Document and Entity Information
Document and Entity Information Document - shares | 3 Months Ended | |
May 31, 2017 | Jul. 07, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | VOXX INTERNATIONAL CORPORATION | |
Entity Central Index Key | 807,707 | |
Current Fiscal Year End Date | --02-28 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | May 31, 2017 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 24,160,324 |
Balance Sheets
Balance Sheets - USD ($) $ in Thousands | May 31, 2017 | Feb. 28, 2017 |
Stockholders' Equity: | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Current assets: | ||
Cash and cash equivalents | $ 8,060 | $ 7,800 |
Accounts receivable, net | 89,888 | 90,641 |
Inventory, net | 165,409 | 153,053 |
Nontrade Receivables | 831 | 665 |
Prepaid expenses and other current assets | 29,181 | 19,593 |
Income tax receivable | 1,682 | 1,596 |
Total current assets | 295,051 | 273,348 |
Investment securities | 9,748 | 10,388 |
Equity investments | 21,216 | 21,926 |
Property, Plant and Equipment, Net | 85,182 | 81,601 |
Goodwill | 105,799 | 103,212 |
Intangible Assets, Net | 175,732 | 176,289 |
Deferred income taxes | 23 | 23 |
Other assets | 1,624 | 1,699 |
Total assets | 694,375 | 668,486 |
Current liabilities: | ||
Accounts payable | 71,669 | 61,143 |
Accrued expenses and other current liabilities | 54,924 | 42,476 |
Income taxes payable | 1,369 | 3,077 |
Accrued Marketing Costs, Current | 12,078 | 13,154 |
Current portion of long-term debt | 10,420 | 10,217 |
Total current liabilities | 150,460 | 130,067 |
Long-term Debt | 102,296 | 97,747 |
Capital lease obligation | 2,792 | 1,400 |
Deferred compensation | 3,868 | 4,224 |
Other tax liabilities | 3,244 | 3,194 |
Deferred tax liabilities | 27,773 | 30,155 |
Other long-term liabilities | 10,946 | 10,384 |
Total liabilities | 301,379 | 277,171 |
Commitments and contingencies | ||
Preferred stock: | ||
Preferred stock | 0 | 0 |
Common stock: | ||
Paid-in capital | 295,734 | 295,432 |
Retained earnings | 156,338 | 159,369 |
Stockholders' Equity Attributable to Noncontrolling Interest | (463) | 1,310 |
Accumulated other comprehensive loss | (37,715) | (43,898) |
Treasury stock | (21,176) | (21,176) |
Total stockholders' equity | 393,459 | 390,005 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 392,996 | 391,315 |
Total liabilities and stockholders' equity | $ 694,375 | $ 668,486 |
Preferred stock, shares authorized | 1,500,000 | 1,500,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Treasury stock, shares | 2,168,074 | 2,168,074 |
Common Class A [Member] | ||
Common stock: | ||
Common Stock | $ 256 | $ 256 |
Class A Common stock, par value | $ 0.01 | $ 0.01 |
Class A Common stock, shares authorized | 60,000,000 | 60,000,000 |
Class A Common stock, shares issued | 24,067,444 | 24,067,444 |
Class A Common stock, shares outstanding | 21,899,370 | 21,899,370 |
Common Class B [Member] | ||
Common stock: | ||
Common Stock | $ 22 | $ 22 |
Class A Common stock, par value | $ 0.01 | $ 0.01 |
Class A Common stock, shares authorized | 10,000,000 | 10,000,000 |
Class A Common stock, shares issued | 2,260,954 | 2,260,954 |
Class A Common stock, shares outstanding | 2,260,954 | 2,260,954 |
Statement of Operations
Statement of Operations - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2017 | May 31, 2016 | |
Revenue, Net | $ 159,103 | $ 155,456 |
Cost of Goods Sold | 115,364 | 109,355 |
Gross profit | 43,739 | 46,101 |
Operating expenses: | ||
Selling | 13,792 | 12,664 |
General and administrative | 27,192 | 27,071 |
Engineering and technical support | 10,594 | 13,479 |
Prepaid expenses and other current assets | 29,181 | |
Total operating expenses | 51,578 | 53,214 |
Operating income | (7,839) | (7,113) |
Other (expense) income: | ||
Interest and bank charges | (1,913) | (1,695) |
Equity in income of equity investees | 1,803 | 1,808 |
Other, net | (1,020) | (512) |
Total other (expense) income, net | (1,130) | (399) |
Income (loss) before income taxes | (8,969) | (7,512) |
Income Tax Expense (Benefit) | (4,063) | (1,392) |
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | (4,906) | (6,120) |
Net Income (Loss) Attributable to Noncontrolling Interest | (1,875) | (1,812) |
Net income (loss) attributable to Voxx International Corporation | (3,031) | (4,308) |
Other comprehensive loss: | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | 7,359 | 4,196 |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | (1,052) | (491) |
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | (120) | (58) |
Other Comprehensive Income (Loss), Available-for-sale Securities Adjustment, Net of Tax | (4) | (5) |
Other comprehensive income (loss), net of tax | 6,183 | 3,642 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | $ 3,152 | $ (666) |
Income (Loss) from Continuing Operations, Per Basic Share | $ (0.13) | $ (0.18) |
Income (Loss) from Continuing Operations, Per Diluted Share | $ (0.13) | $ (0.18) |
Weighted Average Number of Shares Outstanding, Basic | 24,160,324 | 24,160,324 |
Weighted Average Number of Shares Outstanding, Diluted | 24,160,324 | 24,160,324 |
Statement of Cash Flows
Statement of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2017 | May 31, 2016 | |
Purchase of acquired business | $ (1,814) | $ 0 |
Cash flows from operating activities: | ||
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | (4,906) | (6,120) |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 4,445 | 4,549 |
Amortization of debt discount | 205 | 204 |
Bad debt expense | 96 | 98 |
Interest and Debt Expense | 1,913 | 1,695 |
Interest Income (Expense), Nonoperating, Net | 18 | 25 |
Loss on forward contracts | (299) | (324) |
Equity in income of equity investees | (1,803) | (1,808) |
Distribution of income from equity investees | 2,515 | 1,536 |
Deferred Income Tax Expense | (2,181) | (1,379) |
Non-cash compensation adjustment | (45) | 288 |
Non-cash stock based compensation expense | 142 | 175 |
Gain on sale of property, plant and equipment | (10) | (5) |
Changes in operating assets and liabilities (net of assets and liabilities acquired): | ||
Accounts receivable | 2,302 | 8,715 |
Inventory | (7,231) | (5,153) |
Receivables from vendors | (52) | 741 |
Prepaid expenses and other | (9,588) | 254 |
Investment securities-trading | 627 | 177 |
Accounts payable, accrued expenses, accrued sales incentives and other liabilities | 18,111 | (6,163) |
Income taxes payable | (1,901) | (2,456) |
Net cash provided by operating activities | 427 | (6,544) |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (2,816) | (2,297) |
Proceeds from sale of property, plant and equipment | 10 | 5 |
Net cash used in investing activities | (4,620) | (2,292) |
Cash flows from financing activities: | ||
Principal payments on capital lease obligation | (172) | (119) |
Repayment of bank obligations | (15,330) | (39,368) |
Borrowings on bank obligations | 19,392 | 44,390 |
Net cash (used in) provided by financing activities | 3,890 | 4,903 |
Effect of exchange rate changes on cash | 563 | 724 |
Net increase (decrease) in cash and cash equivalents | 260 | (3,209) |
Cash and cash equivalents at beginning of period | 7,800 | 11,767 |
Cash and cash equivalents at end of period | 8,060 | 8,558 |
bank refinancing fee [Member] | ||
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Interest and Debt Expense | 0 | 13 |
Mortgages [Member] | ||
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Gain (Loss) on Discontinuation of Interest Rate Cash Flow Hedge Due to Forecasted Transaction Probable of Not Occurring, Net | $ 0 | $ 114 |
Basis of Presntation Level 1 (N
Basis of Presntation Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Basis of Presentation [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | Basis of Presentation The accompanying unaudited interim consolidated financial statements of VOXX International Corporation and Subsidiaries ("Voxx" or the "Company") have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission and in accordance with accounting principles generally accepted in the United States of America and include all adjustments (consisting of normal recurring adjustments), which, in the opinion of management, are necessary to present fairly the consolidated financial position, results of operations and cash flows for all periods presented. The results of operations are not necessarily indicative of the results to be expected for the full fiscal year or any interim period. These consolidated financial statements do not include all disclosures associated with consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America. Accordingly, these statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto contained in the Company's Form 10-K for the fiscal year ended February 28, 2017 . Certain amounts in the prior year have been reclassified to conform to the current year presentation. We operate in three reportable segments, Automotive, Premium Audio and Consumer Accessories. See Note 21 for the Company's segment reporting disclosures. |
Acquisitions Acquisitions Level
Acquisitions Acquisitions Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Acquisitions [Abstract] | |
Business Combination Disclosure [Text Block] | (2) Acquisitions and Divestitures Rosen Electronics LLC On April 6, 2017, Voxx acquired the inventory and all intellectual property, including patents and trademarks of Rosen Electronics LLC. As consideration for the Rosen asset purchase, the Company paid $1,814 . In addition, the Company agreed to pay a 2% royalty related to future net sales of Rosen products for three years. Rosen's results of operations have been included in the consolidated financial statements from the date of acquisition. The purpose of this acquisition was to increase the Company's market share and strengthen its intellectual property related to the rear seat entertainment market. The following summarizes the preliminary allocation of the purchase price for the fair value of the assets acquired and liabilities assumed at the date of acquisition: Assets acquired: Inventory $ 2,310 Intangible assets including trademarks, customer relationships and patents 604 Total assets acquired $ 2,914 Liabilities assumed: Warranty accrual $ 500 Other liabilities acquired 600 Total $ 1,100 Total purchase price $ 1,814 Hirschmann Car Communication GmbH On June 25, 2017, the Company entered into a definitive agreement to sell Hirschmann Car Communication GmbH and its subsidiaries. See Note 24 for more details of this subsequent event. |
Net Income Per Common Share Lev
Net Income Per Common Share Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Net Income Per Common Share [Abstract] | |
Earnings Per Share [Text Block] | Net Income (Loss) Per Common Share Basic net income (loss) per common share is based upon the weighted-average common shares outstanding during the period. Diluted net income (loss) per common share reflects the potential dilution that would occur if common stock equivalent securities or other contracts to issue common stock were exercised or converted into common stock. There are no reconciling items which impact the numerator of basic and diluted net income (loss) per common share. A reconciliation between the denominator of basic and diluted net income (loss) per common share is as follows: Three Months Ended 2017 2016 Weighted-average common shares outstanding 24,160,324 24,160,324 Effect of dilutive securities: Stock options, warrants and restricted stock — — Weighted-average common shares and potential common shares outstanding 24,160,324 24,160,324 Restricted stock, stock options and warrants totaling 553,693 and 413,164 for the three months ended May 31, 2017 and 2016 , respectively, were not included in the net income (loss) per diluted share calculation because the exercise price of these stock options and warrants was greater than the average market price of the Company’s common stock during these periods, or the inclusion of these components would have been anti-dilutive. |
Fair Value Measurements Level 1
Fair Value Measurements Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Fair Value Measurements [Abstract] | |
Fair Value Disclosures [Text Block] | Fair Value Measurements and Derivatives The Company applies the authoritative guidance on “Fair Value Measurements," which among other things, requires enhanced disclosures about investments that are measured and reported at fair value. This guidance establishes a hierarchal disclosure framework that prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available active quoted prices, or for which fair value can be measured from actively quoted prices, generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. Investments measured and reported at fair value are classified and disclosed in one of the following categories: Level 1 - Quoted market prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level 1 inputs that are either directly or indirectly observable. Level 3 - Unobservable inputs developed using the Company's estimates and assumptions, which reflect those that market participants would use. The following table presents assets measured at fair value on a recurring basis at May 31, 2017 : Fair Value Measurements at Reporting Date Using Total Level 1 Level 2 Cash and cash equivalents: Cash and money market funds $ 8,060 $ 8,060 $ — Derivatives Designated for hedging $ (1,022 ) $ — $ (1,022 ) Investment securities: Trading securities $ 3,468 $ 3,468 $ — Available-for-sale securities 6 6 — Other investments at cost (a) 6,274 — — Total investment securities $ 9,748 $ 3,474 $ — The following table presents assets measured at fair value on a recurring basis at February 28, 2017 : Fair Value Measurements at Reporting Date Using Total Level 1 Level 2 Cash and cash equivalents: Cash and money market funds $ 7,800 $ 7,800 $ — Derivatives Designated for hedging $ 335 $ — $ 335 Investment securities: Trading securities $ 4,094 $ 4,094 $ — Available-for-sale securities 6 6 — Other investments at cost (a) 6,288 — — Total investment securities $ 10,388 $ 4,100 $ — (a) Included in this balance are investments in two non-controlled corporations accounted for at cost (see Note 5). The fair values of these investments would be based upon Level 3 inputs. At May 31, 2017 and February 28, 2017 , it is not practicable to estimate the fair values of these items. The carrying amount of the Company's accounts receivable, short-term debt, accounts payable, accrued expenses, bank obligations and long-term debt approximates fair value because of (i) the short-term nature of the financial instrument; (ii) the interest rate on the financial instrument being reset every quarter to reflect current market rates, and (iii) the stated or implicit interest rate approximates the current market rates or are not materially different than market rates. Derivative Instruments The Company's derivative instruments include forward foreign currency contracts utilized to hedge a portion of its foreign currency inventory purchases, local operating expenses, as well as its general economic exposure to foreign currency fluctuations created in the normal course of business. The forward foreign currency derivatives qualifying for hedge accounting are designated as cash flow hedges and valued using observable forward rates for the same or similar instruments (Level 2). The duration of open forward foreign currency contracts ranges from 1 - 9 months and are classified in the balance sheet according to their terms. The Company also has an interest rate swap agreement as of May 31, 2017 that hedges interest rate exposure related to the forecasted outstanding balance of its Florida Mortgage, with monthly payments due through March 2026. The swap agreement locks the interest rate on the debt at 3.48% (inclusive of credit spread) through the maturity date of the loan. During the first quarter of Fiscal 2017, the Company unwound another interest rate swap agreement that hedged interest rate exposure related to one of its mortgage notes when that mortgage was paid in full. The fair value of that interest rate swap agreement on the date it was unwound was $(114) , and was charged to interest expense in the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) during the three months ended May 31, 2016 . Interest rate swap agreements qualifying for hedge accounting are designated as cash flow hedges and valued based on a comparison of the change in fair value of the actual swap contracts designated as the hedging instruments and the change in fair value of a hypothetical swap contract (Level 2). We calculate the fair value of interest rate swap agreements quarterly based on the quoted market price for the same or similar financial instruments. Interest rate swaps are classified in the balance sheet as either assets or liabilities based on the fair value of the instruments at the end of the period. It is the Company's policy to enter into derivative instrument contracts with terms that coincide with the underlying exposure being hedged. As such, the Company's derivative instruments are expected to be highly effective. Hedge ineffectiveness, if any, is recognized as incurred through Other Income (Expense) in the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) and amounted to $(52) for the three months ended May 31, 2017 , and $(50) for the three months ended May 31, 2016 . Financial Statement Classification The Company holds derivative instruments that are designated as hedging instruments. The following table discloses the fair value as of May 31, 2017 and February 28, 2017 of derivative instruments: Derivative Assets and Liabilities Fair Value Account May 31, 2017 February 28, 2017 Designated derivative instruments Foreign currency contracts Prepaid expenses and other current assets $ 26 $ 654 Accrued expenses and other current liabilities (706 ) (21 ) Interest rate swap agreements Other long-term liabilities (342 ) (298 ) Total derivatives $ (1,022 ) $ 335 Cash flow hedges During Fiscal 2017, the Company entered into forward foreign currency contracts, which have a current outstanding notional value of $34,260 and are designated as cash flow hedges at May 31, 2017 . The current outstanding notional value of the Company's interest rate swap at May 31, 2017 is $8,988 . For cash flow hedges, the effective portion of the gain or loss is reported as a component of Other Comprehensive Income (Loss) and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Activity related to cash flow hedges recorded during the three months ended May 31, 2017 and 2016 was as follows: Three months ended Three months ended May 31, 2017 May 31, 2016 Pretax Gain(Loss) Recognized in Other Comprehensive Income Pretax Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (a) Gain (Loss)for Ineffectiveness in Other Income Pretax Gain (Loss) Recognized in Other Comprehensive Income Pretax Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (a) Gain (Loss) for Ineffectiveness in Other Income Cash flow hedges Foreign currency contracts $ (1,208 ) $ 299 $ (52 ) $ (818 ) $ 324 $ (50 ) Interest rate swaps $ (44 ) $ — $ — $ 180 $ (114 ) $ — (a) Gains and losses related to foreign currency contracts are reclassified to cost of sales. Gains and losses related to interest rate swaps are reclassified to interest expense. The net income (loss) recognized in Other Comprehensive Income (Loss) for foreign currency contracts is expected to be recognized in cost of sales within the next twelve months. No amounts were excluded from the assessment of hedge effectiveness during the respective periods. As of May 31, 2017 , no foreign currency contracts originally designated for hedge accounting were de-designated or terminated. |
Investment Securities Level 1 (
Investment Securities Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Investment Securities [Abstract] | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | Investment Securities As of May 31, 2017 and February 28, 2017 , the Company had the following investments: May 31, 2017 February 28, 2017 Cost Basis Unrealized Holding Gain/(Loss) Fair Value Cost Basis Unrealized Holding Gain/(Loss) Fair Value Investment Securities Marketable Securities Trading Deferred Compensation $ 3,468 $ — $ 3,468 $ 4,094 $ — $ 4,094 Available-for-sale Cellstar — 6 6 — 6 6 Total Marketable Securities 3,468 6 3,474 4,094 6 4,100 Other Long-Term Investments 6,274 — 6,274 6,288 — 6,288 Total Investment Securities $ 9,742 $ 6 $ 9,748 $ 10,382 $ 6 $ 10,388 Long-Term Investments Trading Securities The Company’s trading securities consist of mutual funds, which are held in connection with the Company’s deferred compensation plan. Unrealized holding gains and losses on trading securities are offset by changes in the corresponding deferred compensation liability. Available-For-Sale Securities The Company’s available-for-sale marketable securities include a less than 20% equity ownership in CLST Holdings, Inc. (“Cellstar"). Unrealized holding gains and losses, net of the related tax effect (if applicable), on available-for-sale securities are reported as a component of Accumulated Other Comprehensive Income (Loss) until realized. Realized gains and losses from the sale of available-for-sale securities are determined on a specific identification basis and reported in Other Income (Expense). A decline in the market value of any available-for-sale security below cost that is deemed other-than-temporary results in a reduction in carrying amount to fair value. The impairment is charged to earnings and a new cost basis for the security is established. No other-than-temporary losses were incurred by the Company during the three months ended May 31, 2017 or 2016 . Other Long-Term Investments Other long-term investments include investments in two non-controlled corporations accounted for by the cost method. As of May 31, 2017 , the Company's investments in Rx Networks and 360fly, Inc. totaled $1,821 and $4,453 , respectively, or a total investment balance of $6,274 . We held 10.2% and 4.7% of the outstanding shares of Rx Networks and 360fly, Inc., respectively, at May 31, 2017 . No additional investment was made in either of these companies during the three months ended May 31, 2017 . |
Other Comprehensive Income Leve
Other Comprehensive Income Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Other Comprehensive Income [Abstract] | |
Other Comprehensive Income, Noncontrolling Interest [Text Block] | Accumulated Other Comprehensive (Loss) Income The Company’s accumulated other comprehensive (losses) income consist of the following: Foreign Currency Translation Gains (Losses) Unrealized gains (losses) on investments, net of tax Pension plan adjustments, net of tax Derivatives designated in a hedging relationship, net of tax Total Balance at February 28, 2017 $ (41,831 ) $ (98 ) $ (2,282 ) $ 313 $ (43,898 ) Other comprehensive income (loss) before reclassifications 7,359 (4 ) (120 ) (845 ) 6,390 Reclassified from accumulated other comprehensive income (loss) — — — (207 ) (207 ) Net current-period other comprehensive income (loss) 7,359 (4 ) (120 ) (1,052 ) 6,183 Balance at May 31, 2017 $ (34,472 ) $ (102 ) $ (2,402 ) $ (739 ) $ (37,715 ) During the three months ended May 31, 2017 , the Company recorded tax expense (benefit) related to unrealized losses on investments of $0 , pension plan adjustments of $0 , and derivatives designated in a hedging relationship of $(466) . Included in foreign currency translation gains of $7,359 for the three months ended May 31, 2017 , was $1,677 of net gains resulting from translating the financial statements of the Company’s non-U.S. dollar functional currency subsidiaries into our reporting currency, which is the U.S. dollar, as well as approximately $4,511 of gains resulting from the re-measurement of an intercompany loan, payable in Euros, which is of a long-term investment nature. Remaining gains or losses pertain to the re-measurement of intercompany transactions of a long-term investment nature, with certain subsidiaries whose functional currency is not the U.S. dollar. Intercompany loans and transactions that are of a long-term investment nature are remeasured, and resulting gains and losses are reported in the same manner as translation adjustments. Within foreign exchange gains and losses in Other Comprehensive Income (Loss) for the three months ended May 31, 2017 , the Company recorded gains of $7,258 related to the Euro, which was caused by the weakening of the U.S. dollar against the Euro by approximately 5% , and a net gain of $101 related to various other currencies. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Supplemental Cash Flow Information [Abstract] | |
Cash Flow, Supplemental Disclosures [Text Block] | Supplemental Cash Flow Information The following is supplemental information relating to the consolidated statements of cash flows: Three Months Ended 2017 2016 Non-cash investing and financing activities: Capital expenditures funded by long-term obligations $ 1,917 $ — Mortgage settlement funded by long-term obligations — 5,590 Deferred financing costs funded by long-term obligations — 1,753 Cash paid during the period: Interest (excluding bank charges) $ 1,142 $ 1,102 Income taxes (net of refunds) $ 53 $ 2,288 |
Accounting for Stock Based Comp
Accounting for Stock Based Compensation Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Accounting for Stock Based Compensation [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Accounting for Stock-Based Compensation The Company has various stock-based compensation plans, which are more fully described in Note 1 of the Company’s Form 10-K for the fiscal year ended February 28, 2017 . Information regarding the Company's stock options and warrants is summarized below: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life Outstanding at February 28, 2017 116,250 $ 7.76 Granted — — Exercised — — Forfeited/expired — — Outstanding and exercisable at May 31, 2017 116,250 $ 7.76 0.38 A restricted stock award is an award of common stock that is subject to certain restrictions during a specified period. Restricted stock awards are independent of option grants and are subject to forfeiture if employment terminates for a reason other than death, disability or retirement, prior to the release of the restrictions. The Company has a Supplemental Executive Retirement Plan (SERP), which was established in Fiscal 2014. Shares are granted based on certain performance criteria and vest on the later of three years from the date of grant (or three years from the date of participation in the SERP with respect to grants made when the plan was established in Fiscal 2014), or the grantee reaching the age of 65 years. The shares will also vest upon termination of the grantee's employment by the Company without cause, provided that the grantee, at the time of termination, has been employed by the Company for at least 10 years. When vested shares are issued to the grantee, the awards will be settled in shares or in cash, at the Company's sole option. The grantee cannot transfer the rights to receive shares before the restricted shares vest. There are no market conditions inherent in the award, only an employee performance requirement, and the service requirement that the respective employee continues employment with the Company through the vesting date. The Company expenses the cost of the restricted stock awards on a straight-line basis over the requisite service period of each employee or a maximum, which is 12.75 years. For these purposes, the fair market value of the restricted stock is determined based on the mean of the high and low price of the Company's common stock on the grant dates. The following table presents a summary of the Company's restricted stock activity for the three months ended May 31, 2017 : Number of Shares Weighted Average Grant Date Fair Value Balance at February 28, 2017 437,443 $ 6.99 Granted — — Forfeited — — Balance at May 31, 2017 437,443 $ 6.99 Vested and unissued at May 31, 2017 56,181 $ 13.62 During the three months ended May 31, 2017 , the Company recorded $142 in stock-based compensation related to restricted stock awards. As of May 31, 2017 , there was $1,200 of unrecognized stock-based compensation expense related to unvested restricted stock awards. |
Supply Chain Financing (Notes)
Supply Chain Financing (Notes) | 3 Months Ended |
May 31, 2017 | |
Supply Chain Financing [Abstract] | |
Financing Receivables [Text Block] | Supply Chain Financing The Company has supply chain financing agreements and factoring agreements that were entered into for the purpose of accelerating receivable collection and better managing cash flow. The balances under the agreements are sold without recourse and are accounted for as sales of accounts receivable. Total receivable balances sold for the three months ended May 31, 2017 , net of discounts, were $60,290 , compared to $59,044 for the three months ended May 31, 2016 . |
Research and Development
Research and Development | 3 Months Ended |
May 31, 2017 | |
Research and Development [Abstract] | |
Research, Development, and Computer Software Disclosure [Text Block] | Research and Development Expenditures for research and development are charged to expense as incurred. Such expenditures amounted to $7,810 for the three months ended May 31, 2017 , compared to $10,256 for the three months ended May 31, 2016 , net of customer reimbursements, and are included within Engineering and Technical Support Expenses on the Consolidated Statements of Operations and Comprehensive Income (Loss). The Company enters into development and long-term supply agreements with certain of its OEM ("Original Equipment Manufacturer") customers. Reimbursements of the development services are recorded based upon the milestone method of revenue recognition provided certain criteria are met. Amounts due from OEM customers for development services are reflected as a reduction of research and development expense because the performance of contract development services is not central to the Company's operations. For the three months ended May 31, 2017 , the Company recorded $1,489 of development service reimbursements as a reduction of research and development expense based upon the achievement of a milestone, as compared to $460 for the three months ended May 31, 2016 . |
Goodwill and Intangible Assets
Goodwill and Intangible Assets Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill and Intangible Assets Disclosure [Text Block] | Goodwill and Intangible Assets The change in goodwill by segment is as follows: Automotive: Amount Beginning balance at March 1, 2017 $ 56,680 Currency translation 2,586 Balance at May 31, 2017 $ 59,266 Gross carrying amount at May 31, 2017 $ 59,266 Accumulated impairment charge — Net carrying amount at May 31, 2017 $ 59,266 Premium Audio: Beginning balance at March 1, 2017 $ 46,533 Activity during the period — Balance at May 31, 2017 $ 46,533 Gross carrying amount at May 31, 2017 $ 78,696 Accumulated impairment charge (32,163 ) Net carrying amount at May 31, 2017 $ 46,533 Total Goodwill, net $ 105,799 Note: The Company's Consumer Accessories segment did not carry a goodwill balance at May 31, 2017 or February 28, 2017 . At May 31, 2017 , intangible assets consisted of the following: Gross Carrying Value Accumulated Amortization Total Net Book Value Finite-lived intangible assets: Customer relationships $ 65,941 $ 29,472 $ 36,469 Trademarks/Tradenames 415 396 19 Developed technology 31,290 4,762 26,528 Patents 8,821 5,133 3,688 License 1,400 1,400 — Contract 2,141 1,761 380 Total finite-lived intangible assets $ 110,008 $ 42,924 67,084 Indefinite-lived intangible assets Trademarks 108,648 Total net intangible assets $ 175,732 At February 28, 2017 , intangible assets consisted of the following: Gross Carrying Value Accumulated Amortization Total Net Book Value Finite-lived intangible assets: Customer relationships $ 64,780 $ 27,830 $ 36,950 Trademarks/Tradenames 415 395 20 Developed technology 31,290 4,081 27,209 Patents 8,494 4,775 3,719 License 1,400 1,400 — Contract 2,141 1,732 409 Total finite-lived intangible assets $ 108,520 $ 40,213 68,307 Indefinite-lived intangible assets Trademarks 107,982 Total net intangible assets $ 176,289 The Company recorded amortization expense of $2,026 for the three months ended May 31, 2017 and $2,051 for the three months ended May 31, 2016 . The estimated aggregate amortization expense for all amortizable intangibles for May 31 of each of the succeeding years is as follows: Year Amount 2018 $ 8,037 2019 7,920 2020 7,866 2021 7,672 2022 7,157 |
Equity Investments Level 1 (Not
Equity Investments Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Equity Investments [Abstract] | |
Equity Method Investments Disclosure [Text Block] | Equity Investment As of May 31, 2017 and February 28, 2017 , the Company had a 50% non-controlling ownership interest in ASA Electronics, LLC and Subsidiary (“ASA") which acts as a distributor of mobile electronics specifically designed for niche markets within the automotive industry, including RV's; buses; and commercial, heavy duty, agricultural, construction, powersport, and marine vehicles. The following presents summary financial information for ASA. Such summary financial information has been provided herein based upon the individual significance of ASA to the consolidated financial information of the Company. May 31, February 28, Current assets $ 43,456 $ 43,643 Non-current assets 6,379 6,207 Current liabilities 7,403 5,998 Members' equity 42,432 43,852 Three Months Ended 2017 2016 Net sales $ 24,895 $ 24,975 Gross profit 7,983 7,897 Operating income 3,573 3,607 Net income 3,606 3,616 The Company's share of income from ASA was $1,803 for the three months ended May 31, 2017 and $1,808 for the three months ended May 31, 2016 . |
Income Taxes Level 1 (Notes)
Income Taxes Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Income Taxes [Abstract] | |
Income Tax Disclosure [Text Block] | Income Taxes For the three months ended May 31, 2017 , the Company recorded an income tax benefit of $4,063 , which includes a discrete income tax provision of $11 . The calculation of the overall income tax benefit primarily consists of foreign taxes and an income tax provision resulting from the increase in deferred tax liabilities related to indefinite-lived intangible assets. The discrete income tax provision for the three months ended May 31, 2017 relates to the accrual of interest for unrecognized tax benefits. For the three months ended May 31, 2016 , the Company recorded an income tax benefit of $1,392 . The effective tax rate for the three months ended May 31, 2017 was an income tax benefit of 45.3% , compared to an income tax benefit of 18.5% in the comparable prior period. The effective tax rate for the three months ended May 31, 2017 differs from the U.S. statutory rate of 35% primarily due to the mix of domestic and foreign earnings, and an income tax provision resulting from the increase in deferred tax liabilities related to indefinite-lived intangible assets. At May 31, 2017 , the Company had an uncertain tax position liability of $3,244 , including interest and penalties. The unrecognized tax benefits include amounts related to various U.S. federal, state and local and foreign tax issues. |
Inventory Level 1 (Notes)
Inventory Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Inventory [Abstract] | |
Inventory Disclosure [Text Block] | Inventory Inventories by major category are as follows: May 31, February 28, Raw materials $ 49,521 $ 43,791 Work in process 4,758 5,225 Finished goods 111,130 104,037 Inventory, net $ 165,409 $ 153,053 |
Financing Arrangements Level 1
Financing Arrangements Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Financing Arrangements [Abstract] | |
Debt Disclosure [Text Block] | Financing Arrangements The Company has the following financing arrangements: May 31, February 28, Debt Domestic credit facility (a) $ 97,325 $ 92,793 Florida mortgage (b) 8,988 9,113 Euro asset-based lending obligation (c) 4,120 3,905 Schwaiger mortgage (d) 614 644 Klipsch note (e) 57 113 Voxx Germany mortgage (f) 3,890 3,875 Hirschmann line of credit (g) 997 1,002 Total debt 115,991 111,445 Less: current portion of long-term debt 10,420 10,217 Long-term debt 105,571 101,228 Debt issuance costs 3,275 3,481 Total long-term debt, net of debt issuance costs $ 102,296 $ 97,747 (a) Domestic Credit Facility From March 1, 2016 through April 25, 2016, the Company had a senior secured credit facility (the "Credit Facility") with an aggregate availability of $125,000 , consisting of a revolving credit facility of $125,000 , with a $30,000 multicurrency revolving credit facility sublimit, a $15,625 sublimit for Letters of Credit and a $6,250 sublimit for Swingline Loans. This Credit Facility was due on January 9, 2019; however, it was subject to acceleration upon the occurrence of an Event of Default (as defined in the Credit Agreement). On April 26, 2016, the Company amended and restated the Credit Facility ("Amended Credit Facility"). The Amended Credit Facility provides for a revolving credit facility with committed availability of up to $140,000 , which may be increased, at the option of the Company, up to a maximum of $175,000 , and a term loan in the amount of $15,000 . The Amended Credit Facility also includes a $15,000 sublimit for letters of credit and a $15,000 sublimit for swingline loans. The availability under the revolving credit line within the Amended Credit Facility is subject to a borrowing base, which is based on eligible accounts receivable, eligible inventory and certain real estate, subject to reserves as determined by the lender, and is also limited by amounts outstanding under the Florida Mortgage (see Note 15(b)). As of May 31, 2017 , $86,075 was outstanding under the revolving credit facility. The remaining availability under the revolving credit line of the Amended Credit Facility was $16,710 as of May 31, 2017 . The balance outstanding on the term loan at May 31, 2017 was $11,250 . The term loan is repayable in consecutive quarterly installments of $938 through April 1, 2020. All other amounts outstanding under the Amended Credit Facility will mature and become due on April 26, 2021; however, it is subject to acceleration upon the occurrence of an Event of Default (as defined in the Amended Credit Agreement). The Company may prepay any amounts outstanding at any time, subject to payment of certain breakage and redeployment costs relating to LIBOR Rate Loans, provided that the term loan shall not be voluntarily prepaid except as set forth in the agreement. The commitments under the Amended Credit Facility may be irrevocably reduced at any time, without premium or penalty as set forth in the agreement. Generally, the Company may designate specific borrowings under the Amended Credit Facility as either Base Rate Loans or LIBOR Rate Loans, except that swingline loans may only be designated as Base Rate Loans. Loans designated as LIBOR Rate Loans bear interest at a rate equal to the then applicable LIBOR rate plus a range of 1.75 - 2.25% . Loans designated as Base Rate loans bear interest at a rate equal to the applicable margin for Base Rate Loans of 0.75 - 1.25% as defined in the agreement. Amounts outstanding in respect of the term loan bear interest at a rate equal to either (as selected by the Company pursuant to the agreement) (a) the then-applicable LIBOR Rate (not to be less than 0.00% ) plus 4.25% or (b) the then-applicable Base Rate plus 3.25% . As of May 31, 2017 , the weighted average interest rate on the facility was 3.39% . The Amended Credit Facility requires compliance with a financial covenant calculated as of the last day of each month, consisting of a Fixed Charge Coverage Ratio. The Amended Credit Facility also contains covenants that limit the ability of the loan parties and certain of their subsidiaries which are not loan parties to, among other things: (i) incur additional indebtedness; (ii) incur liens; (iii) merge, consolidate or dispose of a substantial portion of their business; (iv) transfer or dispose of assets; (v) change their name, organizational identification number, state or province of organization or organizational identity; (vi) make any material change in their nature of business; (vii) prepay or otherwise acquire indebtedness; (viii) cause any Change of Control; (ix) make any Restricted Junior Payment; (x) change their fiscal year or method of accounting; (xi) make advances, loans or investments; (xii) enter into or permit any transaction with an affiliate of any borrower or any of their subsidiaries; (xiii) use proceeds for certain items; (xiv) issue or sell any of their stock; (xv) consign or sell any of their inventory on certain terms. In addition, if excess availability under the Amended Credit Facility were to fall below certain specified levels, as defined in the agreement, the lenders would have the right to assume dominion and control over the Company's cash. As of May 31, 2017 , the Company was in compliance with this cash dominion covenant. The Obligations under the loan documents are secured by a general lien on and security interest in substantially all of the assets of the borrowers and certain of the guarantors, including accounts receivable, equipment, real estate, general intangibles and inventory. The Company has guaranteed the obligations of the borrowers under the Amended Credit Agreement. Charges incurred on the unused portion of the Amended Credit Facility during the three months ended May 31, 2017 totaled $61 , compared to $49 during the three months ended May 31, 2016 . These charges are included within Interest and Bank Charges on the Consolidated Statement of Operations and Comprehensive Income (Loss). The Company accounted for the latest amendment as a modification of debt and added the costs incurred to amend the agreement, totaling $1,779 , to the remaining financing costs related to the previous credit facility. These deferred financing costs are included in Long-term debt on the accompanying Consolidated Balance Sheets as a contra-liability balance, and are amortized through Interest and bank charges in the Consolidated Statements of Operations and Comprehensive Income (Loss) over the five year term of the Amended Credit Facility. During the three months ended May 31, 2017 , the Company amortized $198 of these costs, compared to $196 for the three months ended May 31, 2016 . The net unamortized balance of these debt issuance costs as of May 31, 2017 was $3,003 . (b) Florida Mortgage On July 6, 2015, VOXX HQ LLC, the Company’s wholly owned subsidiary, closed on a $9,995 industrial development revenue tax exempt bond under a loan agreement in favor of the Orange County Industrial Development Authority (the “Authority”) to finance the construction of the Company's manufacturing facility and executive offices in Lake Nona, Florida. Wells Fargo Bank, N.A. ("Wells Fargo") was the purchaser of the bond and U.S. Bank National Association is the trustee under an Indenture of Trust with the Authority. Voxx borrowed the proceeds of the bond purchase from the Authority during construction as a revolving loan, which converted to a permanent mortgage upon completion of the facility in January 2016 (the "Florida Mortgage"). The Company makes principal and interest payments to Wells Fargo, which began March 1, 2016 and will continue through March of 2026. The Florida Mortgage bears interest at 70% of 1-month LIBOR plus 1.54% ( 2.25% at May 31, 2017 ) and is secured by a first mortgage on the property, a collateral assignment of leases and rents and a guaranty by the Company. The financial covenants of the Florida Mortgage are as defined in the Company’s Amended Credit Facility with Wells Fargo dated April 26, 2016. The Company incurred debt financing costs totaling approximately $332 as a result of obtaining the Florida Mortgage, which are recorded as deferred financing costs and included in Long-term debt as a contra-liability balance on the accompanying Consolidated Balance Sheet and are being amortized through Interest and bank charges in the Consolidated Statement of Operations and Comprehensive Income (Loss) over the ten year term of the Florida Mortgage. The Company amortized $8 of these costs during both of the three months ended May 31, 2017 and 2016, respectively. On July 20, 2015, the Company entered into an interest rate swap agreement in order to hedge interest rate exposure related to the Florida Mortgage and pays a fixed rate of 3.48% under the swap agreement (See Note 4). (c) Euro Asset-Based Lending Obligation Foreign bank obligations include a Euro accounts receivable factoring arrangement, which has a credit limit of up to 60% of eligible non-factored accounts receivable (see Note 9), and a Euro Asset-Based Lending ("ABL") credit facility, which has a credit limit of €8,000 and expires on July 31, 2017 for the Company's subsidiary, VOXX Germany. The rate of interest for these credit facilities is the three month Euribor plus 1.6% ( 1.27% at May 31, 2017 ). As of May 31, 2017 , the amounts outstanding under these credit facilities, which are payable on demand, do not exceed their respective credit limits. (d) Schwaiger Mortgage In January 2012, the Company's Schwaiger subsidiary purchased a building, entering into a mortgage note payable. The mortgage note bears interest at 3.75% and will be fully paid by December 2019. (e) Klipsch Notes This balance represents a mortgage on a facility included in the assets acquired in connection with the Klipsch acquisition on March 1, 2011 and assumed by Voxx. The balance of this note will be fully paid by the end of Fiscal 2018. (f) Voxx Germany Mortgage This balance represents a mortgage on the land and building housing Voxx Germany's headquarters in Pulheim, Germany, which was entered into in January 2013. The mortgage bears interest at 2.85% , payable in twenty-six quarterly installments through June 2019. (g) Hirschmann Line of Credit In December 2014, Hirschmann entered into an agreement for a €8,000 working capital line of credit with a financial institution. The line of credit is payable on demand and is mutually cancelable. The rate of interest is the three month Euribor plus 2% ( 1.67% at May 31, 2017 ). Hirschmann and Voxx Germany are joint and severally liable for the line of credit balance, which is also guaranteed by VOXX International Corporation. |
Schedule of Debt [Table Text Block] | The Company has the following financing arrangements: May 31, February 28, Debt Domestic credit facility (a) $ 97,325 $ 92,793 Florida mortgage (b) 8,988 9,113 Euro asset-based lending obligation (c) 4,120 3,905 Schwaiger mortgage (d) 614 644 Klipsch note (e) 57 113 Voxx Germany mortgage (f) 3,890 3,875 Hirschmann line of credit (g) 997 1,002 Total debt 115,991 111,445 Less: current portion of long-term debt 10,420 10,217 Long-term debt 105,571 101,228 Debt issuance costs 3,275 3,481 Total long-term debt, net of debt issuance costs $ 102,296 $ 97,747 |
Other Income (Expense) Level 1
Other Income (Expense) Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Other Income and Expenses [Abstract] | |
Other Income and Other Expense Disclosure [Text Block] | Other Income (Expense) Other income (expense) is comprised of the following: Three Months Ended 2017 2016 Foreign currency loss $ (832 ) $ (706 ) Interest income 18 25 Rental income 144 173 Miscellaneous (350 ) (4 ) Total other, net $ (1,020 ) $ (512 ) |
Foreign Currency Level 1 (Notes
Foreign Currency Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Foreign Currency [Abstract] | |
Foreign Currency Disclosure [Text Block] | Foreign Currency The Company has a subsidiary in Venezuela. Venezuela is currently experiencing significant political and civil unrest and economic instability and has implemented various foreign currency and price controls. The country has also experienced high rates of inflation over the last several years. The President of Venezuela has the authority to legislate certain areas by decree, which allows the government to nationalize certain industries or expropriate certain companies and property. These factors have had a negative impact on our business and our financial condition. In 2003, Venezuela created the Commission of Administration of Foreign Currency ("CADIVI") which establishes and administers currency controls and their associated rules and regulations. These controls include creating a fixed exchange rate between the Bolivar Fuerte and the U.S. Dollar, and the ability to restrict the exchange of Bolivar Fuertes for U.S. Dollars and vice versa. Effective January 1, 2010, according to the guidelines in ASC 830, "Foreign Currency," Venezuela was designated as a hyper-inflationary economy. A hyper-inflationary economy designation occurs when a country has experienced cumulative inflation of approximately 100 percent or more over a 3-year period. The hyper-inflationary designation requires the local subsidiary in Venezuela to record all transactions as if they were denominated in U.S. dollars. The Company transitioned to hyper-inflationary accounting on March 1, 2010 for Venezuela and continues to account for the subsidiary under this method. From February 2013 through March 2016, the official exchange rate of the Venezuelan Bolivar Fuerte was 6.3 per U.S. dollar; however, since January 2014, the Venezuelan government has created multiple alternative exchange rates designated to be used for the purchase of goods and services deemed non-essential. In February 2015, the Venezuelan government introduced a new currency system, referred to as the Marginal Currency System, or SIMADI rate. This market-based exchange system consisted of a mechanism from which both businesses and individuals were allowed to purchase and sell foreign currency at the price set by the market. In March 2016, the Venezuelan government enacted further changes to its foreign currency exchange mechanisms, including a 59% devaluation of the official government exchange rate (re-named DIPRO) from 6.3 bolivars to 10.0 bolivars to the U.S. dollar. Additionally, the SIMADI exchange rate was replaced by the DICOM, a new floating exchange rate for non-essential imports. The Venezuelan government reported that the DICOM exchange rate would be allowed to float to meet market needs. In May 2017, the Venezuelan government significantly devalued this currency further and as of May 31, 2017 , the published DIPRO and DICOM rates offered were 10.0 and 2,010 bolivars to the U.S. dollar, respectively. As of May 31, 2017 , the DICOM rate continues to be the appropriate rate to use for remeasuring its Venezuelan subsidiary’s financial statements. Total net currency exchange losses for Venezuela of $(84) were recorded for the three months ended May 31, 2017 , as compared to $(69) for the three months ended May 31, 2016 , and are included in Other Income (Expense) on the Consolidated Statements of Operations and Comprehensive Income (Loss). Our investment in Venezuela mainly consists of $3,645 of properties that are currently being held for investment purposes. No impairments were recorded related to these properties during the three months ended May 31, 2017 . The Company continues to monitor closely the continued economic instability, increasing inflation and currency restrictions imposed by the government and will continue to evaluate its local properties. Further devaluations or regulatory actions could impair the carrying value of these properties. |
Lease Obligations Level 1 (Note
Lease Obligations Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Lease Obligations [Abstract] | |
Leases of Lessee Disclosure [Text Block] | Lease Obligations At May 31, 2017 , the Company was obligated under non-cancelable operating leases for equipment, as well as warehouse and office facilities for minimum annual rental payments as follows: Operating Leases 2018 $ 4,345 2019 1,491 2020 457 2021 245 2022 187 Thereafter 364 Total minimum lease payments $ 7,089 The Company has capital leases with a total lease liability of $3,685 at May 31, 2017 . These leases have maturities through Fiscal 2022. |
Capital Structure
Capital Structure | 3 Months Ended |
May 31, 2017 | |
Capital Structure [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Capital Structure The Company's capital structure is as follows: Shares Authorized Shares Outstanding Security Par Value May 31, February 28, May 31, February 28, Voting Rights per Share Liquidation Rights Preferred Stock $ 50.00 50,000 50,000 — — — $50 per share Series Preferred Stock $ 0.01 1,500,000 1,500,000 — — — Class A Common Stock $ 0.01 60,000,000 60,000,000 21,899,370 21,899,370 1 Ratably with Class B Class B Common Stock $ 0.01 10,000,000 10,000,000 2,260,954 2,260,954 10 Ratably with Class A Treasury Stock at cost at cost 2,168,074 2,168,074 N/A N/A N/A |
Variable Interest Entities (Not
Variable Interest Entities (Notes) | 3 Months Ended |
May 31, 2017 | |
Variable Interest Entities [Abstract] | |
Variable Interest Entity Disclosure [Text Block] | Variable Interest Entities A variable interest entity ("VIE") is an entity that either (i) has insufficient equity to permit the entity to finance its activities without additional subordinated financial support, or (ii) has equity investors who lack the characteristics of a controlling financial interest. Under ASC 810, an entity that holds a variable interest in a VIE and meets certain requirements would be considered to be the primary beneficiary of the VIE and required to consolidate the VIE in its consolidated financial statements. In order to be considered the primary beneficiary of a VIE, an entity must hold a variable interest in the VIE and have both: • the power to direct the activities that most significantly impact the economic performance of the VIE; and • the right to receive benefits from, or the obligation to absorb losses of, the VIE that could be potentially significant to the VIE. On September 1, 2015, Voxx acquired a majority voting interest in substantially all of the assets and certain specified liabilities of EyeLock, Inc. and EyeLock Corporation, a market leader of iris-based identity authentication solutions, through a newly-formed entity, EyeLock LLC. In connection with the acquisition, the Company entered into a Loan Agreement with EyeLock LLC. The terms of the Loan Agreement allowed EyeLock LLC to borrow up to $12,000 , at an interest rate of 10% . During the second and third quarters of Fiscal 2017, as well as during the first quarter of Fiscal 2018, the Company issued three convertible promissory notes to EyeLock LLC, allowing EyeLock to borrow up to a total of $15,000 in additional funds. The outstanding principal balance of these promissory notes are convertible at the sole option of Voxx into units of EyeLock LLC. The convertible promissory notes bear interest at 10% and can be used for working capital purposes related to new business opportunities. If Voxx chooses not to convert into equity, the outstanding loan principal will be repaid at a multiple ranging from 1.35 to 1.45 based on the repayment date. Amounts outstanding under the first loan agreement, as well as the convertible promissory note executed during the second quarter of Fiscal 2017 are due on September 1, 2017, while amounts outstanding under the convertible promissory note executed during the third quarter of Fiscal 2017 are due on November 1, 2017 and amounts outstanding under the convertible note executed during the first quarter of Fiscal 2018 are due on April 24, 2018. All three agreements include customary events of default and are collateralized by all of the property of Eyelock LLC. We determined that we hold a variable interest in EyeLock LLC as a result of: • our majority voting interest and ownership of substantially all of the assets and certain liabilities of the entity; and • the loan agreements with EyeLock LLC, executed in conjunction with the acquisition, as well as during Fiscal 2017 and Fiscal 2018. The total outstanding balance of these loans as of May 31, 2017 was $25,345 . We concluded that we became the primary beneficiary of EyeLock LLC on September 1, 2015 in conjunction with the acquisition. This was the first date on which we had the power to direct the activities that most significantly impact the economic performance of the entity because we acquired a majority interest in substantially all of the assets and certain liabilities of EyeLock, Inc. and EyeLock Corporation on this date, as well as obtained a majority voting interest as a result of this transaction. Although we are considered to have control over EyeLock LLC under ASC 810, due to our majority ownership interest, the assets of EyeLock LLC can only be used to satisfy the obligations of EyeLock LLC. As a result of our majority ownership interest in the entity and our primary beneficiary conclusion, we consolidated EyeLock LLC within our consolidated financial statements beginning on September 1, 2015. Assets and Liabilities of EyeLock LLC The following table sets forth the carrying values of assets and liabilities of EyeLock LLC that were included on our Consolidated Balance Sheet as of May 31, 2017 and February 28, 2017 : May 31, 2017 February 28, 2017 Assets ( unaudited ) Current assets: Cash and cash equivalents $ 26 $ 11 Accounts receivable, net 352 295 Inventory, net 181 135 Prepaid expenses and other current assets 207 189 Total current assets 766 630 Property, plant and equipment, net 251 276 Intangible assets, net 38,422 39,187 Other assets 90 96 Total assets $ 39,529 $ 40,189 Liabilities and Partners' Equity Current liabilities: Accounts payable $ 439 $ 710 Accrued expenses and other current liabilities 4,415 3,506 Total current liabilities 4,854 4,216 Long-term debt 25,345 22,098 Other long-term liabilities 1,200 1,200 Total liabilities 31,399 27,514 Commitments and contingencies Partners' equity: Capital 41,153 40,891 Retained earnings (33,023 ) (28,216 ) Total partners' equity 8,130 12,675 Total liabilities and partners' equity $ 39,529 $ 40,189 Revenue and Expenses of EyeLock LLC The following table sets forth the revenues and expenses of EyeLock LLC that were included in our Consolidated Statements of Operations for the three months ended May 31, 2017 and 2016, respectively: Three months ended May 31, 2017 Net sales $ 64 Cost of sales (22 ) Gross profit 86 Operating expenses: Selling 593 General and administrative 1,658 Engineering and technical support 2,033 Total operating expenses 4,284 Operating loss (4,198 ) Interest and bank charges (609 ) Loss before income taxes (4,807 ) Income tax expense — Net loss $ (4,807 ) Three months ended May 31, 2016 Net sales $ 47 Cost of sales 9 Gross profit 38 Operating expenses: Selling 670 General and administrative 1,686 Engineering and technical support 2,056 Total operating expenses 4,412 Operating loss (4,374 ) Interest and bank charges (275 ) Loss before income taxes (4,649 ) Income tax expense — Net loss — $ (4,649 ) |
Segment Reporting (Notes)
Segment Reporting (Notes) | 3 Months Ended |
May 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | Segment Reporting The Company operates in three distinct segments based upon our products and our internal organizational structure. The three operating segments, which are also the Company's reportable segments, are Automotive, Premium Audio and Consumer Accessories. Our Automotive segment designs, manufactures, distributes and markets rear-seat entertainment devices, satellite radio products, automotive security, remote start systems, digital TV tuners, mobile antennas, mobile multimedia devices, aftermarket/OE-styled radios, car link-smartphone telematics applications, collision avoidance systems and location-based services. Our Premium Audio segment designs, manufactures, distributes and markets home theater systems, high-end loudspeakers, outdoor speakers, iPod/computer speakers, business music systems, cinema speakers, flat panel speakers, Bluetooth speakers, soundbars, headphones and DLNA (Digital Living Network Alliance) compatible devices. Our Consumer Accessories segment designs, markets and distributes remote controls; wireless and Bluetooth speakers; karaoke products; action cameras; iris identification and security related products; personal sound amplifiers; infant/nursery products; and A/V connectivity, portable/home charging, reception, and digital consumer products. The accounting principles applied at the consolidated financial statement level are generally the same as those applied at the operating segment level and there are no material intersegment sales. The segments are allocated interest expense, based upon a pre-determined formula, which utilizes a percentage of each operating segment's intercompany balance, which is offset in Corporate/Eliminations. Segment data for each of the Company's segments are presented below: Automotive Premium Audio Consumer Accessories Corporate/ Eliminations Total Three Months Ended May 31, 2017 Net sales $ 81,303 $ 37,728 $ 39,928 $ 144 $ 159,103 Equity in income of equity investees 1,803 — — — 1,803 Interest expense and bank charges 915 1,944 1,712 (2,658 ) 1,913 Depreciation and amortization expense 1,675 883 1,164 723 4,445 Income (loss) before income taxes 3,981 (3,871 ) (7,125 ) (1,954 ) (8,969 ) Three Months Ended May 31, 2016 Net sales $ 81,406 $ 32,134 $ 41,685 $ 231 $ 155,456 Equity in income of equity investees 1,808 — — — 1,808 Interest expense and bank charges 953 1,193 1,021 (1,472 ) 1,695 Depreciation and amortization expense 1,861 865 1,155 668 4,549 Income (loss) before income taxes 1,466 (523 ) (5,549 ) (2,906 ) (7,512 ) |
Contingencies and Derivative Se
Contingencies and Derivative Settlement Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
Contingencies and Derivative Settlement [Abstract] | |
Legal Matters and Contingencies [Text Block] | Contingencies The Company is currently, and has in the past been a party to various routine legal proceedings incident to the ordinary course of business. If management determines, based on the underlying facts and circumstances, that it is probable a loss will result from a litigation contingency and the amount of the loss can be reasonably estimated, the estimated loss is accrued for. The Company does not believe that any of its current outstanding litigation matters will have a material adverse effect on the Company's financial statements, individually, or in the aggregate. The products the Company sells are continually changing as a result of improved technology. As a result, although the Company and its suppliers attempt to avoid infringing known proprietary rights, the Company may be subject to legal proceedings and claims for alleged infringement by patent, trademark or other intellectual property owners. Any claims relating to the infringement of third-party proprietary rights, even if not meritorious, could result in costly litigation, divert management’s attention and resources, or require the Company to either enter into royalty or license agreements that are not advantageous to the Company, or pay material amounts of damages. |
New Accounting Pronouncements L
New Accounting Pronouncements Level 1 (Notes) | 3 Months Ended |
May 31, 2017 | |
New Accounting Pronouncements [Abstract] | |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, "Revenues from Contracts with Customers (Topic 606)," which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The standard requires entities to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The new guidance also includes a cohesive set of disclosure requirements intended to provide users of financial statements comprehensive information about the nature, amounts, timing and uncertainty of revenue and cash flows arising from a company's contracts with customers. ASU 2014-09 defines a five-step process to achieve this core principle and in doing so, it is possible that more judgment and estimates may be required within the revenue recognition process than are required under existing guidance, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to separate performance obligations, among others. Retrospective or modified retrospective application of the accounting standard is required. In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date,” an amendment deferring the effective date of ASU 2014-09 for all entities for one year. Public business entities, certain not-for-profit entities, and certain employee benefit plans should apply the guidance in ASU 2014-09 to annual reporting periods beginning December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 31, 2016. The FASB issued additional amendments to the initial guidance in March 2016, April 2016, May 2016, December 2016 and February 2017 within ASU 2016-08, ASU 2016-10, ASU 2016-11 ASU 2016-12, ASU 2016-20 and ASU 2017-05. We expect to adopt the provisions of ASU 2014-09 effective March 1, 2018. Preliminarily, the Company expects to use the modified retrospective method upon adoption of the standard. The Company has reviewed selected customer contracts representing certain of our revenue streams for the current fiscal year. The assessment of the impact on revenue and expenses based on these reviews to determine the impact to the Company's results of operations, financial position and cash flows as a result of this guidance is ongoing. The Company will continue to review customer contracts during Fiscal 2018. Any preliminary assessments are subject to change. In July 2015, the FASB issued ASU 2015-11, "Simplifying the Measurement of Inventory.” The new standard amends the guidelines for the measurement of inventory from lower of cost or market to the lower of cost and net realizable value (NRV). NRV is defined as the estimated selling prices in the ordinary course of business less reasonably predictable costs of completion, disposal, and transportation. Under existing standards, inventory is measured at lower of cost or market, which requires the consideration of replacement cost, NRV and NRV less an amount that approximates a normal profit margin. This ASU eliminates the requirement to determine and consider replacement cost or NRV less an approximately normal profit margin for inventory measurement. This standard was effective for the quarter ended May 31, 2017 and did not have a material impact on the Company's consolidated financial statements. In January 2016, the FASB issued ASU 2016-01 "Recognition and Measurement of Financial Assets and Financial Liabilities," which amends certain aspects of recognition, measurement, presentation and disclosure of financial instruments. This amendment requires all equity investments to be measured at fair value with changes in the fair value recognized through net income (other than those accounted for under equity method of accounting or those that result in consolidation of the investee). This standard will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating the impact, if any, the adoption of ASU 2016-01 will have on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)." ASU 2016-02 requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This amendment will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. The Company has not yet determined the effect of the adoption of this standard on the Company’s consolidated financial position and results of operations. In March 2016, the FASB issued ASU 2016-05, "Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships (a consensus of the Emerging Issues Task Force)." ASU 2016-05 clarifies that a change in the counterparty to a derivative instrument that has been designated as the hedging instrument under Topic 815 does not, in and of itself, require de-designation of that hedging relationship provided that all other hedge accounting criteria continue to be met. ASU 2016-05 was effective for the quarter ended May 31, 2017 and did not have a material impact on the consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-07, "Investments - Equity Method and Joint Ventures: Simplifying the Transition to the Equity Method of Accounting," which eliminates the retroactive adjustments to an investment upon it qualifying for the equity method of accounting as a result of an increase in the level of ownership interest or degree of influence by the investor. ASU 2016-07 requires that the equity method investor add the cost of acquiring the additional interest in the investee to the current basis of the investor’s previously held interest and adopt the equity method of accounting as of the date the investment qualifies for equity method accounting. ASU 2016-07 was effective for the quarter ended May 31, 2017 and did not have a material effect on the Company's consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” The standard significantly changes how entities will measure credit losses for most financial assets and certain other instruments that aren’t measured at fair value through net income. The standard will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. For available-for-sale debt securities, entities will be required to record allowances rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. The amendment will affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The amendments should be applied on either a prospective transition or modified-retrospective approach depending on the subtopic. This ASU is effective for annual periods beginning after December 15, 2019, and interim periods therein. Early adoption is permitted for annual periods beginning after December 15, 2018, and interim periods therein. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, "Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments," which addresses eight specific cash flow issues and is intended to reduce diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The guidance is effective for interim and annual periods beginning after December 15, 2017, and early adoption is permitted. The adoption of this guidance is not expected to have a material impact on the Company's consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory,” which is intended to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. This update removes the current exception in GAAP prohibiting entities from recognizing current and deferred income tax expenses or benefits related to transfer of assets, other than inventory, within the consolidated entity. The current exception to defer the recognition of any tax impact on the transfer of inventory within the consolidated entity until it is sold to a third party remains unaffected. The amendments in this update are effective for public entities for annual reporting periods beginning after December 15, 2017. Early adoption is permitted. The Company is currently assessing the impact of the future adoption of this standard on its consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-17, “Consolidation (Topic 810): Interests Held Through Related Parties That are Under Common Control.” This update amends the consolidation guidance on how a reporting entity that is the single decision maker of a variable interest entity (“VIE”) should treat indirect interests in the entity held through related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. The primary beneficiary of a VIE is the reporting entity that has a controlling financial interest in a VIE and, therefore, consolidates the VIE. A reporting entity has an indirect interest in a VIE if it has a direct interest in a related party that, in turn, has a direct interest in the VIE. The amendments in this ASU were effective for the quarter ended May 31, 2017 and did not have a material impact on the consolidated financial statements. In November 2016, the FASB issued ASU No. 2016-18 , "Statement of Cash Flows (Topic 230)" to reduce diversity in practice related to the classification and presentation of changes in restricted cash on the statement of cash flows under Topic 230, Statement of Cash Flows. The revised guidance requires that amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The guidance will be applied on a retrospective basis beginning with the earliest period presented. The amendments in this ASU are effective for annual and interim periods beginning after December 15, 2017. Early adoption is permitted. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-01, "Business Combinations (Topic 805) - Clarifying the Definition of a Business," with the objective to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets versus businesses. The amendments in ASU 2017-01 provide a screen to determine when a set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen is expected to reduce the number of transactions that need to be further evaluated. If the screen is not met, the amendments in ASU 2017-01 (i) require that to be considered a business, a set of assets and liabilities acquired must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output; and (ii) remove the evaluation of whether a market participant could replace missing elements. The amendments in this ASU are effective for annual and interim periods beginning after December 15, 2017 and should be applied prospectively. Early adoption is permitted for transactions for which the acquisition date occurs before the issuance date of ASU 2017-01, only when the transaction has not been reported in financial statements that have been issued or made available for issuance. The Company is currently assessing the impact of the adoption of this pronouncement on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, "Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment." Under the new guidance, if a reporting unit's carrying value amount exceeds its fair value, an entity will record an impairment charge based on that difference. The impairment charge will be limited to the amount of goodwill allocated to that reporting unit. The standard eliminates today's requirement to calculate goodwill impairment using Step 2, which calculates an impairment charge by comparing the implied fair value of goodwill with its carrying amount. The standard does not change the guidance on completing Step 1 of the goodwill impairment test. The amendments in this ASU are effective for annual or any interim goodwill impairments tests in fiscal years beginning after December 15, 2019 and should be applied prospectively. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is currently evaluating the impact of the new standard on our consolidated financial statements. In March 2017, the FASB issued ASU No. 2017-07, "Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." The new standard requires that an employer disaggregate the service cost component of net benefit cost. Also, these amendments provide guidance on how to present the service cost component and the other components of net benefit costs in the income statement and allow only the service cost component of net benefit cost to be eligible for capitalization. The guidance is effective for fiscal years beginning after December 15, 2017. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements. In March 2017, the FASB issued ASU 2017-08, “Receivables-Nonrefundable Fees and Other Costs (Subtopic 310-20)-Premium Amortization on Purchased Callable Debt Securities.” ASU 2017-08 shortens the amortization period for certain callable debt securities held at a premium. Specifically, the amendments require the premium to be amortized to the earliest call date. The amendments do not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. The guidance is effective for fiscal years beginning after December 15, 2018 and is not expected to have a significant impact on our financial statements. In May 2017, the FASB issued ASU No. 2017-09, “Compensation-Stock Compensation (Topic 718) - Scope of Modification Accounting," which amends the scope of modification accounting for share-based payment arrangements. The standard provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. Specifically, an entity would not apply modification accounting if the fair value, vesting conditions, and classification of the awards are the same immediately before and after the modification. The new standard is effective for annual periods beginning after December 15, 2017 and interim periods within those years. Early adoption is permitted. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements. |
Subsequent Event (Notes)
Subsequent Event (Notes) | 3 Months Ended |
May 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | On June 25, 2017, the Company entered into a definitive agreement to sell Hirschmann Car Communication GmbH and its worldwide subsidiaries (collectively, “Hirschmann”), to a subsidiary of TE Connectivity Ltd. Under the terms of the Stock Purchase Agreement (the “Agreement”), TE Connectivity (“TE”) will acquire all of the outstanding stock of Hirschmann for a total consideration of € 148,500 or approximately $166,000 , subject to certain contingencies and adjustments, less related transaction fees and expenses. Voxx International (Germany) GmbH, the Company's German wholly-owned subsidiary, is the selling entity in this transaction. The Agreement contains representations, warranties and covenants that are customary for a transaction of this size and nature. The completion of the acquisition is subject to customary closing conditions and regulatory approvals. The Hirschmann subsidiary group, which is included within the Automotive segment, will be presented as discontinued operations in accordance with ASC 205-20 for the Company's second quarter ending August 31, 2017. |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
May 31, 2017 | |
Business Combination Disclosure [Text Block] | (2) Acquisitions and Divestitures Rosen Electronics LLC On April 6, 2017, Voxx acquired the inventory and all intellectual property, including patents and trademarks of Rosen Electronics LLC. As consideration for the Rosen asset purchase, the Company paid $1,814 . In addition, the Company agreed to pay a 2% royalty related to future net sales of Rosen products for three years. Rosen's results of operations have been included in the consolidated financial statements from the date of acquisition. The purpose of this acquisition was to increase the Company's market share and strengthen its intellectual property related to the rear seat entertainment market. The following summarizes the preliminary allocation of the purchase price for the fair value of the assets acquired and liabilities assumed at the date of acquisition: Assets acquired: Inventory $ 2,310 Intangible assets including trademarks, customer relationships and patents 604 Total assets acquired $ 2,914 Liabilities assumed: Warranty accrual $ 500 Other liabilities acquired 600 Total $ 1,100 Total purchase price $ 1,814 Hirschmann Car Communication GmbH On June 25, 2017, the Company entered into a definitive agreement to sell Hirschmann Car Communication GmbH and its subsidiaries. See Note 24 for more details of this subsequent event. |
Net Income Per Common Share (Ta
Net Income Per Common Share (Tables) | 3 Months Ended |
May 31, 2017 | |
Net Income Per Common Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share [Table Text Block] | There are no reconciling items which impact the numerator of basic and diluted net income (loss) per common share. A reconciliation between the denominator of basic and diluted net income (loss) per common share is as follows: Three Months Ended 2017 2016 Weighted-average common shares outstanding 24,160,324 24,160,324 Effect of dilutive securities: Stock options, warrants and restricted stock — — Weighted-average common shares and potential common shares outstanding 24,160,324 24,160,324 |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value Measurements (Tables) | 3 Months Ended |
May 31, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | The following table presents assets measured at fair value on a recurring basis at May 31, 2017 : Fair Value Measurements at Reporting Date Using Total Level 1 Level 2 Cash and cash equivalents: Cash and money market funds $ 8,060 $ 8,060 $ — Derivatives Designated for hedging $ (1,022 ) $ — $ (1,022 ) Investment securities: Trading securities $ 3,468 $ 3,468 $ — Available-for-sale securities 6 6 — Other investments at cost (a) 6,274 — — Total investment securities $ 9,748 $ 3,474 $ — The following table presents assets measured at fair value on a recurring basis at February 28, 2017 : Fair Value Measurements at Reporting Date Using Total Level 1 Level 2 Cash and cash equivalents: Cash and money market funds $ 7,800 $ 7,800 $ — Derivatives Designated for hedging $ 335 $ — $ 335 Investment securities: Trading securities $ 4,094 $ 4,094 $ — Available-for-sale securities 6 6 — Other investments at cost (a) 6,288 — — Total investment securities $ 10,388 $ 4,100 $ — (a) Included in this balance are investments in two non-controlled corporations accounted for at cost (see Note 5). The fair values of these investments would be based upon Level 3 inputs. At May 31, 2017 and February 28, 2017 , it is not practicable to estimate the fair values of these items. |
Fair Value Measurements Fair 32
Fair Value Measurements Fair Values (Tables) | 3 Months Ended |
May 31, 2017 | |
Fair Value Measurements and Derivatives [Abstract] | |
Fair Value, by Balance Sheet Grouping [Table Text Block] | The Company holds derivative instruments that are designated as hedging instruments. The following table discloses the fair value as of May 31, 2017 and February 28, 2017 of derivative instrument |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Activity related to cash flow hedges recorded during the three months ended May 31, 2017 and 2016 was as follows: Three months ended Three months ended May 31, 2017 May 31, 2016 Pretax Gain(Loss) Recognized in Other Comprehensive Income Pretax Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (a) Gain (Loss)for Ineffectiveness in Other Income Pretax Gain (Loss) Recognized in Other Comprehensive Income Pretax Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (a) Gain (Loss) for Ineffectiveness in Other Income Cash flow hedges Foreign currency contracts $ (1,208 ) $ 299 $ (52 ) $ (818 ) $ 324 $ (50 ) Interest rate swaps $ (44 ) $ — $ — $ 180 $ (114 ) $ — |
Investment Securities (Tables)
Investment Securities (Tables) | 3 Months Ended |
May 31, 2017 | |
Investment Securities [Abstract] | |
Unrealized Gain (Loss) on Investments [Table Text Block] | As of May 31, 2017 and February 28, 2017 , the Company had the following investments: May 31, 2017 February 28, 2017 Cost Basis Unrealized Holding Gain/(Loss) Fair Value Cost Basis Unrealized Holding Gain/(Loss) Fair Value Investment Securities Marketable Securities Trading Deferred Compensation $ 3,468 $ — $ 3,468 $ 4,094 $ — $ 4,094 Available-for-sale Cellstar — 6 6 — 6 6 Total Marketable Securities 3,468 6 3,474 4,094 6 4,100 Other Long-Term Investments 6,274 — 6,274 6,288 — 6,288 Total Investment Securities $ 9,742 $ 6 $ 9,748 $ 10,382 $ 6 $ 10,388 |
Other Comprehensive Income (Tab
Other Comprehensive Income (Tables) | 3 Months Ended |
May 31, 2017 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | The Company’s accumulated other comprehensive (losses) income consist of the following: Foreign Currency Translation Gains (Losses) Unrealized gains (losses) on investments, net of tax Pension plan adjustments, net of tax Derivatives designated in a hedging relationship, net of tax Total Balance at February 28, 2017 $ (41,831 ) $ (98 ) $ (2,282 ) $ 313 $ (43,898 ) Other comprehensive income (loss) before reclassifications 7,359 (4 ) (120 ) (845 ) 6,390 Reclassified from accumulated other comprehensive income (loss) — — — (207 ) (207 ) Net current-period other comprehensive income (loss) 7,359 (4 ) (120 ) (1,052 ) 6,183 Balance at May 31, 2017 $ (34,472 ) $ (102 ) $ (2,402 ) $ (739 ) $ (37,715 ) |
Supplemental Cash Flow Inform35
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
May 31, 2017 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | The following is supplemental information relating to the consolidated statements of cash flows: Three Months Ended 2017 2016 Non-cash investing and financing activities: Capital expenditures funded by long-term obligations $ 1,917 $ — Mortgage settlement funded by long-term obligations — 5,590 Deferred financing costs funded by long-term obligations — 1,753 Cash paid during the period: Interest (excluding bank charges) $ 1,142 $ 1,102 Income taxes (net of refunds) $ 53 $ 2,288 |
Accounting for Stock Based Co36
Accounting for Stock Based Compensation (Tables) | 3 Months Ended |
May 31, 2017 | |
Accounting for Stock Based Compensation [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | The following table presents a summary of the Company's restricted stock activity for the three months ended May 31, 2017 : Number of Shares Weighted Average Grant Date Fair Value Balance at February 28, 2017 437,443 $ 6.99 Granted — — Forfeited — — Balance at May 31, 2017 437,443 $ 6.99 Vested and unissued at May 31, 2017 56,181 $ 13.62 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Information regarding the Company's stock options and warrants is summarized below: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life Outstanding at February 28, 2017 116,250 $ 7.76 Granted — — Exercised — — Forfeited/expired — — Outstanding and exercisable at May 31, 2017 116,250 $ 7.76 0.38 |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
May 31, 2017 | |
Goodwill and Intangible Assets [Abstract] | |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | he estimated aggregate amortization expense for all amortizable intangibles for May 31 of each of the succeeding years is as follows: Year Amount 2018 $ 8,037 2019 7,920 2020 7,866 2021 7,672 2022 7,157 |
Schedule of Goodwill [Table Text Block] | The change in goodwill by segment is as follows: Automotive: Amount Beginning balance at March 1, 2017 $ 56,680 Currency translation 2,586 Balance at May 31, 2017 $ 59,266 Gross carrying amount at May 31, 2017 $ 59,266 Accumulated impairment charge — Net carrying amount at May 31, 2017 $ 59,266 Premium Audio: Beginning balance at March 1, 2017 $ 46,533 Activity during the period — Balance at May 31, 2017 $ 46,533 Gross carrying amount at May 31, 2017 $ 78,696 Accumulated impairment charge (32,163 ) Net carrying amount at May 31, 2017 $ 46,533 Total Goodwill, net $ 105,799 |
Schedule of Intangible Assets and Goodwill [Table Text Block] | At May 31, 2017 , intangible assets consisted of the following: Gross Carrying Value Accumulated Amortization Total Net Book Value Finite-lived intangible assets: Customer relationships $ 65,941 $ 29,472 $ 36,469 Trademarks/Tradenames 415 396 19 Developed technology 31,290 4,762 26,528 Patents 8,821 5,133 3,688 License 1,400 1,400 — Contract 2,141 1,761 380 Total finite-lived intangible assets $ 110,008 $ 42,924 67,084 Indefinite-lived intangible assets Trademarks 108,648 Total net intangible assets $ 175,732 At February 28, 2017 , intangible assets consisted of the following: Gross Carrying Value Accumulated Amortization Total Net Book Value Finite-lived intangible assets: Customer relationships $ 64,780 $ 27,830 $ 36,950 Trademarks/Tradenames 415 395 20 Developed technology 31,290 4,081 27,209 Patents 8,494 4,775 3,719 License 1,400 1,400 — Contract 2,141 1,732 409 Total finite-lived intangible assets $ 108,520 $ 40,213 68,307 Indefinite-lived intangible assets Trademarks 107,982 Total net intangible assets $ 176,289 |
Equity Investments (Tables)
Equity Investments (Tables) | 3 Months Ended |
May 31, 2017 | |
Note 10. Equity Investments [Abstract] | |
Equity Method Investment, Summarized Financial Information [Abstract] | The following presents summary financial information for ASA. Such summary financial information has been provided herein based upon the individual significance of ASA to the consolidated financial information of the Company. May 31, February 28, Current assets $ 43,456 $ 43,643 Non-current assets 6,379 6,207 Current liabilities 7,403 5,998 Members' equity 42,432 43,852 Three Months Ended 2017 2016 Net sales $ 24,895 $ 24,975 Gross profit 7,983 7,897 Operating income 3,573 3,607 Net income 3,606 3,616 |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
May 31, 2017 | |
Inventory [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventories by major category are as follows: May 31, February 28, Raw materials $ 49,521 $ 43,791 Work in process 4,758 5,225 Finished goods 111,130 104,037 Inventory, net $ 165,409 $ 153,053 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 3 Months Ended |
May 31, 2017 | |
Financing Arrangements [Abstract] | |
Schedule of Debt [Table Text Block] | The Company has the following financing arrangements: May 31, February 28, Debt Domestic credit facility (a) $ 97,325 $ 92,793 Florida mortgage (b) 8,988 9,113 Euro asset-based lending obligation (c) 4,120 3,905 Schwaiger mortgage (d) 614 644 Klipsch note (e) 57 113 Voxx Germany mortgage (f) 3,890 3,875 Hirschmann line of credit (g) 997 1,002 Total debt 115,991 111,445 Less: current portion of long-term debt 10,420 10,217 Long-term debt 105,571 101,228 Debt issuance costs 3,275 3,481 Total long-term debt, net of debt issuance costs $ 102,296 $ 97,747 |
Debt Disclosure [Text Block] | Financing Arrangements The Company has the following financing arrangements: May 31, February 28, Debt Domestic credit facility (a) $ 97,325 $ 92,793 Florida mortgage (b) 8,988 9,113 Euro asset-based lending obligation (c) 4,120 3,905 Schwaiger mortgage (d) 614 644 Klipsch note (e) 57 113 Voxx Germany mortgage (f) 3,890 3,875 Hirschmann line of credit (g) 997 1,002 Total debt 115,991 111,445 Less: current portion of long-term debt 10,420 10,217 Long-term debt 105,571 101,228 Debt issuance costs 3,275 3,481 Total long-term debt, net of debt issuance costs $ 102,296 $ 97,747 (a) Domestic Credit Facility From March 1, 2016 through April 25, 2016, the Company had a senior secured credit facility (the "Credit Facility") with an aggregate availability of $125,000 , consisting of a revolving credit facility of $125,000 , with a $30,000 multicurrency revolving credit facility sublimit, a $15,625 sublimit for Letters of Credit and a $6,250 sublimit for Swingline Loans. This Credit Facility was due on January 9, 2019; however, it was subject to acceleration upon the occurrence of an Event of Default (as defined in the Credit Agreement). On April 26, 2016, the Company amended and restated the Credit Facility ("Amended Credit Facility"). The Amended Credit Facility provides for a revolving credit facility with committed availability of up to $140,000 , which may be increased, at the option of the Company, up to a maximum of $175,000 , and a term loan in the amount of $15,000 . The Amended Credit Facility also includes a $15,000 sublimit for letters of credit and a $15,000 sublimit for swingline loans. The availability under the revolving credit line within the Amended Credit Facility is subject to a borrowing base, which is based on eligible accounts receivable, eligible inventory and certain real estate, subject to reserves as determined by the lender, and is also limited by amounts outstanding under the Florida Mortgage (see Note 15(b)). As of May 31, 2017 , $86,075 was outstanding under the revolving credit facility. The remaining availability under the revolving credit line of the Amended Credit Facility was $16,710 as of May 31, 2017 . The balance outstanding on the term loan at May 31, 2017 was $11,250 . The term loan is repayable in consecutive quarterly installments of $938 through April 1, 2020. All other amounts outstanding under the Amended Credit Facility will mature and become due on April 26, 2021; however, it is subject to acceleration upon the occurrence of an Event of Default (as defined in the Amended Credit Agreement). The Company may prepay any amounts outstanding at any time, subject to payment of certain breakage and redeployment costs relating to LIBOR Rate Loans, provided that the term loan shall not be voluntarily prepaid except as set forth in the agreement. The commitments under the Amended Credit Facility may be irrevocably reduced at any time, without premium or penalty as set forth in the agreement. Generally, the Company may designate specific borrowings under the Amended Credit Facility as either Base Rate Loans or LIBOR Rate Loans, except that swingline loans may only be designated as Base Rate Loans. Loans designated as LIBOR Rate Loans bear interest at a rate equal to the then applicable LIBOR rate plus a range of 1.75 - 2.25% . Loans designated as Base Rate loans bear interest at a rate equal to the applicable margin for Base Rate Loans of 0.75 - 1.25% as defined in the agreement. Amounts outstanding in respect of the term loan bear interest at a rate equal to either (as selected by the Company pursuant to the agreement) (a) the then-applicable LIBOR Rate (not to be less than 0.00% ) plus 4.25% or (b) the then-applicable Base Rate plus 3.25% . As of May 31, 2017 , the weighted average interest rate on the facility was 3.39% . The Amended Credit Facility requires compliance with a financial covenant calculated as of the last day of each month, consisting of a Fixed Charge Coverage Ratio. The Amended Credit Facility also contains covenants that limit the ability of the loan parties and certain of their subsidiaries which are not loan parties to, among other things: (i) incur additional indebtedness; (ii) incur liens; (iii) merge, consolidate or dispose of a substantial portion of their business; (iv) transfer or dispose of assets; (v) change their name, organizational identification number, state or province of organization or organizational identity; (vi) make any material change in their nature of business; (vii) prepay or otherwise acquire indebtedness; (viii) cause any Change of Control; (ix) make any Restricted Junior Payment; (x) change their fiscal year or method of accounting; (xi) make advances, loans or investments; (xii) enter into or permit any transaction with an affiliate of any borrower or any of their subsidiaries; (xiii) use proceeds for certain items; (xiv) issue or sell any of their stock; (xv) consign or sell any of their inventory on certain terms. In addition, if excess availability under the Amended Credit Facility were to fall below certain specified levels, as defined in the agreement, the lenders would have the right to assume dominion and control over the Company's cash. As of May 31, 2017 , the Company was in compliance with this cash dominion covenant. The Obligations under the loan documents are secured by a general lien on and security interest in substantially all of the assets of the borrowers and certain of the guarantors, including accounts receivable, equipment, real estate, general intangibles and inventory. The Company has guaranteed the obligations of the borrowers under the Amended Credit Agreement. Charges incurred on the unused portion of the Amended Credit Facility during the three months ended May 31, 2017 totaled $61 , compared to $49 during the three months ended May 31, 2016 . These charges are included within Interest and Bank Charges on the Consolidated Statement of Operations and Comprehensive Income (Loss). The Company accounted for the latest amendment as a modification of debt and added the costs incurred to amend the agreement, totaling $1,779 , to the remaining financing costs related to the previous credit facility. These deferred financing costs are included in Long-term debt on the accompanying Consolidated Balance Sheets as a contra-liability balance, and are amortized through Interest and bank charges in the Consolidated Statements of Operations and Comprehensive Income (Loss) over the five year term of the Amended Credit Facility. During the three months ended May 31, 2017 , the Company amortized $198 of these costs, compared to $196 for the three months ended May 31, 2016 . The net unamortized balance of these debt issuance costs as of May 31, 2017 was $3,003 . (b) Florida Mortgage On July 6, 2015, VOXX HQ LLC, the Company’s wholly owned subsidiary, closed on a $9,995 industrial development revenue tax exempt bond under a loan agreement in favor of the Orange County Industrial Development Authority (the “Authority”) to finance the construction of the Company's manufacturing facility and executive offices in Lake Nona, Florida. Wells Fargo Bank, N.A. ("Wells Fargo") was the purchaser of the bond and U.S. Bank National Association is the trustee under an Indenture of Trust with the Authority. Voxx borrowed the proceeds of the bond purchase from the Authority during construction as a revolving loan, which converted to a permanent mortgage upon completion of the facility in January 2016 (the "Florida Mortgage"). The Company makes principal and interest payments to Wells Fargo, which began March 1, 2016 and will continue through March of 2026. The Florida Mortgage bears interest at 70% of 1-month LIBOR plus 1.54% ( 2.25% at May 31, 2017 ) and is secured by a first mortgage on the property, a collateral assignment of leases and rents and a guaranty by the Company. The financial covenants of the Florida Mortgage are as defined in the Company’s Amended Credit Facility with Wells Fargo dated April 26, 2016. The Company incurred debt financing costs totaling approximately $332 as a result of obtaining the Florida Mortgage, which are recorded as deferred financing costs and included in Long-term debt as a contra-liability balance on the accompanying Consolidated Balance Sheet and are being amortized through Interest and bank charges in the Consolidated Statement of Operations and Comprehensive Income (Loss) over the ten year term of the Florida Mortgage. The Company amortized $8 of these costs during both of the three months ended May 31, 2017 and 2016, respectively. On July 20, 2015, the Company entered into an interest rate swap agreement in order to hedge interest rate exposure related to the Florida Mortgage and pays a fixed rate of 3.48% under the swap agreement (See Note 4). (c) Euro Asset-Based Lending Obligation Foreign bank obligations include a Euro accounts receivable factoring arrangement, which has a credit limit of up to 60% of eligible non-factored accounts receivable (see Note 9), and a Euro Asset-Based Lending ("ABL") credit facility, which has a credit limit of €8,000 and expires on July 31, 2017 for the Company's subsidiary, VOXX Germany. The rate of interest for these credit facilities is the three month Euribor plus 1.6% ( 1.27% at May 31, 2017 ). As of May 31, 2017 , the amounts outstanding under these credit facilities, which are payable on demand, do not exceed their respective credit limits. (d) Schwaiger Mortgage In January 2012, the Company's Schwaiger subsidiary purchased a building, entering into a mortgage note payable. The mortgage note bears interest at 3.75% and will be fully paid by December 2019. (e) Klipsch Notes This balance represents a mortgage on a facility included in the assets acquired in connection with the Klipsch acquisition on March 1, 2011 and assumed by Voxx. The balance of this note will be fully paid by the end of Fiscal 2018. (f) Voxx Germany Mortgage This balance represents a mortgage on the land and building housing Voxx Germany's headquarters in Pulheim, Germany, which was entered into in January 2013. The mortgage bears interest at 2.85% , payable in twenty-six quarterly installments through June 2019. (g) Hirschmann Line of Credit In December 2014, Hirschmann entered into an agreement for a €8,000 working capital line of credit with a financial institution. The line of credit is payable on demand and is mutually cancelable. The rate of interest is the three month Euribor plus 2% ( 1.67% at May 31, 2017 ). Hirschmann and Voxx Germany are joint and severally liable for the line of credit balance, which is also guaranteed by VOXX International Corporation. |
Other Income (Tables)
Other Income (Tables) | 3 Months Ended |
May 31, 2017 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Nonoperating Income (Expense) [Table Text Block] | Other income (expense) is comprised of the following: Three Months Ended 2017 2016 Foreign currency loss $ (832 ) $ (706 ) Interest income 18 25 Rental income 144 173 Miscellaneous (350 ) (4 ) Total other, net $ (1,020 ) $ (512 ) |
Lease Obligations (Tables)
Lease Obligations (Tables) | 3 Months Ended |
May 31, 2017 | |
Lease Obligations [Abstract] | |
Schedule of Minimum Future Payment of Capital and Operating Lease [Table Text Block] | At May 31, 2017 , the Company was obligated under non-cancelable operating leases for equipment, as well as warehouse and office facilities for minimum annual rental payments as follows: Operating Leases 2018 $ 4,345 2019 1,491 2020 457 2021 245 2022 187 Thereafter 364 Total minimum lease payments $ 7,089 |
Capital Structure (Tables)
Capital Structure (Tables) | 3 Months Ended |
May 31, 2017 | |
Capital Structure [Abstract] | |
Schedule of Capital Units [Table Text Block] | The Company's capital structure is as follows: Shares Authorized Shares Outstanding Security Par Value May 31, February 28, May 31, February 28, Voting Rights per Share Liquidation Rights Preferred Stock $ 50.00 50,000 50,000 — — — $50 per share Series Preferred Stock $ 0.01 1,500,000 1,500,000 — — — Class A Common Stock $ 0.01 60,000,000 60,000,000 21,899,370 21,899,370 1 Ratably with Class B Class B Common Stock $ 0.01 10,000,000 10,000,000 2,260,954 2,260,954 10 Ratably with Class A Treasury Stock at cost at cost 2,168,074 2,168,074 N/A N/A N/A |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) - Eyelock [Member] | 3 Months Ended |
May 31, 2017 | |
Condensed Balance Sheet [Table Text Block] | May 31, 2017 February 28, 2017 Assets ( unaudited ) Current assets: Cash and cash equivalents $ 26 $ 11 Accounts receivable, net 352 295 Inventory, net 181 135 Prepaid expenses and other current assets 207 189 Total current assets 766 630 Property, plant and equipment, net 251 276 Intangible assets, net 38,422 39,187 Other assets 90 96 Total assets $ 39,529 $ 40,189 Liabilities and Partners' Equity Current liabilities: Accounts payable $ 439 $ 710 Accrued expenses and other current liabilities 4,415 3,506 Total current liabilities 4,854 4,216 Long-term debt 25,345 22,098 Other long-term liabilities 1,200 1,200 Total liabilities 31,399 27,514 Commitments and contingencies Partners' equity: Capital 41,153 40,891 Retained earnings (33,023 ) (28,216 ) Total partners' equity 8,130 12,675 Total liabilities and partners' equity $ 39,529 $ 40,189 |
Condensed Income Statement [Table Text Block] | Revenue and Expenses of EyeLock LLC The following table sets forth the revenues and expenses of EyeLock LLC that were included in our Consolidated Statements of Operations for the three months ended May 31, 2017 and 2016, respectively: Three months ended May 31, 2017 Net sales $ 64 Cost of sales (22 ) Gross profit 86 Operating expenses: Selling 593 General and administrative 1,658 Engineering and technical support 2,033 Total operating expenses 4,284 Operating loss (4,198 ) Interest and bank charges (609 ) Loss before income taxes (4,807 ) Income tax expense — Net loss $ (4,807 ) Three months ended May 31, 2016 Net sales $ 47 Cost of sales 9 Gross profit 38 Operating expenses: Selling 670 General and administrative 1,686 Engineering and technical support 2,056 Total operating expenses 4,412 Operating loss (4,374 ) Interest and bank charges (275 ) Loss before income taxes (4,649 ) Income tax expense — Net loss — $ (4,649 ) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
May 31, 2017 | |
Segment Reporting Information [Line Items] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Segment data for each of the Company's segments are presented below: Automotive Premium Audio Consumer Accessories Corporate/ Eliminations Total Three Months Ended May 31, 2017 Net sales $ 81,303 $ 37,728 $ 39,928 $ 144 $ 159,103 Equity in income of equity investees 1,803 — — — 1,803 Interest expense and bank charges 915 1,944 1,712 (2,658 ) 1,913 Depreciation and amortization expense 1,675 883 1,164 723 4,445 Income (loss) before income taxes 3,981 (3,871 ) (7,125 ) (1,954 ) (8,969 ) Three Months Ended May 31, 2016 Net sales $ 81,406 $ 32,134 $ 41,685 $ 231 $ 155,456 Equity in income of equity investees 1,808 — — — 1,808 Interest expense and bank charges 953 1,193 1,021 (1,472 ) 1,695 Depreciation and amortization expense 1,861 865 1,155 668 4,549 Income (loss) before income taxes 1,466 (523 ) (5,549 ) (2,906 ) (7,512 ) |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
May 31, 2017 | May 31, 2016 | Apr. 06, 2017 | Feb. 28, 2017 | Feb. 29, 2016 | Jan. 09, 2014 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | $ 2,310 | |||||
Business Combination, Consideration Transferred | $ 1,814 | |||||
Revenue, Net | $ 159,103 | $ 155,456 | ||||
Weighted Average Number of Shares Outstanding, Basic | 24,160,324 | 24,160,324 | ||||
Cash and Cash Equivalents, at Carrying Value | $ 8,060 | $ 8,558 | $ 7,800 | $ 11,767 | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 125,000 | |||||
Convertible Notes Payable | 15,000 | |||||
Accounts Receivable, Net, Current | 89,888 | 90,641 | ||||
Inventory, Net | 165,409 | 153,053 | ||||
Prepaid Expense and Other Assets, Current | 29,181 | 19,593 | ||||
Property, Plant and Equipment, Net | 85,182 | 81,601 | ||||
Goodwill | 105,799 | 103,212 | ||||
Intangible Assets, Net (Excluding Goodwill) | 175,732 | 176,289 | ||||
Other Assets, Noncurrent | 1,624 | 1,699 | ||||
Assets | 694,375 | 668,486 | ||||
Other Liabilities, Current | 54,924 | 42,476 | ||||
Accrued Income Taxes, Current | 1,369 | 3,077 | ||||
Capital Lease Obligations, Noncurrent | 2,792 | 1,400 | ||||
Other Liabilities, Noncurrent | $ 10,946 | 10,384 | ||||
Weighted Average Number of Shares Outstanding, Diluted | 24,160,324 | 24,160,324 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 604 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 2,914 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 500 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities | 600 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 1,100 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 1,814 | |||||
Minimum [Member] | ||||||
Debt Instrument, Fee | 1.35 | |||||
Maximum [Member] | ||||||
Debt Instrument, Fee | 1.45 | |||||
Eyelock [Member] | ||||||
Revenue, Net | $ 64 | $ 47 | ||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (4,807) | $ (4,649) | ||||
Cash and Cash Equivalents, at Carrying Value | 26 | 11 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 12,000 | |||||
Line of Credit Facility, Interest Rate During Period | 10.00% | |||||
Accounts Receivable, Net, Current | $ 352 | 295 | ||||
Inventory, Net | 181 | 135 | ||||
Prepaid Expense and Other Assets, Current | 207 | 189 | ||||
Property, Plant and Equipment, Net | 251 | 276 | ||||
Other Assets, Noncurrent | 90 | 96 | ||||
Assets | 39,529 | 40,189 | ||||
Other Liabilities, Current | 4,415 | 3,506 | ||||
Other Liabilities, Noncurrent | $ 1,200 | $ 1,200 |
Net Income Per Common Share (De
Net Income Per Common Share (Details) - USD ($) | 3 Months Ended | |
May 31, 2017 | May 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 553,693 | 413,164 |
Weighted-average common shares outstanding | 24,160,324 | 24,160,324 |
Stock options, warrants and restricted stock | $ 0 | $ 0 |
Weighted-average common shares and potential common shares outstanding | 24,160,324 | 24,160,324 |
Fair Value Measurements Fair 48
Fair Value Measurements Fair Value Hierarchy (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
May 31, 2017 | May 31, 2016 | Feb. 28, 2017 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash and Cash Equivalents, Fair Value Disclosure | $ 8,060 | $ 7,800 | ||
Foreign Currency Contracts, Liability, Fair Value Disclosure | (1,022) | (335) | ||
Other Investments and Securities, at Cost | 6,288 | |||
Investments, Fair Value Disclosure | 9,748 | 10,388 | ||
Gain (Loss) on Fair Value Hedge Ineffectiveness, Net | (52) | $ (50) | ||
Fair Value, Inputs, Level 1 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash and Cash Equivalents, Fair Value Disclosure | 8,060 | 7,800 | ||
Foreign Currency Contracts, Liability, Fair Value Disclosure | 0 | |||
Foreign Currency Contract, Asset, Fair Value Disclosure | 0 | |||
Other Investments and Securities, at Cost | [1] | 0 | ||
Investments, Fair Value Disclosure | 3,474 | 4,100 | ||
Fair Value, Inputs, Level 2 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash and Cash Equivalents, Fair Value Disclosure | 0 | 0 | ||
Foreign Currency Contracts, Liability, Fair Value Disclosure | (1,022) | (335) | ||
Other Investments and Securities, at Cost | [1] | 0 | ||
Investments, Fair Value Disclosure | 0 | 0 | ||
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative, Notional Amount | 8,988 | |||
Trading Securities [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments, Fair Value Disclosure | 3,468 | 4,094 | ||
Trading Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments, Fair Value Disclosure | 3,468 | 4,094 | ||
Trading Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments, Fair Value Disclosure | 0 | 0 | ||
Available-for-sale Securities [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments, Fair Value Disclosure | 6 | 6 | ||
Available-for-sale Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments, Fair Value Disclosure | 6 | 6 | ||
Available-for-sale Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments, Fair Value Disclosure | 0 | $ 0 | ||
Other Investments [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Other Investments and Securities, at Cost | 6,274 | |||
Other Investments [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Other Investments and Securities, at Cost | 0 | |||
Other Investments [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Other Investments and Securities, at Cost | $ 0 | |||
[1] | {F|ahBzfndlYmZpbGluZ3MtaHJkcmoLEgZYTUxEb2MiXlhCUkxEb2NHZW5JbmZvOmRkN2JmYjBhMjUwMTRmNTJiNTQ2Nzg1MTdhMjNiMzZmfFRleHRTZWxlY3Rpb246RDU5MUM3NEE2MzY4NDAxRUM2QTBFQjhFMUM0Mjk3OUUM} |
Fair Value Measurements Fair 49
Fair Value Measurements Fair Values (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
May 31, 2017 | May 31, 2016 | Feb. 28, 2017 | Jul. 20, 2015 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Prepaid Expense and Other Assets, Current | $ 29,181 | $ 19,593 | ||
Derivative Assets (Liabilities), at Fair Value, Net | (1,022) | 335 | ||
Derivative, Fixed Interest Rate | 3.48% | |||
Gain (Loss) on Fair Value Hedge Ineffectiveness, Net | (52) | $ (50) | ||
Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Accrued Liabilities | (706) | (21) | ||
Prepaid Expense and Other Assets, Current | 26 | 654 | ||
Derivative, Notional Amount | 34,260 | |||
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Other Assets | (342) | $ (298) | ||
Derivative, Notional Amount | $ 8,988 |
Fair Value Measurements Cash Fl
Fair Value Measurements Cash Flow Hedging Activity (Details) $ in Thousands | 3 Months Ended | |
May 31, 2017USD ($) | May 31, 2016USD ($) | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Number of Foreign Currency Derivatives Held | 0 | |
Foreign Exchange Contract [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | $ (1,208) | $ (818) |
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | 299 | 324 |
Derivative, Net Hedge Ineffectiveness Gain (Loss) | (52) | (50) |
Interest Rate Swap [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | (44) | 180 |
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | 0 | (114) |
Derivative, Net Hedge Ineffectiveness Gain (Loss) | 0 | 0 |
Mortgages [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) on Discontinuation of Interest Rate Cash Flow Hedge Due to Forecasted Transaction Probable of Not Occurring, Net | 0 | $ (114) |
Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Notional Amount of Foreign Currency Derivatives | 34,260 | |
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Notional Amount of Foreign Currency Derivatives | $ 8,988 |
Investment Securities (Details)
Investment Securities (Details) $ in Thousands | 3 Months Ended | |||
May 31, 2017USD ($) | May 31, 2016USD ($) | Feb. 28, 2017USD ($) | Feb. 29, 2016 | |
Gain (Loss) on Investments [Line Items] | ||||
Investments | $ 9,742 | $ 10,382 | ||
Long Term Investments, Unrealized Holding Gain (Loss) | $ 6 | 6 | ||
Other Investments and Securities, at Cost | 6,288 | |||
Equity Method Investment, Ownership Percentage | 20.00% | |||
Other than Temporary Impairment Losses, Investments, Available-for-sale Securities | $ 0 | $ 0 | ||
Investments, Fair Value Disclosure | 9,748 | 10,388 | ||
Rx Networks [Member] | ||||
Gain (Loss) on Investments [Line Items] | ||||
Cost Method Investments | $ 1,821 | |||
Cost Method Investment, Owndership Percentage | 10.20% | |||
Eye See 360 [Member] | ||||
Gain (Loss) on Investments [Line Items] | ||||
Cost Method Investments | $ 4,453 | |||
Cost Method Investment, Owndership Percentage | 4.70% | |||
Cost-method Investments [Member] | ||||
Gain (Loss) on Investments [Line Items] | ||||
Other Long Term Investment, Unrealized Holding Gain (Loss) | $ 0 | 0 | ||
Security Owned Not Readily Marketable, Quoted Price | 6,274 | 6,288 | ||
Cost Method Investments | 6,274 | |||
Deferred Compensation, Share-based Payments [Member] | ||||
Gain (Loss) on Investments [Line Items] | ||||
Trading Securities, Cost | 3,468 | 4,094 | ||
Trading Securities, Fair Value Disclosure | 3,468 | 4,094 | ||
Trading Securities, Holding Gain (Loss) | 0 | 0 | ||
Available-for-sale Securities [Member] | Cellstar [Member] | ||||
Gain (Loss) on Investments [Line Items] | ||||
Available-for-sale Securities, Amortized Cost Basis | 0 | 0 | ||
Available-for-sale Securities, Fair Value Disclosure | 6 | 6 | ||
Available-for-sale Equity Securities, Accumulated Gross Unrealized Gain, before Tax | 6 | 6 | ||
Trading Securities [Member] | ||||
Gain (Loss) on Investments [Line Items] | ||||
Marketable Securities, Unrealized Holding Gain (Loss | 6 | 6 | ||
Marketable Securities | $ 3,468 | 4,094 | ||
Venezuelan bolívar fuerte | ||||
Gain (Loss) on Investments [Line Items] | ||||
Foreign Currency Exchange Rate, Translation | 10,000 | 6.3 | ||
Fair Value Measurement [Domain] | Trading Securities [Member] | ||||
Gain (Loss) on Investments [Line Items] | ||||
Marketable Securities | $ 3,474 | $ 4,100 |
Other Comprehensive Income (Det
Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
May 31, 2017 | May 31, 2016 | Feb. 28, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | $ (34,472) | $ (41,831) | |
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | (845) | ||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, before Reclassification Adjustments, Net of Tax | (120) | ||
Other Comprehensive Income (Loss), Available-for-sale Securities Adjustment, before Reclassification Adjustments, Net of Tax | (4) | ||
Other Comprehensive Income (Loss), Available-for-sale Securities, Tax | 0 | ||
Total accumulated other comprehensive loss | (37,715) | (43,898) | |
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | (739) | 313 | |
Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net of Tax | (2,402) | (2,282) | |
Accumulated Other Comprehensive Income (Loss), Available-for-sale Securities Adjustment, Net of Tax | (102) | $ (98) | |
Other Comprehensive Income (Loss), before Reclassifications, before Tax | 6,390 | ||
Translation Adjustment Functional to Reporting Currency, Loss (Gain), Reclassified to Earnings, Net of Tax | 0 | ||
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | (207) | ||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | (207) | ||
Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, Net of Tax | 0 | ||
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI for Sale of Securities, Net of Tax | 0 | ||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | (1,052) | $ (491) | |
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | (120) | (58) | |
Other Comprehensive Income (Loss), Available-for-sale Securities Adjustment, Net of Tax | (4) | (5) | |
Other Comprehensive Income (Loss), Net of Tax | 6,183 | 3,642 | |
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Tax | 0 | ||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | $ (466) | ||
Foreign currency variance | 5.00% | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | $ 7,359 | $ 4,196 | |
foreign currency translation gain (loss) [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | 1,677 | ||
foreign currency remeasurement gain (loss) [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | 4,511 | ||
Euro Member Countries, Euro | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | 7,258 | ||
OtherCurrency [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | $ 101 |
Supplemental Cash Flow Inform53
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
May 31, 2017 | Aug. 31, 2016 | |
Other Significant Noncash Transactions [Line Items] | ||
Capital expenditures funded by long-term obligations | $ 1,917 | $ 0 |
Debt Issuance Costs Incurred During Noncash or Partial Noncash Transaction | 0 | 1,753 |
Non-cash investing activities: | ||
Interest (excluding bank charges) | 1,142 | 1,102 |
Income taxes (net of refunds) | $ 53 | $ 2,288 |
Mortgages [Member] | ||
Other Significant Noncash Transactions [Line Items] | ||
Other Significant Noncash Transaction, Consideration Given | 0 | 5,590 |
Accounting for Stock Based Co54
Accounting for Stock Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
May 31, 2017 | Feb. 28, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 4 months 16 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 12 years 9 months | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated Share-based Compensation Expense | $ 142 | |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 116,250 | 116,250 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 7.76 | $ 7.76 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 0 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $ 0 | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 437,443 | 437,443 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value | $ 6.99 | $ 6.99 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 56,181 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Weighted Average Grant Date Fair Value | $ 0 | |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $ 1,200 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Weighted Average Grant Date Fair Value | $ 13.62 |
Supply Chain Financing (Details
Supply Chain Financing (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2017 | May 31, 2016 | |
Supply Chain Financing [Abstract] | ||
Total Factored Accounts Receivable | $ 60,290 | $ 59,044 |
Research and Development (Detai
Research and Development (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2017 | May 31, 2016 | |
Research and Development [Abstract] | ||
Research and Development Expense (Excluding Acquired in Process Cost) | $ 7,810 | $ 10,256 |
Development Service Revenue | $ 1,489 | $ 460 |
Goodwill and Intangible Asset57
Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
May 31, 2017 | May 31, 2016 | Feb. 28, 2017 | |
Goodwill and Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $ 8,037 | ||
Goodwill | 105,799 | $ 103,212 | |
Finite-Lived Intangible Assets, Gross | 110,008 | 108,520 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 42,924 | 40,213 | |
Finite-Lived Intangible Assets, Net | 67,084 | 68,307 | |
Intangible Assets, Net (Excluding Goodwill) | 175,732 | 176,289 | |
Depreciation and amortization | 2,026 | $ 2,051 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 7,920 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 7,866 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 7,672 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 7,157 | ||
Customer Relationships [Member] | |||
Goodwill and Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 65,941 | 64,780 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 29,472 | 27,830 | |
Finite-Lived Intangible Assets, Net | 36,469 | 36,950 | |
Trademarks and Tradenames [Member] | |||
Goodwill and Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 415 | 415 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 396 | 395 | |
Finite-Lived Intangible Assets, Net | 19 | 20 | |
Patented Technology [Member] | |||
Goodwill and Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 31,290 | 31,290 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 4,762 | 4,081 | |
Finite-Lived Intangible Assets, Net | 26,528 | 27,209 | |
Patents [Member] | |||
Goodwill and Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 8,821 | 8,494 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 5,133 | 4,775 | |
Finite-Lived Intangible Assets, Net | 3,688 | 3,719 | |
Licensing Agreements [Member] | |||
Goodwill and Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 1,400 | 1,400 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 1,400 | 1,400 | |
Finite-Lived Intangible Assets, Net | 0 | 0 | |
Contractual Rights [Member] | |||
Goodwill and Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 2,141 | 2,141 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 1,761 | 1,732 | |
Finite-Lived Intangible Assets, Net | 380 | 409 | |
Trademarks [Member] | |||
Goodwill and Intangible Assets [Line Items] | |||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 108,648 | 107,982 | |
Automotive [Member] | |||
Goodwill and Intangible Assets [Line Items] | |||
Goodwill | 59,266 | 56,680 | |
Goodwill, Gross | 59,266 | ||
Goodwill, Impaired, Accumulated Impairment Loss | 0 | ||
Goodwill, Other Changes | 2,586 | ||
Premium Audio [Member] | |||
Goodwill and Intangible Assets [Line Items] | |||
Goodwill | 46,533 | $ 46,533 | |
Goodwill, Gross | 78,696 | ||
Goodwill, Impaired, Accumulated Impairment Loss | (32,163) | ||
Goodwill, Other Changes | $ 0 |
Equity Investments (Details)
Equity Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
May 31, 2017 | May 31, 2016 | Aug. 31, 2016 | Feb. 28, 2017 | |
Equity Method Investment, Ownership Percentage | 20.00% | |||
Equity in income of equity investees | $ 1,803 | $ 1,808 | ||
Equity Method Investment, Summarized Financial Information, Current Assets | 43,456 | $ 43,643 | ||
Equity Method Investment, Summarized Financial Information, Noncurrent Assets | 6,379 | 6,207 | ||
Equity Method Investment, Summarized Financial Information, Current Liabilities | 7,403 | 5,998 | ||
Equity Method Investment Summarized Financial Information, Equity | 42,432 | $ 43,852 | ||
Equity Method Investment, Summarized Financial Information, Revenue | 24,895 | $ 24,975 | ||
Equity Method Investment, Summarized Financial Information, Gross Profit (Loss) | 7,983 | 7,897 | ||
Equity Method Investment, Summarized Financial Information, Income (Loss) from Continuing Operations | 3,573 | 3,607 | ||
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | $ 3,606 | $ 3,616 | ||
ASA Electronics, LLC [Member] | ||||
Equity Method Investment, Ownership Percentage | 50.00% | 50.00% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
May 31, 2017 | May 31, 2016 | Feb. 28, 2017 | |
Effective Income Tax Rate, Continuing Operations | 45.30% | 18.50% | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | ||
Income Tax Expense (Benefit) | $ (4,063) | $ (1,392) | |
Unrecognized Tax Benefits, Period Increase (Decrease) | 11 | ||
Liability for Uncertainty in Income Taxes, Noncurrent | $ 3,244 | $ 3,194 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | May 31, 2017 | Feb. 28, 2017 |
Inventory [Abstract] | ||
Inventory, Raw Materials, Net of Reserves | $ 49,521 | $ 43,791 |
Inventory, Work in Process, Net of Reserves | 4,758 | 5,225 |
Inventory, Finished Goods, Net of Reserves | 111,130 | 104,037 |
Inventory, net | $ 165,409 | $ 153,053 |
Financing Arrangements (Details
Financing Arrangements (Details) € in Thousands, $ in Thousands | 3 Months Ended | 45 Months Ended | ||||||||||||
May 31, 2017USD ($)Rate | May 31, 2016USD ($) | Apr. 01, 2020Rate | Feb. 28, 2017USD ($) | Apr. 26, 2016USD ($) | Jul. 20, 2015Rate | Jul. 06, 2015USD ($) | Feb. 28, 2014USD ($) | Jan. 09, 2014USD ($) | Jan. 03, 2013Rate | Jul. 15, 2012EUR (€) | Jan. 09, 2012Rate | Oct. 23, 2000EUR (€) | ||
Debt Instrument [Line Items] | ||||||||||||||
Long-term Debt | $ 102,296 | $ 97,747 | ||||||||||||
Current portion of long-term debt | (10,420) | (10,217) | ||||||||||||
Long-term Debt, Excluding Current Maturities | 105,571 | 101,228 | ||||||||||||
Debt Instrument, Periodic Payment | $ 938 | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 9,995 | |||||||||||||
Debt Instrument, Description of Variable Rate Basis | 0.7 | |||||||||||||
Amortization of Financing Costs | $ 61 | $ 49 | ||||||||||||
Debt Issuance Costs, Gross | $ 1,779 | $ 332 | ||||||||||||
Line of Credit Facility, Amount Outstanding | 86,075 | |||||||||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 16,710 | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 1.54% | |||||||||||||
Debt Issuance Costs, Net | $ 3,275 | 3,481 | ||||||||||||
Derivative, Fixed Interest Rate | Rate | 3.48% | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 125,000 | |||||||||||||
Payments to Acquire Property, Plant, and Equipment | $ 2,816 | 2,297 | ||||||||||||
Debt Instrument, Interest Rate at Period End | Rate | 3.39% | |||||||||||||
Mortgages [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Accumulated Amortization, Deferred Finance Costs | $ 8 | |||||||||||||
Revolving Credit Facility [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Accumulated Amortization, Deferred Finance Costs | 198 | $ 196 | ||||||||||||
Debt Issuance Costs, Net | 3,003 | |||||||||||||
Long-term Debt [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, Amount Outstanding | $ 11,250 | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 15,000 | |||||||||||||
Letter of Credit [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 15,000 | 15,625 | ||||||||||||
Revolving Credit Facility [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, Current Borrowing Capacity | 140,000 | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 175,000 | 30,000 | ||||||||||||
Loans [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 15,000 | 6,250 | ||||||||||||
United States of America, Dollars | Revolving Credit Facility [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 125,000 | |||||||||||||
Corporate and Other [Member] | Mortgages [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Interest Rate at Period End | Rate | 2.25% | |||||||||||||
Schwaiger [Member] | Mortgages [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | Rate | 3.75% | |||||||||||||
Hirschmann [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 2.00% | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | € | € 8,000 | |||||||||||||
Debt Instrument, Interest Rate at Period End | Rate | 1.67% | |||||||||||||
Audiovox Germany [Member] | Bank Loan Obligations [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Long-term Debt | € | [1] | € 8,000 | ||||||||||||
Portion of Accounts Receivable Eligible for Factoring | 60.00% | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 1.60% | |||||||||||||
Debt Instrument, Interest Rate at Period End | Rate | 1.27% | |||||||||||||
Audiovox Germany [Member] | Mortgages [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | Rate | 2.85% | |||||||||||||
Debt [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt, Long-term and Short-term, Combined Amount | $ 115,991 | 111,445 | ||||||||||||
Mortgages [Member] | Corporate and Other [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt, Long-term and Short-term, Combined Amount | [2] | 8,988 | $ 9,113 | |||||||||||
Mortgages [Member] | Schwaiger [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt, Long-term and Short-term, Combined Amount | [2] | 614 | 644 | |||||||||||
Mortgages [Member] | Audiovox Germany [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt, Long-term and Short-term, Combined Amount | [3] | 3,890 | 3,875 | |||||||||||
Bank Loan Obligations [Member] | Audiovox Germany [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt, Long-term and Short-term, Combined Amount | [1] | 4,120 | 3,905 | |||||||||||
Long-term Debt [Member] | Klipsch [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt, Long-term and Short-term, Combined Amount | [4] | 57 | 113 | |||||||||||
Line of Credit [Member] | Hirschmann [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt, Long-term and Short-term, Combined Amount | [5] | $ 997 | 1,002 | |||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Long-term Debt [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 4.25% | |||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 1.75% | |||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Long-term Debt [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 0.00% | |||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 2.25% | |||||||||||||
Base Rate [Member] | Long-term Debt [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 3.25% | |||||||||||||
Base Rate [Member] | Minimum [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 0.75% | |||||||||||||
Base Rate [Member] | Maximum [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 1.25% | |||||||||||||
Corporate and Other [Member] | Revolving Credit Facility [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt, Long-term and Short-term, Combined Amount | [6] | $ 97,325 | $ 92,793 | |||||||||||
[1] | (b) Florida Mortgage On July 6, 2015, VOXX HQ LLC, the Company’s wholly owned subsidiary, closed on a $9,995 industrial development revenue tax exempt bond under a loan agreement in favor of the Orange County Industrial Development Authority (the “Authority”) to finance the construction of the Company's manufacturing facility and executive offices in Lake Nona, Florida. Wells Fargo Bank, N.A. ("Wells Fargo") was the purchaser of the bond and U.S. Bank National Association is the trustee under an Indenture of Trust with the Authority. Voxx borrowed the proceeds of the bond purchase from the Authority during construction as a revolving loan, which converted to a permanent mortgage upon completion of the facility in January 2016 (the "Florida Mortgage"). The Company makes principal and interest payments to Wells Fargo, which began March 1, 2016 and will continue through March of 2026. The Florida Mortgage bears interest at 70% of 1-month LIBOR plus 1.54% (2.25% at May 31, 2017) and is secured by a first mortgage on the property, a collateral assignment of leases and rents and a guaranty by the Company. The financial covenants of the Florida Mortgage are as defined in the Company’s Amended Credit Facility with Wells Fargo dated April 26, 2016. The Company incurred debt financing costs totaling approximately $332 as a result of obtaining the Florida Mortgage, which are recorded as deferred financing costs and included in Long-term debt as a contra-liability balance on the accompanying Consolidated Balance Sheet and are being amortized through Interest and bank charges in the Consolidated Statement of Operations and Comprehensive Income (Loss) over the ten year term of the Florida Mortgage. The Company amortized $8 of these costs during both of the three months ended May 31, 2017 and 2016, respectively. On July 20, 2015, the Company entered into an interest rate swap agreement in order to hedge interest rate exposure related to the Florida Mortgage and pays a fixed rate of 3.48% under the swap agreement (See Note 4). | |||||||||||||
[2] | (d) Schwaiger Mortgage In January 2012, the Company's Schwaiger subsidiary purchased a building, entering into a mortgage note payable. The mortgage note bears interest at 3.75% and will be fully paid by December 2019. | |||||||||||||
[3] | (f) Voxx Germany MortgageThis balance represents a mortgage on the land and building housing Voxx Germany's headquarters in Pulheim, Germany, which was entered into in January 2013. The mortgage bears interest at 2.85%, payable in twenty-six quarterly installments through June 2019. | |||||||||||||
[4] | (e) Klipsch NotesThis balance represents a mortgage on a facility included in the assets acquired in connection with the Klipsch acquisition on March 1, 2011 and assumed by Voxx. The balance of this note will be fully paid by the end of Fiscal 2018. | |||||||||||||
[5] | Hirschmann Line of CreditIn December 2014, Hirschmann entered into an agreement for a €8,000 working capital line of credit with a financial institution. The line of credit is payable on demand and is mutually cancelable. The rate of interest is the three month Euribor plus 2% (1.67% at May 31, 2017). Hirschmann and Voxx Germany are joint and severally liable for the line of credit balance, which is also guaranteed by VOXX International Corporation. | |||||||||||||
[6] | (a) Domestic Credit Facility From March 1, 2016 through April 25, 2016, the Company had a senior secured credit facility (the "Credit Facility") with an aggregate availability of $125,000, consisting of a revolving credit facility of $125,000, with a $30,000 multicurrency revolving credit facility sublimit, a $15,625 sublimit for Letters of Credit and a $6,250 sublimit for Swingline Loans. This Credit Facility was due on January 9, 2019; however, it was subject to acceleration upon the occurrence of an Event of Default (as defined in the Credit Agreement).On April 26, 2016, the Company amended and restated the Credit Facility ("Amended Credit Facility"). The Amended Credit Facility provides for a revolving credit facility with committed availability of up to $140,000, which may be increased, at the option of the Company, up to a maximum of $175,000, and a term loan in the amount of $15,000. The Amended Credit Facility also includes a $15,000 sublimit for letters of credit and a $15,000 sublimit for swingline loans. The availability under the revolving credit line within the Amended Credit Facility is subject to a borrowing base, which is based on eligible accounts receivable, eligible inventory and certain real estate, subject to reserves as determined by the lender, and is also limited by amounts outstanding under the Florida Mortgage (see Note 15(b)). As of May 31, 2017, $86,075 was outstanding under the revolving credit facility. The remaining availability under the revolving credit line of the Amended Credit Facility was $16,710 as of May 31, 2017.The balance outstanding on the term loan at May 31, 2017 was $11,250. The term loan is repayable in consecutive quarterly installments of $938 through April 1, 2020. All other amounts outstanding under the Amended Credit Facility will mature and become due on April 26, 2021; however, it is subject to acceleration upon the occurrence of an Event of Default (as defined in the Amended Credit Agreement). The Company may prepay any amounts outstanding at any time, subject to payment of certain breakage and redeployment costs relating to LIBOR Rate Loans, provided that the term loan shall not be voluntarily prepaid except as set forth in the agreement. The commitments under the Amended Credit Facility may be irrevocably reduced at any time, without premium or penalty as set forth in the agreement.Generally, the Company may designate specific borrowings under the Amended Credit Facility as either Base Rate Loans or LIBOR Rate Loans, except that swingline loans may only be designated as Base Rate Loans. Loans designated as LIBOR Rate Loans bear interest at a rate equal to the then applicable LIBOR rate plus a range of 1.75 - 2.25%. Loans designated as Base Rate loans bear interest at a rate equal to the applicable margin for Base Rate Loans of 0.75 - 1.25% as defined in the agreement. Amounts outstanding in respect of the term loan bear interest at a rate equal to either (as selected by the Company pursuant to the agreement) (a) the then-applicable LIBOR Rate (not to be less than 0.00%) plus 4.25% or (b) the then-applicable Base Rate plus 3.25%. As of May 31, 2017, the weighted average interest rate on the facility was 3.39%.The Amended Credit Facility requires compliance with a financial covenant calculated as of the last day of each month, consisting of a Fixed Charge Coverage Ratio. The Amended Credit Facility also contains covenants that limit the ability of the loan parties and certain of their subsidiaries which are not loan parties to, among other things: (i) incur additional indebtedness; (ii) incur liens; (iii) merge, consolidate or dispose of a substantial portion of their business; (iv) transfer or dispose of assets; (v) change their name, organizational identification number, state or province of organization or organizational identity; (vi) make any material change in their nature of business; (vii) prepay or otherwise acquire indebtedness; (viii) cause any Change of Control; (ix) make any Restricted Junior Payment; (x) change their fiscal year or method of accounting; (xi) make advances, loans or investments; (xii) enter into or permit any transaction with an affiliate of any borrower or any of their subsidiaries; (xiii) use proceeds for certain items; (xiv) issue or sell any of their stock; (xv) consign or sell any of their inventory on certain terms. In addition, if excess availability under the Amended Credit Facility were to fall below certain specified levels, as defined in the agreement, the lenders would have the right to assume dominion and control over the Company's cash. As of May 31, 2017, the Company was in compliance with this cash dominion covenant.The Obligations under the loan documents are secured by a general lien on and security interest in substantially all of the assets of the borrowers and certain of the guarantors, including accounts receivable, equipment, real estate, general intangibles and inventory. The Company has guaranteed the obligations of the borrowers under the Amended Credit Agreement.Charges incurred on the unused portion of the Amended Credit Facility during the three months ended May 31, 2017 totaled $61, compared to $49 during the three months ended May 31, 2016. These charges are included within Interest and Bank Charges on the Consolidated Statement of Operations and Comprehensive Income (Loss). The Company accounted for the latest amendment as a modification of debt and added the costs incurred to amend the agreement, totaling $1,779, to the remaining financing costs related to the previous credit facility. These deferred financing costs are included in Long-term debt on the accompanying Consolidated Balance Sheets as a contra-liability balance, and are amortized through Interest and bank charges in the Consolidated Statements of Operations and Comprehensive Income (Loss) over the five year term of the Amended Credit Facility. During the three months ended May 31, 2017, the Company amortized $198 of these costs, compared to $196 for the three months ended May 31, 2016. The net unamortized balance of these debt issuance costs as of May 31, 2017 was $3,003. |
Other Income (Details)
Other Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2017 | May 31, 2016 | |
Net settlement gains (losses) | $ (350) | $ (4) |
Foreign Currency Transaction Gain (Loss), Realized | 832 | 706 |
Interest income | 18 | 25 |
Rental income | 144 | 173 |
Other, net | $ (1,020) | $ (512) |
Foreign Currency (Details)
Foreign Currency (Details) $ in Thousands | 3 Months Ended | ||
May 31, 2017USD ($) | May 31, 2016USD ($) | Feb. 29, 2016 | |
Foreign Currency Translation Gain (Loss) | $ 832 | $ 706 | |
Venezuelan bolívar fuerte | |||
Foreign Currency Exchange Rate, Translation | 10,000 | 6.3 | |
VENEZUELA | |||
Foreign Currency Translation Gain (Loss) | $ 84 | $ 69 | |
Real Estate Investment Property, Net | $ 3,645 | ||
SIMADI rate [Member] | |||
Foreign Currency Exchange Rate, Translation | 2,010,000 |
Lease Obligations (Details)
Lease Obligations (Details) $ in Thousands | May 31, 2017USD ($) |
Capital Leased Assets [Line Items] | |
Capital Lease Obligations | $ 3,685 |
Operating Leases, Future Minimum Payments Due, Next Twelve Months | 4,345 |
Operating Leases, Future Minimum Payments, Due in Two Years | 1,491 |
Operating Leases, Future Minimum Payments, Due in Three Years | 457 |
Operating Leases, Future Minimum Payments, Due in Four Years | 245 |
Operating Leases, Future Minimum Payments, Due in Five Years | 187 |
Operating Leases, Future Minimum Payments, Due Thereafter | 364 |
Operating Leases, Future Minimum Payments Due | $ 7,089 |
Capital Structure (Details)
Capital Structure (Details) - $ / shares | 3 Months Ended | |
May 31, 2017 | Feb. 28, 2017 | |
Capital Unit [Line Items] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,500,000 | 1,500,000 |
Preferred stock, shares outstanding | 0 | 0 |
Preferred Stock, Liquidation Preference Per Share | $ 50 | |
Treasury stock, shares | 2,168,074 | 2,168,074 |
Preferred Stock [Member] | ||
Capital Unit [Line Items] | ||
Preferred stock, par value | $ 50 | |
Preferred stock, shares authorized | 50,000 | 50,000 |
Preferred stock, shares outstanding | 0 | 0 |
Preferred Stock, Voting Rights | 0 | |
Series A Preferred Stock [Member] | ||
Capital Unit [Line Items] | ||
Preferred stock, par value | $ 0.01 | |
Preferred stock, shares authorized | 1,500,000 | 1,500,000 |
Preferred stock, shares outstanding | 0 | 0 |
Preferred Stock, Voting Rights | 0 | |
Common Class A [Member] | ||
Capital Unit [Line Items] | ||
Class A Common stock, par value | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 60,000,000 | 60,000,000 |
Common Stock, Shares, Outstanding | 21,899,370 | 21,899,370 |
Common Stock, Voting Rights | 1 | |
Common Class B [Member] | ||
Capital Unit [Line Items] | ||
Class A Common stock, par value | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Common Stock, Shares, Outstanding | 2,260,954 | 2,260,954 |
Common Stock, Voting Rights | 10 | |
Treasury Stock [Member] | ||
Capital Unit [Line Items] | ||
Treasury stock, shares | 2,168,074 | 2,168,074 |
Variable Interest Entities (Det
Variable Interest Entities (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
May 31, 2017 | May 31, 2016 | Feb. 28, 2017 | Feb. 29, 2016 | Jan. 09, 2014 | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 125,000 | ||||
Convertible Notes Payable | $ 15,000 | ||||
Cash and Cash Equivalents, at Carrying Value | 8,060 | $ 8,558 | $ 7,800 | $ 11,767 | |
Accounts Receivable, Net, Current | 89,888 | 90,641 | |||
Inventory, Net | 165,409 | 153,053 | |||
Prepaid Expense and Other Assets, Current | 29,181 | 19,593 | |||
Total current assets | 295,051 | 273,348 | |||
Property, Plant and Equipment, Net | 85,182 | 81,601 | |||
Other Assets, Noncurrent | 1,624 | 1,699 | |||
Total assets | 694,375 | 668,486 | |||
Accounts Payable, Current | 71,669 | 61,143 | |||
Other Liabilities, Current | 54,924 | 42,476 | |||
Current portion of long-term debt | 10,420 | 10,217 | |||
Liabilities, Current | 150,460 | 130,067 | |||
Long-term Debt | 102,296 | 97,747 | |||
Long-term Debt, Excluding Current Maturities | 105,571 | 101,228 | |||
Other Liabilities, Noncurrent | 10,946 | 10,384 | |||
Liabilities | 301,379 | 277,171 | |||
Additional Paid in Capital | 295,734 | 295,432 | |||
Retained Earnings (Accumulated Deficit) | 156,338 | 159,369 | |||
Stockholders' Equity Attributable to Parent | 393,459 | 390,005 | |||
Liabilities and Equity | 694,375 | 668,486 | |||
Revenue, Net | 159,103 | 155,456 | |||
Cost of Goods Sold | (115,364) | (109,355) | |||
Gross Profit | 43,739 | 46,101 | |||
Selling Expense | 13,792 | 12,664 | |||
General and Administrative Expense | 27,192 | 27,071 | |||
Engineering and Technical Support Expense | 10,594 | 13,479 | |||
Operating Expenses | 51,578 | 53,214 | |||
Operating Income (Loss) | (7,839) | (7,113) | |||
Interest and bank charges | (1,913) | (1,695) | |||
Other Nonoperating Income (Expense) | (1,020) | (512) | |||
Other Income | (1,130) | (399) | |||
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (8,969) | (7,512) | |||
Income Tax Expense (Benefit) | $ (4,063) | (1,392) | |||
Minimum [Member] | |||||
Debt Instrument, Fee | 1.35 | ||||
Maximum [Member] | |||||
Debt Instrument, Fee | 1.45 | ||||
Eyelock [Member] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 12,000 | ||||
Line of Credit Facility, Interest Rate During Period | 10.00% | ||||
Debt Instrument, Interest Rate During Period | 10.00% | ||||
Cash and Cash Equivalents, at Carrying Value | $ 26 | 11 | |||
Accounts Receivable, Net, Current | 352 | 295 | |||
Inventory, Net | 181 | 135 | |||
Prepaid Expense and Other Assets, Current | 207 | 189 | |||
Total current assets | 766 | 630 | |||
Property, Plant and Equipment, Net | 251 | 276 | |||
Intangible Assets, Net (Including Goodwill) | 38,422 | 39,187 | |||
Other Assets, Noncurrent | 90 | 96 | |||
Total assets | 39,529 | 40,189 | |||
Accounts Payable, Current | 439 | 710 | |||
Other Liabilities, Current | 4,415 | 3,506 | |||
Liabilities, Current | 4,854 | 4,216 | |||
Long-term Debt | 25,345 | 22,098 | |||
Long-term Debt, Excluding Current Maturities | 25,345 | ||||
Other Liabilities, Noncurrent | 1,200 | 1,200 | |||
Liabilities | 31,399 | 27,514 | |||
Additional Paid in Capital | 41,153 | 40,891 | |||
Retained Earnings (Accumulated Deficit) | (33,023) | (28,216) | |||
Stockholders' Equity Attributable to Parent | 8,130 | 12,675 | |||
Liabilities and Equity | 39,529 | $ 40,189 | |||
Revenue, Net | 64 | 47 | |||
Cost of Goods Sold | (22) | (9) | |||
Gross Profit | 86 | 38 | |||
Selling Expense | 593 | 670 | |||
General and Administrative Expense | 1,658 | 1,686 | |||
Engineering and Technical Support Expense | 2,033 | 2,056 | |||
Operating Expenses | 4,284 | 4,412 | |||
Operating Income (Loss) | (4,198) | (4,374) | |||
Interest and bank charges | (609) | (275) | |||
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (4,807) | (4,649) | |||
Income Tax Expense (Benefit) | 0 | 0 | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ (4,807) | $ (4,649) |
Segment Reporting (Details)
Segment Reporting (Details) - USD ($) $ in Thousands | 3 Months Ended | |
May 31, 2017 | May 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Revenue, Net | $ 159,103 | $ 155,456 |
Income (Loss) from Equity Method Investments | 1,803 | 1,808 |
Interest and Debt Expense | 1,913 | 1,695 |
Depreciation and amortization | 4,445 | 4,549 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (8,969) | (7,512) |
Automotive [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue, Net | 81,303 | 81,406 |
Income (Loss) from Equity Method Investments | 1,803 | 1,808 |
Interest and Debt Expense | 915 | 953 |
Depreciation and amortization | 1,675 | 1,861 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | 3,981 | 1,466 |
Premium Audio [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue, Net | 37,728 | 32,134 |
Income (Loss) from Equity Method Investments | 0 | 0 |
Interest and Debt Expense | 1,944 | 1,193 |
Depreciation and amortization | 883 | 865 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (3,871) | (523) |
Consumer Accessories [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue, Net | 39,928 | 41,685 |
Income (Loss) from Equity Method Investments | 0 | 0 |
Interest and Debt Expense | 1,712 | 1,021 |
Depreciation and amortization | 1,164 | 1,155 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (7,125) | (5,549) |
Intersegment Eliminations [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue, Net | 144 | 231 |
Income (Loss) from Equity Method Investments | 0 | 0 |
Interest and Debt Expense | (2,658) | (1,472) |
Depreciation and amortization | 723 | 668 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | $ (1,954) | $ (2,906) |
New Accounting Pronouncements (
New Accounting Pronouncements (Details) - USD ($) $ in Thousands | May 31, 2017 | Feb. 28, 2017 |
New Accounting Pronouncements [Abstract] | ||
Debt Issuance Costs, Net | $ 3,275 | $ 3,481 |
Subsequent Event (Details)
Subsequent Event (Details) - Jun. 25, 2017 € in Thousands, $ in Thousands | USD ($) | EUR (€) |
Subsequent Event [Line Items] | ||
Disposal Group, Including Discontinued Operation, Consideration | $ 166,000 | € 148,500 |