Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 03, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | CLEARONE INC | |
Entity Central Index Key | 840,715 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 8,414,153 | |
Trading Symbol | CLRO | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,017 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 3,013 | $ 12,100 |
Marketable securities | 3,953 | 5,030 |
Receivables, net of allowance for doubtful accounts of $304 and $187, as of September 30, 2017 and December 31, 2016 respectively | 8,061 | 7,461 |
Inventories | 19,695 | 11,377 |
Distributor channel inventories | 1,394 | 1,530 |
Prepaid expenses and other assets | 2,207 | 2,642 |
Total current assets | 38,323 | 40,140 |
Long-term marketable securities | 16,480 | 21,365 |
Long-term inventories, net | 2,446 | 1,664 |
Property and equipment, net | 1,587 | 1,513 |
Intangibles, net | 5,283 | 5,677 |
Goodwill | 12,724 | |
Deferred income taxes | 9,875 | 4,654 |
Other assets | 378 | 387 |
Total assets | 74,372 | 88,124 |
Current liabilities: | ||
Accounts payable | 5,811 | 3,545 |
Accrued liabilities | 1,852 | 1,894 |
Deferred product revenue | 3,870 | 3,882 |
Total current liabilities | 11,533 | 9,321 |
Deferred rent | 39 | 103 |
Other long-term liabilities | 1,216 | 1,251 |
Total liabilities | 12,788 | 10,675 |
Shareholders' equity: | ||
Common stock, par value $0.001, 50,000,000 shares authorized, 8,433,182 and 8,812,644 shares issued and outstanding as of September 30, 2017 and December 31, 2016 respectively | 8 | 9 |
Additional paid-in capital | 47,300 | 46,669 |
Accumulated other comprehensive loss | (49) | (205) |
Retained earnings | 14,325 | 30,976 |
Total shareholders' equity | 61,584 | 77,449 |
Total liabilities and shareholders' equity | $ 74,372 | $ 88,124 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 304 | $ 187 |
Common stock par value | $ 0.001 | $ 0.001 |
Common stock shares authorized | 50,000,000 | 50,000,000 |
Common stock shares issued | 8,433,182 | 8,812,644 |
Common stock shares outstanding | 8,433,182 | 8,812,644 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Revenue | $ 10,560 | $ 12,908 | $ 32,549 | $ 37,907 |
Cost of goods sold | 4,051 | 5,240 | 13,293 | 14,110 |
Gross profit | 6,509 | 7,668 | 19,256 | 23,797 |
Operating expenses: | ||||
Sales and marketing | 3,006 | 2,389 | 8,393 | 7,695 |
Research and product development | 2,268 | 2,116 | 6,947 | 6,481 |
General and administrative | 1,281 | 1,739 | 5,597 | 4,904 |
Impairment of an intangible asset | 736 | 736 | ||
Impairment of goodwill | 12,724 | 12,724 | ||
Total operating expenses | 20,015 | 6,244 | 34,397 | 19,080 |
Operating income (loss) | (13,506) | 1,424 | (15,141) | 4,717 |
Other income, net | 78 | 100 | 264 | 194 |
Income (loss) before income taxes | (13,428) | 1,524 | (14,877) | 4,911 |
Provision for (benefit from) income taxes | (4,152) | 315 | (4,313) | 1,379 |
Net income (loss) | $ (9,276) | $ 1,209 | $ (10,564) | $ 3,532 |
Basic earnings (loss) per common share | $ (1.09) | $ 0.14 | $ (1.22) | $ 0.39 |
Diluted earnings (loss) per common share | $ (1.09) | $ 0.13 | $ (1.22) | $ 0.37 |
Basic weighted average shares outstanding | 8,520,041 | 8,921,480 | 8,641,173 | 9,076,305 |
Diluted weighted average shares outstanding | 8,520,041 | 9,164,165 | 8,641,173 | 9,452,616 |
Comprehensive income: | ||||
Net income (loss) | $ (9,276) | $ 1,209 | $ (10,564) | $ 3,532 |
Other comprehensive income: | ||||
Change in unrealized gains (losses) on available-for-sale securities, net of tax | 10 | (39) | 68 | 179 |
Change in foreign currency translation adjustment | 23 | 7 | 88 | 19 |
Comprehensive income (loss) | $ (9,243) | $ 1,177 | $ (10,408) | $ 3,730 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (10,564) | $ 3,532 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization expense | 1,172 | 1,408 |
Impairment of goodwill and intangible assets | 13,460 | |
Amortization of deferred rent | (53) | (57) |
Stock-based compensation expense | 514 | 494 |
Provision for (recovery of) doubtful accounts, net | 106 | (6) |
Write-down of inventory to net realizable value | 458 | |
Loss on disposal of assets | 1 | 54 |
Tax benefit from exercise of stock options | (721) | |
Deferred income taxes | (5,221) | 107 |
Changes in operating assets and liabilities: | ||
Receivables | (649) | 234 |
Inventories | (8,964) | 1,353 |
Prepaid expenses and other assets | (226) | (147) |
Accounts payable | 2,257 | 770 |
Accrued liabilities | (67) | (134) |
Income taxes payable | 699 | 429 |
Deferred product revenue | (23) | (284) |
Other long-term liabilities | (61) | (51) |
Net cash provided by (used in) operating activities | (7,619) | 7,439 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (537) | (544) |
Purchase of intangibles | (203) | |
Proceeds from maturities and sales of marketable securities | 9,946 | 5,371 |
Purchase of marketable securities | (3,915) | (6,608) |
Capitalized patent defense costs | (845) | |
Net cash provided by (used in) investing activities | 4,446 | (1,781) |
Cash flows from financing activities: | ||
Net proceeds from equity-based compensation programs | 117 | 736 |
Tax benefit from equity-based compensation programs | 721 | |
Repurchase and cancellation of stock options | (285) | (1,752) |
Dividend payments | (1,650) | (1,373) |
Repurchase and cancellation of stock | (4,151) | (5,139) |
Net cash used in financing activities | (5,969) | (6,807) |
Effect of exchange rate changes on cash and cash equivalents | 55 | 10 |
Net decrease in cash and cash equivalents | (9,087) | (1,139) |
Cash and cash equivalents at the beginning of the period | 12,100 | 13,412 |
Cash and cash equivalents at the end of the period | 3,013 | 12,273 |
Supplemental disclosure of cash flow information: | ||
Cash paid for income taxes | $ 6 | $ 893 |
Business Description, Basis of
Business Description, Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description, Basis of Presentation and Significant Accounting Policies | 1. Business Description, Basis of Presentation and Significant Accounting Policies Business Description: ClearOne, Inc., together with its subsidiaries (collectively, “ClearOne” or the “Company”), is a global company that designs, develops and sells conferencing, collaboration, streaming and digital signage solutions for audio and visual communications. The performance and simplicity of its advanced comprehensive solutions offer unprecedented levels of functionality, reliability and scalability. Basis of Presentation: The fiscal year for ClearOne is the 12 months ending on December 31 st These accompanying interim unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and are not audited. Certain information and footnote disclosures that are usually included in financial statements prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) have been either condensed or omitted in accordance with SEC rules and regulations. The accompanying condensed consolidated financial statements contain all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of our financial position as of September 30, 2017 and December 31, 2016, the results of operations for the three and nine months ended September 30, 2017 and 2016, and the cash flows for the nine months ended September 30, 2017 and 2016. The results of operations for the three months and nine months ended September 30, 2017 and 2016 are not necessarily indicative of the results for a full-year period. These interim unaudited condensed consolidated financial statements should be read in conjunction with the financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC. Significant Accounting Policies: The significant accounting policies were described in Note 1 to the audited consolidated financial statements included in the Company’s annual report on Form 10-K for the year ended December 31, 2016. There have been no changes to these policies during the nine months ended September 30, 2017 that are of significance or potential significance to the Company except for the treatment of patent defense costs described below. Patent Defense Costs - Recent Accounting Pronouncements: In May 2014, the FASB released Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606), requiring an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The updated standard will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective and permits the use of either a full retrospective or retrospective with cumulative effect transition method. We plan to adopt the standard when it becomes effective for us beginning January 1, 2018. We currently anticipate adopting the standard using the modified retrospective method with a cumulative catch up adjustment and providing additional disclosures comparing results to previous rules. We continue to evaluate the impact of the new standard on our consolidated financial statements but anticipate this standard will have a material impact on our consolidated financial statements. In February 2016, the FASB released ASU No. 2016-02, Leases (Topic 842) to bring transparency to lessee balance sheets. The ASU will require organizations that lease assets (lessees) to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. The standard will apply to both types of leases-capital (or finance) leases and operating leases. Previously, GAAP has required only capital leases to be recognized on lessee balance sheets. The standard is effective for fiscal years beginning after December 15, 2018 and interim periods within fiscal years beginning after December 15, 2018. Early application will be permitted for all organizations. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standard will have on the consolidated financial statements. In March 2016, the FASB released ASU No. 2016-09, Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting. The standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. ASU 2016-09 was effective for the Company on January 1, 2017. As a result of the adoption of ASU 2016-09, excess tax benefits or deficiencies related to stock-based compensation are now reflected in the Consolidated Statements of Operations as a component of the provision for income taxes, whereas they previously were recognized in additional paid-in capital. In addition, our Consolidated Statements of Cash Flows will now present, on a prospective basis, excess tax benefits as an operating activity. Finally, we have elected to account for forfeitures as they occur, rather than estimate expected forfeitures. In August 2016, the FASB released ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments, which addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. ASU 2016-15 is effective for the Company beginning January 1, 2018 and we are currently evaluating the impact that ASU 2016-15 will have on our consolidated financial statements. In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting. The new guidance provides clarity and reduces both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The accounting standard update will be effective for The Company beginning January 1, 2018 on a prospective basis, and early adoption is permitted. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standard will have on the consolidated financial statements. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | 2. Earnings (Loss) Per Share Earnings (loss) per common share is computed based on the weighted-average number of common shares outstanding and, when appropriate, dilutive potential common stock outstanding during the period. Stock options are considered to be potential common stock. The computation of diluted earnings (loss) per share does not assume exercise or conversion of securities that would have an anti-dilutive effect. Basic earnings (loss) per common share is the amount of net earnings (loss) for the period available to each weighted-average share of common stock outstanding during the reporting period. Diluted earnings (loss) per common share is the amount of earnings (loss) for the period available to each weighted-average share of common stock outstanding during the reporting period and to each share of potential common stock outstanding during the period, unless inclusion of potential common stock would have an anti-dilutive effect. The following table sets forth the computation of basic and diluted earnings (loss) per common share: Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Numerator: Net income (loss) $ (9,276 ) $ 1,209 $ (10,564 ) $ 3,532 Denominator: Basic weighted average shares outstanding 8,520,041 8,921,480 8,641,173 9,076,305 Dilutive common stock equivalents using treasury stock method — 242,686 — 376,312 Diluted weighted average shares outstanding 8,520,041 9,164,165 8,641,173 9,452,616 Basic earnings (loss) per common share $ (1.09 ) $ 0.14 $ (1.22 ) $ 0.39 Diluted earnings (loss) per common share $ (1.09 ) $ 0.13 $ (1.22 ) $ 0.37 Weighted average options outstanding 782,012 832,766 832,953 900,687 Anti-dilutive options not included in the computations 782,012 312,372 832,953 312,477 |
Marketable Securities
Marketable Securities | 9 Months Ended |
Sep. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | 3. Marketable Securities The Company has classified its marketable securities as available-for-sale securities. These securities are carried at estimated fair value with unrealized holding gains and losses included in accumulated other comprehensive income (loss) in stockholders’ equity until realized. Gains and losses on marketable security transactions are reported on the specific-identification method. Dividend and interest income are recognized when earned. The amortized cost, gross unrealized holding gains, gross unrealized holding losses, and fair value for available-for-sale securities by major security type and class of securities at September 30, 2017 and December 31, 2016 were as follows: Amortized cost Gross unrealized holding gains Gross unrealized holding losses Estimated fair value September 30, 2017 Available-for-sale securities: Corporate bonds and notes $ 14,446 $ 65 $ (52 ) $ 14,459 Municipal bonds 5,974 9 (9 ) 5,974 Total available-for-sale securities $ 20,420 $ 73 $ (61 ) $ 20,433 Amortized cost Gross unrealized holding gains Gross unrealized holding losses Estimated fair value December 31, 2016 Available-for-sale securities: Corporate bonds and notes $ 20,028 $ 64 $ (122 ) $ 19,970 Municipal bonds 6,463 6 (44 ) 6,425 Total available-for-sale securities $ 26,491 $ 70 $ (166 ) $ 26,395 Maturities of marketable securities classified as available-for-sale securities were as follows at September 30, 2017: Amortized cost Estimated fair value September 30, 2017 Due within one year $ 3,945 $ 3,953 Due after one year through five years 16,475 16,480 Total available-for-sale securities $ 20,420 $ 20,433 Debt securities in an unrealized loss position as of September 30, 2017 were not deemed impaired at acquisition and subsequent declines in fair value are not deemed attributed to declines in credit quality. Management believes that it is more likely than not that the securities will receive a full recovery of par value, although there can be no assurance that such recovery will occur. The available-for-sale marketable securities with continuous gross unrealized loss position for less than 12 months and 12 months or greater and their related fair values were as follows: Less than 12 months More than 12 months Total (In thousands) Estimated fair value Gross unrealized holding losses Estimated fair value Gross unrealized holding losses Estimated fair value Gross unrealized holding losses As of September 30, 2017 Corporate bonds and notes $ 4,288 $ (24 ) $ 2,148 $ (27 ) $ 6,436 $ (51 ) Municipal bonds 3,157 (5 ) 566 (5 ) 3,723 (10 ) Total $ 7,445 $ (29 ) $ 2,714 $ (32 ) $ 10,159 $ (61 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 4. Goodwill and Intangible Assets Goodwill There was a decrease in goodwill during the three and nine months ended September 30, 2017 from $12,724 as of December 31, 2016 to $0 as of September 30, 2017 due to the impairment of goodwill. During the three months ended September 30, 2017, there was a decrease in the Company’s market capitalization which was determined to be a triggering event for potential goodwill impairment. Accordingly, the Company performed a goodwill impairment analysis. The Company utilized the market capitalization to estimate the fair value. Our total stockholders’ equity exceeded the estimated fair value. The failure of step one of the goodwill impairment test triggered a step two impairment test. As a result of step two of the impairment test, the Company determined the implied fair value of goodwill and concluded that the carrying value of goodwill exceeded its implied fair value as of September 30, 2017. Accordingly, an impairment charge of $12,724, which represents a full impairment charge, was recognized in the three months ended September 30, 2017. Intangible Assets Intangible assets as of September 30, 2017 and December 31, 2016 consisted of the following: Estimated useful lives September 30, 2017 December 31, 2016 Tradename 5 to 7 years $ 555 $ 555 Patents and technological know-how 10 years 7,058 6,010 Proprietary software 3 to 15 years 2,981 4,341 Other 3 to 5 years 324 324 Total intangible assets 10,918 11,230 Accumulated amortization (5,635 ) (5,553 ) Total intangible assets, net $ 5,283 $ 5,677 The amortization of intangible assets for the three and nine months ended September 30, 2017 and 2016 was as follows: Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Amortization of intangible assets $ 231 $ 328 $ 699 $ 458 During the three and nine months ended September 30, 2017 we recorded a $0.7 million charge for impairment of an intangible asset consisting of customer relationships. The estimated future amortization expense of intangible assets is as follows: Years ending December 31, 2017 (remainder) $ 246 2018 829 2019 725 2020 546 2021 546 Thereafter 2,391 $ 5,283 |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | 5. Inventories Inventories, net of reserves, as of September 30, 2017 and December 31, 2016 consisted of the following: As of September 30, 2017 December 31, 2016 Current: Raw materials $ 4,097 $ 2,291 Finished goods 15,598 9,086 $ 19,695 $ 11,377 Long-term: Raw materials $ 423 $ 599 Finished goods 2,023 1,065 $ 2,446 $ 1,664 Long-term inventory represents inventory held in excess of our current (next 12 months) requirements based on our recent sales and forecasted level of sales. We expect to sell the above inventory, net of reserves, at or above the stated cost and believe that no loss will be incurred on its sale, although there can be no assurance of the timing or amount of any sales. Current finished goods do not include distributor channel inventories in the amounts of approximately $1,394 and $1,530 as of September 30, 2017 and December 31, 2016, respectively. Distributor channel inventories represent inventories at distributors and other customers where revenue recognition criteria have not yet been achieved. Net loss incurred on valuation of inventory at lower of cost or market value and write-off of obsolete inventory during the three months ended September 30, 2016 was $328. During the three months ended September 30, 2017 there was no write off on the valuation of inventory. |
Share-based Compensation
Share-based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based Compensation | 6. Share-based Compensation Employee Stock Option Plans The Company’s share-based incentive plans offering stock options primarily consists of two plans. Under both plans, one new share is issued for each stock option exercised. The plans are described below. The Company’s 1998 Incentive Plan (the “1998 Plan”) was the Company’s primary plan through November 2007. Under this plan shares of common stock were made available for issuance to employees and directors. Through December 1999, 1,066,000 options were granted that would cliff vest after 9.8 years; however, such vesting was accelerated for 637,089 of these options upon meeting certain earnings per share goals through the fiscal year ended September 30, 2003. Subsequent to December 1999 and through March 2002, 1,248,250 options were granted that would cliff vest after 6.0 years; however, such vesting was accelerated for 300,494 of these options upon meeting certain earnings per share goals through the fiscal year ended September 30, 2005. The Company’s 2007 Equity Incentive Plan (the “2007 Plan”) was restated and approved by the shareholders on December 12, 2015. Provisions of the restated 2007 Plan include the granting of up to 2,000,000 incentive and non-qualified stock options, stock appreciation rights, restricted stock and restricted stock units. Options may be granted to employees, officers, non-employee directors and other service providers and may be granted upon such terms as the Compensation Committee of the Board of Directors determines in their sole discretion. Of the options granted subsequent to March 2002, all vesting schedules are based on 3 or 4-year vesting schedules, with either one-third or one-fourth vesting on the first anniversary and the remaining options vesting ratably over the remainder of the vesting term. Generally, directors and officers have 3-year vesting schedules and all other employees have 4-year vesting schedules. Additionally, in the event of a change in control or the occurrence of a corporate transaction, the Company’s Board of Directors has the authority to elect that all unvested options shall vest and become exercisable immediately prior to the event or closing of the transaction. All options outstanding as of September 30, 2017 had contractual lives of ten years. Under the 1998 Plan, 2,500,000 shares were authorized for grant. As of September 30, 2017, there are no options outstanding under the 1998 Plan. The remaining 50,000 of these options were exercised on July 11, 2017. As of September 30, 2017, there were 767,156 options outstanding under the 2007 Plan. As of September 30, 2017, the 2007 Plan had 471,500 authorized unissued options. A summary of the stock option activity under the Company’s plans for the nine months ended September 30, 2017 is as follows: Number of shares Weighted average exercise price Options outstanding at beginning of year 850,232 $ 8.06 Granted 105,000 9.90 Less: Exercised (178,662 ) 5.90 Forfeited prior to vesting (7,103 ) 10.88 Canceled or expired (2,311 ) 9.68 Options outstanding at September 30, 2017 767,156 8.79 Options exercisable at end of September 30, 2017 502,940 $ 7.71 As of September 30, 2017, the total remaining unrecognized compensation cost related to non-vested stock options, net of forfeitures, was approximately $975, which will be recognized over a weighted average period of 1.99 years. Stock Option Repurchase From March 11, 2016 to March 17, 2016, the Company offered to repurchase eligible vested options to purchase shares under the 1998 Plan and the 2007 Plan from employees. The Company repurchased delivered options at a repurchase price equal to the difference between the closing market price on the date of the employee’s communication of accepting the repurchase offer and the exercise price of such employee’s delivered options, subject to applicable withholding taxes and charges. The Company repurchased 225,542 stock options from employees at an average purchase price of $7.77. Employee Stock Purchase Plan The Company issues shares to employees under the Company’s 2014 Employee Stock Purchase Plan (the “ESPP”). The ESPP was approved by the Company’s shareholders on December 12, 2014. As of September 30, 2017, 471,160 of the originally approved 500,000 shares were available for offerings under the ESPP. Offering periods under the ESPP commence on each January 1 and July 1, and continue for a duration of six months. The ESPP is available to all employees who do not own, or not are deemed to own, shares of stock making up an excess of 5% of the combined voting power of the Company and its subsidiaries. During each offering period, each eligible employee may purchase shares under the ESPP after authorizing payroll deductions. Under the ESPP, each employee may purchase up to the lesser of 2,500 shares or $25 of fair market value (based on the established purchase price) of the Company’s stock for each offering period. Unless the employee has previously withdrawn from the offering, his or her accumulated payroll deductions will be used to purchase common stock on the last business day of the period at a price equal to 85% (or a 15% discount) of the fair market value of the common stock on the first or last day of the offering period, whichever is lower. Share-based compensation expense related to ESPP has been recorded as follows: Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Cost of goods sold $ 5 $ 7 $ 16 $ 18 Sales and marketing 10 15 31 42 Research and product development 25 40 80 106 General and administrative 122 113 341 328 $ 162 $ 175 $ 468 $ 494 |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Shareholders' Equity | 7. Shareholders’ Equity Stock Repurchase Program On March 9, 2016, the Board of Directors of the Company authorized the repurchase of up to $10,000 of the Company’s outstanding shares of common stock under a stock repurchase program. In connection with the repurchase authorization, the Company was authorized to complete the repurchase through open market transactions or through an accelerated share repurchase program, in each case to be executed at management’s discretion based on business and market conditions, stock price, trading restrictions, acquisition activity and other factors. The repurchase program may be suspended or discontinued at any time without prior notice. The transactions effectuated to date occurred in open market purchases. On March 1, 2017, the Board of Directors of the Company renewed and extended the repurchase program for up to an additional $10,000 of common stock over the next twelve months. In connection with the repurchase extension authorization, the Company was authorized to complete the repurchase through open market transactions or through an accelerated share repurchase program, in each case to be executed at management’s discretion based on business and market conditions, stock price, trading restrictions, acquisition activity and other factors. The repurchase program may be suspended or discontinued at any time without prior notice. The transactions effectuated to date occurred in open market purchases. Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in $ millions) July 2017 11,794 $ 9.69 11,794 $ 7.6 August 2017 37,247 7.77 37,247 7.3 September 2017 90,529 7.62 90,529 6.6 Total 139,570 7.84 139,570 Cash Dividends On August 7, 2017, the Company declared a cash dividend of $0.07 per share of ClearOne common stock paid September 7, 2017 to shareholders of record as of August 22, 2017. Changes in Shareholders’ Equity The following table summarizes the change in shareholders’ equity during the three and nine months ended September 30, 2017 and 2016, respectively: Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Balance at the beginning of the period $ 72,444 $ 79,783 $ 77,449 $ 82,569 Exercise of stock options, restricted stock and stock option cancelled (113 ) 238 (226 ) 671 Stock repurchased (1,094 ) (1,024 ) (4,151 ) (5,139 ) Options repurchased — — — (1,752 ) Proceeds from stock purchase plan 15 21 55 65 Dividends (599 ) (449 ) (1,650 ) (1,373 ) Share-based compensation 174 175 514 494 Tax benefit - stock option exercise — 33 — 690 Unrealized gain or loss on investments, net of tax 10 (38 ) 68 179 Foreign currency translation adjustment 23 7 88 19 Net income/(loss) during the period (9,276 ) 1,209 (10,564 ) 3,532 Balance at end of the period $ 61,584 $ 79,955 $ 61,584 $ 79,955 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 8. Fair Value Measurements The fair value of the Company’s financial instruments reflects the amounts that the Company estimates it will receive in connection with the sale of an asset or pay in connection with the transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). The fair value hierarchy prioritizes the use of inputs used in valuation techniques into the following three levels: Level 1 Level 2 Level 3 The substantial majority of the Company’s financial instruments are valued using observable input. The following table sets forth the fair value of the financial instruments re-measured by the Company as of September 30, 2017 and December 31, 2016: Level 1 Level 2 Level 3 Total September 30, 2017 Corporate bonds and notes $ — $ 14,459 $ — $ 14,459 Municipal bonds — 5,974 — 5,974 Total $ — $ 20,433 $ — $ 20,433 Level 1 Level 2 Level 3 Total December 31, 2016 Corporate bonds and notes $ — $ 19,970 $ — $ 19,970 Municipal bonds — 6,425 — 6,425 Total $ — $ 26,395 $ — $ 26,395 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. Income Taxes The Company’s forecasted effective tax benefit rate at September 30, 2017 is 36.1%, a 0.9% decrease from the 37.0% effective tax rate recorded at December 31, 2016. The forecasted effective tax benefit rate of 36.1% excludes jurisdictions for which no benefit from forecasted current year losses is anticipated. Including losses from such jurisdictions results in a forecasted effective tax benefit rate of 30.1%. Our forecasted effective tax rate could fluctuate significantly on a quarterly basis and could change, to the extent that earnings in countries with tax rates that differ from that of the U.S. differ from amounts anticipated at September 30, 2017. After a discrete tax expense of $145, the effective tax benefit rate for the quarter ended September 30, 2017 is 29.0%. The discrete tax expense of $145 is primarily attributable to changes in income tax reserves related to research and development tax credits. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 10. Subsequent Events On November 8, 2017 the Company announced a quarterly cash dividend for the third quarter of 2017 at $0.07 per share to be paid on December 6, 2017 to shareholders of record as of November 22, 2017. |
Business Description, Basis o16
Business Description, Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description | Business Description: ClearOne, Inc., together with its subsidiaries (collectively, “ClearOne” or the “Company”), is a global company that designs, develops and sells conferencing, collaboration, streaming and digital signage solutions for audio and visual communications. The performance and simplicity of its advanced comprehensive solutions offer unprecedented levels of functionality, reliability and scalability. |
Basis of Presentation | Basis of Presentation: The fiscal year for ClearOne is the 12 months ending on December 31 st These accompanying interim unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and are not audited. Certain information and footnote disclosures that are usually included in financial statements prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) have been either condensed or omitted in accordance with SEC rules and regulations. The accompanying condensed consolidated financial statements contain all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of our financial position as of September 30, 2017 and December 31, 2016, the results of operations for the three and nine months ended September 30, 2017 and 2016, and the cash flows for the nine months ended September 30, 2017 and 2016. The results of operations for the three months and nine months ended September 30, 2017 and 2016 are not necessarily indicative of the results for a full-year period. These interim unaudited condensed consolidated financial statements should be read in conjunction with the financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC. |
Significant Accounting Policies | Significant Accounting Policies: The significant accounting policies were described in Note 1 to the audited consolidated financial statements included in the Company’s annual report on Form 10-K for the year ended December 31, 2016. There have been no changes to these policies during the nine months ended September 30, 2017 that are of significance or potential significance to the Company except for the treatment of patent defense costs described below. |
Patent Defense Costs | Patent Defense Costs - |
Recent Accounting Pronouncements | Recent Accounting Pronouncements: In May 2014, the FASB released Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606), requiring an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The updated standard will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective and permits the use of either a full retrospective or retrospective with cumulative effect transition method. We plan to adopt the standard when it becomes effective for us beginning January 1, 2018. We currently anticipate adopting the standard using the modified retrospective method with a cumulative catch up adjustment and providing additional disclosures comparing results to previous rules. We continue to evaluate the impact of the new standard on our consolidated financial statements but anticipate this standard will have a material impact on our consolidated financial statements. In February 2016, the FASB released ASU No. 2016-02, Leases (Topic 842) to bring transparency to lessee balance sheets. The ASU will require organizations that lease assets (lessees) to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. The standard will apply to both types of leases-capital (or finance) leases and operating leases. Previously, GAAP has required only capital leases to be recognized on lessee balance sheets. The standard is effective for fiscal years beginning after December 15, 2018 and interim periods within fiscal years beginning after December 15, 2018. Early application will be permitted for all organizations. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standard will have on the consolidated financial statements. In March 2016, the FASB released ASU No. 2016-09, Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting. The standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. ASU 2016-09 was effective for the Company on January 1, 2017. As a result of the adoption of ASU 2016-09, excess tax benefits or deficiencies related to stock-based compensation are now reflected in the Consolidated Statements of Operations as a component of the provision for income taxes, whereas they previously were recognized in additional paid-in capital. In addition, our Consolidated Statements of Cash Flows will now present, on a prospective basis, excess tax benefits as an operating activity. Finally, we have elected to account for forfeitures as they occur, rather than estimate expected forfeitures. In August 2016, the FASB released ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments, which addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. ASU 2016-15 is effective for the Company beginning January 1, 2018 and we are currently evaluating the impact that ASU 2016-15 will have on our consolidated financial statements. In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting. The new guidance provides clarity and reduces both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The accounting standard update will be effective for The Company beginning January 1, 2018 on a prospective basis, and early adoption is permitted. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standard will have on the consolidated financial statements. |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Common Share | The following table sets forth the computation of basic and diluted earnings (loss) per common share: Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Numerator: Net income (loss) $ (9,276 ) $ 1,209 $ (10,564 ) $ 3,532 Denominator: Basic weighted average shares outstanding 8,520,041 8,921,480 8,641,173 9,076,305 Dilutive common stock equivalents using treasury stock method — 242,686 — 376,312 Diluted weighted average shares outstanding 8,520,041 9,164,165 8,641,173 9,452,616 Basic earnings (loss) per common share $ (1.09 ) $ 0.14 $ (1.22 ) $ 0.39 Diluted earnings (loss) per common share $ (1.09 ) $ 0.13 $ (1.22 ) $ 0.37 Weighted average options outstanding 782,012 832,766 832,953 900,687 Anti-dilutive options not included in the computations 782,012 312,372 832,953 312,477 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-for-sale Securities Reconciliation | The amortized cost, gross unrealized holding gains, gross unrealized holding losses, and fair value for available-for-sale securities by major security type and class of securities at September 30, 2017 and December 31, 2016 were as follows: Amortized cost Gross unrealized holding gains Gross unrealized holding losses Estimated fair value September 30, 2017 Available-for-sale securities: Corporate bonds and notes $ 14,446 $ 65 $ (52 ) $ 14,459 Municipal bonds 5,974 9 (9 ) 5,974 Total available-for-sale securities $ 20,420 $ 73 $ (61 ) $ 20,433 Amortized cost Gross unrealized holding gains Gross unrealized holding losses Estimated fair value December 31, 2016 Available-for-sale securities: Corporate bonds and notes $ 20,028 $ 64 $ (122 ) $ 19,970 Municipal bonds 6,463 6 (44 ) 6,425 Total available-for-sale securities $ 26,491 $ 70 $ (166 ) $ 26,395 |
Schedule of Maturities of Marketable Securities | Maturities of marketable securities classified as available-for-sale securities were as follows at September 30, 2017: Amortized cost Estimated fair value September 30, 2017 Due within one year $ 3,945 $ 3,953 Due after one year through five years 16,475 16,480 Total available-for-sale securities $ 20,420 $ 20,433 |
Schedule of Available-for-sale Securities | The available-for-sale marketable securities with continuous gross unrealized loss position for less than 12 months and 12 months or greater and their related fair values were as follows: Less than 12 months More than 12 months Total (In thousands) Estimated fair value Gross unrealized holding losses Estimated fair value Gross unrealized holding losses Estimated fair value Gross unrealized holding losses As of September 30, 2017 Corporate bonds and notes $ 4,288 $ (24 ) $ 2,148 $ (27 ) $ 6,436 $ (51 ) Municipal bonds 3,157 (5 ) 566 (5 ) 3,723 (10 ) Total $ 7,445 $ (29 ) $ 2,714 $ (32 ) $ 10,159 $ (61 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets as of September 30, 2017 and December 31, 2016 consisted of the following: Estimated useful lives September 30, 2017 December 31, 2016 Tradename 5 to 7 years $ 555 $ 555 Patents and technological know-how 10 years 7,058 6,010 Proprietary software 3 to 15 years 2,981 4,341 Other 3 to 5 years 324 324 Total intangible assets 10,918 11,230 Accumulated amortization (5,635 ) (5,553 ) Total intangible assets, net $ 5,283 $ 5,677 |
Schedule of Amortization of Intangible Assets | The amortization of intangible assets for the three and nine months ended September 30, 2017 and 2016 was as follows: Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Amortization of intangible assets $ 231 $ 328 $ 699 $ 458 |
Schedule of Estimated Future Amortization Expense of Intangible Assets | The estimated future amortization expense of intangible assets is as follows: Years ending December 31, 2017 (remainder) $ 246 2018 829 2019 725 2020 546 2021 546 Thereafter 2,391 $ 5,283 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Net of Reserves | Inventories, net of reserves, as of September 30, 2017 and December 31, 2016 consisted of the following: As of September 30, 2017 December 31, 2016 Current: Raw materials $ 4,097 $ 2,291 Finished goods 15,598 9,086 $ 19,695 $ 11,377 Long-term: Raw materials $ 423 $ 599 Finished goods 2,023 1,065 $ 2,446 $ 1,664 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock Option Activity | A summary of the stock option activity under the Company’s plans for the nine months ended September 30, 2017 is as follows: Number of shares Weighted average exercise price Options outstanding at beginning of year 850,232 $ 8.06 Granted 105,000 9.90 Less: Exercised (178,662 ) 5.90 Forfeited prior to vesting (7,103 ) 10.88 Canceled or expired (2,311 ) 9.68 Options outstanding at September 30, 2017 767,156 8.79 Options exercisable at end of September 30, 2017 502,940 $ 7.71 |
Schedule of Share-based Compensation Expense | Share-based compensation expense related to ESPP has been recorded as follows: Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Cost of goods sold $ 5 $ 7 $ 16 $ 18 Sales and marketing 10 15 31 42 Research and product development 25 40 80 106 General and administrative 122 113 341 328 $ 162 $ 175 $ 468 $ 494 |
Shareholders_ Equity (Tables)
Shareholders’ Equity (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Schedule of Current Stock Repurchase Program | The transactions effectuated to date occurred in open market purchases. Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in $ millions) July 2017 11,794 $ 9.69 11,794 $ 7.6 August 2017 37,247 7.77 37,247 7.3 September 2017 90,529 7.62 90,529 6.6 Total 139,570 7.84 139,570 |
Summary of Change in Shareholders' Equity | The following table summarizes the change in shareholders’ equity during the three and nine months ended September 30, 2017 and 2016, respectively: Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Balance at the beginning of the period $ 72,444 $ 79,783 $ 77,449 $ 82,569 Exercise of stock options, restricted stock and stock option cancelled (113 ) 238 (226 ) 671 Stock repurchased (1,094 ) (1,024 ) (4,151 ) (5,139 ) Options repurchased — — — (1,752 ) Proceeds from stock purchase plan 15 21 55 65 Dividends (599 ) (449 ) (1,650 ) (1,373 ) Share-based compensation 174 175 514 494 Tax benefit - stock option exercise — 33 — 690 Unrealized gain or loss on investments, net of tax 10 (38 ) 68 179 Foreign currency translation adjustment 23 7 88 19 Net income/(loss) during the period (9,276 ) 1,209 (10,564 ) 3,532 Balance at end of the period $ 61,584 $ 79,955 $ 61,584 $ 79,955 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis | The following table sets forth the fair value of the financial instruments re-measured by the Company as of September 30, 2017 and December 31, 2016: Level 1 Level 2 Level 3 Total September 30, 2017 Corporate bonds and notes $ — $ 14,459 $ — $ 14,459 Municipal bonds — 5,974 — 5,974 Total $ — $ 20,433 $ — $ 20,433 Level 1 Level 2 Level 3 Total December 31, 2016 Corporate bonds and notes $ — $ 19,970 $ — $ 19,970 Municipal bonds — 6,425 — 6,425 Total $ — $ 26,395 $ — $ 26,395 |
Business Description, Basis o24
Business Description, Basis of Presentation and Significant Accounting Policies (Details Narrative) - Patents [Member] | 9 Months Ended |
Sep. 30, 2017 | |
Minimum [Member] | |
Estimated useful life | 15 years |
Maximum [Member] | |
Estimated useful life | 17 years |
Earnings (Loss) Per Share - Com
Earnings (Loss) Per Share - Computation of Basic and Diluted Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Net income (loss) | $ (9,276) | $ 1,209 | $ (10,564) | $ 3,532 |
Basic weighted average shares outstanding | 8,520,041 | 8,921,480 | 8,641,173 | 9,076,305 |
Dilutive common stock equivalents using treasury stock method | 242,686 | 376,312 | ||
Diluted weighted average shares outstanding | 8,520,041 | 9,164,165 | 8,641,173 | 9,452,616 |
Basic earnings (loss) per common share | $ (1.09) | $ 0.14 | $ (1.22) | $ 0.39 |
Diluted earnings (loss) per common share | $ (1.09) | $ 0.13 | $ (1.22) | $ 0.37 |
Weighted average options outstanding | 782,012 | 832,766 | 832,953 | 900,687 |
Anti-dilutive options not included in the computations | 782,012 | 312,372 | 832,953 | 312,477 |
Marketable Securities - Schedul
Marketable Securities - Schedule of Available-for-sale Securities Reconciliation (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Amortized cost | $ 20,420 | $ 26,491 |
Gross unrealized holding gains | 73 | 70 |
Gross unrealized holding losses | (60) | (166) |
Estimated fair value | 20,433 | 26,395 |
Corporate Bonds and Notes [Member] | ||
Amortized cost | 14,446 | 20,028 |
Gross unrealized holding gains | 65 | 64 |
Gross unrealized holding losses | (52) | (122) |
Estimated fair value | 14,459 | 19,970 |
Municipal Bonds [Member] | ||
Amortized cost | 5,974 | 6,463 |
Gross unrealized holding gains | 8 | 6 |
Gross unrealized holding losses | (8) | (44) |
Estimated fair value | $ 5,974 | $ 6,425 |
Marketable Securities - Sched27
Marketable Securities - Schedule of Maturities of Marketable Securities (Details) $ in Thousands | Sep. 30, 2017USD ($) |
Investments, Debt and Equity Securities [Abstract] | |
Amortized cost Due within one year | $ 3,945 |
Amortized cost Due after one year through five years | 16,475 |
Amortized cost Total available-for-sale securities | 20,420 |
Estimated fair value Due within one year | 3,953 |
Estimated fair value Due after one year through five years | 16,480 |
Estimated fair value Total available-for-sale securities | $ 20,433 |
Marketable Securities - Sched28
Marketable Securities - Schedule of Available-for-sale Securities (Details) $ in Thousands | Sep. 30, 2017USD ($) |
Less than 12 Months - Estimated Fair Value | $ 7,445 |
Less than 12 Months - Gross Unrealized Holding Losses | (29) |
More than 12 Months - Estimated Fair Value | 2,714 |
More than 12 Months - Gross Unrealized Holding Losses | (31) |
Total Estimated Fair Value | 10,159 |
Total Gross Unrealized Holding Losses | (60) |
Corporate Bonds and Notes [Member] | |
Less than 12 Months - Estimated Fair Value | 4,288 |
Less than 12 Months - Gross Unrealized Holding Losses | (24) |
More than 12 Months - Estimated Fair Value | 2,148 |
More than 12 Months - Gross Unrealized Holding Losses | (27) |
Total Estimated Fair Value | 6,436 |
Total Gross Unrealized Holding Losses | (51) |
Municipal Bonds [Member] | |
Less than 12 Months - Estimated Fair Value | 3,157 |
Less than 12 Months - Gross Unrealized Holding Losses | (5) |
More than 12 Months - Estimated Fair Value | 566 |
More than 12 Months - Gross Unrealized Holding Losses | (4) |
Total Estimated Fair Value | 3,723 |
Total Gross Unrealized Holding Losses | $ (9) |
Goodwill and Intangible Assetsl
Goodwill and Intangible Assetsl (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Goodwill | $ 12,724 | ||||
Goodwill, impairment loss | 12,724 | 12,724 | |||
Impairment of an intangible asset | $ 736 | $ 736 |
Goodwill and Intangible Asset30
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Total intangible assets | $ 10,918 | $ 11,230 |
Accumulated amortization | (5,635) | (5,553) |
Total intangible assets, net | 5,283 | 5,677 |
Trade Name [Member] | ||
Total intangible assets | $ 555 | 555 |
Trade Name [Member] | Minimum [Member] | ||
Estimated useful lives | 5 years | |
Trade Name [Member] | Maximum [Member] | ||
Estimated useful lives | 7 years | |
Patents and Technological Know-how [Member] | ||
Estimated useful lives | 10 years | |
Total intangible assets | $ 7,058 | 6,010 |
Proprietary Software [Member] | ||
Total intangible assets | $ 2,981 | 4,341 |
Proprietary Software [Member] | Minimum [Member] | ||
Estimated useful lives | 3 years | |
Proprietary Software [Member] | Maximum [Member] | ||
Estimated useful lives | 15 years | |
Other Intangible Assets [Member] | ||
Total intangible assets | $ 324 | $ 324 |
Other Intangible Assets [Member] | Minimum [Member] | ||
Estimated useful lives | 3 years | |
Other Intangible Assets [Member] | Maximum [Member] | ||
Estimated useful lives | 5 years |
Goodwill and Intangible Asset31
Goodwill and Intangible Assets - Schedule of Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ (231) | $ 328 | $ 699 | $ 458 |
Goodwill and Intangible Asset32
Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2017 (remainder) | $ 246 | |
2,018 | 829 | |
2,019 | 725 | |
2,020 | 546 | |
2,021 | 546 | |
Thereafter | 2,391 | |
Finite-Lived Intangible Assets, Net | $ 5,283 | $ 5,677 |
Inventories (Details Narrative)
Inventories (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |||||
Current finished goods do not include distributor channel inventories amount | $ 1,394 | $ 1,394 | $ 1,530 | ||
Losses incurred on valuation of inventory and write-off of obsolete inventory | $ 328 | $ 458 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventory, Net of Reserves (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 4,097 | $ 2,291 |
Finished goods | 15,598 | 9,086 |
Current Inventories | 19,695 | 11,377 |
Raw materials | 423 | 599 |
Finished goods | 2,023 | 1,065 |
Long-term Inventories | $ 2,446 | $ 1,664 |
Share-based Compensation (Detai
Share-based Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Jul. 11, 2017 | Mar. 17, 2016 | Sep. 30, 2005 | Dec. 31, 1999 | Sep. 30, 2017 | Sep. 30, 2003 | Mar. 31, 2002 | Dec. 31, 2016 | Dec. 12, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of stock options granted | 105,000 | ||||||||
Stock options vesting description | The options granted subsequent to March 2002, all vesting schedules are based on 3 or 4-year vesting schedules, with either one-third or one-fourth vesting on the first anniversary and the remaining options vesting ratably over the remainder of the vesting term. Generally, directors and officers have 3-year vesting schedules and all other employees have 4-year vesting schedules. Additionally, in the event of a change in control or the occurrence of a corporate transaction, the Companys Board of Directors has the authority to elect that all unvested options shall vest and become exercisable immediately prior to the event or closing of the transaction. | ||||||||
Number of stock options shares outstanding | 767,156 | 850,232 | |||||||
Number of share options exercised | (178,662) | ||||||||
Unrecognized compensation cost related to non-vested stock options, net of forfeitures | $ 975 | ||||||||
Recognized over weighted average period | 1 year 11 months 26 days | ||||||||
Stock options repurchased during the period | 139,570 | ||||||||
Percentage of shares excess of combined voting power of parents and subsidiary | 5.00% | ||||||||
Number of stock options shares purchased under the plan during the period | 2,500 | ||||||||
Number of stock options fair value purchased under the plan during the period | $ 25 | ||||||||
Percentage of common stock purchase of period at price equal to fair market value | 85.00% | ||||||||
Percentage of fair value of common stock discount | 15.00% | ||||||||
1998 Incentive Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of stock options granted | 1,066,000 | 1,248,250 | |||||||
Stock options vested period | 9 years 9 months 18 days | 6 years | |||||||
Stock options accelerated vesting shares | 300,494 | 637,089 | |||||||
Maximum number of stock options grants | 2,500,000 | ||||||||
Number of stock options shares outstanding | |||||||||
Number of share options exercised | 50,000 | ||||||||
2007 Equity Incentive Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Maximum number of stock options grants | 2,000,000 | ||||||||
Number of stock options shares outstanding | 767,156 | ||||||||
Number of stock options shares authorized and unissued | 471,500 | ||||||||
1998 Incentive Plan and 2007 Equity Incentive Plan [Member] | Employees [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options repurchased during the period | 225,542 | ||||||||
Stock option average purchase price per share | $ 7.77 | ||||||||
2014 Employee Stock Purchase Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of stock options granted | 471,160 | ||||||||
Number of shares available for offerings | 500,000 |
Share-based Compensation - Sche
Share-based Compensation - Schedule of Stock Options Activity (Details) | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Number of shares Options, Outstanding at beginning of quarter | shares | 850,232 |
Number of shares Options, Granted | shares | 105,000 |
Number of shares Options, Exercised | shares | (178,662) |
Number of shares Options, Forfeited prior to vesting | shares | (7,103) |
Number of shares Options, Canceled or expired | shares | (2,311) |
Number of shares Options, Outstanding at end of quarter | shares | 767,156 |
Number of shares Options, Exercisable at end of quarter | shares | 502,940 |
Weighted Average Exercise Price, Outstanding at beginning of quarter | $ / shares | $ 8.06 |
Weighted Average Exercise Price, Granted | $ / shares | 9.90 |
Weighted Average Exercise Price, Exercised | $ / shares | 5.90 |
Weighted Average Exercise Price, Forfeited prior to vesting | $ / shares | 10.88 |
Weighted Average Exercise Price, Canceled or expired | $ / shares | 9.68 |
Weighted Average Exercise Price, Outstanding at end of quarter | $ / shares | 8.79 |
Weighted Average Exercise Price, Exercisable at end of Period | $ / shares | $ 7.71 |
Share-based Compensation - Sc37
Share-based Compensation - Schedule of Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based compensation expense | $ 162 | $ 175 | $ 514 | $ 494 |
Cost of Goods Sold [Member] | ||||
Share-based compensation expense | 5 | 7 | 16 | 18 |
Sales and Marketing [Member] | ||||
Share-based compensation expense | 10 | 15 | 31 | 42 |
Research and Product Development [Member] | ||||
Share-based compensation expense | 25 | 40 | 80 | 106 |
General and Administrative [Member] | ||||
Share-based compensation expense | $ 122 | $ 113 | $ 341 | $ 328 |
Shareholders' Equity (Details N
Shareholders' Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Aug. 07, 2017 | Mar. 02, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Mar. 09, 2016 |
Stock repurchased during period, value | $ 10,000 | $ (1,094) | $ (1,024) | $ (4,151) | $ (5,139) | ||
Dividend price per share | $ 0.07 | ||||||
Dividend paid date | Jul. 7, 2017 | ||||||
Dividend record date | Aug. 22, 2017 | ||||||
New Stock Repurchase Program [Member] | Board of Directors [Member] | |||||||
Stock repurchase program, authorized amount | $ 10 |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Current Stock Repurchase Program (Details) $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
Total Number of Shares Purchased | 139,570 |
Average Price Paid per Share | $ / shares | $ 7.84 |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | 139,570 |
July 2017 [Member] | |
Total Number of Shares Purchased | 11,794 |
Average Price Paid per Share | $ / shares | $ 9.69 |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | 11,794 |
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs | $ | $ 7,600 |
August 2017 [Member] | |
Total Number of Shares Purchased | 37,247 |
Average Price Paid per Share | $ / shares | $ 7.77 |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | 37,247 |
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs | $ | $ 7,300 |
September 2017 [Member] | |
Total Number of Shares Purchased | 90,529 |
Average Price Paid per Share | $ / shares | $ 7.62 |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | 90,529 |
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs | $ | $ 6,600 |
Shareholders' Equity - Summary
Shareholders' Equity - Summary of Change in Shareholders' Equity (Details) - USD ($) $ in Thousands | Mar. 02, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Shareholders Equity - Summary Of Change In Shareholders Equity Details | |||||
Balance at the beginning of the period | $ 72,444 | $ 79,783 | $ 77,449 | $ 82,569 | |
Exercise of stock options, restricted stock and stock option cancelled | (113) | 238 | (225) | 671 | |
Stock repurchased | $ 10,000 | (1,094) | (1,024) | (4,151) | (5,139) |
Options repurchased | (1,752) | ||||
Proceeds from stock purchase plan | 15 | 21 | 55 | 65 | |
Dividends | (599) | (449) | (1,650) | (1,373) | |
Share-based compensation | 174 | 175 | 514 | 494 | |
Tax benefit - stock option exercise | 33 | 690 | |||
Unrealized gain or loss on investments, net of tax | 10 | (38) | 68 | 179 | |
Foreign currency translation adjustment | 23 | 7 | 88 | 19 | |
Net income/(loss) during the period | (9,276) | 1,209 | (10,564) | 3,532 | |
Balance at end of the period | $ 61,584 | $ 79,955 | $ 61,584 | $ 79,955 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | $ 20,433 | $ 26,395 |
Corporate Bonds and Notes [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | 14,459 | 19,970 |
Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | 5,974 | 6,425 |
Fair Value, Inputs, Level 1 [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | ||
Fair Value, Inputs, Level 1 [Member] | Corporate Bonds and Notes [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | ||
Fair Value, Inputs, Level 1 [Member] | Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | ||
Fair Value, Inputs, Level 2 [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | 20,433 | 26,395 |
Fair Value, Inputs, Level 2 [Member] | Corporate Bonds and Notes [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | 14,459 | 19,970 |
Fair Value, Inputs, Level 2 [Member] | Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | 5,974 | 6,425 |
Fair Value, Inputs, Level 3 [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | ||
Fair Value, Inputs, Level 3 [Member] | Corporate Bonds and Notes [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure | ||
Fair Value, Inputs, Level 3 [Member] | Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Fair Value Disclosure |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate, forecasted | 36.10% | |
Effective income tax rate, continuing operations, forecasted (increase) decrease in rate | 0.90% | |
Effective income tax rate, continuing operations | 37.00% | |
Effective tax rate, including loss jurisdictions | 30.10% | |
Unrecognized tax benefits that would impact effective tax rate | $ 145 | |
Effective tax rate, after discreet benefits | 29.00% |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - $ / shares | Nov. 08, 2017 | Aug. 07, 2017 |
Dividend paid date | Jul. 7, 2017 | |
Dividend record date | Aug. 22, 2017 | |
Subsequent Event [Member] | ||
Dividend price per share | $ 0.07 | |
Dividend paid date | Dec. 6, 2017 | |
Dividend record date | Nov. 22, 2017 |