Basis of Presentation (Policies) | 9 Months Ended |
Jun. 30, 2014 |
Principles of Consolidation | ' |
Principles of Consolidation |
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The Company has two wholly owned subsidiaries located in China: MFLEX Suzhou Co., Ltd., (“MFC”) and MFLEX Chengdu Co., Ltd. (“MFLEX Chengdu”); one located in the Cayman Islands: M-Flex Cayman Islands, Inc. (“MFCI”); one located in Singapore: Multi-Fineline Electronix Singapore Pte. Ltd. (“MFLEX Singapore”); one located in Malaysia: Multi-Fineline Electronix Malaysia Sdn. Bhd. (“MFM”); one located in Cambridge, England: MFLEX UK Limited (“MFE”); one located in Korea: MFLEX Korea, Ltd. (“MKR”); and one located in the Netherlands: MFLEX B.V. (“MNE”). In 2010, the Company merged its subsidiary, Multi-Fineline Electronix (Suzhou) Co., Ltd (“MFC1”) into MFC; however, the Company is still in the process of deregistering MFC1. All significant intercompany transactions and balances have been eliminated in consolidation. |
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes contained in the Company’s 2013 Annual Report on Form 10-K. The financial information presented in the accompanying statements reflects all adjustments that are, in the opinion of management, necessary for a fair statement of the periods indicated. All such adjustments are of a normal recurring nature. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. Operating results for the three and nine months ended June 30, 2014 are not necessarily indicative of the results that may be expected for the fiscal year ending September 30, 2014. Unless otherwise indicated, the financial information in these notes is presented in thousands (except per share amounts). |
Recently Issued Accounting Pronouncements Not Yet Adopted | ' |
Recently Issued Accounting Pronouncements Not Yet Adopted |
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which requires a reporting entity 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 or services. The guidance in this ASU affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. This standard will be effective for the Company beginning January 1, 2017. The Company is currently evaluating the impact of its pending adoption of this guidance on its financial position, results of operations and cash flows. |
Fair Value Measurements | ' |
Fair Value Measurements |
The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximated fair value due to their short maturities. For recognition purposes, on a recurring basis, the Company’s assets and liabilities related to money market funds and derivative financial instruments are measured at fair value at the end of each reporting period. The fair value of the Company’s money market funds were measured using Level 1 fair value inputs and the fair value of the Company’s derivative assets and liabilities were measured using Level 2 fair value inputs, which consisted of observable market-based inputs of foreign currency spot and forward rates quoted by major financial institutions. |
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The Company’s assets and liabilities measured at fair value on a recurring basis subject to the disclosure requirements as defined under the FASB authoritative accounting guidance were as follows: |
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| Fair Value Measurements of Assets and Liabilities | | | | | |
on a Recurring Basis as of | | | | |
30-Jun-14 | | | | |
| Level 1 | | | Level 2 | | | Level 3 | | | | | |
Money market funds (cash and cash equivalents) | $ | 17,173 | | | $ | - | | | $ | - | | | | | |
Forward contracts (accrued liabilities) | | - | | | | 61 | | | | - | | | | | |
| $ | 17,173 | | | $ | 61 | | | $ | - | | | | | |
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| Fair Value Measurements of Assets and Liabilities | | | | | |
on a Recurring Basis as of | | | | |
September 30, 2013 | | | | |
| Level 1 | | | Level 2 | | | Level 3 | | | | | |
Money market funds (cash and cash equivalents) | $ | 14,141 | | | $ | - | | | $ | - | | | | | |
Forward contracts (other current assets) | | - | | | | 179 | | | | - | | | | | |
Forward contracts (accrued liabilities) | | - | | | | (34 | ) | | | - | | | | | |
| $ | 14,141 | | | $ | 145 | | | $ | - | | | | | |
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As of June 30, 2014, assets held for sale were measured at fair value on a non-recurring basis. Based on the relevant FASB guidance, the carrying value of assets held for sale was written down to $7,360 after recording an impairment charge of $6,890 during the three months ended June 30, 2014 (refer to Note 8). The fair value of the assets was determined using Level 3 unobservable inputs not corroborated by market data, consisting of third-party offers for assets held for sale. Below is a summary of the Company’s assets measured at fair value on a non-recurring basis as of June 30, 2014: |
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| Fair Value Measurements of Assets | | | | | | | | | |
on a Non-Recurring Basis as of | | | | | | | | | |
30-Jun-14 | | | | | | | | | |
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| Level 1 | Level 2 | Level 3 | | | | | | | | | |
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Building and equipment (assets held for sale) | $ | — | $ | — | $ | 7,360 | | | | | | | | | |
| | | | | | | | | | | | | | | |
| $ | — | $ | — | $ | 7,360 | | | | | | | | | |
| | | | | | | | | | | | | | | |
No assets or liabilities were measured at fair value on a non-recurring basis as of September 30, 2013. |
Inventories | ' |
Inventories |
Inventories, net of applicable write-downs, were composed of the following: |
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| June 30, | | | September 30, | | | | | | | | | |
2014 | 2013 | | | | | | | | |
Raw materials and supplies | $ | 13,109 | | | $ | 27,080 | | | | | | | | | |
Work-in-progress | | 14,275 | | | | 20,965 | | | | | | | | | |
Finished goods | | 16,046 | | | | 38,808 | | | | | | | | | |
| $ | 43,430 | | | $ | 86,853 | | | | | | | | | |
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Restricted Cash | ' |
Restricted Cash |
As of June 30, 2014, the Company held $520 of cash restricted due to customs deposit requirements, which was segregated from cash and cash equivalents and included within other current assets. The restriction is expected to cease within twelve months. |
Property, Plant and Equipment | ' |
Property, Plant and Equipment |
Property, plant and equipment, net, were composed of the following: |
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| June 30, | | | September 30, | | | | | | | | | |
2014 | 2013 | | | | | | | | |
Building | $ | 52,592 | | | $ | 68,679 | | | | | | | | | |
Machinery and equipment | | 338,535 | | | | 406,010 | | | | | | | | | |
Computers and capitalized software | | 13,119 | | | | 13,014 | | | | | | | | | |
Leasehold improvements | | 10,611 | | | | 14,145 | | | | | | | | | |
Construction-in-progress | | 4,953 | | | | 5,307 | | | | | | | | | |
| $ | 419,810 | | | $ | 507,155 | | | | | | | | | |
Accumulated depreciation and amortization | | (236,093 | ) | | | (263,099 | ) | | | | | | | | |
| $ | 183,717 | | | $ | 244,056 | | | | | | | | | |
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Accrued Liabilities | ' |
Accrued Liabilities |
Accrued liabilities were composed of the following: |
| June 30, | | | September 30, | | | | | | | | | |
2014 | 2013 | | | | | | | | | |
Wages and compensation | $ | 10,017 | | | $ | 16,822 | | | | | | | | | |
Restructuring expenses¹ | | 5,408 | | | | - | | | | | | | | | |
Other accrued expenses | | 13,811 | | | | 14,637 | | | | | | | | | |
| $ | 29,236 | | | $ | 31,459 | | | | | | | | | |
1 | Refer to Note 8 for further information on the Company’s impairment and restructuring activities during the three and nine months ended June 30, 2014. | | | | | | | | | | | | | | |
Product Warranty Accrual | ' |
Product Warranty Accrual |
Changes in the product warranty accrual for the three months ended June 30, 2014 and 2013 were as follows: |
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| Balance at | | | Warranty | | | Provision for | | | Balance at | |
April 1 | Expenditures | Estimated | 30-Jun |
| | Warranty Cost | |
Fiscal 2014 | $ | 1,814 | | | $ | (1,860 | ) | | $ | 902 | | | $ | 856 | |
Fiscal 2013 | $ | 223 | | | $ | (1,426 | ) | | $ | 1,959 | | | $ | 756 | |
Changes in the product warranty accrual for the nine months ended June 30, 2014 and 2013 were as follows: |
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| Balance at | | | Warranty | | | Provision for | | | Balance at | |
October 1 | Expenditures | Estimated | 30-Jun |
| | Warranty Cost | |
Fiscal 2014 | $ | 1,076 | | | $ | (4,106 | ) | | $ | 3,886 | | | $ | 856 | |
Fiscal 2013 | $ | 346 | | | $ | (2,252 | ) | | $ | 2,662 | | | $ | 756 | |
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Net Income Per Share-Basic and Diluted | ' |
Net Income Per Share—Basic and Diluted |
The following table presents a reconciliation of basic and diluted shares for the three and nine months ended June 30, 2014 and 2013: |
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| Three Months Ended | | | Nine Months Ended | |
June 30, | June 30, |
| 2014 | | | 2013 | | | 2014 | | | 2013 | |
Basic weighted-average number of common shares outstanding | | 24,144,874 | | | | 23,948,428 | | | | 24,106,495 | | | | 23,847,413 | |
Dilutive effect of potential common shares | | - | | | | - | | | | - | | | | - | |
Diluted weighted-average number of common and potential | | 24,144,874 | | | | 23,948,428 | | | | 24,106,495 | | | | 23,847,413 | |
common shares outstanding |
Potential common shares excluded from the per share | | 931,932 | | | | 938,850 | | | | 881,392 | | | | 982,851 | |
computations as the effect of their inclusion would not |
be dilutive |
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Commitments and Contingencies | ' |
Commitments and Contingencies |
Litigation |
The Company is involved in litigation from time to time in the ordinary course of business. Management does not believe the outcome of any currently pending matters will have a material adverse effect on the Company’s financial position, results of operations or cash flows. |
Other Commitments |
The Company has outstanding purchase and other commitments, which exclude amounts already recorded on the Condensed Consolidated Balance Sheets. The outstanding purchase commitments to acquire capital assets and other materials and services totaled $10,588 and $6,454 as of June 30, 2014 and September 30, 2013, respectively. |
Pursuant to the laws applicable to the People’s Republic of China’s Foreign Investment Enterprises, the Company’s two wholly owned subsidiaries in China, MFC and MFLEX Chengdu, are restricted from paying cash dividends on 10% of after-tax statutory profit, subject to certain cumulative limits. These restrictions as of June 30, 2014 and September 30, 2013 were $19,823 and $19,838, respectively. |
Significant Concentrations | ' |
Significant Concentrations |
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The Company’s net sales into its largest industry sectors, as a percentage of total net sales, are presented below: |
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| Three Months Ended | | | Nine Months Ended | |
June 30, | June 30, |
| 2014 | | | 2013 | | | 2014 | | | 2013 | |
Smartphones | | 65 | % | | | 78 | % | | | 71 | % | | | 69 | % |
Tablets | | 17 | % | | | 13 | % | | | 15 | % | | | 23 | % |
Consumer electronics | | 6 | % | | | 8 | % | | | 7 | % | | | 7 | % |
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