Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Sep. 22, 2014 | Dec. 31, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'RAND WORLDWIDE INC | ' | ' |
Document Type | '10-K | ' | ' |
Current Fiscal Year End Date | '--06-30 | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 54,491,296 | ' |
Entity Public Float | ' | ' | $54,248,466 |
Amendment Flag | 'false | ' | ' |
Entity Central Index Key | '0000852437 | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Document Period End Date | 30-Jun-14 | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Current assets: | ' | ' |
Cash | $9,557,000 | $1,214,000 |
Accounts receivable, less allowance of $211,000 and $253,000 in 2014 and 2013 | 15,290,000 | 13,097,000 |
Income tax receivable | 1,088,000 | 851,000 |
Other receivables | 922,000 | 2,227,000 |
Inventory | 101,000 | 27,000 |
Prepaid expenses and other current assets | 2,021,000 | 2,520,000 |
Deferred tax assets | 119,000 | 141,000 |
Total current assets | 29,098,000 | 20,077,000 |
Property and equipment: | ' | ' |
Computer software and equipment | 8,160,000 | 8,432,000 |
Office furniture and equipment | 1,444,000 | 1,900,000 |
Leasehold improvements | 579,000 | 685,000 |
10,183,000 | 11,017,000 | |
Less accumulated depreciation and amortization | -7,600,000 | -8,379,000 |
2,583,000 | 2,638,000 | |
Finite Lived Intangible Assets, Net | 5,363,000 | 6,270,000 |
Deferred income taxes | 4,732,000 | 1,245,000 |
Other assets | 223,000 | 236,000 |
Total assets | 58,757,000 | 48,166,000 |
Goodwill | 16,758,000 | 17,700,000 |
Current liabilities: | ' | ' |
Accounts payable and accrued expenses | 8,901,000 | 7,458,000 |
Accrued compensation and related benefits | 1,973,000 | 1,453,000 |
Deferred revenue | 4,227,000 | 4,255,000 |
Obligations under capital leases | 188,000 | 294,000 |
Income tax payable | 796,000 | ' |
Total current liabilities | 16,085,000 | 13,460,000 |
Long-term liabilities: | ' | ' |
Obligations under capital leases | 147,000 | 322,000 |
Other long-term liabilities | 205,000 | 1,184,000 |
Total liabilities | 16,437,000 | 14,966,000 |
Commitments and contingencies (Note 12) | ' | ' |
Stockholders’ equity: | ' | ' |
Common stock, $0.01 par value; 80,000,000 shares authorized; issued and outstanding shares of 54,491,296 and 54,000,186 at June 30, 2014 and June 30, 2013, respectively | 545,000 | 540,000 |
Additional paid-in capital | 66,028,000 | 65,497,000 |
Accumulated deficit | -25,205,000 | -33,799,000 |
Accumulated other comprehensive income | 948,000 | 958,000 |
Total stockholders’ equity | 42,320,000 | 33,200,000 |
Total liabilities and stockholders’ equity | 58,757,000 | 48,166,000 |
Convertible Preferred Stock [Member] | ' | ' |
Stockholders’ equity: | ' | ' |
Convertible Preferred Stock, $0.01 par value; 1,300,537 shares authorized, 1,298,728 shares issued; 385,357 shares outstanding at June 30, 2014 and June 30, 2013; aggregate liquidation preference of $1,093,000 at June 30, 2014 and June 30, 2013 | 4,000 | 4,000 |
Customer Lists [Member] | ' | ' |
Property and equipment: | ' | ' |
Finite Lived Intangible Assets, Net | 2,981,000 | 3,586,000 |
Trade Names [Member] | ' | ' |
Property and equipment: | ' | ' |
Finite Lived Intangible Assets, Net | $2,382,000 | $2,684,000 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Accounts receivable, allowance (in Dollars) | $211,000 | $253,000 |
Accumulated amortization (in Dollars) | 10,046,000 | 9,219,000 |
Common stock, par value (in Dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 80,000,000 | 80,000,000 |
Common stock, shares issued | 54,491,296 | 54,000,186 |
Common stock, shares outstanding | 54,491,296 | 54,000,186 |
Convertible Preferred Stock [Member] | ' | ' |
Convertible Preferred Stock, par value (in Dollars per share) | $0.01 | $0.01 |
Convertible Preferred Stock, shares authorized | 1,300,537 | 1,300,537 |
Convertible Preferred Stock, shares issued | 1,298,728 | 1,298,728 |
Convertible Preferred Stock, shares outstanding | 385,357 | 385,357 |
Convertible Preferred Stock, aggregate liquidation preference (in Dollars) | 1,093,000 | 1,093,000 |
Customer Lists [Member] | ' | ' |
Accumulated amortization (in Dollars) | 7,173,000 | 6,648,000 |
Trade Names [Member] | ' | ' |
Accumulated amortization (in Dollars) | $1,549,000 | $1,247,000 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Revenues: | ' | ' |
Product sales | $47,822,000 | $41,869,000 |
Service revenue | 23,480,000 | 21,764,000 |
Commission revenue | 20,294,000 | 18,870,000 |
Total revenue | 91,596,000 | 82,503,000 |
Cost of revenue: | ' | ' |
Cost of product sales | 30,547,000 | 26,282,000 |
Cost of service revenue | 15,763,000 | 14,540,000 |
Total cost of revenue | 46,310,000 | 40,822,000 |
Gross margin | 45,286,000 | 41,681,000 |
Other operating expenses: | ' | ' |
Selling, general and administrative | 35,902,000 | 35,111,000 |
Impairment of goodwill and intangible assets | 1,000,000 | ' |
Change in the value of contingent consideration | -1,089,000 | ' |
Depreciation and amortization | 1,915,000 | 1,891,000 |
Total operating expenses | 37,728,000 | 37,002,000 |
Operating income | 7,558,000 | 4,679,000 |
Other expense: | ' | ' |
Interest expense | 158,000 | 304,000 |
Currency exchange losses | 70,000 | 110,000 |
Other expense | -4,000 | 62,000 |
224,000 | 476,000 | |
Income from continuing operations before income taxes | 7,334,000 | 4,203,000 |
Income tax (benefit) expense | -1,723,000 | 1,691,000 |
Income from continuing operations | 9,057,000 | 2,512,000 |
Loss from discontinued operations, net of tax | ' | -241,000 |
Loss on sale of discontinued operations, net of tax | -463,000 | -370,000 |
Net income | 8,594,000 | 1,901,000 |
Preferred stock dividends | -109,000 | -109,000 |
Net income available to common stockholders | $8,485,000 | $1,792,000 |
Earnings (loss) per common share attributable to common shareholders – basic: | ' | ' |
Income from continuing operations per common share (in Dollars per share) | $0.17 | $0.04 |
Loss from discontinued operations per common share (in Dollars per share) | ($0.01) | ($0.01) |
Earnings per common share attributable to common shareholders – basic (in Dollars per share) | $0.16 | $0.03 |
Earnings (loss) per common share attributable to common shareholders – diluted: | ' | ' |
Income from continuing operations per common share (in Dollars per share) | $0.16 | $0.04 |
Loss from discontinued operations per common share (in Dollars per share) | ($0.01) | ($0.01) |
Earnings per common share attributable to common shareholders – diluted (in Dollars per share) | $0.15 | $0.03 |
Weighted average shares used in computation - basic (in Shares) | 54,210,555 | 53,951,438 |
Weighted average shares used in computation - diluted (in Shares) | 57,039,061 | 55,102,436 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Net income | $8,594,000 | $1,901,000 |
Other comprehensive income, net of tax: | ' | ' |
Net change in cumulative foreign currency translation gain | -10,000 | -102,000 |
Comprehensive income | $8,584,000 | $1,799,000 |
Consolidated_Statement_of_Stoc
Consolidated Statement of Stockholders’ Equity (USD $) | Convertible Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
Beginning balance at Jun. 30, 2012 | $4,000 | $535,000 | $64,947,000 | ($35,700,000) | $1,060,000 | $30,846,000 |
Beginning balance, shares (in Shares) at Jun. 30, 2012 | 385,357 | 53,493,077 | ' | ' | ' | ' |
Stock based compensation | ' | ' | 261,000 | ' | ' | 261,000 |
Preferred stock dividends | ' | ' | -109,000 | ' | ' | -109,000 |
Issuance of common stock upon the exercise of options | ' | ' | 3,000 | ' | ' | 3,000 |
Issuance of common stock upon the exercise of options (in Shares) | ' | 9,597 | ' | ' | ' | ' |
Issuance of common stock for acquisition | ' | 5,000 | 395,000 | ' | ' | 400,000 |
Issuance of common stock for acquisition (in Shares) | ' | 497,512 | ' | ' | ' | ' |
Foreign currency translation adjustment | ' | ' | ' | ' | -102,000 | -102,000 |
Net income | ' | ' | ' | 1,901,000 | ' | 1,901,000 |
Ending balance at Jun. 30, 2013 | 4,000 | 540,000 | 65,497,000 | -33,799,000 | 958,000 | 33,200,000 |
Ending balance, shares (in Shares) at Jun. 30, 2013 | 385,357 | 54,000,186 | ' | ' | ' | ' |
Stock based compensation | ' | ' | 297,000 | ' | ' | 297,000 |
Preferred stock dividends | ' | ' | -109,000 | ' | ' | -109,000 |
Issuance of common stock upon the exercise of options | ' | 5,000 | 343,000 | ' | ' | 348,000 |
Issuance of common stock upon the exercise of options (in Shares) | ' | 491,110 | ' | ' | ' | 491,110 |
Foreign currency translation adjustment | ' | ' | ' | ' | -10,000 | -10,000 |
Net income | ' | ' | ' | 8,594,000 | ' | 8,594,000 |
Ending balance at Jun. 30, 2014 | $4,000 | $545,000 | $66,028,000 | ($25,205,000) | $948,000 | $42,320,000 |
Ending balance, shares (in Shares) at Jun. 30, 2014 | 385,357 | 54,491,296 | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Cash flows from operating activities | ' | ' |
Net income | $8,594,000 | $1,901,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Bad debt expense | 130,000 | 110,000 |
Depreciation and amortization | 1,915,000 | 1,891,000 |
Impairment of goodwill and intangible assets | 1,000,000 | ' |
Change in the value of contingent consideration | -1,089,000 | ' |
Stock-based compensation | 297,000 | 261,000 |
Deferred income taxes | -3,465,000 | 1,268,000 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable and other receivables | -1,018,000 | 3,659,000 |
Income tax receivable | -237,000 | -570,000 |
Inventory | -74,000 | 80,000 |
Prepaid expenses and other current assets | 499,000 | -436,000 |
Other assets | 13,000 | 134,000 |
Accounts payable and accrued expenses | 1,844,000 | -3,030,000 |
Accrued compensation and related benefits | 520,000 | -351,000 |
Deferred revenue | -28,000 | -411,000 |
Income taxes payable | 796,000 | ' |
Other long-term liabilities | -291,000 | 139,000 |
Net cash provided by operating activities | 9,406,000 | 4,645,000 |
Cash flows from investing activities | ' | ' |
Purchases of property and equipment | -1,059,000 | -1,032,000 |
Purchase of Informative Design Partners | ' | -600,000 |
Net cash used in by investing activities | -1,059,000 | -1,632,000 |
Cash flows from financing activities | ' | ' |
Proceeds from borrowings under line of credit | 78,680,000 | 63,992,000 |
Repayment of borrowings under line of credit | -78,680,000 | -67,132,000 |
Principal payments on capital lease obligations | -281,000 | -288,000 |
Proceeds from issuance of common stock to employees | 348,000 | 3,000 |
Payment of preferred stock dividends | -109,000 | -109,000 |
Net cash used in financing activities | -42,000 | -3,534,000 |
Effect of exchange rate changes on cash from continuing operations | 38,000 | 55,000 |
Net change in cash | 8,343,000 | -466,000 |
Cash - beginning of year | 1,214,000 | 1,680,000 |
Cash - end of year | $9,557,000 | $1,214,000 |
Note_1_Summary_of_Significant_
Note 1 - Summary of Significant Accounting Policies | 12 Months Ended | ||||
Jun. 30, 2014 | |||||
Accounting Policies [Abstract] | ' | ||||
Significant Accounting Policies [Text Block] | ' | ||||
1. Summary of Significant Accounting Policies | |||||
When used throughout these notes, the terms “Rand Worldwide”, “the Company”, “we”, “us” and “our” refer to Rand Worldwide, Inc. and, unless the context clearly indicates otherwise, its consolidated subsidiaries. | |||||
Nature of Business and Basis of Presentation | |||||
Rand Worldwide, Inc. is a leading supplier in the design automation, facilities and data management software marketplace. Rand Worldwide also provides value-added services, such as training, technical support, hosted data archiving solutions and other consulting and professional services to businesses, government agencies and educational institutions worldwide. | |||||
The Company is organized into three divisions: IMAGINiT Technologies ("IMAGINiT"), Enterprise Applications, and ASCENT – Center for Technical Knowledge (“ASCENT”). | |||||
The IMAGINiT division is one of the largest value-added resellers of Autodesk, Inc. (“Autodesk”) products in the world, providing Autodesk solutions and value-added services to customers in the manufacturing, infrastructure, building, and media and entertainment industries. IMAGINiT also specializes in computational fluid dynamics analysis consulting and thermal simulation services and sells its own proprietary software products and related services, enhancing its total client solution offerings. IMAGINiT operates in the United States and Canada. | |||||
The Enterprise Applications division is the non-Autodesk component of the business and offers various products and services including data governance solutions, facilities management solutions and 3DExperience products from Dassault Systèmes which include CATIA, ENOVIA, SIMULIA, DELMIA, and DMU. Enterprise Applications also specializes in training solutions for Dassault Systèmes and PTC products including Pro/ENGINEER, CREO, and Windchill. In December 2013, the Rand Secure Archive division within Enterprise Applications expanded its range of data governance solutions with the addition of data backup. To reflect this evolution beyond data archiving and eDiscovery, this division has changed its name to Rand Secure Data. | |||||
ASCENT is the courseware division of Rand Worldwide and is a leading developer of professional training materials and knowledge products for engineering software tools. | |||||
Use of Estimates | |||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||
Inventory | |||||
Inventory consists of packaged computer hardware and software and is stated at the lower of first-in, first-out cost, or market. | |||||
Property and Equipment | |||||
Property and equipment is stated at cost. Depreciation for computer software and equipment and office furniture and equipment is provided for by the straight-line method over estimated useful lives ranging from three to seven years. Leasehold improvements are amortized over the lesser of the lease term or the useful life of the asset using the straight-line method. Repairs and maintenance costs are expensed as incurred. | |||||
Impairment of Long-Lived Assets Excluding Goodwill | |||||
Long-lived assets, excluding goodwill, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be fully recoverable. These events or changes in circumstances may include a significant deterioration of operating results, changes in business plans, or changes in anticipated future cash flows. If an impairment indicator is present, the Company evaluates recoverability by a comparison of the carrying amount of the assets to future undiscounted net cash flows expected to be generated by the assets. Assets are grouped at the lowest levels for which there are identifiable cash flows that are largely independent of the cash flows generated by other asset groups. If the assets are impaired, the impairment recognized is measured by the amount by which the carrying amount exceeds the fair value of the assets. Fair value is generally determined by estimates of discounted cash flows. The discount rate used in any estimate of discounted cash flows would be the rate required for a similar investment of like risk. During the fiscal year ended June 30, 2014, the Company recorded impairment charges of $80,000 against its acquired customer list of the CFD consulting business that was acquired in July 2012. | |||||
Goodwill | |||||
Goodwill is the excess of the purchase price paid over the fair value of the identifiable net assets acquired in purchase business combinations. The Company accounts for goodwill in accordance with Financial Standards Accounting Board Accounting Standards Codification (“ASC”) 350, Goodwill and Other Intangible Assets. Under ASC 350, goodwill is subject to annual impairment tests or more frequently when events and circumstances occur indicating that recorded goodwill may be impaired. Impairment is the condition that exists when the carrying amount of goodwill exceeds its implied fair value. The implied fair value of goodwill is the amount determined by deducting the estimated fair value of all tangible and identifiable intangible net assets of the reporting unit to which goodwill has been allocated from the estimated fair value of the reporting unit. If the recorded value of goodwill exceeds its implied value, an impairment charge is recorded for the excess. | |||||
During the fiscal year ended June 30, 2014, the Company recorded impairment charges of $920,000 against its goodwill of the CFD consulting business that was acquired in July 2012. While the CFD business is consistently profitable and experiencing growth in revenue, its earnings have been less than the levels forecasted at the time of the acquisition. Following an assessment of the fair value of the CFD business, impairment charges were recorded to reduce the book value of goodwill. | |||||
The change in the carrying amount of goodwill during the twelve months ended June 30, 2014 is as follows: | |||||
Balance as of June 30, 2013 | $ | 17,700,000 | |||
Impairment charges | (920,000 | ) | |||
Effect of foreign currency translation | (22,000 | ) | |||
Balance as of June 30, 2014 | $ | 16,758,000 | |||
Stock Options and Stock Granted to Employees | |||||
The Company applies ASC 718-10, Share-Based Payment, which requires companies to measure the cost of share-based awards to employees based on the grant-date fair value of the award using an option pricing model, and to recognize that cost over the period during which an employee is required to provide service in exchange for the award. The Company uses the Black-Scholes option pricing model to determine the fair value of stock options granted to employees and recognizes the compensation cost of employee share-based awards in its statement of operations using the straight-line method over the vesting period of the award, net of estimated forfeitures. | |||||
The use of the Black-Scholes option pricing model to estimate the fair value of share-based awards requires that the Company make certain assumptions and estimates for required inputs to the model, including (i) the fair value of the Company’s common stock at each grant date, (ii) the expected volatility of the Company’s common stock value based on industry comparisons, (iii) the expected life of the share-based award, (iv) the risk-free interest rate, and (v) the dividend yield. The Company uses the Black-Scholes option pricing model. The Black-Scholes option pricing model was developed for estimating the fair value of traded options which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions, including the expected stock price volatility. | |||||
Revenue Recognition and Accounts Receivable | |||||
The Company’s revenue recognition policies are in accordance with ASC 985-685, Software – Revenue Recognition, and ASC 605-20, Revenue Recognition. | |||||
Revenue from product sales and the sale of developed software is recognized when the following four criteria are met: (i) an executed proposal or signed purchase order has been obtained; (ii) delivery of the software has occurred; (iii) the fee is fixed or determinable; and (iv) the fee is probable of collection. Software product sales billed and not recognized as revenue are included in deferred revenue. The Company generally does not require collateral for accounts receivable. The Company allows returns from customers in limited situations. The Company has historically not experienced significant returns, and accordingly, allowances for returned products are not recorded. | |||||
Product Sales | |||||
For revenue derived from license fees for packaged software products, the Company follows ASC 985-605, Software-Revenue Recognition, and ASC 605-10, Revenue Recognition. The Company recognizes revenue from the sale of software licenses and training materials upon shipment of the products, provided that evidence of the arrangement exists, the arrangement fee is fixed or determinable, and collection of the related receivable is probable and free of contingencies. | |||||
Service Revenue | |||||
Revenue from installation, training and consulting services is recognized upon completion of the requested service, which typically occurs within ninety days of receipt of an order. Support services are sold either in prepaid blocks of hours which typically expire in one year, or as annual contracts for unlimited support for a specified number of users and products supported. Prepaid support service revenue is recognized monthly based upon usage with unused balances recognized in full upon expiration. Annual support contract revenues are recognized ratably over the contract period. Revenue from the Rand Secure Archive hosted data archiving solution is recognized ratably over the contract period. Installation and consulting services provided by the Company are not considered essential to the functionality of any software products sold as those services do not alter the functionality or capabilities of the product and could be performed by customers or other vendors. | |||||
Commission Revenue | |||||
Fees earned from the resale of Autodesk’s software support agreements are reported as commission revenue and presented net of their related costs. For these transactions, the Company considers Autodesk to be the primary obligor in the arrangement as Autodesk has the responsibility of providing the end-customer all the deliverables under the contract, including software upgrades and various support services. As a result, the Company assumes an agency relationship in these transactions, and recognizes the net fee associated with serving as an agent in revenue. | |||||
The Company earns a rebate from its primary supplier, Autodesk, for its qualifying renewal subscriptions, which increase gross profits and the corresponding commission revenues on such sales. The rebates on renewal subscriptions are paid monthly and are accrued in accordance with ASC 605-50, Customer Payments and Incentives¸ in the month the underlying sales are posted. | |||||
Commissions revenue also includes referral fees paid by Autodesk for major account and government customer transactions, determined based on specified percentages of the amount billed by Autodesk to the referred customer. These referral fees are recorded as revenue in the period earned, based on reporting by Autodesk, and are typically settled within ten days following the end of the reporting period. | |||||
Multiple-Element Arrangements | |||||
The Company’s arrangements with its customers may involve the sale of one or more products and services at the same time. The Company considers these to be multiple elements of a single arrangement. The Company follows ASC 605-25, Multiple-Element Arrangements. We allocate the total arrangement consideration to each separable element based on the relative selling price of each element in accordance with selling price hierarchy, which includes: vendor specific objective evidence (“VSOE”) if available; third party evidence (“TPE”) if VSOE is not available; and best estimate of selling price if neither VSOE nor TPE is available. In general, the Company uses VSOE to allocate the selling price to each element. Arrangement consideration allocated to undelivered elements is deferred until delivery of the individual elements. | |||||
Fixed or Determinable Fee | |||||
Management assesses whether the total fee payable to the Company for the order is fixed or determinable and free of contingencies at the time of delivery. Management considers the payment terms of the transaction, including whether the terms are extended, and its collection experience in similar transactions that did not require concessions, among other factors. If the total consideration payable to the Company is not fixed or determinable, revenue is recognized only as payments become due from the customer, provided that all other revenue recognition criteria are met. | |||||
Customer Acceptance Criteria | |||||
If an arrangement includes customer acceptance criteria, the Company defers all revenue from the arrangement until acceptance is received or the acceptance period has lapsed, unless those acceptance criteria only require that the product perform in accordance with the software vendor’s standard published product specifications. If a customer’s obligation to pay the Company is contingent upon a future event, such as installation or acceptance, the Company defers all revenue from the arrangement until that event has occurred. | |||||
Deferred Revenue | |||||
Deferred product revenue is comprised of amounts that have been invoiced to customers upon delivery of a product, but are not yet recognizable as revenue because one or more of the conditions required for revenue recognition have not yet been met. Deferred service revenue represents amounts invoiced to customers for telephone support contracts or maintenance and support contracts, which are recognized ratably as revenue over the term of the arrangements, or for installation, training or professional services that have not yet been performed. | |||||
Product Returns | |||||
The Company’s arrangements with customers do not contain any rights of product return, other than those related to standard warranty provisions that permit replacement of defective goods. As of June 30, 2014 and June 30, 2013, the Company had no reserve recorded for product returns because such returns have historically been insignificant. | |||||
Shipping and Handling Fees | |||||
The Company records as revenue any amounts billed to customers for shipping and handling costs, and it records as cost of revenue its actual shipping costs incurred. | |||||
Allowance for Doubtful Accounts | |||||
The Company uses estimates to determine the amount of the allowance for doubtful accounts necessary to reduce accounts receivable to its expected net realizable value. The Company estimates the amount of the required allowance by reviewing the status of past-due receivables and analyzing historical bad debt trends. Actual collection experience has not varied significantly from estimates, due primarily to credit policies, collection experience, and a lack of concentration of accounts receivable. The Company charges-off receivables deemed to be uncollectible to the allowance for doubtful accounts. | |||||
Cost of Product Sales | |||||
Cost of product sales consists of the cost of purchasing products from software suppliers or hardware manufacturers as well as the associated shipping and handling costs. The Company earns a volume-based rebate from its primary supplier, Autodesk, paid monthly as a percentage of qualifying purchases. The rebate percentage is established based on the level of new product and subscription purchases as measured against quarterly targets developed by Autodesk. These rebates serve to reduce the cost of product sales. The Company accrues its rebates the month the underlying sales are posted, in accordance with ASC 605-50, Customer Payments and Incentives. The Company has generally been able to focus its sales efforts in a manner to achieve margins on its product sales that are within a relatively narrow range from period to period. | |||||
Cost of Service Revenue | |||||
Cost of service revenue consists primarily of direct employee compensation of all service personnel, the cost of subcontracted services and direct expenses billable to customers. Cost of service revenue does not include an allocation of overhead costs. | |||||
Advertising and Marketing Costs | |||||
The Company’s marketing activities performed and executed over the course of the year include public relations, tradeshows, email campaigns, social media, website development and enhancement, marketing automation initiatives, virtual events, advertising and promotions as well as ongoing branding efforts. The Company receives funding from its primary vendor, Autodesk, which offsets a portion of the costs incurred for marketing and advertising. Marketing and advertising costs are expensed as incurred, net of vendor funding and are included in selling, general and administrative expenses in the accompanying statements of operations. Advertising expenses, net of reimbursements from suppliers, were immaterial for the years ended June 30, 2014 and June 30, 2013. | |||||
Comprehensive Income (Loss) | |||||
Comprehensive income (loss) is comprised of net income and foreign currency translation adjustments. During the years ended June 30, 2014 and June 30, 2013, unrealized foreign currency translation losses of $10,000 and $102,000, respectively, were recorded in accumulated other comprehensive income within stockholders’ equity. | |||||
Income Taxes | |||||
The Company uses the liability method to account for income taxes. Income tax expense includes income taxes currently payable and deferred taxes arising from temporary differences between financial reporting and income tax bases of assets and liabilities. Deferred income taxes are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Income tax expense, if any, consists of the taxes payable for the current period. Valuation allowances are established when the realization of deferred tax assets are not considered more likely than not. The Company records liabilities from uncertain tax positions in accordance with ASC 740-10, Income Taxes. The Company believes that its income tax filing positions taken or expected to be taken in its tax returns will more likely than not be sustained upon audit by the taxing authorities and does not anticipate any adjustments that will results in a material adverse impact on the Company’s financial condition, results of operations, or cash flow. Therefore, no reserves for uncertain income tax position have been recorded. Interest and penalties related to unrecognized tax benefits are recorded as part of income tax expense. The Company’s income tax returns for the past three years are subject to examination by tax authorities, and may change upon examination. | |||||
Foreign Currency Translation | |||||
Assets and liabilities of the Company’s foreign subsidiaries, whose functional currencies are the respective local currencies, are translated into U.S. dollars at the current rates of exchange in effect at the balance sheet dates. Revenues and expenses are translated using the average exchange rates for the period. The resulting translation adjustments are included as a separate component of stockholders’ deficit in the consolidated balance sheets within accumulated other comprehensive income. Foreign currency transaction gains or losses resulting from the re-measurement of monetary assets and liabilities stated in a currency other than the functional currency are included in the Company’s results of operations. | |||||
In addition, for the years ended June 30, 2014 and June 30, 2013, realized currency transaction losses from operations of $70,000 and $110,000, respectively, were recorded in the statement of operations. |
Note_2_Supplemental_Disclosure
Note 2 - Supplemental Disclosure of Cash Flow Information | 12 Months Ended |
Jun. 30, 2014 | |
Supplemental Cash Flow Elements [Abstract] | ' |
Cash Flow, Supplemental Disclosures [Text Block] | ' |
2. Supplemental Disclosure of Cash Flow Information | |
The Company paid interest of approximately $32,000 and $81,000, and paid federal and state taxes of approximately $182,000 and $124,000, respectively, for the years ended June 30, 2014 and June 30, 2013. | |
In connection with the acquisition of Informative Design Partners (“IDP”) on July 31, 2012, the Company issued 497,512 shares of its common stock with a value of $400,000. |
Note_3_Business_Combinations
Note 3 - Business Combinations | 12 Months Ended |
Jun. 30, 2014 | |
Business Combinations [Abstract] | ' |
Business Combination Disclosure [Text Block] | ' |
3. Business Combinations | |
Acquisition of Informative Design Partners | |
On July 31, 2012, the Company acquired certain assets of Informative Design Partners for an initial payment of $1 million, comprised of $600,000 in cash and $400,000 in common stock, plus contingent consideration to be paid over three years based on earnings achieved from the acquired business. |
Note_4_Borrowings_Under_Line_o
Note 4 - Borrowings Under Line of Credit | 12 Months Ended |
Jun. 30, 2014 | |
Debt Disclosure [Abstract] | ' |
Debt Disclosure [Text Block] | ' |
4. Borrowings Under Line of Credit | |
On February 29, 2012, the Company entered into an $8 million line of credit facility, including a $1,000,000 sublimit for the issuance of standby or trade letters of credit, with PNC Bank, National Association. The interest rate is the “Eurodollar Rate”, which is calculated by using the LIBOR rate, plus a margin of 2.0%. The Company had no outstanding borrowings under its credit line as of June 30, 2014 and June 30, 2013. The Company has pledged its U.S. trade accounts receivable as collateral to secure payment under the line of credit. The line expires on November 30, 2014. |
Note_5_Preferred_Stock
Note 5 - Preferred Stock | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Stockholders' Equity Note [Abstract] | ' | ||||||||
Stockholders' Equity Note Disclosure [Text Block] | ' | ||||||||
5. Preferred Stock | |||||||||
The Company’s preferred stock included in the equity section of the accompanying consolidated balance sheets consists of the following as of June 30, 2014 and 2013: | |||||||||
30-Jun | |||||||||
2014 | 2013 | ||||||||
Series D Convertible Preferred Stock, $0.01 par value; 1,297,537 shares authorized and issued; and 384,495 shares outstanding at June 30, 2014 and 2013; aggregate liquidation preference of $231,000 at June 30, 2014 and 2013, | $ | 4,000 | $ | 4,000 | |||||
Series E Convertible Preferred Stock, $0.01 par value; 3,000 shares authorized; 1,191 shares issued; 862 shares outstanding at June 30, 2014 and 2013; aggregate liquidation preference of $862,000 at June 30, 2014 and 2013, respectively | — | — | |||||||
Total Preferred Stock | $ | 4,000 | $ | 4,000 | |||||
Convertible Preferred Stock | |||||||||
In 2004, the Company issued 813,050 shares of Series D Convertible Preferred Stock for cash proceeds totaling $330,000 and a reduction in notes payable to a related party of $98,000. At June 30, 2014 and 2013, 384,495 shares of Series D Convertible Preferred Stock were outstanding with the following terms: | |||||||||
Redemption Feature- The Series D shares are redeemable in the event that the Company is engaged in a business combination that is approved by the Board of Directors and subsequently submitted and approved by a vote of the Company’s stockholders. The 2010 merger with pre-merger Rand Worldwide did not trigger any redemption provisions of the Series D shares. Any director who holds shares of Series D is not eligible to vote on the proposed business combination. The redemption price is $0.30 (upon conversion) per share plus an amount equal to all declared and unpaid dividends accrued on such shares since the original issue date. | |||||||||
Voting Rights- Each holder of the Series D shares shall vote together with all other classes and series of stock of the Company as a single class on all actions. Each share shall entitle the holder to one vote per share of common stock into which the preferred stock is then convertible on each such action. In addition, these holders have special voting rights in connection with certain matters, including the issuance of senior stock or debentures, certain mergers, the dissolution of the Company and any amendment to the charter or the terms of the securities that would impair their rights. | |||||||||
Dividend Rate- The holders of the Series D shares are entitled to receive cumulative dividends at a rate of 10% per annum when and as declared by the Board of Directors. Dividends are paid quarterly to preferred stockholders. | |||||||||
Conversion Feature- The Series D shares are convertible at any time beginning 120 days after the original issuance date at the option of the holder and automatically converts into common stock if the common stock trades for more than $2.25 per share for 60 consecutive trading days. Each Series D share is convertible into shares of common stock by multiplying the appropriate conversion rate in effect by the number of shares of preferred stock being converted. As of June 30, 2014, the conversion rate would yield approximately two shares of common stock for each share of Series D share; however, this rate may be adjusted due to stock splits, dividends, and other events defined in the stock purchase agreement between the Company and the holders of the Series D shares. | |||||||||
Liquidation Preference- In the event of a liquidation, dissolution or winding up of the Company, the holders of Series D shares are entitled to receive for each share, prior and in preference to any distribution of any of the assets or surplus funds to the holders of common stock, an amount equal to $0.30 per share plus all accumulated but unpaid dividends. If upon the occurrence of such event, the assets and funds thus distributed among the holders are insufficient to permit the payment of the preferential amount, then the entire assets and funds of the Company legally available for distribution shall be distributed ratably among the preferred stockholders. | |||||||||
In July 2005, the Company issued 1,191 shares of Series E Convertible Preferred Stock which raised $1,191,000 for working capital purposes. At June 30, 2014 and 2013, 862 shares of Series E Convertible Preferred Stock (the “Series E shares”) were outstanding with the following terms: | |||||||||
Redemption Feature- The Series E shares are redeemable in the event that the Company is engaged in a business combination that is approved by the Board of Directors and subsequently submitted and approved by a vote of the Company’s stockholders. The 2010 merger with pre-merger Rand Worldwide did not trigger any redemption provisions of the Series E shares. Any director who holds shares of Series E is not eligible to vote on the proposed business combination. The redemption price is $0.65 per share (upon conversion) plus an amount equal to all declared and unpaid dividends accrued on such shares since the original issue date. | |||||||||
Voting Rights- Each holder of the Series E shares shall vote together with all other classes and series of stock of the Company as a single class on all actions. Each share shall entitle the holder to one vote per share of common stock into which the preferred stock is then convertible on each such action. In addition, these holders have special voting rights in connection with certain matters, including the issuance of senior stock or debentures, certain mergers, the dissolution of the Company and any amendment to the charter or the terms of the securities that would impair their rights. | |||||||||
Dividend Rate- The holders of the Series E shares are entitled to receive cumulative dividends at a rate of 10% per annum when and as declared by the Board of Directors. Dividends are paid quarterly to preferred stockholders. | |||||||||
Conversion Feature- The Series E shares are convertible at any time beginning 120 days after the original issuance date at the option of the holder and automatically converts into common stock if the common stock trades for more than $2.25 per share for 60 consecutive trading days. Each Series E share is convertible into shares of common stock by multiplying the appropriate conversion rate in effect by the number of shares of preferred stock being converted. As of June 30, 2014, the conversion rate would yield 1,538.5 shares of common stock for each share of Series E; however, this rate may be adjusted due to stock splits, dividends, and other events defined in the stock purchase agreements between the Company and the holders of the Series E shares. | |||||||||
Liquidation Preference- In the event of a liquidation, dissolution or winding up of the Company, the holders of Series E shares are entitled to receive for each share, prior and in preference to any distribution of any of the assets or surplus funds to the holders of common stock, an amount equal to $0.65 per share (upon conversion) plus all accumulated but unpaid dividends. If upon the occurrence of such event, the assets and funds thus distributed among the holders are insufficient to permit the payment of the preferential amount, then the entire assets and funds of the Company legally available for distribution shall be distributed ratably among the preferred stockholders. |
Note_6_Earnings_Loss_Per_Share
Note 6 - Earnings (Loss) Per Share | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Earnings Per Share [Text Block] | ' | ||||||||
6. Earnings (Loss) Per Share | |||||||||
Basic earnings (loss) per common share is computed by dividing net earnings (loss) available to common stockholders by the weighted-average number of common shares outstanding for the period. Such outstanding shares include those issued through equity compensation plans, Board compensation, and the exercise of stock warrants. Diluted earnings (loss) per common share include the potential dilution that would occur from common shares issuable upon the exercise of outstanding stock options and warrants and the conversion of preferred stock. As of June 30, 2014 and 2013, 5,407,529 and 5,584,413 shares of common stock, respectively, were issuable upon the conversion or exercise of options and preferred stock. For the years ended June 30, 2014 and 2013, 272,750 and 1,850,651 shares of common stock equivalents, respectively, were excluded from the computation of diluted earnings per share because their effect would have been antidilutive. The following summarizes the computations of basic and diluted earnings per common share: | |||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Numerator for basic and diluted earnings per share: | |||||||||
Net income from continuing operations | $ | 9,057,000 | $ | 2,512,000 | |||||
Payment of preferred stock dividends | (109,000 | ) | (109,000 | ) | |||||
Net income from continuing operations available to common stockholders | 8,948,000 | 2,403,000 | |||||||
Loss from discontinued operations, net of tax | — | (241,000 | ) | ||||||
Loss on disposition of discontinued operations, net of tax | (463,000 | ) | (370,000 | ) | |||||
Net income available to common stockholders | $ | 8,485,000 | $ | 1,792,000 | |||||
Weighted average shares used in computing basic net earnings per share: | 54,210,555 | 53,951,438 | |||||||
Assumed conversion of preferred stock | 2,095,784 | 769,630 | |||||||
Effect of outstanding stock options | 732,722 | 381,368 | |||||||
Weighted average shares used in computing diluted net earnings per share: | 57,039,061 | 55,102,436 | |||||||
Earnings (loss) per common share attributable to common stockholders – basic | |||||||||
Income from continuting operations per common share | $ | 0.17 | $ | 0.04 | |||||
Loss from discontinued operations per common share | (0.01 | ) | (0.01 | ) | |||||
Earnings per common share attributable to common shareholders – basic | $ | 0.16 | $ | 0.03 | |||||
Earnings (loss) per common share attributable to common stockholders – diluted | |||||||||
Income from continuting operations per common share | $ | 0.16 | $ | 0.04 | |||||
Loss from discontinued operations per common share | (0.01 | ) | (0.01 | ) | |||||
Earnings per common share attributable to common shareholders – diluted | $ | 0.15 | $ | 0.03 | |||||
Note_7_Intangible_Assets
Note 7 - Intangible Assets | 12 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Goodwill and Intangible Assets Disclosure [Text Block] | ' | ||||||||||||||||
7. Intangible Assets | |||||||||||||||||
The following is a summary of the carrying amount, accumulated amortization and the resulting net book value of intangible assets: | |||||||||||||||||
30-Jun-14 | |||||||||||||||||
Carrying amount | Accumulated amortization | Impairment charge | Net book value | ||||||||||||||
Customer list | $ | 10,234,000 | $ | 7,173,000 | $ | 80,000 | $ | 2,981,000 | |||||||||
Trade name | 3,931,000 | 1,549,000 | — | 2,382,000 | |||||||||||||
Intellectual property | 1,324,000 | 1,324,000 | — | — | |||||||||||||
Total intangible assets | $ | 15,489,000 | $ | 10,046,000 | $ | 80,000 | $ | 5,363,000 | |||||||||
30-Jun-13 | |||||||||||||||||
Carrying amount | Accumulated amortization | Impairment charge | Net book value | ||||||||||||||
Customer list | $ | 10,234,000 | $ | 6,648,000 | $ | — | $ | 3,586,000 | |||||||||
Trade name | 3,931,000 | 1,247,000 | — | 2,684,000 | |||||||||||||
Intellectual property | 1,324,000 | 1,324,000 | — | — | |||||||||||||
Total intangible assets | $ | 15,489,000 | $ | 9,219,000 | $ | — | $ | 6,270,000 | |||||||||
While the CFD business is consistently profitable and experiencing growth in revenue, its earnings have been less than the levels forecasted at the time of the acquisition. Following an assessment of the fair value of the CFD business, impairment charges were recorded to reduce the book value of goodwill and the value of the acquired customer list. | |||||||||||||||||
Amortization expense for intangible assets for the years ended June 30, 2014 and June 30, 2013 was $828,000 and $845,000, respectively. Future estimated amortization expense for intangibles assets is as follows: $781,000 in 2015, $752,000 in 2016, $709,000 in 2017, $431,000 in 2018, $377,000 in 2019 and $2,313,000 thereafter. |
Note_8_Director_and_Employee_S
Note 8 - Director and Employee Stock Compensation Plans | 12 Months Ended | ||||||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||||||
Share-based Arrangements with Employees and Nonemployees [Abstract] | ' | ||||||||||||||||||||||||||
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | ' | ||||||||||||||||||||||||||
8. Director and Employee Stock Compensation Plans | |||||||||||||||||||||||||||
Employee Stock Option Plans | |||||||||||||||||||||||||||
On November 7, 2012, the Company’s stockholders approved the Omnibus Equity Compensation Plan (the “Omnibus Plan”). The Compensation Committee of the Company’s Board of Directors administers the Omnibus Plan and, in that capacity, has the exclusive authority to grant various incentive awards under the Omnibus Plan in the form of stock options, stock awards, stock units, performance units, and other stock-based awards. Up to 2,000,000 shares of the Company’s common stock are available for issuance to participants under the Omnibus Plan. The Omnibus Plan is available to all employees of the Company and its subsidiaries, including employees who are officers or members of the Board, and all non-employee directors and consultants of the Company and its subsidiaries. Prior to the adoption of the Omnibus Plan, the Board of Directors granted options to purchase shares of the Company’s common stock at an exercise price of not less than the fair market value of the common stock on the date of grant, under the Avatech Solutions, Inc. 2002 Stock Option Plan (the “2002 Option Plan”). The 2002 Option Plan, which expired in August 2012, provided for the granting of either incentive or non-qualified stock options to purchase an aggregate of up to 7,800,000 shares of common stock to eligible employees, officers, and directors of the Company and its subsidiaries. Although the term of the 2002 Option Plan has expired, it will continue to govern all options granted thereunder until such options are exercised, expire or are forfeited in accordance with their terms. | |||||||||||||||||||||||||||
The Company recorded and included in selling, general and administrative expenses, $297,000 and $261,000 of stock compensation expense for the years ended June 30, 2014 and June 30, 2013, respectively. | |||||||||||||||||||||||||||
The following are the assumptions made in computing the fair value of stock-based awards: | |||||||||||||||||||||||||||
Year Ended June 30 | Year Ended June 30 | ||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||
Average risk-free interest rate | 2.031 | % | 0.72% – 2.22 | % | |||||||||||||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||||||||||||||||
Expected life (in years) | 5 | 5 – 6.25 | |||||||||||||||||||||||||
Expected volatility | 0.5 | .50 – .56 | |||||||||||||||||||||||||
Weighted average fair value of granted options | $ | 0.51 | $ | 0.6 | |||||||||||||||||||||||
Expected volatilities are based on historical volatility of the Company’s common stock. The expected term of options granted represents the period of time that options granted are expected to be outstanding. The Company uses historical data to estimate option exercise and employee termination within the valuation model. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. | |||||||||||||||||||||||||||
A summary of stock option activity during the year ended June 30, 2014 and related information is included in the table below: | |||||||||||||||||||||||||||
Options | Weighted-Average Exercise Price | Aggregate | |||||||||||||||||||||||||
Intrinsic | |||||||||||||||||||||||||||
Value | |||||||||||||||||||||||||||
Outstanding at July 1, 2013 | 3,488,629 | $ | 0.77 | ||||||||||||||||||||||||
Granted | 1,053,360 | 1 | |||||||||||||||||||||||||
Exercised | (491,110 | ) | 0.71 | ||||||||||||||||||||||||
Forfeited | (673,026 | ) | 0.86 | ||||||||||||||||||||||||
Expired | (66,108 | ) | 0.62 | ||||||||||||||||||||||||
Outstanding at June 30, 2014 | 3,311,745 | $ | 0.83 | $ | 1,227,000 | ||||||||||||||||||||||
Exercisable at June 30, 2014 | 1,960,591 | $ | 0.8 | $ | 798,000 | ||||||||||||||||||||||
Weighted-average remaining contractual life (in years) | 6.4 | ||||||||||||||||||||||||||
The aggregate intrinsic value of options exercised was $204,000 and $4,000 during the years ended June 30, 2014 and 2013, respectively. | |||||||||||||||||||||||||||
All options granted have an exercise price equal to the fair market value of the Company’s common stock on the date of grant. Exercise prices for options outstanding as of June 30, 2014 ranged from $0.50 to $1.71 as follows: | |||||||||||||||||||||||||||
Range of Exercise | Options | Weighted | Weighted | Options | Weighted | Weighted | |||||||||||||||||||||
Prices | Outstanding | Average | Average | Exercisable | Average | Average | |||||||||||||||||||||
Exercise | Remaining | Exercise | Remaining | ||||||||||||||||||||||||
Prices of | Contractual Life | Prices of | Contractual Life | ||||||||||||||||||||||||
Options | of Options | Options | of Options | ||||||||||||||||||||||||
Outstanding | Outstanding | Exercisable | Exercisable | ||||||||||||||||||||||||
(in years) | (in years) | ||||||||||||||||||||||||||
$0.50 | – | 0.75 | 1,454,385 | $ | 0.69 | 6.4 | 1,115,485 | $ | 0.68 | 6.3 | |||||||||||||||||
0.76 | – | 1 | 1,584,610 | 0.89 | 8.2 | 647,356 | 0.86 | 7.5 | |||||||||||||||||||
1.01 | – | 1.71 | 272,750 | 1.22 | 3.8 | 197,750 | 1.24 | 1.6 | |||||||||||||||||||
3,311,745 | 1,960,591 | ||||||||||||||||||||||||||
Assuming that no additional share-based payments are granted after June 30, 2014, $556,000 of compensation expense will be recognized in the consolidated statement of operations over a weighted-average period of 2.5 years. |
Note_9_Shares_Reserved_for_Fut
Note 9 - Shares Reserved for Future Issuance | 12 Months Ended |
Jun. 30, 2014 | |
Shares Reserved For Future Issuance [Text Block] [Abstract] | ' |
Shares Reserved For Future Issuance [Text Block] | ' |
9. Shares Reserved for Future Issuance | |
At June 30, 2014, the Company has reserved 1,388,641 shares of common stock for future issuance upon the exercise of stock options granted under the Stock Option Plan, the vesting of restricted stock awards and the conversion of Series D Stock, and Series E Stock. |
Note_10_Fair_Value_Measurement
Note 10 - Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Disclosures [Text Block] | ' | ||||||||||||||||
10. Fair Value Measurements | |||||||||||||||||
Our balance sheets include non-financial assets and liabilities that are measured at fair value on a non-recurring basis. Fair value is the price that would be received from the sale of an asset or paid to transfer a liability assuming an orderly transaction in the most advantageous market at the measurement date. U.S. GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of observability of inputs used in measuring fair value. These tiers include: | |||||||||||||||||
Level 1 – defined as observable inputs such as quoted prices in active markets for identical assets; | |||||||||||||||||
Level 2 – defined as observable inputs other than Level I prices such as quoted prices for similar assets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and | |||||||||||||||||
Level 3 – defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. | |||||||||||||||||
An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. At each reporting period, we perform a detailed analysis of our assets and liabilities that are measured at fair value. All assets and liabilities for which the fair value measurement is based on significant unobservable inputs or instruments which trade infrequently and therefore have little or no price transparency are classified as Level 3. | |||||||||||||||||
Assets and Liabilites Measured at Fair Value on a Non-Recurring Basis | |||||||||||||||||
We have no non-financial assets and liabilities that are measured at fair value on a recurring basis. Property and equipment, intangible assets and goodwill are measured at fair value on a non-recurring basis (upon impairment). The intangible assets in the table below are measured at fair value on a non-recurring basis and are presented at fair value as of the date of impairment. | |||||||||||||||||
On July 31, 2012, the Company acquired certain assets of Informative Design Partners, a CFD consulting business. While the CFD business is consistently profitable and experiencing growth in revenue, its earnings have been less than the levels forecasted at the time of the acquisition. As a result, the Company concluded that the carrying value of the CFD business exceeded its fair value as of June 30, 2014 and recorded an impairment charge of approximately $1.0 million to reduce the book value of goodwill and the value of the acquired customer list. The Company used several methods to calculate the fair values, including discounted projected cash flows and multiples of historical earnings (all of which are Level 3 inputs according to FASB ASC 820, Fair Value Measurement). | |||||||||||||||||
Part of the acquisition price for the CFD consulting business includes contingent consideration to be paid in future years based upon whether the CFD business achieves certain earnings targets in those years. At the time of the acquisition, the Company estimated the value of future contingent consideration payments. Because the historical earnings of the CFD business have been less than those earnings targets, the Company reduced its estimate of the remaining liability for contingent consideration recorded and recorded an adjustment during the current fiscal year to reflect the reduced liability for contingent consideration | |||||||||||||||||
The following table represents the fair value hierarchy for non-financial assets measured at fair value on a non-recurring basis at June 30, 2014: | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Intangible assets | |||||||||||||||||
Customer list | $ | — | $ | — | $ | 438,000 | $ | 438,000 | |||||||||
Total | $ | — | $ | — | $ | 438,000 | $ | 438,000 | |||||||||
The carrying fair value of the Company’s CFD related customer list reflects a reduction in value of approximately $80,000, as a result of an impairment loss recognized in the year ended June 30, 2014. This asset is included in "Customer list" in the accompanying consolidated balance sheets. |
Note_11_Income_Taxes
Note 11 - Income Taxes | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Income Tax Disclosure [Text Block] | ' | ||||||||
11. Income Taxes | |||||||||
The components of income from continuing operations before income taxes are as follows: | |||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Domestic | $ | 6,132,000 | $ | 3,671,000 | |||||
Foreign | 1,202,000 | 532,000 | |||||||
Total | $ | 7,334,000 | $ | 4,203,000 | |||||
The components of the income tax provision (benefit) are as follows: | |||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Federal tax | $ | (809,000 | ) | $ | 1,447,000 | ||||
State tax | (914,000 | ) | 244,000 | ||||||
Total | $ | (1,723,000 | ) | $ | 1,691,000 | ||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Current | $ | 1,742,000 | $ | 354,000 | |||||
Deferred | (3,465,000 | ) | 1,337,000 | ||||||
Total | $ | (1,723,000 | ) | $ | 1,691,000 | ||||
Significant components of the Company’s deferred tax assets and liabilities are as follows: | |||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Deferred tax assets: | |||||||||
Net operating loss carryforwards | $ | 14,681,000 | $ | 16,126,000 | |||||
Capital loss carryforwards | 1,674,000 | 1,674,000 | |||||||
Accrued expenses | 193,000 | 185,000 | |||||||
Expenses not currently deductible | 100,000 | 154,000 | |||||||
Excess of book over tax depreciation | 642,000 | 49,000 | |||||||
Excess of book over tax amortization | 899,000 | 602,000 | |||||||
Deferred revenue | — | 2,000 | |||||||
Other asset | 3,000 | — | |||||||
Foreign tax benefit | 82,000 | 82,000 | |||||||
Total deferred tax assets | 18,274,000 | 18,874,000 | |||||||
Deferred tax liabilities: | |||||||||
Intangible assets | 2,194,000 | 2,333,000 | |||||||
Excess of tax over book depreciation | 185,000 | — | |||||||
Other liabilities | 15,000 | 21,000 | |||||||
Total deferred tax liabilities | 2,394,000 | 2,354,000 | |||||||
Deferred tax assets, net of liabilities | $ | 15,880,000 | $ | 16,520,000 | |||||
Valuation allowance | (11,029,000 | ) | (15,134,000 | ) | |||||
Net deferred tax asset | $ | 4,851,000 | $ | 1,386,000 | |||||
The Company’s provision for income taxes resulted in effective tax rates attributable to loss from continuing operations that varied from the statutory federal income tax rate of 34%, as summarized in the table below. | |||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Expected federal income tax expense from continuing operations at 34% | $ | 2,494,000 | $ | 1,429,000 | |||||
Expenses not deductible for income tax purposes | 239,000 | 159,000 | |||||||
Amendment of prior year return | (66,000 | ) | (67,000 | ) | |||||
Taxable income from divestiture of foreign subsidiaries | — | 260,000 | |||||||
State income taxes, net of federal benefit | 238,000 | 161,000 | |||||||
Current year utilization of deferred tax asset | (462,000 | ) | — | ||||||
Difference in conversion rate | (61,000 | ) | — | ||||||
Change in valuation allowance for deferred tax assets | (4,105,000 | ) | (251,000 | ) | |||||
Income tax (benefit) expense | $ | (1,723,000 | ) | $ | 1,691,000 | ||||
As of June 30, 2014, the Company had U.S. federal net operating loss carryforwards available to reduce future taxable income of approximately $30.3 million; however, $23.3 million of these carryforwards were not recognized because they are subject to annual limitations under Internal Revenue Code Section 382 and are expected to expire before being utilized. For tax year June 30, 2014, it is projected that approximately $2.4 million of net operating loss carryforwards will be utilized to offset taxable income. The remaining $4.6 million will be carried forward and will begin to expire in 2019. | |||||||||
In addition, as of June 30, 2014, the Company had foreign net operating loss carryforwards of approximately $14.8 million available to reduce future taxable income; however, approximately $4.0 million of these loss carryforwards is expected to expire by December 31, 2014 and the balance will expire between 2028 and 2031. | |||||||||
The United States entities maintain a valuation allowance of $9.7 million due to expiration of net operating losses carryforward prior to utilization, capital losses and a portion of state net operating loss carryforwards. The valuation allowances are evaluated quarterly to determine the appropriate allowance amount. | |||||||||
Rand Worldwide’s Canadian subsidiary, Rand A Technology Corporation, underwent an audit by the Canadian Revenue Authority for tax years 2005 through 2009. The audit has been concluded and adjustments resulting from the audit were not material to the financial statements. |
Note_12_Commitments_and_Contin
Note 12 - Commitments and Contingencies | 12 Months Ended | ||||
Jun. 30, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies Disclosure [Text Block] | ' | ||||
12. Commitments and Contingencies | |||||
Operating Leases | |||||
The Company leases certain office space and equipment under noncancellable operating lease agreements that expire in various years through 2021, and generally do not contain significant renewal options. Rent expense under operating leases for the years ended June 30, 2014 and June 30, 2013 was $2.3 million and $2.2 million, respectively. Future minimum payments under all noncancellable operating leases with initial terms of one year or more consisted of the following at June 30, 2014: | |||||
Year ending June 30: | |||||
2015 | $ | 2,459,000 | |||
2016 | 1,811,000 | ||||
2017 | 1,307,000 | ||||
2018 | 820,000 | ||||
2019 | 441,000 | ||||
Thereafter | 227,000 | ||||
Total minimum lease payments | $ | 7,065,000 | |||
Capital Leases | |||||
The Company leases computer equipment used in training facilities and by employees throughout its office locations. These capital lease obligations totaled $335,000 as of June 30, 2014, with approximately $188,000 representing the short-term balance of the lease and shown as Obligations under capital leases in the accompanying balance sheets. Payments for the leases are made either monthly or quarterly through September 2016 and depreciation expense on this equipment was approximately $363,000 as of June 30, 2014. Future minimum payments consisted of the following at June 30, 2014: | |||||
Year ending June 30: | |||||
2015 | $ | 205,000 | |||
2016 | 137,000 | ||||
2017 | 24,000 | ||||
Total minimum lease payments | 366,000 | ||||
Less: | |||||
Taxes | 18,000 | ||||
Imputed interest | 13,000 | ||||
Present value of future minimum lease payments | $ | 335,000 | |||
Litigation | |||||
The Company is party to various litigation matters that management considers routine and incidental to the Company’s business. As of June 30, 2014 and June 30, 2013, the Company had accrued no material amounts related to these matters. | |||||
Guarantees | |||||
In the normal course of business, the Company indemnifies third parties and enters into commitments and guarantees (“Agreements”) under which it may be required to make payments. These Agreements include indemnities to the following parties: lessors in connection with facility leases; customers in relation to the performance of services; vendors in connection with guarantees of expenses incurred by employees in the normal course of business; former employees in connection with their prior services as a director or officer of the Company or its subsidiary companies; vendors or principals in connection with performance under asset or share purchase and sale agreements and performance under credit facilities and other agreements of the Company’s subsidiaries. The duration of these Agreements varies, and in certain cases, is indefinite. Furthermore, the majority of these Agreements do not limit the Company’s maximum potential payment exposure. In addition, the Company is party to a guarantee with its largest vendor, Autodesk, in relation to all of the Company’s subsidiaries’ obligations to Autodesk. The Company has recorded no accrued liability related to these Agreements, based on its historical experience and information known as of June 30, 2014. |
Note_13_Employee_Benefit_Plans
Note 13 - Employee Benefit Plans | 12 Months Ended |
Jun. 30, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ' |
Pension and Other Postretirement Benefits Disclosure [Text Block] | ' |
13. Employee Benefit Plans | |
The Company has a defined contribution savings plan under Section 401(k) of the Internal Revenue Code (the “401(k) Plan”). The 401(k) Plan is a defined contribution plan, which covers substantially all U.S.-based employees of the Company, or its wholly-owned subsidiaries, who have completed three months of service. Participants may elect a pre-tax payroll deduction up to IRS maximums. As amended, the 401(k) Plan provides that the Company will match 100% of the participant salary deferrals up to 3% of a participant’s compensation and 50% of the next 2% of a participant’s compensation, or a total possible maximum matching contribution of 4% of a participant’s compensation, for all participants. The Company may also make discretionary profit-sharing contributions to the 401(k) Plan for all participants who are employed on the last day of the plan year but has not done so for the plan year ended December 31, 2013. The Company also has a retirement savings plan (“RSP”) that covers substantially all Canadian-based employees of the Company and its wholly-owned subsidiaries. Upon hire, participants may elect a pre-tax payroll deduction, subject to limitations as prescribed by the Canadian Revenue Agency. The RSP provides that the Company will match 100% of the participant salary deferrals up to 3% of a participant’s compensation and 50% of the next 2% of a participant’s compensation, for a total possible maximum matching contribution of 4% of a participant’s compensation, for all participants who have completed 12 months of service. The total amount recorded by the Company as expense, under both plans, during the years ended June 30, 2014 and June 30, 2013 was approximately $900,000 and $787,000, respectively. |
Note_14_Significant_Supplier
Note 14 - Significant Supplier | 12 Months Ended |
Jun. 30, 2014 | |
Risks and Uncertainties [Abstract] | ' |
Concentration Risk Disclosure [Text Block] | ' |
14. Significant Supplier | |
Approximately 96% and 97%, respectively, of the Company’s inventory purchases for the years ended June 30, 2014 and 2013 were from one vendor and its distributors, and approximately 89% of accounts payable at June 30, 2014 and 2013 were due to this vendor and its distributors. Approximately 95% of the Company’s total product revenues are related to this supplier’s products. The Company is a party to a Value Added Reseller Agreement with Autodesk effective February 1, 2013. The agreement has a term of three years and designates the Company as an authorized reseller of Autodesk software and prescribes the authorized sales territories, authorized products and services, rebate and incentive program details and marketing support. |
Note_15_Discontinued_Operation
Note 15 - Discontinued Operations | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | ||||||||
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | ' | ||||||||
15. Discontinued Operations | |||||||||
During the fourth quarter of 2013, the Company disposed of its operations in Australia, Singapore and Malaysia because those divisions did not align with the current strategic direction of the Company. The following table summarizes the financial results of the entities which have been reclassified as discontinued operations for the periods presented: | |||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Revenues | $ | — | $ | 7,281,000 | |||||
Loss from discontinued operations, net of tax of $0 | — | 241,000 | |||||||
Loss on sale or disposition of discontinued operations, net of tax of $0 and $0 | 463,000 | 370,000 | |||||||
Note_16_Liquidity_and_Capital_
Note 16 - Liquidity and Capital Resources | 12 Months Ended |
Jun. 30, 2014 | |
Policy Text Block [Abstract] | ' |
Liquidity Disclosure [Policy Text Block] | ' |
16. Liquidity and Capital Resources | |
The Company had a working capital surplus of $13,013,000 and $6,617,000 as of June 30, 2014 and June 30, 2013, respectively. |
Note_17_Segment_Information
Note 17 - Segment Information | 12 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segment Reporting Disclosure [Text Block] | ' | ||||||||||||||||
17. Segment Information | |||||||||||||||||
The Company’s chief operating decision maker, its chief executive officer, reviews operating results and analyses and makes resource allocation decisions between its three divisions: IMAGINiT, Enterprise Applications, and ASCENT. The Company does not separately accumulate and report asset information by segment, nor does it have any material inter-segment revenue. | |||||||||||||||||
The IMAGINiT division provides Autodesk solutions and value-added services to customers in the manufacturing, infrastructure, building, and media and entertainment industries. | |||||||||||||||||
The Enterprise Applications offers various products and services including data governance solutions, facilities management solutions and 3DExperience products from Dassault Systèmes as well as training solutions for Dassault Systèmes and PTC products. | |||||||||||||||||
ASCENT is the courseware division of Rand Worldwide and is a leading developer of professional training materials and knowledge products for engineering software tools. | |||||||||||||||||
The following tables illustrate certain financial information about these segments in the corresponding fiscal periods: | |||||||||||||||||
Year Ended June 30, 2014: | |||||||||||||||||
IMAGINiT | Enterprise Applications | ASCENT | Total | ||||||||||||||
Revenue- | |||||||||||||||||
Product sales | $ | 44,018,000 | $ | 998,000 | $ | 2,806,000 | $ | 47,822,000 | |||||||||
Service revenue | 15,318,000 | 8,087,000 | 75,000 | 23,480,000 | |||||||||||||
Commission revenue | 20,152,000 | 142,000 | — | 20,294,000 | |||||||||||||
Total revenue | 79,488,000 | 9,227,000 | 2,881,000 | 91,596,000 | |||||||||||||
Cost of revenue- | |||||||||||||||||
Cost of product sales | 28,571,000 | 556,000 | 1,420,000 | 30,547,000 | |||||||||||||
Cost of service revenue | 10,679,000 | 5,036,000 | 48,000 | 15,763,000 | |||||||||||||
Total cost of revenue | 39,250,000 | 5,592,000 | 1,468,000 | 46,310,000 | |||||||||||||
Gross Margin | 40,238,000 | 3,635,000 | 1,413,000 | 45,286,000 | |||||||||||||
Total operating expenses | 31,453,000 | 5,283,000 | 992,000 | 37,728,000 | |||||||||||||
Operating income | 8,785,000 | (1,648,000 | ) | 421,000 | 7,558,000 | ||||||||||||
Other expense, net | 194,000 | 22,000 | 8,000 | 224,000 | |||||||||||||
Income from continuing operations before income taxes | 8,591,000 | (1,670,000 | ) | 413,000 | 7,334,000 | ||||||||||||
Income tax expense (benefit) | (1,149,000 | ) | (673,000 | ) | 99,000 | (1,723,000 | ) | ||||||||||
Income from continuing operations | $ | 9,740,000 | $ | (997,000 | ) | $ | 314,000 | $ | 9,057,000 | ||||||||
Year Ended June 30, 2013: | |||||||||||||||||
IMAGINiT | Enterprise Applications | ASCENT | Total | ||||||||||||||
Revenue- | |||||||||||||||||
Product sales | $ | 38,475,000 | $ | 561,000 | $ | 2,833,000 | $ | 41,869,000 | |||||||||
Service revenue | 14,920,000 | 6,805,000 | 39,000 | 21,764,000 | |||||||||||||
Commission revenue | 18,735,000 | 135,000 | — | 18,870,000 | |||||||||||||
Total revenue | 72,130,000 | 7,501,000 | 2,872,000 | 82,503,000 | |||||||||||||
Cost of revenue- | |||||||||||||||||
Cost of product sales | 24,709,000 | 261,000 | 1,312,000 | 26,282,000 | |||||||||||||
Cost of service revenue | 10,409,000 | 4,115,000 | 16,000 | 14,540,000 | |||||||||||||
Total cost of revenue | 35,118,000 | 4,376,000 | 1,328,000 | 40,822,000 | |||||||||||||
Gross Margin | 37,012,000 | 3,125,000 | 1,544,000 | 41,681,000 | |||||||||||||
Total operating expenses | 31,226,000 | 4,927,000 | 849,000 | 37,002,000 | |||||||||||||
Operating income | 5,786,000 | (1,802,000 | ) | 695,000 | 4,679,000 | ||||||||||||
Other expense, net | 442,000 | 17,000 | 17,000 | 476,000 | |||||||||||||
Income from continuing operations before income taxes | 5,344,000 | (1,819,000 | ) | 678,000 | 4,203,000 | ||||||||||||
Income tax expense (benefit) | 2,054,000 | (627,000 | ) | 264,000 | 1,691,000 | ||||||||||||
Income from continuing operations | $ | 3,290,000 | $ | (1,192,000 | ) | $ | 414,000 | $ | 2,512,000 | ||||||||
Note_18_Subsequent_Events
Note 18 - Subsequent Events | 12 Months Ended |
Jun. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events [Text Block] | ' |
18. Subsequent Events | |
Recapitalization | |
On September 29, 2014, the Company’s Board of Directors approved a planned recapitalization of its balance sheet in order to provide liquidity to its shareholders and to maximize shareholder value. This planned recapitalization process will be accomplished through a tender offer whereby the Company will offer to buy back up to 27,530,816 common shares from its current shareholders for a price of $1.20 per share. The repurchase will be financed through new bank loans as well as the Company’s existing cash surplus. The Company has received a commitment letter from JP Morgan Chase Bank (“Chase”) to lend up to $35 million to fund the buy back. | |
The new debt from Chase will be comprised of two credit facilities. The first is a five-year $10 million line of credit, secured by all assets of the Company with borrowing levels subject to borrowing base limits. The interest rate on the line of credit will be the the LIBOR rate, plus a margin of 2.5%. The second facility is a five-year term loan of up to $25 million, based upon the final financing requirements of the tender offer. The interest rate on the term loan will be the LIBOR rate, plus a margin of 3.15%. The new loans will contain certain financial covenants including a maximum leverage ratio, a maximum fixed charge coverage ratio, and minimum adjusted earnings before interest, taxes, depreciation and amortization. | |
Sale of Rand Secure Data Division | |
During September of 2014, the Company spun off its Rand Secure Data division into a separate subsidiary and sold the stock of the newly formed subsidiary for $500,000 in cash, resulting in an estimated loss of $1.1 million. |
Schedule_II_Financial_Statemen
Schedule II - Financial Statement Schedule | 12 Months Ended | ||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | ' | ||||||||||||||||||||
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | ' | ||||||||||||||||||||
(c). Financial Statement Schedule – Schedule II | |||||||||||||||||||||
Rand Worldwide, Inc. and Subsidiaries Valuation and Qualifying Accounts | |||||||||||||||||||||
Additions | |||||||||||||||||||||
Description | Balance at | Charged to costs | Charged to | Deductions | Balance at end | ||||||||||||||||
beginning of period | and expenses | other accounts | of period | ||||||||||||||||||
Year Ended June 30, 2014: | |||||||||||||||||||||
Deducted from assets accounts: | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 253,000 | $ | 130,000 | $ | — | $ | (172,000 | )(1) | $ | 211,000 | ||||||||||
Valuation allowance for net deferred tax assets | $ | 9,725,000 | $ | (3,836,000 | ) | $ | 5,140,000 | -2 | $ | — | $ | 11,029,000 | |||||||||
Year Ended June 30, 2013: | |||||||||||||||||||||
Deducted from assets accounts: | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 405,000 | $ | 110,000 | $ | (117,000 | )(3) | $ | (145,000 | )(1) | $ | 253,000 | |||||||||
Valuation allowance for net deferred tax assets | $ | 11,691,000 | $ | (997,000 | ) | $ | (449,000 | )(2) | $ | (520,000 | )(3) | $ | 9,725,000 | ||||||||
-1 | Uncollectible accounts written off, net of recoveries | ||||||||||||||||||||
-2 | Change in valuation allowance, net of temporary differences as discussed in Footnote 11 of the accompanying financial statements | ||||||||||||||||||||
-3 | Write-off from disposal of foreign subsidiaries | ||||||||||||||||||||
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 12 Months Ended | ||||
Jun. 30, 2014 | |||||
Accounting Policies [Abstract] | ' | ||||
Business Description and Basis of Presentation [Text Block] | ' | ||||
Nature of Business and Basis of Presentation | |||||
Rand Worldwide, Inc. is a leading supplier in the design automation, facilities and data management software marketplace. Rand Worldwide also provides value-added services, such as training, technical support, hosted data archiving solutions and other consulting and professional services to businesses, government agencies and educational institutions worldwide. | |||||
The Company is organized into three divisions: IMAGINiT Technologies ("IMAGINiT"), Enterprise Applications, and ASCENT – Center for Technical Knowledge (“ASCENT”). | |||||
The IMAGINiT division is one of the largest value-added resellers of Autodesk, Inc. (“Autodesk”) products in the world, providing Autodesk solutions and value-added services to customers in the manufacturing, infrastructure, building, and media and entertainment industries. IMAGINiT also specializes in computational fluid dynamics analysis consulting and thermal simulation services and sells its own proprietary software products and related services, enhancing its total client solution offerings. IMAGINiT operates in the United States and Canada. | |||||
The Enterprise Applications division is the non-Autodesk component of the business and offers various products and services including data governance solutions, facilities management solutions and 3DExperience products from Dassault Systèmes which include CATIA, ENOVIA, SIMULIA, DELMIA, and DMU. Enterprise Applications also specializes in training solutions for Dassault Systèmes and PTC products including Pro/ENGINEER, CREO, and Windchill. In December 2013, the Rand Secure Archive division within Enterprise Applications expanded its range of data governance solutions with the addition of data backup. To reflect this evolution beyond data archiving and eDiscovery, this division has changed its name to Rand Secure Data. | |||||
ASCENT is the courseware division of Rand Worldwide and is a leading developer of professional training materials and knowledge products for engineering software tools. | |||||
Use of Estimates, Policy [Policy Text Block] | ' | ||||
Use of Estimates | |||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||
Inventory, Policy [Policy Text Block] | ' | ||||
Inventory | |||||
Inventory consists of packaged computer hardware and software and is stated at the lower of first-in, first-out cost, or market. | |||||
Property, Plant and Equipment, Policy [Policy Text Block] | ' | ||||
Property and Equipment | |||||
Property and equipment is stated at cost. Depreciation for computer software and equipment and office furniture and equipment is provided for by the straight-line method over estimated useful lives ranging from three to seven years. Leasehold improvements are amortized over the lesser of the lease term or the useful life of the asset using the straight-line method. Repairs and maintenance costs are expensed as incurred. | |||||
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | ' | ||||
Impairment of Long-Lived Assets Excluding Goodwill | |||||
Long-lived assets, excluding goodwill, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be fully recoverable. These events or changes in circumstances may include a significant deterioration of operating results, changes in business plans, or changes in anticipated future cash flows. If an impairment indicator is present, the Company evaluates recoverability by a comparison of the carrying amount of the assets to future undiscounted net cash flows expected to be generated by the assets. Assets are grouped at the lowest levels for which there are identifiable cash flows that are largely independent of the cash flows generated by other asset groups. If the assets are impaired, the impairment recognized is measured by the amount by which the carrying amount exceeds the fair value of the assets. Fair value is generally determined by estimates of discounted cash flows. The discount rate used in any estimate of discounted cash flows would be the rate required for a similar investment of like risk. During the fiscal year ended June 30, 2014, the Company recorded impairment charges of $80,000 against its acquired customer list of the CFD consulting business that was acquired in July 2012. | |||||
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | ' | ||||
Goodwill | |||||
Goodwill is the excess of the purchase price paid over the fair value of the identifiable net assets acquired in purchase business combinations. The Company accounts for goodwill in accordance with Financial Standards Accounting Board Accounting Standards Codification (“ASC”) 350, Goodwill and Other Intangible Assets. Under ASC 350, goodwill is subject to annual impairment tests or more frequently when events and circumstances occur indicating that recorded goodwill may be impaired. Impairment is the condition that exists when the carrying amount of goodwill exceeds its implied fair value. The implied fair value of goodwill is the amount determined by deducting the estimated fair value of all tangible and identifiable intangible net assets of the reporting unit to which goodwill has been allocated from the estimated fair value of the reporting unit. If the recorded value of goodwill exceeds its implied value, an impairment charge is recorded for the excess. | |||||
During the fiscal year ended June 30, 2014, the Company recorded impairment charges of $920,000 against its goodwill of the CFD consulting business that was acquired in July 2012. While the CFD business is consistently profitable and experiencing growth in revenue, its earnings have been less than the levels forecasted at the time of the acquisition. Following an assessment of the fair value of the CFD business, impairment charges were recorded to reduce the book value of goodwill. | |||||
The change in the carrying amount of goodwill during the twelve months ended June 30, 2014 is as follows: | |||||
Balance as of June 30, 2013 | $ | 17,700,000 | |||
Impairment charges | (920,000 | ) | |||
Effect of foreign currency translation | (22,000 | ) | |||
Balance as of June 30, 2014 | $ | 16,758,000 | |||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | ' | ||||
Stock Options and Stock Granted to Employees | |||||
The Company applies ASC 718-10, Share-Based Payment, which requires companies to measure the cost of share-based awards to employees based on the grant-date fair value of the award using an option pricing model, and to recognize that cost over the period during which an employee is required to provide service in exchange for the award. The Company uses the Black-Scholes option pricing model to determine the fair value of stock options granted to employees and recognizes the compensation cost of employee share-based awards in its statement of operations using the straight-line method over the vesting period of the award, net of estimated forfeitures. | |||||
The use of the Black-Scholes option pricing model to estimate the fair value of share-based awards requires that the Company make certain assumptions and estimates for required inputs to the model, including (i) the fair value of the Company’s common stock at each grant date, (ii) the expected volatility of the Company’s common stock value based on industry comparisons, (iii) the expected life of the share-based award, (iv) the risk-free interest rate, and (v) the dividend yield. The Company uses the Black-Scholes option pricing model. The Black-Scholes option pricing model was developed for estimating the fair value of traded options which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions, including the expected stock price volatility. | |||||
Revenue Recognition, Policy [Policy Text Block] | ' | ||||
Revenue Recognition and Accounts Receivable | |||||
The Company’s revenue recognition policies are in accordance with ASC 985-685, Software – Revenue Recognition, and ASC 605-20, Revenue Recognition. | |||||
Revenue from product sales and the sale of developed software is recognized when the following four criteria are met: (i) an executed proposal or signed purchase order has been obtained; (ii) delivery of the software has occurred; (iii) the fee is fixed or determinable; and (iv) the fee is probable of collection. Software product sales billed and not recognized as revenue are included in deferred revenue. The Company generally does not require collateral for accounts receivable. The Company allows returns from customers in limited situations. The Company has historically not experienced significant returns, and accordingly, allowances for returned products are not recorded. | |||||
Product Sales | |||||
For revenue derived from license fees for packaged software products, the Company follows ASC 985-605, Software-Revenue Recognition, and ASC 605-10, Revenue Recognition. The Company recognizes revenue from the sale of software licenses and training materials upon shipment of the products, provided that evidence of the arrangement exists, the arrangement fee is fixed or determinable, and collection of the related receivable is probable and free of contingencies. | |||||
Service Revenue | |||||
Revenue from installation, training and consulting services is recognized upon completion of the requested service, which typically occurs within ninety days of receipt of an order. Support services are sold either in prepaid blocks of hours which typically expire in one year, or as annual contracts for unlimited support for a specified number of users and products supported. Prepaid support service revenue is recognized monthly based upon usage with unused balances recognized in full upon expiration. Annual support contract revenues are recognized ratably over the contract period. Revenue from the Rand Secure Archive hosted data archiving solution is recognized ratably over the contract period. Installation and consulting services provided by the Company are not considered essential to the functionality of any software products sold as those services do not alter the functionality or capabilities of the product and could be performed by customers or other vendors. | |||||
Commission Revenue | |||||
Fees earned from the resale of Autodesk’s software support agreements are reported as commission revenue and presented net of their related costs. For these transactions, the Company considers Autodesk to be the primary obligor in the arrangement as Autodesk has the responsibility of providing the end-customer all the deliverables under the contract, including software upgrades and various support services. As a result, the Company assumes an agency relationship in these transactions, and recognizes the net fee associated with serving as an agent in revenue. | |||||
The Company earns a rebate from its primary supplier, Autodesk, for its qualifying renewal subscriptions, which increase gross profits and the corresponding commission revenues on such sales. The rebates on renewal subscriptions are paid monthly and are accrued in accordance with ASC 605-50, Customer Payments and Incentives¸ in the month the underlying sales are posted. | |||||
Commissions revenue also includes referral fees paid by Autodesk for major account and government customer transactions, determined based on specified percentages of the amount billed by Autodesk to the referred customer. These referral fees are recorded as revenue in the period earned, based on reporting by Autodesk, and are typically settled within ten days following the end of the reporting period. | |||||
Multiple-Element Arrangements | |||||
The Company’s arrangements with its customers may involve the sale of one or more products and services at the same time. The Company considers these to be multiple elements of a single arrangement. The Company follows ASC 605-25, Multiple-Element Arrangements. We allocate the total arrangement consideration to each separable element based on the relative selling price of each element in accordance with selling price hierarchy, which includes: vendor specific objective evidence (“VSOE”) if available; third party evidence (“TPE”) if VSOE is not available; and best estimate of selling price if neither VSOE nor TPE is available. In general, the Company uses VSOE to allocate the selling price to each element. Arrangement consideration allocated to undelivered elements is deferred until delivery of the individual elements. | |||||
Fixed or Determinable Fee | |||||
Management assesses whether the total fee payable to the Company for the order is fixed or determinable and free of contingencies at the time of delivery. Management considers the payment terms of the transaction, including whether the terms are extended, and its collection experience in similar transactions that did not require concessions, among other factors. If the total consideration payable to the Company is not fixed or determinable, revenue is recognized only as payments become due from the customer, provided that all other revenue recognition criteria are met. | |||||
Customer Acceptance Criteria | |||||
If an arrangement includes customer acceptance criteria, the Company defers all revenue from the arrangement until acceptance is received or the acceptance period has lapsed, unless those acceptance criteria only require that the product perform in accordance with the software vendor’s standard published product specifications. If a customer’s obligation to pay the Company is contingent upon a future event, such as installation or acceptance, the Company defers all revenue from the arrangement until that event has occurred. | |||||
Deferred Revenue | |||||
Deferred product revenue is comprised of amounts that have been invoiced to customers upon delivery of a product, but are not yet recognizable as revenue because one or more of the conditions required for revenue recognition have not yet been met. Deferred service revenue represents amounts invoiced to customers for telephone support contracts or maintenance and support contracts, which are recognized ratably as revenue over the term of the arrangements, or for installation, training or professional services that have not yet been performed. | |||||
Product Returns | |||||
The Company’s arrangements with customers do not contain any rights of product return, other than those related to standard warranty provisions that permit replacement of defective goods. As of June 30, 2014 and June 30, 2013, the Company had no reserve recorded for product returns because such returns have historically been insignificant. | |||||
Shipping and Handling Fees | |||||
The Company records as revenue any amounts billed to customers for shipping and handling costs, and it records as cost of revenue its actual shipping costs incurred. | |||||
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | ' | ||||
Allowance for Doubtful Accounts | |||||
The Company uses estimates to determine the amount of the allowance for doubtful accounts necessary to reduce accounts receivable to its expected net realizable value. The Company estimates the amount of the required allowance by reviewing the status of past-due receivables and analyzing historical bad debt trends. Actual collection experience has not varied significantly from estimates, due primarily to credit policies, collection experience, and a lack of concentration of accounts receivable. The Company charges-off receivables deemed to be uncollectible to the allowance for doubtful accounts. | |||||
Cost of Sales, Policy [Policy Text Block] | ' | ||||
Cost of Product Sales | |||||
Cost of product sales consists of the cost of purchasing products from software suppliers or hardware manufacturers as well as the associated shipping and handling costs. The Company earns a volume-based rebate from its primary supplier, Autodesk, paid monthly as a percentage of qualifying purchases. The rebate percentage is established based on the level of new product and subscription purchases as measured against quarterly targets developed by Autodesk. These rebates serve to reduce the cost of product sales. The Company accrues its rebates the month the underlying sales are posted, in accordance with ASC 605-50, Customer Payments and Incentives. The Company has generally been able to focus its sales efforts in a manner to achieve margins on its product sales that are within a relatively narrow range from period to period. | |||||
Cost of Service Revenue [Policy Text Block] | ' | ||||
Cost of Service Revenue | |||||
Cost of service revenue consists primarily of direct employee compensation of all service personnel, the cost of subcontracted services and direct expenses billable to customers. Cost of service revenue does not include an allocation of overhead costs. | |||||
Advertising Costs, Policy [Policy Text Block] | ' | ||||
Advertising and Marketing Costs | |||||
The Company’s marketing activities performed and executed over the course of the year include public relations, tradeshows, email campaigns, social media, website development and enhancement, marketing automation initiatives, virtual events, advertising and promotions as well as ongoing branding efforts. The Company receives funding from its primary vendor, Autodesk, which offsets a portion of the costs incurred for marketing and advertising. Marketing and advertising costs are expensed as incurred, net of vendor funding and are included in selling, general and administrative expenses in the accompanying statements of operations. Advertising expenses, net of reimbursements from suppliers, were immaterial for the years ended June 30, 2014 and June 30, 2013. | |||||
Comprehensive Income, Policy [Policy Text Block] | ' | ||||
Comprehensive Income (Loss) | |||||
Comprehensive income (loss) is comprised of net income and foreign currency translation adjustments. During the years ended June 30, 2014 and June 30, 2013, unrealized foreign currency translation losses of $10,000 and $102,000, respectively, were recorded in accumulated other comprehensive income within stockholders’ equity. | |||||
Income Tax, Policy [Policy Text Block] | ' | ||||
Income Taxes | |||||
The Company uses the liability method to account for income taxes. Income tax expense includes income taxes currently payable and deferred taxes arising from temporary differences between financial reporting and income tax bases of assets and liabilities. Deferred income taxes are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Income tax expense, if any, consists of the taxes payable for the current period. Valuation allowances are established when the realization of deferred tax assets are not considered more likely than not. The Company records liabilities from uncertain tax positions in accordance with ASC 740-10, Income Taxes. The Company believes that its income tax filing positions taken or expected to be taken in its tax returns will more likely than not be sustained upon audit by the taxing authorities and does not anticipate any adjustments that will results in a material adverse impact on the Company’s financial condition, results of operations, or cash flow. Therefore, no reserves for uncertain income tax position have been recorded. Interest and penalties related to unrecognized tax benefits are recorded as part of income tax expense. The Company’s income tax returns for the past three years are subject to examination by tax authorities, and may change upon examination. | |||||
Foreign Currency Transactions and Translations Policy [Policy Text Block] | ' | ||||
Foreign Currency Translation | |||||
Assets and liabilities of the Company’s foreign subsidiaries, whose functional currencies are the respective local currencies, are translated into U.S. dollars at the current rates of exchange in effect at the balance sheet dates. Revenues and expenses are translated using the average exchange rates for the period. The resulting translation adjustments are included as a separate component of stockholders’ deficit in the consolidated balance sheets within accumulated other comprehensive income. Foreign currency transaction gains or losses resulting from the re-measurement of monetary assets and liabilities stated in a currency other than the functional currency are included in the Company’s results of operations. | |||||
In addition, for the years ended June 30, 2014 and June 30, 2013, realized currency transaction losses from operations of $70,000 and $110,000, respectively, were recorded in the statement of operations. |
Note_1_Summary_of_Significant_1
Note 1 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||
Jun. 30, 2014 | |||||
Accounting Policies [Abstract] | ' | ||||
Schedule of Goodwill [Table Text Block] | ' | ||||
Balance as of June 30, 2013 | $ | 17,700,000 | |||
Impairment charges | (920,000 | ) | |||
Effect of foreign currency translation | (22,000 | ) | |||
Balance as of June 30, 2014 | $ | 16,758,000 |
Note_5_Preferred_Stock_Tables
Note 5 - Preferred Stock (Tables) | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Stockholders' Equity Note [Abstract] | ' | ||||||||
Schedule of Stockholders Equity [Table Text Block] | ' | ||||||||
30-Jun | |||||||||
2014 | 2013 | ||||||||
Series D Convertible Preferred Stock, $0.01 par value; 1,297,537 shares authorized and issued; and 384,495 shares outstanding at June 30, 2014 and 2013; aggregate liquidation preference of $231,000 at June 30, 2014 and 2013, | $ | 4,000 | $ | 4,000 | |||||
Series E Convertible Preferred Stock, $0.01 par value; 3,000 shares authorized; 1,191 shares issued; 862 shares outstanding at June 30, 2014 and 2013; aggregate liquidation preference of $862,000 at June 30, 2014 and 2013, respectively | — | — | |||||||
Total Preferred Stock | $ | 4,000 | $ | 4,000 |
Note_6_Earnings_Loss_Per_Share1
Note 6 - Earnings (Loss) Per Share (Tables) | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | ||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Numerator for basic and diluted earnings per share: | |||||||||
Net income from continuing operations | $ | 9,057,000 | $ | 2,512,000 | |||||
Payment of preferred stock dividends | (109,000 | ) | (109,000 | ) | |||||
Net income from continuing operations available to common stockholders | 8,948,000 | 2,403,000 | |||||||
Loss from discontinued operations, net of tax | — | (241,000 | ) | ||||||
Loss on disposition of discontinued operations, net of tax | (463,000 | ) | (370,000 | ) | |||||
Net income available to common stockholders | $ | 8,485,000 | $ | 1,792,000 | |||||
Weighted average shares used in computing basic net earnings per share: | 54,210,555 | 53,951,438 | |||||||
Assumed conversion of preferred stock | 2,095,784 | 769,630 | |||||||
Effect of outstanding stock options | 732,722 | 381,368 | |||||||
Weighted average shares used in computing diluted net earnings per share: | 57,039,061 | 55,102,436 | |||||||
Earnings (loss) per common share attributable to common stockholders – basic | |||||||||
Income from continuting operations per common share | $ | 0.17 | $ | 0.04 | |||||
Loss from discontinued operations per common share | (0.01 | ) | (0.01 | ) | |||||
Earnings per common share attributable to common shareholders – basic | $ | 0.16 | $ | 0.03 | |||||
Earnings (loss) per common share attributable to common stockholders – diluted | |||||||||
Income from continuting operations per common share | $ | 0.16 | $ | 0.04 | |||||
Loss from discontinued operations per common share | (0.01 | ) | (0.01 | ) | |||||
Earnings per common share attributable to common shareholders – diluted | $ | 0.15 | $ | 0.03 |
Note_7_Intangible_Assets_Table
Note 7 - Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | ' | ||||||||||||||||
Carrying amount | Accumulated amortization | Impairment charge | Net book value | ||||||||||||||
Customer list | $ | 10,234,000 | $ | 7,173,000 | $ | 80,000 | $ | 2,981,000 | |||||||||
Trade name | 3,931,000 | 1,549,000 | — | 2,382,000 | |||||||||||||
Intellectual property | 1,324,000 | 1,324,000 | — | — | |||||||||||||
Total intangible assets | $ | 15,489,000 | $ | 10,046,000 | $ | 80,000 | $ | 5,363,000 | |||||||||
Carrying amount | Accumulated amortization | Impairment charge | Net book value | ||||||||||||||
Customer list | $ | 10,234,000 | $ | 6,648,000 | $ | — | $ | 3,586,000 | |||||||||
Trade name | 3,931,000 | 1,247,000 | — | 2,684,000 | |||||||||||||
Intellectual property | 1,324,000 | 1,324,000 | — | — | |||||||||||||
Total intangible assets | $ | 15,489,000 | $ | 9,219,000 | $ | — | $ | 6,270,000 |
Note_8_Director_and_Employee_S1
Note 8 - Director and Employee Stock Compensation Plans (Tables) | 12 Months Ended | ||||||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||||||
Share-based Arrangements with Employees and Nonemployees [Abstract] | ' | ||||||||||||||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | ' | ||||||||||||||||||||||||||
Year Ended June 30 | Year Ended June 30 | ||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||
Average risk-free interest rate | 2.031 | % | 0.72% – 2.22 | % | |||||||||||||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||||||||||||||||
Expected life (in years) | 5 | 5 – 6.25 | |||||||||||||||||||||||||
Expected volatility | 0.5 | .50 – .56 | |||||||||||||||||||||||||
Weighted average fair value of granted options | $ | 0.51 | $ | 0.6 | |||||||||||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | ' | ||||||||||||||||||||||||||
Options | Weighted-Average Exercise Price | Aggregate | |||||||||||||||||||||||||
Intrinsic | |||||||||||||||||||||||||||
Value | |||||||||||||||||||||||||||
Outstanding at July 1, 2013 | 3,488,629 | $ | 0.77 | ||||||||||||||||||||||||
Granted | 1,053,360 | 1 | |||||||||||||||||||||||||
Exercised | (491,110 | ) | 0.71 | ||||||||||||||||||||||||
Forfeited | (673,026 | ) | 0.86 | ||||||||||||||||||||||||
Expired | (66,108 | ) | 0.62 | ||||||||||||||||||||||||
Outstanding at June 30, 2014 | 3,311,745 | $ | 0.83 | $ | 1,227,000 | ||||||||||||||||||||||
Exercisable at June 30, 2014 | 1,960,591 | $ | 0.8 | $ | 798,000 | ||||||||||||||||||||||
Weighted-average remaining contractual life (in years) | 6.4 | ||||||||||||||||||||||||||
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | ' | ||||||||||||||||||||||||||
Range of Exercise | Options | Weighted | Weighted | Options | Weighted | Weighted | |||||||||||||||||||||
Prices | Outstanding | Average | Average | Exercisable | Average | Average | |||||||||||||||||||||
Exercise | Remaining | Exercise | Remaining | ||||||||||||||||||||||||
Prices of | Contractual Life | Prices of | Contractual Life | ||||||||||||||||||||||||
Options | of Options | Options | of Options | ||||||||||||||||||||||||
Outstanding | Outstanding | Exercisable | Exercisable | ||||||||||||||||||||||||
(in years) | (in years) | ||||||||||||||||||||||||||
$0.50 | – | 0.75 | 1,454,385 | $ | 0.69 | 6.4 | 1,115,485 | $ | 0.68 | 6.3 | |||||||||||||||||
0.76 | – | 1 | 1,584,610 | 0.89 | 8.2 | 647,356 | 0.86 | 7.5 | |||||||||||||||||||
1.01 | – | 1.71 | 272,750 | 1.22 | 3.8 | 197,750 | 1.24 | 1.6 | |||||||||||||||||||
3,311,745 | 1,960,591 |
Note_10_Fair_Value_Measurement1
Note 10 - Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Measurements, Nonrecurring [Table Text Block] | ' | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Intangible assets | |||||||||||||||||
Customer list | $ | — | $ | — | $ | 438,000 | $ | 438,000 | |||||||||
Total | $ | — | $ | — | $ | 438,000 | $ | 438,000 |
Note_11_Income_Taxes_Tables
Note 11 - Income Taxes (Tables) | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | ' | ||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Domestic | $ | 6,132,000 | $ | 3,671,000 | |||||
Foreign | 1,202,000 | 532,000 | |||||||
Total | $ | 7,334,000 | $ | 4,203,000 | |||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | ' | ||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Federal tax | $ | (809,000 | ) | $ | 1,447,000 | ||||
State tax | (914,000 | ) | 244,000 | ||||||
Total | $ | (1,723,000 | ) | $ | 1,691,000 | ||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Current | $ | 1,742,000 | $ | 354,000 | |||||
Deferred | (3,465,000 | ) | 1,337,000 | ||||||
Total | $ | (1,723,000 | ) | $ | 1,691,000 | ||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | ||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Deferred tax assets: | |||||||||
Net operating loss carryforwards | $ | 14,681,000 | $ | 16,126,000 | |||||
Capital loss carryforwards | 1,674,000 | 1,674,000 | |||||||
Accrued expenses | 193,000 | 185,000 | |||||||
Expenses not currently deductible | 100,000 | 154,000 | |||||||
Excess of book over tax depreciation | 642,000 | 49,000 | |||||||
Excess of book over tax amortization | 899,000 | 602,000 | |||||||
Deferred revenue | — | 2,000 | |||||||
Other asset | 3,000 | — | |||||||
Foreign tax benefit | 82,000 | 82,000 | |||||||
Total deferred tax assets | 18,274,000 | 18,874,000 | |||||||
Deferred tax liabilities: | |||||||||
Intangible assets | 2,194,000 | 2,333,000 | |||||||
Excess of tax over book depreciation | 185,000 | — | |||||||
Other liabilities | 15,000 | 21,000 | |||||||
Total deferred tax liabilities | 2,394,000 | 2,354,000 | |||||||
Deferred tax assets, net of liabilities | $ | 15,880,000 | $ | 16,520,000 | |||||
Valuation allowance | (11,029,000 | ) | (15,134,000 | ) | |||||
Net deferred tax asset | $ | 4,851,000 | $ | 1,386,000 | |||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | ' | ||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Expected federal income tax expense from continuing operations at 34% | $ | 2,494,000 | $ | 1,429,000 | |||||
Expenses not deductible for income tax purposes | 239,000 | 159,000 | |||||||
Amendment of prior year return | (66,000 | ) | (67,000 | ) | |||||
Taxable income from divestiture of foreign subsidiaries | — | 260,000 | |||||||
State income taxes, net of federal benefit | 238,000 | 161,000 | |||||||
Current year utilization of deferred tax asset | (462,000 | ) | — | ||||||
Difference in conversion rate | (61,000 | ) | — | ||||||
Change in valuation allowance for deferred tax assets | (4,105,000 | ) | (251,000 | ) | |||||
Income tax (benefit) expense | $ | (1,723,000 | ) | $ | 1,691,000 |
Note_12_Commitments_and_Contin1
Note 12 - Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Jun. 30, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | ' | ||||
Year ending June 30: | |||||
2015 | $ | 2,459,000 | |||
2016 | 1,811,000 | ||||
2017 | 1,307,000 | ||||
2018 | 820,000 | ||||
2019 | 441,000 | ||||
Thereafter | 227,000 | ||||
Total minimum lease payments | $ | 7,065,000 | |||
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | ' | ||||
Year ending June 30: | |||||
2015 | $ | 205,000 | |||
2016 | 137,000 | ||||
2017 | 24,000 | ||||
Total minimum lease payments | 366,000 | ||||
Less: | |||||
Taxes | 18,000 | ||||
Imputed interest | 13,000 | ||||
Present value of future minimum lease payments | $ | 335,000 |
Note_15_Discontinued_Operation1
Note 15 - Discontinued Operations (Tables) | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | ||||||||
Schedule Of Entities Reclassified As Discontinued Operations [Table Text Block] | ' | ||||||||
Years ended | |||||||||
30-Jun-14 | 30-Jun-13 | ||||||||
Revenues | $ | — | $ | 7,281,000 | |||||
Loss from discontinued operations, net of tax of $0 | — | 241,000 | |||||||
Loss on sale or disposition of discontinued operations, net of tax of $0 and $0 | 463,000 | 370,000 |
Note_17_Segment_Information_Ta
Note 17 - Segment Information (Tables) | 12 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | ' | ||||||||||||||||
Year Ended June 30, 2014: | |||||||||||||||||
IMAGINiT | Enterprise Applications | ASCENT | Total | ||||||||||||||
Revenue- | |||||||||||||||||
Product sales | $ | 44,018,000 | $ | 998,000 | $ | 2,806,000 | $ | 47,822,000 | |||||||||
Service revenue | 15,318,000 | 8,087,000 | 75,000 | 23,480,000 | |||||||||||||
Commission revenue | 20,152,000 | 142,000 | — | 20,294,000 | |||||||||||||
Total revenue | 79,488,000 | 9,227,000 | 2,881,000 | 91,596,000 | |||||||||||||
Cost of revenue- | |||||||||||||||||
Cost of product sales | 28,571,000 | 556,000 | 1,420,000 | 30,547,000 | |||||||||||||
Cost of service revenue | 10,679,000 | 5,036,000 | 48,000 | 15,763,000 | |||||||||||||
Total cost of revenue | 39,250,000 | 5,592,000 | 1,468,000 | 46,310,000 | |||||||||||||
Gross Margin | 40,238,000 | 3,635,000 | 1,413,000 | 45,286,000 | |||||||||||||
Total operating expenses | 31,453,000 | 5,283,000 | 992,000 | 37,728,000 | |||||||||||||
Operating income | 8,785,000 | (1,648,000 | ) | 421,000 | 7,558,000 | ||||||||||||
Other expense, net | 194,000 | 22,000 | 8,000 | 224,000 | |||||||||||||
Income from continuing operations before income taxes | 8,591,000 | (1,670,000 | ) | 413,000 | 7,334,000 | ||||||||||||
Income tax expense (benefit) | (1,149,000 | ) | (673,000 | ) | 99,000 | (1,723,000 | ) | ||||||||||
Income from continuing operations | $ | 9,740,000 | $ | (997,000 | ) | $ | 314,000 | $ | 9,057,000 | ||||||||
Year Ended June 30, 2013: | |||||||||||||||||
IMAGINiT | Enterprise Applications | ASCENT | Total | ||||||||||||||
Revenue- | |||||||||||||||||
Product sales | $ | 38,475,000 | $ | 561,000 | $ | 2,833,000 | $ | 41,869,000 | |||||||||
Service revenue | 14,920,000 | 6,805,000 | 39,000 | 21,764,000 | |||||||||||||
Commission revenue | 18,735,000 | 135,000 | — | 18,870,000 | |||||||||||||
Total revenue | 72,130,000 | 7,501,000 | 2,872,000 | 82,503,000 | |||||||||||||
Cost of revenue- | |||||||||||||||||
Cost of product sales | 24,709,000 | 261,000 | 1,312,000 | 26,282,000 | |||||||||||||
Cost of service revenue | 10,409,000 | 4,115,000 | 16,000 | 14,540,000 | |||||||||||||
Total cost of revenue | 35,118,000 | 4,376,000 | 1,328,000 | 40,822,000 | |||||||||||||
Gross Margin | 37,012,000 | 3,125,000 | 1,544,000 | 41,681,000 | |||||||||||||
Total operating expenses | 31,226,000 | 4,927,000 | 849,000 | 37,002,000 | |||||||||||||
Operating income | 5,786,000 | (1,802,000 | ) | 695,000 | 4,679,000 | ||||||||||||
Other expense, net | 442,000 | 17,000 | 17,000 | 476,000 | |||||||||||||
Income from continuing operations before income taxes | 5,344,000 | (1,819,000 | ) | 678,000 | 4,203,000 | ||||||||||||
Income tax expense (benefit) | 2,054,000 | (627,000 | ) | 264,000 | 1,691,000 | ||||||||||||
Income from continuing operations | $ | 3,290,000 | $ | (1,192,000 | ) | $ | 414,000 | $ | 2,512,000 |
Schedule_II_Financial_Statemen1
Schedule II - Financial Statement Schedule (Tables) | 12 Months Ended | ||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | ' | ||||||||||||||||||||
Summary of Valuation and Qualifying Accounts [Table Text Block] | ' | ||||||||||||||||||||
Additions | |||||||||||||||||||||
Description | Balance at | Charged to costs | Charged to | Deductions | Balance at end | ||||||||||||||||
beginning of period | and expenses | other accounts | of period | ||||||||||||||||||
Year Ended June 30, 2014: | |||||||||||||||||||||
Deducted from assets accounts: | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 253,000 | $ | 130,000 | $ | — | $ | (172,000 | )(1) | $ | 211,000 | ||||||||||
Valuation allowance for net deferred tax assets | $ | 9,725,000 | $ | (3,836,000 | ) | $ | 5,140,000 | -2 | $ | — | $ | 11,029,000 | |||||||||
Year Ended June 30, 2013: | |||||||||||||||||||||
Deducted from assets accounts: | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 405,000 | $ | 110,000 | $ | (117,000 | )(3) | $ | (145,000 | )(1) | $ | 253,000 | |||||||||
Valuation allowance for net deferred tax assets | $ | 11,691,000 | $ | (997,000 | ) | $ | (449,000 | )(2) | $ | (520,000 | )(3) | $ | 9,725,000 |
Note_1_Summary_of_Significant_2
Note 1 - Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Number of Operating Segments | 3 | ' |
Goodwill, Impairment Loss | $920,000 | ' |
Revenue Recognition, Sales Returns, Reserve for Sales Returns | 0 | 0 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | -10,000 | -102,000 |
Foreign Currency Transaction Gain (Loss), before Tax | -70,000 | -110,000 |
Computer Software and Equipment & Office Furniture and Equipment [Member] | Minimum [Member] | ' | ' |
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Property, Plant and Equipment, Useful Life | '3 years | ' |
Computer Software and Equipment & Office Furniture and Equipment [Member] | Maximum [Member] | ' | ' |
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Property, Plant and Equipment, Useful Life | '7 years | ' |
Customer Lists [Member] | CFD Consulting Business [Member] | ' | ' |
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Impairment of Intangible Assets (Excluding Goodwill) | 80,000 | ' |
CFD Consulting Business [Member] | ' | ' |
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Goodwill, Impairment Loss | $920,000 | ' |
Note_1_Summary_of_Significant_3
Note 1 - Summary of Significant Accounting Policies (Details) - Carrying Amount of Goodwill (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Carrying Amount of Goodwill [Abstract] | ' | ' |
Goodwill | $16,758,000 | $17,700,000 |
Impairment charges | -920,000 | ' |
Effect of foreign currency translation | ($22,000) | ' |
Note_2_Supplemental_Disclosure1
Note 2 - Supplemental Disclosure of Cash Flow Information (Details) (USD $) | 12 Months Ended | 1 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | Jul. 31, 2012 | |
IDP [Member] | |||
Note 2 - Supplemental Disclosure of Cash Flow Information (Details) [Line Items] | ' | ' | ' |
Interest Paid | $32,000 | $81,000 | ' |
Income Taxes Paid | 182,000 | 124,000 | ' |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in Shares) | ' | ' | 497,512 |
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | ' | ' | $400,000 |
Note_3_Business_Combinations_D
Note 3 - Business Combinations (Details) (IDP [Member], USD $) | 1 Months Ended |
Jul. 31, 2012 | |
IDP [Member] | ' |
Note 3 - Business Combinations (Details) [Line Items] | ' |
Business Combination, Consideration Transferred | $1,000,000 |
Payments to Acquire Businesses, Gross | 600,000 |
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $400,000 |
Business Acquisition Contingent Consideration Term | '3 years |
Note_4_Borrowings_Under_Line_o1
Note 4 - Borrowings Under Line of Credit (Details) (PNC Bank, National Association [Member], USD $) | Feb. 29, 2012 | Feb. 29, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Feb. 29, 2012 |
Sublimit For The Issuance Of Standy Or Trade Letters Of Credit [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Note 4 - Borrowings Under Line of Credit (Details) [Line Items] | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | $1,000,000 | ' | ' | ' | $8,000,000 |
Debt Instrument, Basis Spread on Variable Rate | ' | 2.00% | ' | ' | ' |
Long-term Line of Credit | ' | ' | $0 | $0 | ' |
Note_5_Preferred_Stock_Details
Note 5 - Preferred Stock (Details) (USD $) | 12 Months Ended | 12 Months Ended | ||||
Jun. 30, 2014 | Dec. 31, 2004 | Jun. 30, 2013 | Jun. 30, 2014 | Dec. 31, 2005 | Jun. 30, 2013 | |
Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | |
Note 5 - Preferred Stock (Details) [Line Items] | ' | ' | ' | ' | ' | ' |
Preferred Stock, Shares Issued | 1,297,537 | 813,050 | 1,297,537 | 1,191 | 1,191 | 1,191 |
Proceeds from Issuance of Convertible Preferred Stock (in Dollars) | ' | $330,000 | ' | ' | $1,191,000 | ' |
Increase (Decrease) in Notes Payable, Related Parties (in Dollars) | ' | $98,000 | ' | ' | ' | ' |
Preferred Stock, Shares Outstanding | 384,495 | ' | 384,495 | 862 | ' | 862 |
Preferred Stock, Redemption Price Per Share (in Dollars per share) | $0.30 | ' | ' | $0.65 | ' | ' |
Number of Votes | 1 | ' | ' | 1 | ' | ' |
Preferred Stock, Dividend Rate, Percentage | 10.00% | ' | ' | 10.00% | ' | ' |
Convertible Preferred Stock, Stock Price Trigger (in Dollars per share) | $2.25 | ' | ' | $2.25 | ' | ' |
Convertible Preferred Stock, Threshold Consecutive Trading Days | '60 days | ' | ' | '60 days | ' | ' |
Convertible Preferred Stock, Shares Issued upon Conversion | 2 | ' | ' | 1,538.50 | ' | ' |
Preferred Stock, Liquidation Preference Per Share (in Dollars per share) | $0.30 | ' | ' | $0.65 | ' | ' |
Convertible Preferred Stock, Period Preceding Conversion | '120 days | ' | ' | ' | ' | ' |
Note_5_Preferred_Stock_Details1
Note 5 - Preferred Stock (Details) - Preferred Stock Included in Equity (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Note 5 - Preferred Stock (Details) - Preferred Stock Included in Equity [Line Items] | ' | ' |
Preferred Stock | $4,000 | $4,000 |
Series D Preferred Stock [Member] | ' | ' |
Note 5 - Preferred Stock (Details) - Preferred Stock Included in Equity [Line Items] | ' | ' |
Preferred Stock | $4,000 | $4,000 |
Note_5_Preferred_Stock_Details2
Note 5 - Preferred Stock (Details) - Preferred Stock Included in Equity (Parentheticals) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2004 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2005 |
Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | |
Note 5 - Preferred Stock (Details) - Preferred Stock Included in Equity (Parentheticals) [Line Items] | ' | ' | ' | ' | ' | ' |
Convertible Preferred Stock, par value (in Dollars per share) | $0.01 | $0.01 | ' | $0.01 | $0.01 | ' |
Convertible Preferred Stock, shares authorized | 1,297,537 | 1,297,537 | ' | 3,000 | 3,000 | ' |
Convertible Preferred Stock, shares issued | 1,297,537 | 1,297,537 | 813,050 | 1,191 | 1,191 | 1,191 |
Convertible Preferred Stock, shares outstanding | 384,495 | 384,495 | ' | 862 | 862 | ' |
Convertible Preferred Stock, aggregate liquidation preference (in Dollars) | $231,000 | $231,000 | ' | $862,000 | $862,000 | ' |
Note_6_Earnings_Loss_Per_Share2
Note 6 - Earnings (Loss) Per Share (Details) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Earnings Per Share [Abstract] | ' | ' |
Number of Common Shares Issuable Upon the Conversion or Exercise of Options, Warrants, and Preferred Stock | 5,407,529 | 5,584,413 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 272,750 | 1,850,651 |
Note_6_Earnings_Loss_Per_Share3
Note 6 - Earnings (Loss) Per Share (Details) - Computations of Basic and Diluted Loss Per Common Share (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Note 6 - Earnings (Loss) Per Share (Details) - Computations of Basic and Diluted Loss Per Common Share [Line Items] | ' | ' |
Net income from continuing operations (in Dollars) | $9,057,000 | $2,512,000 |
Payment of preferred stock dividends (in Dollars) | -109,000 | -109,000 |
Net income available to common stockholders (in Dollars) | 8,485,000 | 1,792,000 |
Weighted average shares used in computing basic net earnings per share: (in Shares) | 54,210,555 | 53,951,438 |
Assumed conversion of preferred stock (in Shares) | 2,095,784 | 769,630 |
Effect of outstanding stock options (in Shares) | 732,722 | 381,368 |
Weighted average shares used in computing diluted net earnings per share: (in Shares) | 57,039,061 | 55,102,436 |
Income from continuting operations per common share | $0.17 | $0.04 |
Loss from discontinued operations per common share | ($0.01) | ($0.01) |
Earnings per common share attributable to common shareholders b basic | $0.16 | $0.03 |
Income from continuting operations per common share | $0.16 | $0.04 |
Loss from discontinued operations per common share | ($0.01) | ($0.01) |
Earnings per common share attributable to common shareholders b diluted | $0.15 | $0.03 |
Loss from discontinued operations, net of tax (in Dollars) | ' | -241,000 |
Loss on disposition of discontinued operations, net of tax (in Dollars) | -463,000 | -370,000 |
Continuing Operations [Member] | ' | ' |
Note 6 - Earnings (Loss) Per Share (Details) - Computations of Basic and Diluted Loss Per Common Share [Line Items] | ' | ' |
Net income available to common stockholders (in Dollars) | $8,948,000 | $2,403,000 |
Note_7_Intangible_Assets_Detai
Note 7 - Intangible Assets (Details) (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
Amortization of Intangible Assets | $828,000 | $845,000 |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 781,000 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 752,000 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 709,000 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 431,000 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 377,000 | ' |
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | $2,313,000 | ' |
Note_7_Intangible_Assets_Detai1
Note 7 - Intangible Assets (Details) - Carrying Amount, Accumulated Amortization and the Resulting Net Book Value of Intangible Assets (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Carrying amount | $15,489,000 | $15,489,000 |
Accumulated amortization | 10,046,000 | 9,219,000 |
Impairment charge | 80,000 | ' |
Net book value | 5,363,000 | 6,270,000 |
Customer Lists [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Carrying amount | 10,234,000 | 10,234,000 |
Accumulated amortization | 7,173,000 | 6,648,000 |
Impairment charge | 80,000 | ' |
Net book value | 2,981,000 | 3,586,000 |
Trade Names [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Carrying amount | 3,931,000 | 3,931,000 |
Accumulated amortization | 1,549,000 | 1,247,000 |
Net book value | 2,382,000 | 2,684,000 |
Intellectual Property [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Carrying amount | 1,324,000 | 1,324,000 |
Accumulated amortization | $1,324,000 | $1,324,000 |
Note_8_Director_and_Employee_S2
Note 8 - Director and Employee Stock Compensation Plans (Details) (USD $) | 12 Months Ended | 12 Months Ended | ||||
Jun. 30, 2014 | Jun. 30, 2013 | Nov. 07, 2012 | Jun. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | |
Selling, General and Administrative Expenses [Member] | Selling, General and Administrative Expenses [Member] | |||||
Note 8 - Director and Employee Stock Compensation Plans (Details) [Line Items] | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in Shares) | ' | ' | 2,000,000 | 7,800,000 | ' | ' |
Allocated Share-based Compensation Expense | ' | ' | ' | ' | $297,000 | $261,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | 204,000 | 4,000 | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit (in Dollars per share) | $0.50 | ' | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit (in Dollars per share) | $1.71 | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $556,000 | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | '2 years 6 months | ' | ' | ' | ' | ' |
Note_8_Director_and_Employee_S3
Note 8 - Director and Employee Stock Compensation Plans (Details) - Assumptions Made in Computing Fair Value of Stock-based Awards (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | |
Minimum [Member] | Maximum [Member] | ||
Note 8 - Director and Employee Stock Compensation Plans (Details) - Assumptions Made in Computing Fair Value of Stock-based Awards [Line Items] | ' | ' | ' |
Average risk-free interest rate | 2.03% | 0.72% | 2.22% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected life (in years) | '5 years | '5 years | '6 years 3 months |
Expected volatility | 0.50% | 50.00% | 56.00% |
Weighted average fair value of granted options (in Dollars per share) | $0.51 | $0.60 | $0.60 |
Note_8_Director_and_Employee_S4
Note 8 - Director and Employee Stock Compensation Plans (Details) - Summary of Stock Option Activity and Related Information (USD $) | 12 Months Ended |
Jun. 30, 2014 | |
Summary of Stock Option Activity and Related Information [Abstract] | ' |
Outstanding at July 1, 2013 | 3,488,629 |
Outstanding at July 1, 2013 | $0.77 |
Granted | 1,053,360 |
Granted | $1 |
Exercised | -491,110 |
Exercised | $0.71 |
Forfeited | -673,026 |
Forfeited | $0.86 |
Expired | -66,108 |
Expired | $0.62 |
Outstanding at June 30, 2014 | 3,311,745 |
Outstanding at June 30, 2014 | $0.83 |
Outstanding at June 30, 2014 | $1,227,000 |
Exercisable at June 30, 2014 | 1,960,591 |
Exercisable at June 30, 2014 | $0.80 |
Exercisable at June 30, 2014 | $798,000 |
Weighted-average remaining contractual life (in years) | '6 years 146 days |
Note_8_Director_and_Employee_S5
Note 8 - Director and Employee Stock Compensation Plans (Details) - Exercise Price for Options Outstanding (USD $) | 12 Months Ended |
Jun. 30, 2014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower exercise price | $0.50 |
Upper exercise price | $1.71 |
Options outstanding (in Shares) | 3,311,745 |
Options exercisable (in Shares) | 1,960,591 |
Exercise Price Range 1 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower exercise price | $0.50 |
Upper exercise price | $0.75 |
Options outstanding (in Shares) | 1,454,385 |
Weighted average exercise prices of options outstanding | $0.69 |
Weighted average remaining contractual life of options outstanding | '6 years 146 days |
Options exercisable (in Shares) | 1,115,485 |
Weighted average exercise prices of options exercisable | $0.68 |
Weighted average remaining contractual life of options exercisable | '6 years 109 days |
Exercise Price Range 2 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower exercise price | $0.76 |
Upper exercise price | $1 |
Options outstanding (in Shares) | 1,584,610 |
Weighted average exercise prices of options outstanding | $0.89 |
Weighted average remaining contractual life of options outstanding | '8 years 73 days |
Options exercisable (in Shares) | 647,356 |
Weighted average exercise prices of options exercisable | $0.86 |
Weighted average remaining contractual life of options exercisable | '7 years 6 months |
Exercise Price Range 3 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower exercise price | $1.01 |
Upper exercise price | $1.71 |
Options outstanding (in Shares) | 272,750 |
Weighted average exercise prices of options outstanding | $1.22 |
Weighted average remaining contractual life of options outstanding | '3 years 292 days |
Options exercisable (in Shares) | 197,750 |
Weighted average exercise prices of options exercisable | $1.24 |
Weighted average remaining contractual life of options exercisable | '1 year 219 days |
Note_9_Shares_Reserved_for_Fut1
Note 9 - Shares Reserved for Future Issuance (Details) | Jun. 30, 2014 |
Shares Reserved For Future Issuance [Text Block] [Abstract] | ' |
Common Stock, Capital Shares Reserved for Future Issuance | 1,388,641 |
Note_10_Fair_Value_Measurement2
Note 10 - Fair Value Measurements (Details) (USD $) | 12 Months Ended |
Jun. 30, 2014 | |
Note 10 - Fair Value Measurements (Details) [Line Items] | ' |
Goodwill and Intangible Asset Impairment | $1,000,000 |
Customer Lists [Member] | CFD Consulting Business [Member] | ' |
Note 10 - Fair Value Measurements (Details) [Line Items] | ' |
Impairment of Intangible Assets (Excluding Goodwill) | 80,000 |
CFD Consulting Business [Member] | ' |
Note 10 - Fair Value Measurements (Details) [Line Items] | ' |
Goodwill and Intangible Asset Impairment | $1,000,000 |
Note_10_Fair_Value_Measurement3
Note 10 - Fair Value Measurements (Details) - Fair Value Hierarchy for Non-financial Assets (Fair Value, Measurements, Nonrecurring [Member], USD $) | Jun. 30, 2014 |
Note 10 - Fair Value Measurements (Details) - Fair Value Hierarchy for Non-financial Assets [Line Items] | ' |
Non-financial assets measured at fair value | $438,000 |
Customer Lists [Member] | Fair Value, Inputs, Level 3 [Member] | ' |
Note 10 - Fair Value Measurements (Details) - Fair Value Hierarchy for Non-financial Assets [Line Items] | ' |
Non-financial assets measured at fair value | 438,000 |
Customer Lists [Member] | ' |
Note 10 - Fair Value Measurements (Details) - Fair Value Hierarchy for Non-financial Assets [Line Items] | ' |
Non-financial assets measured at fair value | 438,000 |
Fair Value, Inputs, Level 3 [Member] | ' |
Note 10 - Fair Value Measurements (Details) - Fair Value Hierarchy for Non-financial Assets [Line Items] | ' |
Non-financial assets measured at fair value | $438,000 |
Note_11_Income_Taxes_Details
Note 11 - Income Taxes (Details) (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Note 11 - Income Taxes (Details) [Line Items] | ' | ' |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 34.00% | ' |
Deferred Tax Assets, Operating Loss Carryforwards, Domestic | $30,300,000 | $23,300,000 |
Operating Loss Carryforwards, Amount Projected to be Utilized for the Tax Year, Domestic | 2,400,000 | ' |
Operating Loss Carryforwards | 4,600,000 | ' |
Deferred Tax Assets, Operating Loss Carryforwards, Foreign | 14,800,000 | ' |
Deferred Tax Assets, Valuation Allowance | 11,029,000 | 15,134,000 |
Foreign Tax Authority [Member] | ' | ' |
Note 11 - Income Taxes (Details) [Line Items] | ' | ' |
Operating Loss Carryforwards | 4,000,000 | ' |
Domestic Tax Authority [Member] | ' | ' |
Note 11 - Income Taxes (Details) [Line Items] | ' | ' |
Deferred Tax Assets, Valuation Allowance | $9,700,000 | ' |
Note_11_Income_Taxes_Details_C
Note 11 - Income Taxes (Details) - Components of Income from Continuing Operations before Income Taxes (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Components of Income from Continuing Operations before Income Taxes [Abstract] | ' | ' |
Domestic | $6,132,000 | $3,671,000 |
Foreign | 1,202,000 | 532,000 |
Total | $7,334,000 | $4,203,000 |
Note_11_Income_Taxes_Details_C1
Note 11 - Income Taxes (Details) - Components of Income Tax Provision (Benefit) (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Components of Income Tax Provision (Benefit) [Abstract] | ' | ' |
Federal tax | ($809,000) | $1,447,000 |
State tax | -914,000 | 244,000 |
Total | -1,723,000 | 1,691,000 |
Current | 1,742,000 | 354,000 |
Deferred | ($3,465,000) | $1,268,000 |
Note_11_Income_Taxes_Details_S
Note 11 - Income Taxes (Details) - Significant Components of Deferred Tax Assets and Liabilities (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Significant Components of Deferred Tax Assets and Liabilities [Abstract] | ' | ' |
Net operating loss carryforwards | $14,681,000 | $16,126,000 |
Capital loss carryforwards | 1,674,000 | 1,674,000 |
Accrued expenses | 193,000 | 185,000 |
Expenses not currently deductible | 100,000 | 154,000 |
Excess of book over tax depreciation | 642,000 | 49,000 |
Excess of book over tax amortization | 899,000 | 602,000 |
Deferred revenue | ' | 2,000 |
Other asset | 3,000 | ' |
Foreign tax benefit | 82,000 | 82,000 |
Total deferred tax assets | 18,274,000 | 18,874,000 |
Intangible assets | 2,194,000 | 2,333,000 |
Excess of tax over book depreciation | 185,000 | ' |
Other liabilities | 15,000 | 21,000 |
Total deferred tax liabilities | 2,394,000 | 2,354,000 |
Deferred tax assets, net of liabilities | 15,880,000 | 16,520,000 |
Valuation allowance | -11,029,000 | -15,134,000 |
Net deferred tax asset | $4,851,000 | $1,386,000 |
Note_11_Income_Taxes_Details_R
Note 11 - Income Taxes (Details) - Reconciliation of Combined Federal and State Statutory Income Taxes Rate (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Reconciliation of Combined Federal and State Statutory Income Taxes Rate [Abstract] | ' | ' |
Expected federal income tax expense from continuing operations at 34% | $2,494,000 | $1,429,000 |
Expenses not deductible for income tax purposes | 239,000 | 159,000 |
Amendment of prior year return | -66,000 | -67,000 |
Taxable income from divestiture of foreign subsidiaries | ' | 260,000 |
State income taxes, net of federal benefit | 238,000 | 161,000 |
Current year utilization of deferred tax asset | -462,000 | ' |
Difference in conversion rate | -61,000 | ' |
Change in valuation allowance for deferred tax assets | -4,105,000 | -251,000 |
Income tax (benefit) expense | ($1,723,000) | $1,691,000 |
Note_12_Commitments_and_Contin2
Note 12 - Commitments and Contingencies (Details) (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Note 12 - Commitments and Contingencies (Details) [Line Items] | ' | ' |
Operating Leases, Rent Expense | $2,300,000 | $2,200,000 |
Capital Lease Obligations | 335,000 | ' |
Capital Lease Obligations, Current | 188,000 | 294,000 |
Capital Lease Obligations [Member] | ' | ' |
Note 12 - Commitments and Contingencies (Details) [Line Items] | ' | ' |
Depreciation | $363,000 | ' |
Note_12_Commitments_and_Contin3
Note 12 - Commitments and Contingencies (Details) - Future Minimum Operating Lease Payments (USD $) | Jun. 30, 2014 |
Future Minimum Operating Lease Payments [Abstract] | ' |
2015 | $2,459,000 |
2016 | 1,811,000 |
2017 | 1,307,000 |
2018 | 820,000 |
2019 | 441,000 |
Thereafter | 227,000 |
Total minimum lease payments | $7,065,000 |
Note_12_Commitments_and_Contin4
Note 12 - Commitments and Contingencies (Details) - Future Minimum Capital Lease Payments (USD $) | Jun. 30, 2014 |
Future Minimum Capital Lease Payments [Abstract] | ' |
2015 | $205,000 |
2016 | 137,000 |
2017 | 24,000 |
Total minimum lease payments | 366,000 |
Taxes | 18,000 |
Imputed interest | 13,000 |
Present value of future minimum lease payments | $335,000 |
Note_13_Employee_Benefit_Plans1
Note 13 - Employee Benefit Plans (Details) (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Note 13 - Employee Benefit Plans (Details) [Line Items] | ' | ' |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 4.00% | ' |
Defined Contribution Plan, Cost Recognized (in Dollars) | $900,000 | $787,000 |
First 3% of Compensation [Member] | ' | ' |
Note 13 - Employee Benefit Plans (Details) [Line Items] | ' | ' |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 100.00% | ' |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 3.00% | ' |
Next 2% of Compensation [Member] | ' | ' |
Note 13 - Employee Benefit Plans (Details) [Line Items] | ' | ' |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 50.00% | ' |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 2.00% | ' |
Note_14_Significant_Supplier_D
Note 14 - Significant Supplier (Details) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Entity Wide Inventory Purchases From One Vendor [Member] | ' | ' |
Note 14 - Significant Supplier (Details) [Line Items] | ' | ' |
Concentration Risk, Supplier | '96% | '97% |
Entity Wide Accounts Payable Owed To One Vendor [Member] | ' | ' |
Note 14 - Significant Supplier (Details) [Line Items] | ' | ' |
Concentration Risk, Supplier | '89% | '89% |
Entity Wide Revenue Related To One Vendors Products [Member] | ' | ' |
Note 14 - Significant Supplier (Details) [Line Items] | ' | ' |
Concentration Risk, Supplier | '95% | ' |
Note_15_Discontinued_Operation2
Note 15 - Discontinued Operations (Details) - Financial Results of Entities Which Have Been Reclassified as Discontinued Operations (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Financial Results of Entities Which Have Been Reclassified as Discontinued Operations [Abstract] | ' | ' |
Revenues | ' | $7,281,000 |
Loss from discontinued operations, net of tax of $0 | ' | 241,000 |
Loss on sale or disposition of discontinued operations, net of tax of $0 and $0 | $463,000 | $370,000 |
Note_15_Discontinued_Operation3
Note 15 - Discontinued Operations (Details) - Financial Results of Entities Which Have Been Reclassified as Discontinued Operations (Parentheticals) (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Financial Results of Entities Which Have Been Reclassified as Discontinued Operations [Abstract] | ' | ' |
Loss from discontinued operations, tax | ' | $0 |
Loss on sale or disposition of discontinued operations, tax | $0 | $0 |
Note_16_Liquidity_and_Capital_1
Note 16 - Liquidity and Capital Resources (Details) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Policy Text Block [Abstract] | ' | ' |
Working Capital Surplus | $13,013,000 | $6,617,000 |
Note_17_Segment_Information_De
Note 17 - Segment Information (Details) | 12 Months Ended |
Jun. 30, 2014 | |
Segment Reporting [Abstract] | ' |
Number of Operating Segments | 3 |
Note_17_Segment_Information_De1
Note 17 - Segment Information (Details) - Certain Financial Information about Segments (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Segment Reporting Information [Line Items] | ' | ' |
Product sales | $47,822,000 | $41,869,000 |
Service revenue | 23,480,000 | 21,764,000 |
Commission revenue | 20,294,000 | 18,870,000 |
Total revenue | 91,596,000 | 82,503,000 |
Cost of product sales | 30,547,000 | 26,282,000 |
Cost of service revenue | 15,763,000 | 14,540,000 |
Total cost of revenue | 46,310,000 | 40,822,000 |
Gross Margin | 45,286,000 | 41,681,000 |
Total operating expenses | 37,728,000 | 37,002,000 |
Operating income | 7,558,000 | 4,679,000 |
Other expense, net | 224,000 | 476,000 |
Income from continuing operations before income taxes | 7,334,000 | 4,203,000 |
Income tax expense (benefit) | -1,723,000 | 1,691,000 |
Income from continuing operations | 9,057,000 | 2,512,000 |
IMAGINiT [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Product sales | 44,018,000 | 38,475,000 |
Service revenue | 15,318,000 | 14,920,000 |
Commission revenue | 20,152,000 | 18,735,000 |
Total revenue | 79,488,000 | 72,130,000 |
Cost of product sales | 28,571,000 | 24,709,000 |
Cost of service revenue | 10,679,000 | 10,409,000 |
Total cost of revenue | 39,250,000 | 35,118,000 |
Gross Margin | 40,238,000 | 37,012,000 |
Total operating expenses | 31,453,000 | 31,226,000 |
Operating income | 8,785,000 | 5,786,000 |
Other expense, net | 194,000 | 442,000 |
Income from continuing operations before income taxes | 8,591,000 | 5,344,000 |
Income tax expense (benefit) | -1,149,000 | 2,054,000 |
Income from continuing operations | 9,740,000 | 3,290,000 |
Enterprise Applications [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Product sales | 998,000 | 561,000 |
Service revenue | 8,087,000 | 6,805,000 |
Commission revenue | 142,000 | 135,000 |
Total revenue | 9,227,000 | 7,501,000 |
Cost of product sales | 556,000 | 261,000 |
Cost of service revenue | 5,036,000 | 4,115,000 |
Total cost of revenue | 5,592,000 | 4,376,000 |
Gross Margin | 3,635,000 | 3,125,000 |
Total operating expenses | 5,283,000 | 4,927,000 |
Operating income | -1,648,000 | -1,802,000 |
Other expense, net | 22,000 | 17,000 |
Income from continuing operations before income taxes | -1,670,000 | -1,819,000 |
Income tax expense (benefit) | -673,000 | -627,000 |
Income from continuing operations | -997,000 | -1,192,000 |
ASCENT [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Product sales | 2,806,000 | 2,833,000 |
Service revenue | 75,000 | 39,000 |
Total revenue | 2,881,000 | 2,872,000 |
Cost of product sales | 1,420,000 | 1,312,000 |
Cost of service revenue | 48,000 | 16,000 |
Total cost of revenue | 1,468,000 | 1,328,000 |
Gross Margin | 1,413,000 | 1,544,000 |
Total operating expenses | 992,000 | 849,000 |
Operating income | 421,000 | 695,000 |
Other expense, net | 8,000 | 17,000 |
Income from continuing operations before income taxes | 413,000 | 678,000 |
Income tax expense (benefit) | 99,000 | 264,000 |
Income from continuing operations | $314,000 | $414,000 |
Note_18_Subsequent_Events_Deta
Note 18 - Subsequent Events (Details) (Subsequent Event [Member], USD $) | 1 Months Ended |
Sep. 29, 2014 | |
Note 18 - Subsequent Events (Details) [Line Items] | ' |
Proceeds from Sales of Business, Affiliate and Productive Assets | 500,000 |
Gain (Loss) on Disposition of Business | -1,100,000 |
First Line of Credit [Member] | London Interbank Offered Rate (LIBOR) [Member] | Tender Offer [Member] | ' |
Note 18 - Subsequent Events (Details) [Line Items] | ' |
Debt Instrument, Basis Spread on Variable Rate | 2.50% |
First Line of Credit [Member] | Tender Offer [Member] | ' |
Note 18 - Subsequent Events (Details) [Line Items] | ' |
Line of Credit Facility, Maximum Borrowing Capacity | 10,000,000 |
Debt Instrument, Term | '5 years |
Second Line of Credit [Member] | London Interbank Offered Rate (LIBOR) [Member] | Tender Offer [Member] | ' |
Note 18 - Subsequent Events (Details) [Line Items] | ' |
Debt Instrument, Basis Spread on Variable Rate | 3.15% |
Second Line of Credit [Member] | Tender Offer [Member] | ' |
Note 18 - Subsequent Events (Details) [Line Items] | ' |
Line of Credit Facility, Maximum Borrowing Capacity | 25,000,000 |
Debt Instrument, Term | '5 years |
Tender Offer [Member] | ' |
Note 18 - Subsequent Events (Details) [Line Items] | ' |
Stock Repurchase Program, Number of Shares Authorized to be Repurchased (in Shares) | 27,530,816 |
Share Price (in Dollars per share) | 1.2 |
Line of Credit Facility, Maximum Borrowing Capacity | 35,000,000 |
Schedule_II_Financial_Statemen2
Schedule II - Financial Statement Schedule (Details) - Rand Worldwide, Inc. and Subsidiaries Valuation and Qualifying Accounts (USD $) | 12 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | |||
Allowance for Doubtful Accounts [Member] | ' | ' | ||
Schedule II - Financial Statement Schedule (Details) - Rand Worldwide, Inc. and Subsidiaries Valuation and Qualifying Accounts [Line Items] | ' | ' | ||
Balance at beginning of period | $253,000 | $405,000 | ||
Charged to costs and expenses | 130,000 | 110,000 | ||
Charged to other accounts | ' | -117,000 | [1] | |
Deductions | -172,000 | [2] | -145,000 | [2] |
Balance at end of period | 211,000 | 253,000 | ||
Valuation Allowance of Deferred Tax Assets [Member] | ' | ' | ||
Schedule II - Financial Statement Schedule (Details) - Rand Worldwide, Inc. and Subsidiaries Valuation and Qualifying Accounts [Line Items] | ' | ' | ||
Balance at beginning of period | 9,725,000 | 11,691,000 | ||
Charged to costs and expenses | -3,836,000 | -997,000 | ||
Charged to other accounts | 5,140,000 | [3] | -449,000 | [3] |
Deductions | ' | -520,000 | [1] | |
Balance at end of period | $11,029,000 | $9,725,000 | ||
[1] | Write-off from disposal of foreign subsidiaries | |||
[2] | Uncollectible accounts written off, net of recoveries | |||
[3] | Change in valuation allowance, net of temporary differences as discussed in Footnote 11 of the accompanying financial statements |