrative | 5,140 | 5,202 | 10,014 | 10,380 |
Depreciation of fixed assets | 595 | 541 | 1,193 | 1,059 |
Amortization of intangibles | 342 | 318 | 678 | 616 |
Restructuring, severance and other charges | 0 | (15) | 89 | (62) |
Asset Impairment Charges | 0 | (175) | 0 | (175) |
Litigation Settlement, Expense | 85 | 0 | 85 | 0 |
Operating loss | (2,342) | (379) | (4,536) | (656) |
Other (income) expense: | ||||
Interest income | (16) | (4) | (49) | (48) |
Interest expense | 4 | 5 | 8 | 13 |
Other expense (income), net | (12) | 9 | 78 | (23) |
Loss before taxes | (2,318) | (389) | (4,573) | (598) |
Income tax expense (benefit) | 82 | (19) | 124 | (44) |
Net loss | $ (2,400) | $ (370) | $ (4,697) | $ (554) |
Weighted Average Number of Shares Outstanding, Basic | 22,606 | 22,476 | 22,603 | 22,472 |
Weighted average shares outstanding: | ||||
Earnings Per Share, Basic | $ (0.11) | $ (0.02) | $ (0.21) | $ (0.02) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (2,400) | $ (370) | $ (4,697) | $ (554) |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | (2,400) | (370) | (4,697) | (554) |
Other comprehensive loss, net of tax: | ||||
Unrealized foreign currency translation adjustments | 1 | (8) | (7) | (18) |
Total comprehensive loss | $ (2,399) | $ (378) | $ (4,704) | $ (572) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Operating activities | ||
Net loss | $ (4,697,000) | $ (554,000) |
Adjustments to reconcile loss from operations to net cash used in operating activities | ||
Payments for restructuring, severance and other charges | 286,000 | 443,000 |
Assets, Fair Value Adjustment | 0 | (175,000) |
Net legal settlements | (15,000) | 0 |
Depreciation | 1,193,000 | 1,059,000 |
Amortization | 678,000 | 616,000 |
Amortization of software development | 3,399,000 | 511,000 |
Increase (Decrease) in Deferred Income Taxes | 110,000 | 76,000 |
Share-based compensation | 841,000 | 1,400,000 |
Life Insurance, Corporate or Bank Owned, Change in Value | (10,000) | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 5,862,000 | 8,398,000 |
Inventories | 371,000 | (583,000) |
Prepaid expense | 534,000 | 119,000 |
Accounts payable | 1,284,000 | (7,110,000) |
Deferred revenue | (6,765,000) | (5,748,000) |
Accrued liabilities | (2,525,000) | 2,582,000 |
Income taxes payable | (33,000) | (59,000) |
Other changes, net | (125,000) | (313,000) |
Net cash used in operating activities | (184,000) | (224,000) |
Investing activities | ||
Payments to Acquire Productive Assets | (1,487,000) | (2,280,000) |
Payments for Capitalized Software Development | (6,609,000) | (9,931,000) |
Payments for (Proceeds from) Life Insurance Policies | (1,000) | (21,000) |
Net cash used in investing activities | (8,097,000) | (12,232,000) |
Financing activities | ||
Repurchase of common shares to satisfy employee tax withholding | (404,000) | (435,000) |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (197,000) | 0 |
Principal payments under long-term obligations | (56,000) | (20,000) |
Net cash used in financing activities from discontinued operations | (657,000) | (455,000) |
Net cash used in financing activities | (41,000) | (55,000) |
Cash and Cash Equivalents, Period Increase (Decrease) | (8,979,000) | (12,966,000) |
Cash and cash equivalents at beginning of period | 51,629,000 | 62,101,000 |
Capital Expenditures Incurred but Not yet Paid | 223,000 | 369,000 |
Construction in Progress Expenditures Incurred but Not yet Paid | 1,003,000 | 938,000 |
Payments for Tenant Improvements | $ 0 | $ 997,000 |
Nature of Operations and Financ
Nature of Operations and Financial Statement Presentation | 6 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Financial Statement Presentation | Nature of Operations and Financial Statement Presentation Nature of Operations Agilysys is a leading technology company that provides innovative software for point-of-sale (POS), property management (PMS), inventory and procurement, workforce management, analytics, document management and mobile and wireless solutions and services to the hospitality industry. Our solutions and services allow property managers to better connect, interact and transact with their customers and enhance their customer relationships by streamlining operations, improving efficiency, increasing guest recruitment and wallet share, and enhancing the overall guest experience. We serve four major market sectors: Gaming, both corporate and tribal; Hotels, Resorts and Cruise; Foodservice Management; and Restaurants, Universities, Stadia and Healthcare. A significant portion of our consolidated revenue is derived from contract support, maintenance and subscription services. We operate throughout North America, Europe and Asia, with corporate services located in Alpharetta, GA. Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements include our accounts consolidated with our wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Our fiscal year ends on March 31st. References to a particular year refer to the fiscal year ending in March of that year. For example, fiscal 2017 refers to the fiscal year ending March 31, 2017. Our unaudited interim financial statements are prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information, the instructions to the Quarterly Report on Form 10-Q (Quarterly Report) under the Securities Exchange Act of 1934, as amended (the Exchange Act), and Rule 10-01 of Regulation S-X under the Exchange Act. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations relating to interim financial statements. The Condensed Consolidated Balance Sheet as of September 30, 2016 , as well as the Condensed Consolidated Statements of Operations, Condensed Consolidated Statements of Comprehensive Loss, and the Condensed Consolidated Statements of Cash Flow for the three and six months ended September 30, 2016 and 2015 , are unaudited. However, these financial statements have been prepared on the same basis as those in the audited annual financial statements. In the opinion of management, all adjustments of a recurring nature necessary to fairly state the results of operations, financial position, and cash flows have been made. These unaudited interim financial statements should be read together with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended March 31, 2016 , filed with the Securities and Exchange Commission (SEC) on June 10, 2016. Correction of Errors In connection with the preparation of our Condensed Consolidated Financial Statements for the second quarter of fiscal 2016, we identified errors in the manner in which we recognized revenue on contract support. Contract support revenue is recognized ratably over the term of the customer arrangement. In certain instances where contract support is an element of a multiple-element arrangement, we use a hierarchy to determine the fair value allocation for recognition of revenue on each deliverable. An error related to an input used in this allocation resulted in the overstatement of contract, maintenance, and support revenue of $0.4 million for the three months ended June 30, 2015. The error was identified and corrected during the second quarter of fiscal 2016. Additionally, during the second quarter of fiscal 2016, we identified errors in the manner in which we capitalize internal labor on software development projects. An error in the method by which internal resources account for administrative time resulted in the over capitalization of costs during the last six months of fiscal 2015 and the first three months of fiscal 2016. The error for each of the three months ended December 31, 2014, March 31, 2015, and June 30, 2015, was $0.1 million. We corrected these errors during the second quarter of fiscal 2016. In accordance with accounting guidance found in ASC 250-10 (SEC Staff Accounting Bulletin No. 99, Materiality), we assessed the materiality of the errors and concluded that the errors were not material to any of our previously issued financial statements. Correction of the errors is also not material to the three and six months ended September 30, 2015 or fiscal 2016 results. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies A detailed description of our significant accounting policies can be found in the audited financial statements for the fiscal year ended March 31, 2016 , included in our Annual Report on Form 10-K. There have been no material changes to our significant accounting policies and estimates from those disclosed therein. Adopted and Recently Issued Accounting Pronouncements In August 2016, the FASB issued Accounting Standards Update (ASU) 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments." ASU 2016-15 clarifies the classification of receipts and payments in the statement of cash flows. ASU 2016-15 provides guidance related to (1) debt prepayment or debt extinguishment costs, (2) settlement and payment of zero coupon debt instruments, (3) contingent consideration, (4) proceeds from settlement of insurance claims, (5) proceeds from settlement of corporate and bank owned life insurance policies, (6) distributions from equity method investees, (7) cash receipts from beneficial interests obtained by a transferor, and (8) general guidelines for cash receipts and payments that have more than one aspect of classification. ASU 2016-15 is effective for annual periods beginning after December 15, 2017, including interim periods. Early adoption is permitted. We are evaluating the impact the adopting this guidance will have on future financial statements and disclosures. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting. The amendments in this update involve several aspects of accounting for share-based payment transactions, including income tax consequences, classification of awards, and classification on the statement of cash flows. For public business entities, the amendments in this update are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. We are evaluating the impact of adopting this guidance on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers. The amendments in this update clarify the implementation guidance on principals versus agent considerations in FASB ASC 606. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements of ASU 2014-09 described below. We are evaluating the impact of adopting this guidance on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases. The amendments in this update include a new FASB ASC Topic 842, which supersedes Topic 840. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted for all entities as of the beginning of interim or annual reporting periods. We are evaluating the impact of adopting this guidance on our consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers, which converges the FASB and the International Accounting Standards Board standard on revenue recognition. Areas of revenue recognition that will be affected include, but are not limited to, transfer of control, variable consideration, allocation of transfer pricing, licenses, time value of money, contract costs and disclosures. In August 2015, the FASB amended the effective date and early adoption is permitted only for fiscal years beginning after December 15, 2016. We are currently evaluating the impact that the adoption of ASU 2014-09 will have on our consolidated financial statements or related disclosures. The FASB has also issued the following standards which provide additional clarification and implementation guidance on the previously issued ASU 2014-09 and have the same effective date as the original standard: ASU 2016-12 and ASU 2016-10, “Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing (Topic 606). We are currently evaluating the impact that the adoption of the related ASU 2014-09 standards will have on our consolidated financial statements or related disclosures. Management continually evaluates the potential impact, if any, of all recent accounting pronouncements on our consolidated financial statements or related disclosures and, if significant, makes the appropriate disclosures required by such new accounting pronouncements. |
Restructuring and Related Charg
Restructuring and Related Charges | 6 Months Ended |
Sep. 30, 2016 | |
Restructuring Charges [Abstract] | |
Restructuring and Related Charges | Restructuring Charges We recognize restructuring charges when a plan that materially changes the scope of our business or the manner in which that business is conducted is adopted and communicated to the impacted parties, and the expenses have been incurred or are reasonably estimable. Fiscal 2016 Restructuring Activity Q4 - In the fourth quarter of fiscal 2016, we continued our efforts to better align product development and general and administrative functions with our company strategy and to reduce operating costs. We recorded $0.3 million in restructuring charges related to the Q4 fiscal 2016 restructuring activity in fiscal 2016, comprised of severance and other employee related benefits. As of September 30, 2016 , we had a remaining liability of approximately $17,000 recorded for the Q4 fiscal 2016 restructuring activity. We expect to record additional restructuring expense related to the Q4 fiscal 2016 restructuring event during fiscal 2017 as those obligations become present and the definition of a liability included in FASB Concepts Statement No. 6, Elements of Financial Statements, is met. These additional charges are not expected to exceed $0.2 million . Following is a reconciliation of the beginning and ending balances of the restructuring liability: Balance at Balance at March 31, Provision / September 30, (In thousands) 2016 Adjustments Payments 2016 Fiscal 2016 Restructuring Plan: Severance and other employment costs $ 311 $ — $ (294 ) $ 17 Total restructuring costs $ 311 $ — $ (294 ) $ 17 |
Intangible Assets
Intangible Assets | 6 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets and Software Development Costs The following table summarizes our intangible assets and software development costs: September 30, 2016 March 31, 2016 Gross Net Gross Net carrying Accumulated carrying carrying Accumulated carrying (In thousands) amount amortization amount amount amortization amount Amortized intangible assets: Customer relationships $ 10,775 $ (10,775 ) $ — $ 10,775 $ (10,775 ) $ — Non-competition agreements 2,700 (2,700 ) — 2,700 (2,700 ) — Developed technology 10,317 (10,055 ) 262 10,660 (10,398 ) 262 Accumulated impairment (262 ) N/A (262 ) (262 ) N/A (262 ) Trade names 230 (77 ) 153 230 (54 ) 176 Patented technology 80 (80 ) — 80 (80 ) — 23,840 (23,687 ) 153 24,183 (24,007 ) 176 Unamortized intangible assets: Trade names 9,200 N/A 9,200 9,200 N/A 9,200 Accumulated impairment (570 ) N/A (570 ) (570 ) N/A (570 ) Finite life reclassification (230 ) N/A (230 ) (230 ) N/A (230 ) 8,400 N/A 8,400 8,400 N/A 8,400 Total intangible assets $ 32,240 $ (23,687 ) $ 8,553 $ 32,583 $ (24,007 ) $ 8,576 Software development costs $ 47,989 $ (5,743 ) $ 42,246 $ 6,359 $ (2,344 ) $ 4,015 Project expenditures not yet in use 6,614 — 6,614 41,591 — 41,591 Accumulated impairment (1,391 ) N/A (1,391 ) (1,391 ) N/A (1,391 ) Total software development costs $ 53,212 $ (5,743 ) $ 47,469 $ 46,559 $ (2,344 ) $ 44,215 During the first quarter of fiscal 2017, we announced general availability of our rGuest® Stay property management solution and placed into service $31.2 million of related software development costs. Additionally, during the second quarter of fiscal 2017, we announced general availability of our rGuest® Buy point of sale solution and placed into service $10.4 million of related software development costs. Amortization of these internally developed technologies are included in Products cost of goods sold and was $1.9 million for the three months ended September 30, 2016 , and $2.9 million for the six months ended September 30, 2016 . The useful life of each asset is 5 years. The following table summarizes our remaining estimated amortization expense relating to in service intangible assets and software development costs. Estimated Amortization (In thousands) Expense Fiscal year ending March 31, 2017 $ 4,635 2018 9,272 2019 9,150 2020 8,411 2021 8,326 2022 1,214 Total $ 41,008 Intangible assets are comprised of acquired and internally developed technology to be sold, leased, or otherwise marketed and other non-software assets including, customer relationships, non-competition agreements, trade names and patented technology. Amortization expense of acquired and internally developed technology is included in Products cost of goods sold and was $2.1 million and $0.3 million for the three months ended September 30, 2016 and 2015 , and $3.4 million and $0.6 million for the six months ended September 30, 2016 and 2015 . Amortization expense of non-software intangibles is included in operating expenses along with acquired and internally developed internal use software. Internal use software is classified as property and equipment in the Consolidated Balance Sheets. Amortization expense of non-software intangible and internal use assets was $11,500 for the three months ended September 30, 2016 and 2015 , and $23,000 for the six months ended September 30, 2016 and 2015 . Capitalized software development costs that are internally developed to be sold, leased, or otherwise marketed, are carried on our balance sheet at net realizable value, net of accumulated amortization. We capitalized approximately $3.4 million and $2.6 million during the three months ended September 30, 2016 and 2015 , and $6.7 million and $7.1 million during the six months ended September 30, 2016 and 2015 . |
Additional Balance Sheet Inform
Additional Balance Sheet Information | 6 Months Ended |
Sep. 30, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Additional Balance Sheet Information | Additional information related to the Condensed Consolidated Balance Sheets is as follows: (In thousands) September 30, March 31, Accrued liabilities: Salaries, wages, and related benefits $ 7,212 $ 9,751 Other taxes payable 537 818 Accrued legal settlements 85 100 Restructuring liabilities 17 311 Severance liabilities 14 6 Professional fees 693 714 Deferred rent 422 400 Contingent consideration — 197 Other 565 683 Total $ 9,545 $ 12,980 Other non-current liabilities: Uncertain tax positions $ 1,491 $ 1,469 Deferred rent 2,615 2,746 Other 76 79 Total $ 4,182 $ 4,294 Additional Balance Sheet Information Additional information related to the Condensed Consolidated Balance Sheets is as follows: (In thousands) September 30, March 31, Accrued liabilities: Salaries, wages, and related benefits $ 7,212 $ 9,751 Other taxes payable 537 818 Accrued legal settlements 85 100 Restructuring liabilities 17 311 Severance liabilities 14 6 Professional fees 693 714 Deferred rent 422 400 Contingent consideration — 197 Other 565 683 Total $ 9,545 $ 12,980 Other non-current liabilities: Uncertain tax positions $ 1,491 $ 1,469 Deferred rent 2,615 2,746 Other 76 79 Total $ 4,182 $ 4,294 Accounts Receivable, net Accounts receivable, net of allowance for doubtful accounts was $16.1 million and $22.0 million as of September 30, 2016 and March 31, 2016 , respectively. The related allowance for doubtful accounts was $0.5 million and $0.6 million as of September 30, 2016 and March 31, 2016 , respectively. On January 12, 2015, an involuntary bankruptcy petition was filed against Caesars Entertainment Operating Company, Inc. (Caesars) under Chapter 11 of the U.S. Bankruptcy Code. On January 15, 2015, Caesars and certain of its affiliates filed a voluntary bankruptcy petition under Chapter 11. Those cases have been consolidated in the United States Bankruptcy Court for the Northern District of Illinois. At March 31, 2015, our accounts receivable owing by Caesars and its affiliates who have filed a bankruptcy petition totaled approximately $ 3.2 million, including both pre- and post-petition claims. As of May 26, 2015, we filed a proof of claim with the Bankruptcy Court identifying approximately $ 0.7 million of pre-petition claims. In January 2016, we filed an amended proof of claim with the Bankruptcy Court identifying approximately $0.2 million of pre-petition claim in addition to those filed on May 26, 2015. As of September 30, 2016 , approximately $0.7 million of pre-petition claims remain outstanding. |
Income Taxes
Income Taxes | 6 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following table compares our income tax benefit and effective tax rates for the three months ended September 30, 2016 and 2015 : Three months ended Six months ended September 30, September 30, (Dollars in thousands) 2016 2015 2016 2015 Income tax expense (benefit) $ 82 $ (19 ) $ 124 $ (44 ) Effective tax rate (3.5 )% 4.9 % (2.7 )% 7.4 % For the three and six months ended September 30, 2016, the effective tax rate was different than the statutory rate due primarily to the recognition of net operating losses as deferred tax assets, which were offset by increases in the valuation allowance, foreign and state taxes, and other U.S. permanent book to tax differences. For the three and six months ended September 30, 2015, the effective tax rate was different than the statutory rate due primarily to the recognition of net operating losses as deferred tax assets, which were offset by increases in the valuation allowance, the refunded settlement of an unrecognized tax benefit, foreign and state taxes, and other U.S. permanent book to tax differences. We have recorded a valuation allowance offsetting substantially all of our deferred tax assets. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which those temporary differences are deductible. Because of our losses in prior periods, management believes that it is more-likely-than-not that we will not realize the benefits of these deductible differences. The amount of valuation allowance, however, could be reduced in the near term. The exact timing will be based on the level of profitability we achieve. We expect a full release of the valuation allowance associated with deferred tax assets in Hong Kong. We expect that the release of the valuation allowance will be recorded as an income tax benefit at the time of release increasing our reported net income. Our recorded tax rate may increase in subsequent periods following a valuation allowance release. Any valuation allowance release will not affect the amount of cash paid for income taxes. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Commitments and Contingencies Agilysys is the subject of various threatened or pending legal actions and contingencies in the normal course of conducting its business. We provide for costs related to these matters when a loss is probable and the amount can be reasonably estimated. The effect of the outcome of these matters on our future results of operations and liquidity cannot be predicted because any such effect depends on future results of operations and the amount or timing of the resolution of such matters. While it is not possible to predict with certainty, management believes that the ultimate resolution of such individual or aggregated matters will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows. On April 6, 2012, Ameranth, Inc. filed a complaint against us for patent infringement in the United States District Court for the Southern District of California. The complaint alleges, among other things, that point-of-sale and property management and other hospitality information technology products, software, components and/or systems sold by us infringe three patents owned by Ameranth purporting to cover generation and synchronization of menus, including restaurant menus, event tickets, and other products across fixed, wireless and/or internet platforms as well as synchronization of hospitality information and hospitality software applications across fixed, wireless and internet platforms. The complaint seeks monetary damages, injunctive relief, costs and attorneys' fees. At this time, we are not able to predict the outcome of this lawsuit, or any possible monetary exposure associated with the lawsuit. However, we dispute the allegations of wrongdoing and are vigorously defending ourselves in this matter. |
(Loss) Earnings Per Share
(Loss) Earnings Per Share | 6 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | (Loss) Earnings per Share The following data shows the amounts used in computing (loss) earnings per share and the effect on income and the weighted average number of shares of dilutive potential common shares. Three months ended Six months ended September 30, September 30, (In thousands, except per share data) 2016 2015 2016 2015 Numerator: Net loss $ (2,400 ) $ (370 ) $ (4,697 ) $ (554 ) Denominator: Weighted average shares outstanding 22,606 22,476 22,603 22,472 Loss per share - basic and diluted: Loss per share $ (0.11 ) $ (0.02 ) $ (0.21 ) $ (0.02 ) Anti-dilutive stock options, SSARs, restricted shares and performance shares 1,291 1,725 1,363 1,547 Basic (loss) earnings per share is computed as net (loss) income available to common shareholders divided by the weighted average basic shares outstanding. The outstanding shares used to calculate the weighted average basic shares excludes 541,473 and 450,618 of restricted shares at September 30, 2016 and 2015 , respectively, as these shares were issued but were not vested and, therefore, not considered outstanding for purposes of computing basic (loss) earnings per share at the balance sheet dates. Diluted (loss) earnings per share includes the effect of all potentially dilutive securities on earnings per share. We have stock options, stock-settled appreciation rights (SSARs) and unvested restricted shares that are potentially dilutive securities. When a loss is reported, the denominator of diluted (loss) earnings per share cannot be adjusted for the dilutive impact of share-based compensation awards because doing so would be anti-dilutive. Therefore, for the three months and six months ended September 30, 2016 and 2015 , basic weighted-average shares outstanding were used in calculating the diluted net loss per share. |
Share-based Compensation
Share-based Compensation | 6 Months Ended |
Sep. 30, 2016 | |
Share-based Compensation [Abstract] | |
Share-based Compensation | Share-based Compensation We may grant non-qualified stock options, incentive stock options, SSARs, restricted shares, and restricted share units for up t o 2.0 million common shares under our shareholder-approved 2016 Stock Incentive Plan (the 2016 Plan), plus 957,575 , the number of shares remaining for grant under the 2011 Stock Incentive Plan (the 2011 Plan) as of the effective date of the 2016 Plan, plus the number of shares remaining for grant under the 2011 Plan that are forfeited, settled in cash, canceled or expired. The maximum aggregate number of restricted shares or restricted share units that may be granted under the 2016 Plan is 1.25 million . With respect to awards that are intended to qualify for the performance-based exception to the deductibility limitations of Section 162(m) of the Internal Revenue Code, the maximum number of shares subject to stock options or SSARs that may be granted to an individual in a calendar year is 800,000 shares, and the maximum number of shares subject to restricted shares or restricted share units that may be granted to an individual in a calendar year is 400,000 shares. We have a shareholder-approved 2011 Plan, 2006 Stock Incentive Plan (the 2006 Plan) and a 2000 Stock Incentive Plan that still have vested awards outstanding. Awards are no longer being granted from these incentive plans. We may distribute authorized but unissued shares or treasury shares to satisfy share option and appreciation right exercises or restricted share and performance share awards. We record compensation expense related to stock options, SSARs, restricted shares, and performance shares granted to certain employees and non-employee directors based on the fair value of the awards on the grant date. The fair value of restricted share and performance share awards is based on the closing price of our common shares on the grant date. The fair value of stock option and SSARs awards is estimated on the grant date using the Black-Scholes-Merton option pricing model, which includes assumptions regarding the risk-free interest rate, dividend yield, life of the award, and the volatility of our common shares. The following table summarizes the share-based compensation expense for options, SSARs, restricted and performance awards included in the Condensed Consolidated Statements of Operations: Three months ended Six months ended September 30, September 30, (In thousands) 2016 2015 2016 2015 Product development $ 200 $ 320 $ 328 $ 476 Sales and marketing 32 35 53 (8 ) General and administrative 262 641 460 932 Total share-based compensation expense 494 996 841 1,400 Stock Options The following table summarizes the activity during the six months ended September 30, 2016 for stock options awarded under the 2006 Plan and the 2000 Stock Incentive Plan: Number Weighted- Remaining Aggregate (In thousands, except share and per share data) (per share) (in years) Outstanding at April 1, 2016 545,000 $ 15.54 Granted — — Exercised — — Cancelled/expired (545,000 ) 15.54 Outstanding and exercisable at September 30, 2016 — $ — — $ — Stock-Settled Stock Appreciation Rights SSARs are rights granted to an employee to receive value equal to the difference in the price of our common shares on the date of the grant and on the date of exercise. This value is settled in common shares of Agilysys. The following table summarizes the activity during the six months ended September 30, 2016 for SSARs awarded under the 2011 Plan: Number Weighted- Remaining Aggregate (In thousands, except share and per share data) (per right) (in years) Outstanding at April 1, 2016 794,365 $ 10.06 Granted 64,231 10.47 Exercised (324 ) 9.60 Forfeited (7,147 ) 9.60 Cancelled/expired (4,149 ) 9.60 Outstanding at September 30, 2016 846,976 $ 10.09 4.8 $ 1,340 Exercisable at September 30, 2016 473,126 $ 10.15 4.0 $ 811 As of September 30, 2016 , total unrecognized stock based compensation expense related to non-vested SSARs was $1.0 million , which is expected to be recognized over a weighted-average vesting period of 1.58 years. Restricted Shares We granted shares to certain of our Directors, executives and key employees, the vesting of which is service-based. The following table summarizes the activity during the six months ended September 30, 2016 for restricted shares awarded under the 2016 and 2011 Plan: Number Weighted- (In thousands, except share and per share data) (per share) Outstanding at April 1, 2016 335,773 $ 12.06 Granted 157,828 10.87 Vested (9,250 ) 13.51 Forfeited (4,046 ) 11.10 Outstanding at September 30, 2016 480,305 $ 11.65 The weighted-average grant date fair value of the restricted shares is determined based upon the closing price of our common shares on the grant date. As of September 30, 2016 , total unrecognized stock based compensation expense related to non-vested restricted stock was $3.8 million , which is expected to be recognized over a weighted-average vesting period of 1.53 years. Performance Shares The following table summarizes the activity during the six months ended September 30, 2016 for performance shares awarded under the 2011 Plan: Number of Shares Weighted- Average Grant- Date Fair Value (per share) Outstanding at April 1, 2016 7,812 $ 9.60 Granted — — Vested (7,812 ) 9.60 Outstanding at September 30, 2016 — $ — |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Adopted and Recently Issued Accounting Pronouncements | Adopted and Recently Issued Accounting Pronouncements In August 2016, the FASB issued Accounting Standards Update (ASU) 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments." ASU 2016-15 clarifies the classification of receipts and payments in the statement of cash flows. ASU 2016-15 provides guidance related to (1) debt prepayment or debt extinguishment costs, (2) settlement and payment of zero coupon debt instruments, (3) contingent consideration, (4) proceeds from settlement of insurance claims, (5) proceeds from settlement of corporate and bank owned life insurance policies, (6) distributions from equity method investees, (7) cash receipts from beneficial interests obtained by a transferor, and (8) general guidelines for cash receipts and payments that have more than one aspect of classification. ASU 2016-15 is effective for annual periods beginning after December 15, 2017, including interim periods. Early adoption is permitted. We are evaluating the impact the adopting this guidance will have on future financial statements and disclosures. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting. The amendments in this update involve several aspects of accounting for share-based payment transactions, including income tax consequences, classification of awards, and classification on the statement of cash flows. For public business entities, the amendments in this update are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. We are evaluating the impact of adopting this guidance on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers. The amendments in this update clarify the implementation guidance on principals versus agent considerations in FASB ASC 606. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements of ASU 2014-09 described below. We are evaluating the impact of adopting this guidance on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases. The amendments in this update include a new FASB ASC Topic 842, which supersedes Topic 840. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted for all entities as of the beginning of interim or annual reporting periods. We are evaluating the impact of adopting this guidance on our consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers, which converges the FASB and the International Accounting Standards Board standard on revenue recognition. Areas of revenue recognition that will be affected include, but are not limited to, transfer of control, variable consideration, allocation of transfer pricing, licenses, time value of money, contract costs and disclosures. In August 2015, the FASB amended the effective date and early adoption is permitted only for fiscal years beginning after December 15, 2016. We are currently evaluating the impact that the adoption of ASU 2014-09 will have on our consolidated financial statements or related disclosures. The FASB has also issued the following standards which provide additional clarification and implementation guidance on the previously issued ASU 2014-09 and have the same effective date as the original standard: ASU 2016-12 and ASU 2016-10, “Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing (Topic 606). We are currently evaluating the impact that the adoption of the related ASU 2014-09 standards will have on our consolidated financial statements or related disclosures. Management continually evaluates the potential impact, if any, of all recent accounting pronouncements on our consolidated financial statements or related disclosures and, if significant, makes the appropriate disclosures required by such new accounting pronouncements. |
Restructuring and Related Cha17
Restructuring and Related Charges (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Restructuring Charges [Abstract] | |
Reconciliation of the beginning and ending balances of the company's restructuring liabilities | ollowing is a reconciliation of the beginning and ending balances of the restructuring liability: Balance at Balance at March 31, Provision / September 30, (In thousands) 2016 Adjustments Payments 2016 Fiscal 2016 Restructuring Plan: Severance and other employment costs $ 311 $ — $ (294 ) $ 17 Total restructuring costs $ 311 $ — $ (294 ) $ 17 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | The following table summarizes our intangible assets and software development costs: September 30, 2016 March 31, 2016 Gross Net Gross Net carrying Accumulated carrying carrying Accumulated carrying (In thousands) amount amortization amount amount amortization amount Amortized intangible assets: Customer relationships $ 10,775 $ (10,775 ) $ — $ 10,775 $ (10,775 ) $ — Non-competition agreements 2,700 (2,700 ) — 2,700 (2,700 ) — Developed technology 10,317 (10,055 ) 262 10,660 (10,398 ) 262 Accumulated impairment (262 ) N/A (262 ) (262 ) N/A (262 ) Trade names 230 (77 ) 153 230 (54 ) 176 Patented technology 80 (80 ) — 80 (80 ) — 23,840 (23,687 ) 153 24,183 (24,007 ) 176 Unamortized intangible assets: Trade names 9,200 N/A 9,200 9,200 N/A 9,200 Accumulated impairment (570 ) N/A (570 ) (570 ) N/A (570 ) Finite life reclassification (230 ) N/A (230 ) (230 ) N/A (230 ) 8,400 N/A 8,400 8,400 N/A 8,400 Total intangible assets $ 32,240 $ (23,687 ) $ 8,553 $ 32,583 $ (24,007 ) $ 8,576 Software development costs $ 47,989 $ (5,743 ) $ 42,246 $ 6,359 $ (2,344 ) $ 4,015 Project expenditures not yet in use 6,614 — 6,614 41,591 — 41,591 Accumulated impairment (1,391 ) N/A (1,391 ) (1,391 ) N/A (1,391 ) Total software development costs $ 53,212 $ (5,743 ) $ 47,469 $ 46,559 $ (2,344 ) $ 44,215 |
Schedule of remaining estimated amortization expense | The following table summarizes our remaining estimated amortization expense relating to in service intangible assets and software development costs. Estimated Amortization (In thousands) Expense Fiscal year ending March 31, 2017 $ 4,635 2018 9,272 2019 9,150 2020 8,411 2021 8,326 2022 1,214 Total $ 41,008 |
Additional Balance Sheet Info19
Additional Balance Sheet Information (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Additional information related to the Company's Condensed Consolidated Balance Sheets | Additional information related to the Condensed Consolidated Balance Sheets is as follows: (In thousands) September 30, March 31, Accrued liabilities: Salaries, wages, and related benefits $ 7,212 $ 9,751 Other taxes payable 537 818 Accrued legal settlements 85 100 Restructuring liabilities 17 311 Severance liabilities 14 6 Professional fees 693 714 Deferred rent 422 400 Contingent consideration — 197 Other 565 683 Total $ 9,545 $ 12,980 Other non-current liabilities: Uncertain tax positions $ 1,491 $ 1,469 Deferred rent 2,615 2,746 Other 76 79 Total $ 4,182 $ 4,294 Additional Balance Sheet Information Additional information related to the Condensed Consolidated Balance Sheets is as follows: (In thousands) September 30, March 31, Accrued liabilities: Salaries, wages, and related benefits $ 7,212 $ 9,751 Other taxes payable 537 818 Accrued legal settlements 85 100 Restructuring liabilities 17 311 Severance liabilities 14 6 Professional fees 693 714 Deferred rent 422 400 Contingent consideration — 197 Other 565 683 Total $ 9,545 $ 12,980 Other non-current liabilities: Uncertain tax positions $ 1,491 $ 1,469 Deferred rent 2,615 2,746 Other 76 79 Total $ 4,182 $ 4,294 Accounts Receivable, net Accounts receivable, net of allowance for doubtful accounts was $16.1 million and $22.0 million as of September 30, 2016 and March 31, 2016 , respectively. The related allowance for doubtful accounts was $0.5 million and $0.6 million as of September 30, 2016 and March 31, 2016 , respectively. On January 12, 2015, an involuntary bankruptcy petition was filed against Caesars Entertainment Operating Company, Inc. (Caesars) under Chapter 11 of the U.S. Bankruptcy Code. On January 15, 2015, Caesars and certain of its affiliates filed a voluntary bankruptcy petition under Chapter 11. Those cases have been consolidated in the United States Bankruptcy Court for the Northern District of Illinois. At March 31, 2015, our accounts receivable owing by Caesars and its affiliates who have filed a bankruptcy petition totaled approximately $ 3.2 million, including both pre- and post-petition claims. As of May 26, 2015, we filed a proof of claim with the Bankruptcy Court identifying approximately $ 0.7 million of pre-petition claims. In January 2016, we filed an amended proof of claim with the Bankruptcy Court identifying approximately $0.2 million of pre-petition claim in addition to those filed on May 26, 2015. As of September 30, 2016 , approximately $0.7 million of pre-petition claims remain outstanding. |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Effective tax rates from continuing operations | The following table compares our income tax benefit and effective tax rates for the three months ended September 30, 2016 and 2015 : Three months ended Six months ended September 30, September 30, (Dollars in thousands) 2016 2015 2016 2015 Income tax expense (benefit) $ 82 $ (19 ) $ 124 $ (44 ) Effective tax rate (3.5 )% 4.9 % (2.7 )% 7.4 % |
(Loss) Earnings per Share (Tabl
(Loss) Earnings per Share (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Computing (loss) earnings per share and the effect on income and the weighted average number of dilutive potential common shares | The following data shows the amounts used in computing (loss) earnings per share and the effect on income and the weighted average number of shares of dilutive potential common shares. Three months ended Six months ended September 30, September 30, (In thousands, except per share data) 2016 2015 2016 2015 Numerator: Net loss $ (2,400 ) $ (370 ) $ (4,697 ) $ (554 ) Denominator: Weighted average shares outstanding 22,606 22,476 22,603 22,472 Loss per share - basic and diluted: Loss per share $ (0.11 ) $ (0.02 ) $ (0.21 ) $ (0.02 ) Anti-dilutive stock options, SSARs, restricted shares and performance shares 1,291 1,725 1,363 1,547 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Share-based Compensation [Abstract] | |
Summary of share-based compensation expense for options | The following table summarizes the share-based compensation expense for options, SSARs, restricted and performance awards included in the Condensed Consolidated Statements of Operations: Three months ended Six months ended September 30, September 30, (In thousands) 2016 2015 2016 2015 Product development $ 200 $ 320 $ 328 $ 476 Sales and marketing 32 35 53 (8 ) General and administrative 262 641 460 932 Total share-based compensation expense 494 996 841 1,400 |
Activity related stock options award | The following table summarizes the activity during the six months ended September 30, 2016 for stock options awarded under the 2006 Plan and the 2000 Stock Incentive Plan: Number Weighted- Remaining Aggregate (In thousands, except share and per share data) (per share) (in years) Outstanding at April 1, 2016 545,000 $ 15.54 Granted — — Exercised — — Cancelled/expired (545,000 ) 15.54 Outstanding and exercisable at September 30, 2016 — $ — — $ — |
Activity related SSARs award | The following table summarizes the activity during the six months ended September 30, 2016 for SSARs awarded under the 2011 Plan: Number Weighted- Remaining Aggregate (In thousands, except share and per share data) (per right) (in years) Outstanding at April 1, 2016 794,365 $ 10.06 Granted 64,231 10.47 Exercised (324 ) 9.60 Forfeited (7,147 ) 9.60 Cancelled/expired (4,149 ) 9.60 Outstanding at September 30, 2016 846,976 $ 10.09 4.8 $ 1,340 Exercisable at September 30, 2016 473,126 $ 10.15 4.0 $ 811 |
Activity related to restricted shares awarded by the Company | The following table summarizes the activity during the six months ended September 30, 2016 for restricted shares awarded under the 2016 and 2011 Plan: Number Weighted- (In thousands, except share and per share data) (per share) Outstanding at April 1, 2016 335,773 $ 12.06 Granted 157,828 10.87 Vested (9,250 ) 13.51 Forfeited (4,046 ) 11.10 Outstanding at September 30, 2016 480,305 $ 11.65 |
Performance Shares Awarded by Company [Table Text Block] | The following table summarizes the activity during the six months ended September 30, 2016 for performance shares awarded under the 2011 Plan: Number of Shares Weighted- Average Grant- Date Fair Value (per share) Outstanding at April 1, 2016 7,812 $ 9.60 Granted — — Vested (7,812 ) 9.60 Outstanding at September 30, 2016 — $ — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities measured at fair value on a recurring basis | The following tables present information about our financial assets and liabilities measured at fair value on a recurring basis and indicate the fair value hierarchy of the valuation techniques utilized to determine such fair value: Fair value measurement used Recorded Active Quoted Active (In thousands) September 30, 2016 (Level 1) (Level 2) (Level 3) Assets: Corporate-owned life insurance — current $ 2,357 — — $ 2,357 Corporate-owned life insurance — non-current $ 776 — — $ 776 Fair value measurement used Recorded Active Quoted Active (In thousands) March 31, 2016 (Level 1) (Level 2) (Level 3) Assets: Corporate-owned life insurance — current $ 2,357 — — $ 2,357 Corporate-owned life insurance — non-current $ 765 — — $ 765 Liabilities: Contingent consideration — current $ 197 — — $ 197 |
Summary of changes in the fair value of the Level 3 assets and liabilities Corporate-owned life insurance | The following table presents a summary of changes in the fair value of the Level 3 assets: Six months ended September 30, (In thousands) 2016 2015 Corporate-owned life insurance: Balance on April 1 $ 3,122 $ 2,493 Unrealized gain (loss) relating to instruments held at reporting date 10 28 Purchases, sales, issuances and settlements, net 1 21 Balance on September 30 $ 3,133 $ 2,542 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The following tables present a summary of changes in the fair value of the Level 3 liabilities: Six months ended September 30, (In thousands) 2016 2015 Contingent consideration Balance on April 1 $ 197 $ 112 Activity, payments and other charges (net) (197 ) (8 ) Balance on September 30 $ — $ 104 |
Fair Value Measurements Cash, c
Fair Value Measurements Cash, cash equivalents and marketable securities (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Cash, cash equivalents and marketable securities [Abstract] | |
Cash, Cash Equivalents, and Short-term Investments [Text Block] | |
Cash, cash equivalents and marketable securities [Table Text Block] |
Nature of Operations and Fina25
Nature of Operations and Financial Statement Presentation (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Correction of Errors [Abstract] | ||||
Support Maintenance and Subscription Revenue | $ 15,906 | $ 14,665 | $ 30,854 | $ 29,564 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Business Acquisition [Line Items] | ||
Goodwill | $ 19,622 | $ 19,622 |
Acquisitions (Details Textual)
Acquisitions (Details Textual) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Business Acquisition [Line Items] | ||
Goodwill | $ 19,622 | $ 19,622 |
Restructuring and Related Cha28
Restructuring and Related Charges (Details) | 6 Months Ended |
Sep. 30, 2016USD ($) | |
Restructuring Reserve [Roll Forward] | |
Balance at March 31, 2013 | $ 311,000 |
Provision | 0 |
Payments for restructuring, severance and other charges | (294,000) |
Balance at December 31, 2013 | 17,000 |
Severance and employment costs [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 200,000 |
Severance and employment costs [Member] | Restructuring Plan Fiscal Two Zero One Five [Member] | |
Restructuring Reserve [Roll Forward] | |
Balance at March 31, 2013 | 311,000 |
Provision | 0 |
Payments for restructuring, severance and other charges | (294,000) |
Balance at December 31, 2013 | $ 17,000 |
Restructuring and Related Cha29
Restructuring and Related Charges (Details Textual) - USD ($) | 6 Months Ended | |
Sep. 30, 2016 | Mar. 31, 2016 | |
Restructuring Charges (Textual) [Abstract] | ||
Restructuring Reserve, Current | $ 17,000 | $ 311,000 |
Restructuring Provisions | 0 | |
Severance and Employment Costs [Member] | ||
Restructuring Charges (Textual) [Abstract] | ||
Restructuring Reserve, Current | $ 17,000 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Amortized intangible assets: | ||
Gross carrying amount | $ 23,840 | $ 24,183 |
Accumulated amortization | (23,687) | (24,007) |
Net carrying amount | 153 | 176 |
Unamortized intangible assets: | ||
Carrying amount, excluding accumulated impairment | (230) | (230) |
Accumulated impairment | (570) | (570) |
Carrying amount | 8,400 | 8,400 |
Finite Lived Software Development Costs [Abstract] | ||
Finite Lived Software Development Costs Accumulated Impairment | (1,391) | (1,391) |
Finite Lived Software Development Costs Gross | 53,212 | 46,559 |
Finite Lived Software Development Costs Accumulated Amortization | (5,743) | (2,344) |
Finite Lived Software Development Costs Net | 47,469 | 44,215 |
Total intangible assets, gross carrying amount | 32,240 | 32,583 |
Intangible Assets, Net (Excluding Goodwill) | 8,553 | 8,576 |
Trade Names [Member] | ||
Unamortized intangible assets: | ||
Carrying amount, excluding accumulated impairment | 9,200 | 9,200 |
Project Expenditures Not Yet In Use [Member] | ||
Finite Lived Software Development Costs [Abstract] | ||
Finite Lived Software Development Costs Gross Excluding Accumulated Impairment | 6,614 | 41,591 |
Finite Lived Software Development Costs Accumulated Amortization Excluding Accumulated Impairment | 0 | 0 |
Finite Lived Software Development Costs, Net Excluding, Accumulated Impairment | 6,614 | 41,591 |
Software Development Costs [Member] | ||
Finite Lived Software Development Costs [Abstract] | ||
Finite Lived Software Development Costs Gross Excluding Accumulated Impairment | 47,989 | 6,359 |
Finite Lived Software Development Costs Accumulated Amortization Excluding Accumulated Impairment | (5,743) | (2,344) |
Finite Lived Software Development Costs, Net Excluding, Accumulated Impairment | 42,246 | 4,015 |
Patented Technology [Member] | ||
Amortized intangible assets: | ||
Gross carrying amount, excluding accumulated impairment | 80 | 80 |
Accumulated amortization, excluding accumulated impairment | (80) | (80) |
Net carrying amount, excluding accumulated impairment | 0 | 0 |
Trade Names [Member] | ||
Amortized intangible assets: | ||
Gross carrying amount, excluding accumulated impairment | 230 | 230 |
Accumulated amortization, excluding accumulated impairment | (77) | (54) |
Net carrying amount, excluding accumulated impairment | 153 | 176 |
Developed Technology Rights [Member] | ||
Amortized intangible assets: | ||
Gross carrying amount, excluding accumulated impairment | 10,317 | 10,660 |
Accumulated amortization, excluding accumulated impairment | (10,055) | (10,398) |
Net carrying amount, excluding accumulated impairment | 262 | 262 |
Unamortized intangible assets: | ||
Accumulated impairment | 262 | 262 |
Noncompete Agreements [Member] | ||
Amortized intangible assets: | ||
Gross carrying amount, excluding accumulated impairment | 2,700 | 2,700 |
Accumulated amortization, excluding accumulated impairment | (2,700) | (2,700) |
Net carrying amount, excluding accumulated impairment | 0 | 0 |
Customer Relationships [Member] | ||
Amortized intangible assets: | ||
Gross carrying amount, excluding accumulated impairment | 10,775 | 10,775 |
Accumulated amortization, excluding accumulated impairment | (10,775) | (10,775) |
Net carrying amount, excluding accumulated impairment | $ 0 | $ 0 |
Intangible Assets - Schedule 31
Intangible Assets - Schedule of Future Amortization Expense (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
Remainder of fiscal 2015 | $ 4,635 |
2,016 | 9,272 |
2,017 | 9,150 |
2,018 | 8,411 |
2,019 | 8,326 |
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 1,214 |
Net carrying amount | $ 41,008 |
Intangible Assets (Details Text
Intangible Assets (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Capitalized Computer Software, Additions | $ 31,200,000 | ||||
Software development costs, net | $ 47,469,000 | 47,469,000 | $ 44,215,000 | ||
Capitalized Software Development Costs | 3,400,000 | $ 2,600,000 | 6,700,000 | $ 7,100,000 | |
Amortization of intangible assets, excluding amortization of internal use software | 0 | 23,000 | |||
Amortization of software development | 3,399,000 | 511,000 | |||
Finite-lived intangible assets, net | 153,000 | 153,000 | 176,000 | ||
Capitalized Computer Software, Period Increase (Decrease) | 10,400,000 | ||||
Developed Technology Rights [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Accumulated Amortization, Excluding Accumulated Impairment | 10,055,000 | 10,055,000 | $ 10,398,000 | ||
Developed Technology Internal [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of software development | $ 2,100,000 | $ 300,000 | $ 3,400,000 | $ 600,000 |
Additional Balance Sheet Info33
Additional Balance Sheet Information (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Other non-current assets: | ||
Total | $ 2,643 | $ 3,046 |
Accrued liabilities: | ||
Salaries, wages, and related benefits | 7,212 | 9,751 |
Other taxes payable | 537 | 818 |
Accrued legal settlements | 85 | 100 |
Restructuring liabilities | 17 | 311 |
Supplemental Unemployment Benefits, Severance Benefits | 14 | 6 |
Professional fees | 693 | 714 |
Deferred rent | 422 | 400 |
Contingent consideration — current | 0 | 197 |
Other | 565 | 683 |
Total | 9,545 | 12,980 |
Other non-current liabilities: | ||
Uncertain tax positions | 1,491 | 1,469 |
Deferred rent | 2,615 | 2,746 |
Other | 76 | 79 |
Total | $ 4,182 | $ 4,294 |
Additional Balance Sheet Info34
Additional Balance Sheet Information Accounts receivable, net (Details) - USD ($) $ in Thousands | May 26, 2015 | Sep. 30, 2016 | Mar. 31, 2016 |
Additional Balance Sheet Information [Abstract] | |||
Accounts Receivable, Net, Current | $ 16,139 | $ 22,017 | |
Allowance for Doubtful Accounts Receivable | 492 | 617 | |
Accounts Receivable, Gross, Current | $ 3,200 | ||
Bankruptcy Claims, Amount of Claims Filed | $ 700 | $ 700 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Effective tax rates from continuing operations | ||||
Income tax expense (benefit) | $ 82 | $ (19) | $ 124 | $ (44) |
Effective tax rate | (3.50%) | 4.90% |
(Loss) Earnings per Share (Deta
(Loss) Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | ||||
Income (Loss) from Continuing Operations Attributable to Parent | $ (2,400) | $ (370) | $ (4,697) | $ (554) |
Numerator [Abstract] | ||||
Net loss | $ (2,400) | $ (370) | $ (4,697) | $ (554) |
Denominator [Abstract] | ||||
Weighted average shares outstanding | 22,606 | 22,476 | 22,603 | 22,472 |
Earnings Per Share, Basic [Abstract] | ||||
Loss per share | $ (0.11) | $ (0.02) | $ (0.21) | $ (0.02) |
Earnings Per Share, Diluted [Abstract] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,291,000 | 1,725,000 | 1,363,000 | 1,547,000 |
(Loss) Earnings per Share (De37
(Loss) Earnings per Share (Details Textual) - shares | 3 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | ||
Incremental Common Shares Attributable to Restricted Shares | 541,473 | 450,618 |
Share-based Compensation (Detai
Share-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Compensation | $ 494 | $ 996 | $ 841 | $ 1,400 |
Product development [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Summary of share-based compensation expense for options | 200 | 320 | 328 | 476 |
Selling and marketing [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Summary of share-based compensation expense for options | 32 | 35 | 53 | (8) |
General and administrative [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Summary of share-based compensation expense for options | $ 262 | $ 641 | $ 460 | $ 932 |
Share-based Compensation (Det39
Share-based Compensation (Details 1) - Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended |
Sep. 30, 2016 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding at Beginning of Period, Number of Options | 545,000 | |
Outstanding at Beginning of Period, Weighted Average Exercise Price | $ 15.54 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 0 | |
Share-based Compensation Arrangements by Share Based Payment Award Non Option Equity Instruments Grants in Period Weighted Average Exercise Price | $ 0 | |
Exercised, Number of Options | 0 | |
Exercised, Weighted-Average Exercise Price | $ 0 | |
Cancelled/expired, Number of options | (545,000) | |
Cancelled/Expired, Weighted-Average Exercise Price | $ 15.54 | |
Outstanding and exercisable at End of Period, Number of Options | 0 | 0 |
Outstanding and exercisable at End of Period, Weighted Average Exercise Price | $ 0 | $ 0 |
Remaining Contractual Term, Outstanding and exercisable at End of Period | 4 years 9 months | |
Aggregate Intrinsic Value, Outstanding and exercisable at End of Period | $ 0 | $ 0 |
Share-based Compensation (Det40
Share-based Compensation (Details 2) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Sep. 30, 2016 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share Based Compensation Arrangement By Share Based Payment Award Non Option Equity Instruments Expirations In Period Weighted Average Exercise Price | $ 9.60 | |
Stock Settled Stock Appreciation Rights (SSARS) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Rights Granted, | 64,231 | |
Weighted Average Exercise Price Granted, | $ 10.47 | |
Number of Rights Exercised | (324) | |
Weighted Average Exercise Price Exercised | $ 9.60 | |
Number of Rights, Forfeited | (7,147) | |
Weighted Average Exercise Price, Forfeited | $ 9.60 | |
Number of Rights Outstanding at End of Period | 846,976 | 794,365 |
Weighted Average Exercise Price Outstanding at End of Period | $ 10.09 | $ 10.06 |
Remaining Contractual Term Outstanding at End of Period | 4 years 9 months | |
Aggregate Intrinsic Value Outstanding at End of Period | $ 1,340 | |
Number of Rights Exercisable at End of Period | 473,126 | |
Weighted Average Exercise Price Exercisable at End of Period | $ 10,150,000 | |
Remaining Contractual Term Exercisable at End of Period | 4 years 3 days | |
Aggregate Intrinsic Value Exercisable at End of Period | $ 811 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period | (4,149) |
Share-based Compensation (Det41
Share-based Compensation (Details 3) - Restricted Stock [Member] | 6 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Activity Related to Restricted Shares Awarded by the Company | |
Number of shares Outstanding at Beginning of Period | shares | 335,773 |
Weighted Average Grant-Date Fair Value Outstanding at Beginning of Period | $ / shares | $ 12.06 |
Granted, Number of Shares | shares | 157,828 |
Granted, Weighted Average Grant Date Fair value | $ / shares | $ 10.87 |
Vested, Number of shares | shares | (9,250) |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 13.51 |
Forfeited, Number of Shares | shares | (4,046) |
Forfeited, Weighted Average Grant Date Fair Value | $ / shares | $ 11.10 |
Number of shares Outstanding at End of Period | shares | 480,305 |
Weighted Average Grant-Date Fair Value Outstanding at End of Period | $ / shares | $ 11.65 |
Share-based Compensation (Det42
Share-based Compensation (Details 4) - Performance Shares [Member] - $ / shares | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 0 | ||
Performance shares awarded by the Company | |||
Granted, Weighted Average Grant Date Fair value | $ 0 | $ 9.60 | |
Number of shares Outstanding at End of Period | 0 | 0 | 7,812 |
Share-based Compensation (Det43
Share-based Compensation (Details Textual) $ in Millions | 3 Months Ended | 6 Months Ended |
Sep. 30, 2016USD ($)shares | Sep. 30, 2016USD ($)shares | |
Stock Based Compensation (Textual) [Abstract] | ||
Maximum number of shares subject to stock options and restricted shares | 1,300,000 | |
Stock Options [Member] | ||
Stock Based Compensation (Textual) [Abstract] | ||
Stock option granted | 0 | |
Restricted Stock [Member] | ||
Stock Based Compensation (Textual) [Abstract] | ||
Unrecognized stock based compensation expense related to non-vested restricted stock | $ | $ 3.8 | $ 3.8 |
Weighted-average vesting period | 1 year 195 days | |
Stock Settled Stock Appreciation Rights (SSARS) [Member] | ||
Stock Based Compensation (Textual) [Abstract] | ||
Unrecognized stock based compensation expense related to non-vested SSARs | $ | $ 1 | $ 1 |
Weighted-average vesting period | 1 year 210 days | |
2011 Stock Incentive Plan [Member] | ||
Stock Based Compensation (Textual) [Abstract] | ||
Shares authorized under 2011 Stock incentive plan | 2,000,000 | 2,000,000 |
2011 Stock Incentive Plan [Member] | Stock Options [Member] | ||
Stock Based Compensation (Textual) [Abstract] | ||
Maximum number of shares subject to stock options and restricted shares | 800,000 | |
2011 Stock Incentive Plan [Member] | Restricted Shares and Restricted Share Units [Member] | ||
Stock Based Compensation (Textual) [Abstract] | ||
Maximum number of shares subject to stock options and restricted shares | 400,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Liabilities: | ||
Contingent consideration — current | $ 0 | $ 197 |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Insurance Settlements Receivable, Current | 2,357 | 2,357 |
Assets: | ||
Corporate-owned life insurance — non-current | 776 | 765 |
Liabilities: | ||
Contingent consideration — current | 197 | |
Active markets for identical assets or liabilities (Level 1) [Member] | Fair Value, Measurements, Recurring [Member] | ||
Assets: | ||
Corporate-owned life insurance — non-current | 0 | 0 |
Quoted prices in similar instruments and observable inputs (Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | ||
Assets: | ||
Corporate-owned life insurance — non-current | 0 | 0 |
Active markets for unobservable inputs (Level 3) [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Insurance Settlements Receivable | 2,357 | 2,357 |
Assets: | ||
Corporate-owned life insurance — non-current | $ 776 | 765 |
Liabilities: | ||
Contingent consideration — current | $ 197 |
Fair Value Measurements (Deta45
Fair Value Measurements (Details 1) - USD ($) $ in Thousands | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Mar. 31, 2016 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Proceeds from corporate-owned life insurance policy | $ (1) | $ (21) | |
Cash Surrender Value [Member] | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Balance at beginning of period | 3,122 | 2,493 | |
Unrealized gain (loss) relating to instruments held at reporting date | 10 | 28 | |
Purchases, sales, issuances and settlements, net | 1 | 21 | |
Balance at end of period | 3,133 | $ 2,542 | |
Fair Value, Measurements, Recurring [Member] | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Insurance Settlements Receivable, Current | 2,357 | $ 2,357 | |
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Insurance Settlements Receivable | $ 2,357 | $ 2,357 |
Fair Value Measurements (Deta46
Fair Value Measurements (Details 2) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Contingent Consideration [Abstract] | |||||
Business Combination, Contingent Consideration, Liability | $ 104,000 | $ 0 | $ 104,000 | $ 197,000 | $ 112,000 |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ (197,000) | $ 0 | |||
Liabilities, Fair Value Adjustment | $ (8,000) |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 6 Months Ended |
Sep. 30, 2016USD ($) | |
Subsequent Events [Abstract] | |
Subsequent Event, Description | $ 31.2 |