Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 14-May-15 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Entity Registrant Name | MICRONET ENERTEC TECHNOLOGIES, INC. | |
Entity Central Index Key | 854800 | |
Current Fiscal Year End Date | -19 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 5,856,246 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current Assets: | ||
Cash and cash equivalents | $6,051 | $8,592 |
Marketable securities | 6,224 | 6,406 |
Trade accounts receivable, net | 12,744 | 14,152 |
Inventories | 6,440 | 6,658 |
Other accounts receivable | 1,224 | 1,249 |
Total current assets | 32,683 | 37,057 |
Property, and equipment, net | 1,887 | 1,948 |
Intangible assets and others, net | 4,160 | 4,416 |
Goodwill | 1,466 | 1,466 |
Long term deposit | 50 | 46 |
Total long term assets | 7,563 | 7,876 |
Total assets | 40,246 | 44,933 |
Current Liabilities: | ||
Short term bank credit and current portion of long term bank loans | 9,964 | 9,416 |
Current portion of long term notes | 1,000 | |
Trade accounts payable | 5,146 | 7,588 |
Other accounts payable | 2,187 | 2,619 |
Total current liabilities | 17,297 | 20,623 |
Long term loans from banks | 3,557 | 3,919 |
Finance lease | 44 | 56 |
Accrued severance pay, net | 25 | 29 |
Deferred tax liabilities, net | 43 | 57 |
Total long term liabilities | 3,669 | 4,061 |
Stockholders' Equity: | ||
Preferred stock; $.001 par value, 5,000,000 shares authorized, none issued and outstanding | ||
Common stock; $.001 par value, 25,000,000 shares authorized, 5,856,246 shares issued and outstanding as of March 31, 2015 and December 31, 2014 | 6 | 6 |
Additional paid in capital | 7,574 | 7,505 |
Accumulated other comprehensive income | -293 | 325 |
Retained earnings | 5,579 | 6,284 |
Micronet Enertec stockholders' equity | 12,866 | 14,120 |
Non-controlling interests | 6,414 | 6,129 |
Total equity | 19,280 | 20,249 |
Total Liabilities and equity | $40,246 | $44,933 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Consolidated Balance Sheet [Abstract] | ||
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, shares issued | 5,856,246 | 5,856,246 |
Common stock, shares outstanding | 5,856,246 | 5,856,246 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Consolidated Statements of Income and Other Comprehensive Income [Abstract] | ||
Revenues | $5,679 | $5,567 |
Cost of revenues | 3,928 | 3,515 |
Gross profit | 1,751 | 2,052 |
Operating expenses: | ||
Research and development | 743 | 744 |
Selling and marketing | 469 | 391 |
General and administrative | 1,111 | 884 |
Amortization of intangible assets | 302 | 93 |
Total operating expenses | 2,625 | 2,112 |
Loss from operations | -874 | -60 |
Finance expense, net | 92 | 46 |
Loss before provision for income taxes | -966 | -106 |
Provision for income taxes | -130 | 79 |
Net loss | -836 | -185 |
Net loss (income) attributable to non-controlling interests | -131 | 147 |
Net loss attributable to Micronet Enertec Technologies, Inc. | ($705) | ($332) |
Loss per share attributable to Micronet Enertec Technologies, Inc. | ||
Basic | ($0.12) | ($0.06) |
Diluted | ($0.12) | ($0.06) |
Weighted average common shares outstanding: | ||
Basic | 5,856,246 | 5,831,246 |
Diluted | 5,856,246 | 5,831,246 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ||
Net loss | ($836) | ($185) |
Other comprehensive income net of tax: | ||
Currency translation adjustment | -201 | -26 |
Total comprehensive loss | -1,037 | -211 |
Comprehensive income (loss) attributable to the non-controlling interests | -285 | 71 |
Comprehensive loss attributable to Micronet Enertec Technologies, Inc. | ($1,322) | ($140) |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | ($836) | ($185) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 421 | 233 |
Marketable securities | 196 | 125 |
Change in fair value of derivatives, net | -5 | -71 |
Change in deferred taxes, net | -132 | -38 |
Accrued interest on bank loans | -25 | 6 |
Amortization of discount and change in value of long term convertible debenture, net | 50 | |
Stock based compensation | 69 | 6 |
Changes in operating assets and liabilities (net of impact of acquisition): | ||
Decrease in trade account receivables | 1,170 | 1,928 |
Decrease (increase) in inventories | 158 | -93 |
Decrease in accrued severance pay, net | -4 | -34 |
Decrease (increase) in other account receivables | 137 | -156 |
Decrease in trade account payables | -2,443 | -716 |
Decrease in other account payables | -438 | -1,052 |
Net cash provided by (used in) operating activities | -1,732 | 3 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | -100 | -69 |
Marketable securities | -14 | -121 |
Net cash used in investing activities | -114 | -190 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Short term bank credit | 807 | 46 |
Repayment of long-term bank loan | -288 | -786 |
Repayment of long-term notes | -1,000 | |
Net cash used in financing activities | -481 | -740 |
NET CASH DECREASE IN CASH AND CASH EQUIVALENTS | -2,327 | -927 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 8,592 | 12,825 |
TRANSLATION ADJUSTMENT OF CASH AND CASH EQUIVALENTS | -214 | 61 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $6,051 | $11,959 |
DESCRIPTION_OF_BUSINESS
DESCRIPTION OF BUSINESS | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
DESCRIPTION OF BUSINESS [Abstract] | |||||
DESCRIPTION OF BUSINESS | NOTE 1 — DESCRIPTION OF BUSINESS | ||||
Overview | |||||
A. Micronet Enertec Technologies, Inc., a U.S.-based Delaware corporation, was formed on January 31, 2002. On March 14, 2013, we changed our corporate name from Lapis Technologies, Inc. to Micronet Enertec Technologies, Inc. (“we,” “Micronet Enertec” or “the Company”). | |||||
We operate through two Israel-based companies, Enertec Systems 2001 Ltd (“Enertec”), our wholly-owned subsidiary, and Micronet Ltd (“Micronet”), in which we held 62.5% as of March 31, 2015 and is controlled by us. | |||||
Micronet is a publicly traded company on the Tel Aviv Stock Exchange and operates in the growing commercial Mobile Resource Management (“MRM”) market. Micronet through both its Israeli and U.S. operational offices designs, develops, manufactures and sells rugged mobile computing devices that provide fleet operators and field workforces with computing solutions in challenging work environments. Micronet's vehicle cabin installed and portable tablets increase workforce productivity and enhance corporate efficiency by offering computing power and communication capabilities that provide fleet operators with visibility into vehicle location, fuel usage, speed and mileage. Micronet's customers consist primarily of application service providers and solution providers specializing in the MRM market. | |||||
Enertec operates in the Defense and Aerospace markets and designs, develops, manufactures and supplies various customized military computer-based systems, simulators, automatic test equipment and electronic instruments. Enertec's solutions and systems are designed according to major aerospace integrators' requirements and are integrated by them into critical systems such as command and control, missile fire control, maintenance of military aircraft and missiles for use by the Israeli Air Force and Navy and by foreign defense entities. | |||||
B. Micronet Acquisition of Beijer U.S. Vehicle Operations | |||||
On June 2, 2014, the Company, through Micronet, completed the acquisition of certain assets and liabilities (the “Transaction”), of Beijer Electronics Inc's. (the “Seller”) U.S. vehicle business and operations related to the supply of panels to various transportation sectors (the “Vehicle Business”). The total purchase price of the Transaction was $7,105. The Vehicle Business results of operations were included in our consolidated reports commencing on the closing date. Upon the closing of the Transaction, Micronet incorporated a wholly-owned U.S.-based subsidiary in the state of Utah under the name Micronet Inc., through which the purchased business is conducted. | |||||
The Transaction was financed through, among other funds, a loan granted to Micronet pursuant to a loan agreement (the “Loan Agreement”), entered between Micronet and the First International Bank of Israel (the “Bank” and the “Loan”, respectively). Under the Loan Agreement, the Bank loaned Micronet $4,850 for the financing of the Transaction. Pursuant to the terms of the Loan Agreement, $2,425 of the Loan bears interest at a quarterly adjustable rate of Prime plus 1.5 percent (3.75% percent as of the date of the Loan), (the “Long Term Portion”). The Long Term Portion plus interest is due and payable in twelve equal consecutive quarterly installments beginning on August 29, 2014. The balance of the loan in the amount of $2,425 bears interest at a variable adjustable rate of Prime plus 1.2 percent (3.45% percent as of the date of the Loan) (the “Short Term Portion”). The Short Term Portion is due and payable within one year from the date of the Loan, subject to renewal, and the interest on the Short Term Portion is due and payable every quarter beginning on August 29, 2014. The Loan is secured mainly by a floating charge against Micronet's assets and a mortgage on a building owned by Micronet. The Loan is subject to customary covenants, terms, conditions, events of default and certain pre-payment provisions. | |||||
The purchase consideration was allocated to tangible assets and intangible assets acquired based on their estimated fair values using a purchase price allocation made by an independent third party appraisal. The fair value assigned to identifiable intangible assets acquired has been determined by using valuation methods that discount expected future cash flows to present value using estimates and assumptions determined by management. The Company determined that the fair values of assets acquired exceeded the purchase price by approximately $1,466, which is recognized as goodwill. Upon the purchase price allocation, an amount of $1,680 was allocated to technology to be amortized over a 5-year period, and an amount of $2,552 was allocated to estimated fair value of the customer relations intangible asset to be amortized over a 5-year period. The table below summarizes the estimates of the fair value of assets acquired at the purchase date. | |||||
Inventories | $ | 1,360 | |||
Property and equipment | 47 | ||||
Identifiable intangible assets: | |||||
Customer relations | 2,552 | ||||
Core technology | 1,680 | ||||
Goodwill | 1,466 | ||||
Total assets acquired | $ | 7,105 | |||
The contribution of the Vehicle Business results to our consolidated income and net income was $1,892 and $212, respectively, for the three months ended March 31, 2015. | |||||
The unaudited pro forma financial information in the table below summarizes the combined results of our operations and those of the Vehicle Business for the periods shown as though the Transaction occurred as of the beginning of fiscal year 2014. The pro forma financial information for the periods presented includes the business combination accounting effects of the Transaction, including amortization charges from acquired intangible assets. The pro forma financial information presented below is for informational purposes only, is subject to a number of estimates, assumptions and other uncertainties, and is not indicative of the results of operations that would have been achieved if the Transaction had taken place at January 1, 2014. The unaudited pro forma financial information is as follows: | |||||
Three Months Ended March 31, | |||||
2014 | |||||
Total revenues | $ | 8,118 | |||
Net loss | $ | (142 | ) |
BASIS_OF_PRESENTATION_AND_CONS
BASIS OF PRESENTATION AND CONSOLIDATION | 3 Months Ended |
Mar. 31, 2015 | |
BASIS OF PRESENTATION AND CONSOLIDATION [Abstract] | |
BASIS OF PRESENTATION AND CONSOLIDATION | NOTE 2 - BASIS OF PRESENTATION AND CONSOLIDATION |
Basis of Presentation | |
The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the U.S. Securities and Exchange Commission, or SEC. Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company's management, the accompanying unaudited condensed consolidated financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of March 31, 2015 and the results of operations and cash flows for the periods presented. The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the operating results for the full fiscal year or any future period. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014. The Company's accounting policies are described in the Notes to Consolidated Financial Statements in its Annual Report on Form 10-K for the year ended December 31, 2014, and updated, as necessary, in this Quarterly Report on Form 10-Q. | |
Use of Estimates | |
The preparation of the financial statements in conformity with U.S. GAAP 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 dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. | |
Principles of consolidation | |
The consolidated financial statements comprise the results and position of the Company and its subsidiaries. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its operating activities. In assessing control, legal and contractual rights are taken into account. The consolidated financial statements of subsidiaries are included in the consolidated financial statements from the date that control is achieved until the date that control is ceased. Intercompany transactions and balances are eliminated upon consolidation. | |
Recent Accounting Pronouncements | |
In January 2015, the Financial Accounting Standard Board ("FASB") issued Accounting Standard Update ("ASU") No. 2015-01 (ASU 2015-01), "Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items". ASU 2015-01 eliminates the requirement to consider whether an underlying event or transaction is extraordinary, and if so, to separately present the item in the income statement net of tax, after income from continuing operations. Items that are either unusual in nature or infrequently occurring will continue to be reported as a separate component of income from continuing operations. Alternatively, these amounts may still be disclosed in the notes to the financial statements. The same requirement has been expanded to include items that are both unusual and infrequent. ASU 2015-01 is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted from the beginning of the fiscal year of adoption. The Company does not expect material impacts on its consolidated financial statements upon adoption. | |
In April 2015, the FASB issued ASU 2015-03, "Simplifying the Presentation of Debt Issuance Costs". ASU 2015-03 requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability in a manner consistent with the treatment for debt discounts. The amendments in this update do not affect the recognition and measurement guidance for debt issuance costs. In addition, ASU 2015-03 requires that the amortization of debt issuance costs be reported as interest expense. The standard is effective for fiscal years and the interim periods within those fiscal years beginning on or after December 15, 2015. ASU 2015-03 should be applied retrospectively to all prior periods presented in the financial statements, subject to the disclosure requirements for a change in an accounting principle. Early adoption is permitted for financial statements that have not been previously issued. The Company does not expect material impacts on its consolidated financial statements upon adoption. |
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
FAIR VALUE MEASUREMENTS [Abstract] | |||||||||||||||||
FAIR VALUE MEASUREMENTS | NOTE 3 – FAIR VALUE MEASUREMENTS | ||||||||||||||||
The accounting guidance establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: | |||||||||||||||||
Level 1 – Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access at the measurement date. | |||||||||||||||||
Level 2 – Observable inputs such as quoted prices for similar instruments and quoted prices in markets that are not active, and inputs that are directly observable or can be corroborated by observable market data. The types of assets and liabilities included in Level 2 are typically either comparable to actively traded securities or contracts, such as treasury securities with pricing interpolated from recent trades of similar securities, or priced with models using highly observable inputs, such as commodity options priced using observable forward prices and volatilities. | |||||||||||||||||
Level 3 – Significant inputs to pricing that have little or no observability as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant management judgment or estimation, such as the complex and subjective models and forecasts used to determine the fair value of financial instruments. | |||||||||||||||||
Financial assets and liabilities measured at fair value as of March 31, 2015 and December 31, 2014, are summarized below: | |||||||||||||||||
Fair value measurements using input type | |||||||||||||||||
31-Mar-15 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Cash and cash equivalents | $ | 6,051 | $ | - | $ | - | $ | 6,051 | |||||||||
Marketable securities | 6,224 | - | - | 6,224 | |||||||||||||
Derivative liabilities | - | (47 | ) | - | (47 | ) | |||||||||||
Derivative liabilities - Phantom option | - | (44 | ) | - | (44 | ) | |||||||||||
$ | 12,275 | $ | (91 | ) | $ | - | $ | 12,184 | |||||||||
Fair value measurements using input type | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Cash and cash equivalents | $ | 8,592 | $ | - | $ | - | $ | 8,592 | |||||||||
Marketable securities | 6,406 | - | - | 6,406 | |||||||||||||
Derivative assets | - | 29 | - | 29 | |||||||||||||
Derivative liabilities - Phantom option | - | (49 | ) | - | (49 | ) | |||||||||||
$ | 14,998 | $ | (20 | ) | $ | - | $ | 14,978 |
INVENTORIES
INVENTORIES | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
INVENTORIES [Abstract] | |||||||||||||
INVENTORIES | NOTE 4 – INVENTORIES | ||||||||||||
Inventories are stated at the lower of cost or market, computed using the first-in, first-out method. Inventories consist of the following: | |||||||||||||
March 31, | December 31, | ||||||||||||
2015 | 2014 | ||||||||||||
Raw materials | $ | 5,662 | $ | 6,009 | |||||||||
Work in process | 778 | 649 | |||||||||||
$ | 6,440 | $ | 6,658 | ||||||||||
SEGMENTS
SEGMENTS | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
SEGMENTS [Abstract] | |||||||||||||
SEGMENTS | NOTE 5 – SEGMENTS | ||||||||||||
Operating segments are based upon our internal organization structure, the manner in which our operations are managed and the availability of separate financial information. Following the Acquisition, we have two operating segments: a defense and aerospace segment operated by Enertec and a mobile resource management segment operated by Micronet. | |||||||||||||
The following table summarizes the financial performance of our operating segments: | |||||||||||||
Three months ended March 31, 2015 | |||||||||||||
Defense and aerospace | Mobile resource | Consolidated | |||||||||||
management | |||||||||||||
Revenues from external customers | $ | 2,033 | $ | 3,646 | $ | 5,679 | |||||||
Segment operating loss | (89 | ) | (1) (555 | ) | (644 | ) | |||||||
Not allocated expenses | 230 | ||||||||||||
Finance expenses | (92 | ) | |||||||||||
Consolidated loss before provision for income taxes | $ | (966 | ) | ||||||||||
Three months ended March 31, 2014 | |||||||||||||
Defense and aerospace | Mobile resource management | Consolidated | |||||||||||
Revenues from external customers | $ | 2,232 | $ | 3,335 | $ | 5,567 | |||||||
Segment operating income (loss) | (82 | ) | (2) 257 | 175 | |||||||||
Not allocated expenses | 235 | ||||||||||||
Finance expenses | (46 | ) | |||||||||||
Consolidated loss before provision for income taxes | $ | (106 | ) | ||||||||||
-1 | Includes $302 of intangible assets amortization, derived from Micronet and Micronet Inc. acquisitions. | ||||||||||||
(2) | Includes $93 of intangible assets amortization, derived from Micronet and Micronet Inc.acquisitions. | ||||||||||||
BASIS_OF_PRESENTATION_AND_CONS1
BASIS OF PRESENTATION AND CONSOLIDATION (Policy) | 3 Months Ended |
Mar. 31, 2015 | |
BASIS OF PRESENTATION AND CONSOLIDATION [Abstract] | |
Basis of Presentation | Basis of Presentation |
The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the U.S. Securities and Exchange Commission, or SEC. Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company's management, the accompanying unaudited condensed consolidated financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of March 31, 2015 and the results of operations and cash flows for the periods presented. The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the operating results for the full fiscal year or any future period. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014. The Company's accounting policies are described in the Notes to Consolidated Financial Statements in its Annual Report on Form 10-K for the year ended December 31, 2014, and updated, as necessary, in this Quarterly Report on Form 10-Q. | |
Use of Estimates | Use of Estimates |
The preparation of the financial statements in conformity with U.S. GAAP 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 dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. | |
Principles of consolidation | Principles of consolidation |
The consolidated financial statements comprise the results and position of the Company and its subsidiaries. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its operating activities. In assessing control, legal and contractual rights are taken into account. The consolidated financial statements of subsidiaries are included in the consolidated financial statements from the date that control is achieved until the date that control is ceased. Intercompany transactions and balances are eliminated upon consolidation. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
In January 2015, the Financial Accounting Standard Board ("FASB") issued Accounting Standard Update ("ASU") No. 2015-01 (ASU 2015-01), "Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items". ASU 2015-01 eliminates the requirement to consider whether an underlying event or transaction is extraordinary, and if so, to separately present the item in the income statement net of tax, after income from continuing operations. Items that are either unusual in nature or infrequently occurring will continue to be reported as a separate component of income from continuing operations. Alternatively, these amounts may still be disclosed in the notes to the financial statements. The same requirement has been expanded to include items that are both unusual and infrequent. ASU 2015-01 is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted from the beginning of the fiscal year of adoption. The Company does not expect material impacts on its consolidated financial statements upon adoption. | |
In April 2015, the FASB issued ASU 2015-03, "Simplifying the Presentation of Debt Issuance Costs". ASU 2015-03 requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability in a manner consistent with the treatment for debt discounts. The amendments in this update do not affect the recognition and measurement guidance for debt issuance costs. In addition, ASU 2015-03 requires that the amortization of debt issuance costs be reported as interest expense. The standard is effective for fiscal years and the interim periods within those fiscal years beginning on or after December 15, 2015. ASU 2015-03 should be applied retrospectively to all prior periods presented in the financial statements, subject to the disclosure requirements for a change in an accounting principle. Early adoption is permitted for financial statements that have not been previously issued. The Company does not expect material impacts on its consolidated financial statements upon adoption. |
DESCRIPTION_OF_BUSINESS_Tables
DESCRIPTION OF BUSINESS (Tables) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
DESCRIPTION OF BUSINESS [Abstract] | |||||
Schedule of Assets Acquired | Inventories | $ | 1,360 | ||
Property and equipment | 47 | ||||
Identifiable intangible assets: | |||||
Customer relations | 2,552 | ||||
Core technology | 1,680 | ||||
Goodwill | 1,466 | ||||
Total assets acquired | $ | 7,105 | |||
Schedule of Pro Forma Results | Three Months Ended March 31, | ||||
2014 | |||||
Total revenues | $ | 8,118 | |||
Net loss | $ | (142 | ) |
FAIR_VALUE_MEASUREMENTS_Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
FAIR VALUE MEASUREMENTS [Abstract] | |||||||||||||||||
Schedule of Financial Assets and Liabilitites Measured at Fair Value | |||||||||||||||||
Fair value measurements using input type | |||||||||||||||||
31-Mar-15 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Cash and cash equivalents | $ | 6,051 | $ | - | $ | - | $ | 6,051 | |||||||||
Marketable securities | 6,224 | - | - | 6,224 | |||||||||||||
Derivative liabilities | - | (47 | ) | - | (47 | ) | |||||||||||
Derivative liabilities - Phantom option | - | (44 | ) | - | (44 | ) | |||||||||||
$ | 12,275 | $ | (91 | ) | $ | - | $ | 12,184 | |||||||||
Fair value measurements using input type | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Cash and cash equivalents | $ | 8,592 | $ | - | $ | - | $ | 8,592 | |||||||||
Marketable securities | 6,406 | - | - | 6,406 | |||||||||||||
Derivative assets | - | 29 | - | 29 | |||||||||||||
Derivative liabilities - Phantom option | - | (49 | ) | - | (49 | ) | |||||||||||
$ | 14,998 | $ | (20 | ) | $ | - | $ | 14,978 |
INVENTORIES_Tables
INVENTORIES (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
INVENTORIES [Abstract] | |||||||||||||
Schedule of Inventories | March 31, | December 31, | |||||||||||
2015 | 2014 | ||||||||||||
Raw materials | $ | 5,662 | $ | 6,009 | |||||||||
Work in process | 778 | 649 | |||||||||||
$ | 6,440 | $ | 6,658 |
SEGMENTS_Tables
SEGMENTS (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
SEGMENTS [Abstract] | |||||||||||||
Schedule of Operating Segments | |||||||||||||
Three months ended March 31, 2015 | |||||||||||||
Defense and aerospace | Mobile resource | Consolidated | |||||||||||
management | |||||||||||||
Revenues from external customers | $ | 2,033 | $ | 3,646 | $ | 5,679 | |||||||
Segment operating loss | (89 | ) | (1) (555 | ) | (644 | ) | |||||||
Not allocated expenses | 230 | ||||||||||||
Finance expenses | (92 | ) | |||||||||||
Consolidated loss before provision for income taxes | $ | (966 | ) | ||||||||||
Three months ended March 31, 2014 | |||||||||||||
Defense and aerospace | Mobile resource management | Consolidated | |||||||||||
Revenues from external customers | $ | 2,232 | $ | 3,335 | $ | 5,567 | |||||||
Segment operating income (loss) | (82 | ) | (2) 257 | 175 | |||||||||
Not allocated expenses | 235 | ||||||||||||
Finance expenses | (46 | ) | |||||||||||
Consolidated loss before provision for income taxes | $ | (106 | ) | ||||||||||
-1 | Includes $302 of intangible assets amortization, derived from Micronet and Micronet Inc. acquisitions. | ||||||||||||
(2) | Includes $93 of intangible assets amortization, derived from Micronet and Micronet Inc.acquisitions. | ||||||||||||
DESCRIPTION_OF_BUSINESS_Narrat
DESCRIPTION OF BUSINESS (Narrative) (Details) (USD $) | 1 Months Ended | 3 Months Ended |
In Thousands, unless otherwise specified | Jun. 02, 2014 | Mar. 31, 2015 |
DESCRIPTION OF BUSINESS [Abstract] | ||
Number of subsidiaries | 2 | |
Micronet Limited [Member] | ||
General [Line Items] | ||
Ownership percentage | 62.50% | |
Vehicle Business [Member] | ||
General [Line Items] | ||
Receipt of long term loans from banks | $4,850 | |
Goodwill | 1,466 | |
Contribution to consolidated revenue | 1,892 | |
Contribution to net income | 212 | |
Purchase price | 7,105 | |
Vehicle Business [Member] | Customer relations [Member] | ||
General [Line Items] | ||
Identifiable intangible assets | 2,552 | |
Amortization period | 5 years | |
Vehicle Business [Member] | Core technology [Member] | ||
General [Line Items] | ||
Identifiable intangible assets | 1,680 | |
Amortization period | 5 years | |
Vehicle Business [Member] | First Half Of Loan [Member] | ||
General [Line Items] | ||
Receipt of long term loans from banks | 2,425 | |
Basis spread | 1.50% | |
Interest rate | 3.75% | |
Vehicle Business [Member] | Second Half Of Loan [Member] | ||
General [Line Items] | ||
Basis spread | 1.20% | |
Interest rate | 3.45% | |
Short-term portion of loan | $2,425 |
DESCRIPTION_OF_BUSINESS_Schedu
DESCRIPTION OF BUSINESS (Schedule of Assets Acquired) (Details) (Vehicle Business [Member], USD $) | Jun. 02, 2014 |
In Thousands, unless otherwise specified | |
Business Acquisition [Line Items] | |
Inventories | $1,360 |
Property and equipment | 47 |
Goodwill | 1,466 |
Total assets acquired | 7,105 |
Customer relations [Member] | |
Business Acquisition [Line Items] | |
Identifiable intangible assets | 2,552 |
Core technology [Member] | |
Business Acquisition [Line Items] | |
Identifiable intangible assets | $1,680 |
DESCRIPTION_OF_BUSINESS_Schedu1
DESCRIPTION OF BUSINESS (Schedule of Pro Forma Results) (Details) (Vehicle Business [Member], USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 |
Vehicle Business [Member] | |
Business Acquisition [Line Items] | |
Total revenues | $8,118 |
Net loss | ($142) |
FAIR_VALUE_MEASUREMENTS_Detail
FAIR VALUE MEASUREMENTS (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Level 1 [Member] | ||
Financial assets and liabilities measured at fair value | ||
Cash and cash equivalents | $6,051 | $8,592 |
Marketable securities | 6,224 | 6,406 |
Derivative assets | ||
Derivative liabilities | ||
Derivative liabilities - Phantom option | ||
Financial assets and liabilitied measured at fair value | 12,275 | 14,998 |
Level 2 [Member] | ||
Financial assets and liabilities measured at fair value | ||
Cash and cash equivalents | ||
Marketable securities | ||
Derivative assets | 29 | |
Derivative liabilities | -47 | |
Derivative liabilities - Phantom option | -44 | -49 |
Financial assets and liabilitied measured at fair value | -91 | -20 |
Level 3 [Member] | ||
Financial assets and liabilities measured at fair value | ||
Cash and cash equivalents | ||
Marketable securities | ||
Derivative assets | ||
Derivative liabilities | ||
Derivative liabilities - Phantom option | ||
Financial assets and liabilitied measured at fair value | ||
Total [Member] | ||
Financial assets and liabilities measured at fair value | ||
Cash and cash equivalents | 6,051 | 8,592 |
Marketable securities | 6,224 | 6,406 |
Derivative assets | 29 | |
Derivative liabilities | -47 | |
Derivative liabilities - Phantom option | -44 | -49 |
Financial assets and liabilitied measured at fair value | $12,184 | $14,978 |
INVENTORIES_Details
INVENTORIES (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
INVENTORIES [Abstract] | ||
Raw materials | $5,662 | $6,009 |
Work in process | 778 | 649 |
Inventories | $6,440 | $6,658 |
SEGMENTS_Details
SEGMENTS (Details) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | ||
Segment Reporting Information [Line Items] | ||||
Segment operating income (loss) | ($874) | ($60) | ||
Finance expenses | 92 | 46 | ||
Amortization of intangible assets | 302 | 93 | ||
Defense and aerospace [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues from external customers | 2,033 | 2,232 | ||
Segment operating income (loss) | -89 | -82 | ||
Mobile resource management [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues from external customers | 3,646 | 3,335 | ||
Segment operating income (loss) | -555 | [1] | 257 | [2] |
Amortization of intangible assets | 302 | 93 | ||
Consolidated [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues from external customers | 5,679 | 5,567 | ||
Segment operating income (loss) | -644 | 175 | ||
Not allocated expenses | 230 | 235 | ||
Finance expenses | -92 | -46 | ||
Consolidated loss before provision for income taxes | ($966) | ($106) | ||
[1] | Includes $302 of intangible assets amortization, derived from Micronet and Micronet Inc. acquisitions. | |||
[2] | Includes $93 of intangible assets amortization, derived from Micronet and Micronet Inc.acquisitions. |