Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Apr. 14, 2014 | Jun. 28, 2013 | |
Document And Entity Information | ' | ' | ' |
Entity Registrant Name | 'EMRISE Corp | ' | ' |
Entity Central Index Key | '0000854852 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-Known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Public Float | ' | ' | $4,995,000 |
Entity Common Stock, Shares Outstanding | ' | 10,719,337 | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $1,170 | $1,519 |
Accounts receivable, net of allowances for doubtful accounts of $70at December 31, 2013 and $75 at December 31, 2012 | 7,435 | 6,784 |
Inventories, net | 6,357 | 7,255 |
Deferred income taxes | 46 | 128 |
Prepaid and other current assets | 897 | 1,138 |
Total current assets | 15,905 | 16,824 |
Property, plant and equipment, net | 4,475 | 973 |
Goodwill | 5,283 | 5,146 |
Intangible assets other than goodwill, net | 457 | 584 |
Deferred tax assets | 53 | 59 |
Restricted cash | ' | 407 |
Other assets | 286 | 405 |
Total assets | 26,459 | 24,398 |
Current liabilities: | ' | ' |
Accounts payable | 3,201 | 2,970 |
Accrued expenses | 4,259 | 3,759 |
Lines of credit | 1,196 | 1,122 |
Current portion of long-term debt | 2,672 | 942 |
Income taxes payable | 36 | 307 |
Other current liabilities | 261 | 274 |
Total current liabilities | 11,625 | 9,374 |
Long-term debt | 2,664 | 3,033 |
Deferred income taxes | 17 | ' |
Other liabilities | 992 | 896 |
Total liabilities | 15,298 | 13,303 |
Commitments and contingencies (see note 17) | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, $0.01 par value. Authorized 10,000,000 shares, no shares issued or outstanding | ' | ' |
Common stock, $0.0033 par value. Authorized 75,000,000 shares; 10,713,337 and 10,683,337 shares issued and outstanding at December 31, 2013 and 2012, respectively | 128 | 128 |
Additional paid-in capital | 44,205 | 44,177 |
Accumulated deficit | -31,924 | -31,532 |
Accumulated other comprehensive loss | -1,248 | -1,678 |
Total stockholders' equity | 11,161 | 11,095 |
Total liabilities and stockholders' equity | $26,459 | $24,398 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Allowance for doubtful accounts | $70 | $75 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ' | ' |
Preferred stock, shares outstanding | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 10,713,337 | 10,698,337 |
Common stock, shares outstanding | 10,713,337 | 10,698,337 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | ' | ' |
Net sales | $31,898 | $34,047 |
Cost of sales | 22,183 | 24,041 |
Gross profit | 9,715 | 10,006 |
Operating expenses: | ' | ' |
Selling, general and administrative | 8,334 | 8,794 |
Engineering and product development | 1,132 | 1,267 |
Total operating expenses | 9,466 | 10,061 |
Income/ (Loss) from operations | 249 | -55 |
Other income/ (expense): | ' | ' |
Interest income | 92 | 63 |
Interest expense | -534 | -388 |
Other, net | -87 | 522 |
Gain on early extinguishment of debt | ' | 275 |
Total other income/ (expense), net | -529 | 472 |
(Loss)/Income before income taxes | -280 | 417 |
Income tax provision | 112 | 314 |
(Loss)/Income from continuing operations | -392 | 103 |
Discontinued operations: | ' | ' |
Loss from discontinued operations | ' | -9 |
Net income/(loss) | -392 | 94 |
Other Comprehensive income | ' | ' |
Foreign currency translation adjustment | 430 | 388 |
Comprehensive income | $38 | $482 |
Weighted average shares outstanding Basic and diluted | 10,703 | 10,688 |
(Loss)/Income per share: | ' | ' |
Continuing operations | ($0.04) | $0.01 |
Discontinued operations | ' | ' |
Net income/(loss) | ($0.04) | $0.01 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] | Total |
Balance at Dec. 31, 2011 | $128,000 | $44,162,000 | ($31,626,000) | ($2,066,000) | $10,598,000 |
Balance, shares at Dec. 31, 2011 | 10,683,000 | ' | ' | ' | ' |
Stock-based compensation expense | ' | 15,000 | ' | ' | 15,000 |
Stock-based compensation expense, shares | 15,000 | ' | ' | ' | ' |
Net income and comprehensive income | ' | ' | 94,000 | 388,000 | 482,000 |
Balance at Dec. 31, 2012 | 128,000 | 44,177,000 | -31,532,000 | -1,678,000 | 11,095,000 |
Balance, shares at Dec. 31, 2012 | 10,698,000 | ' | ' | ' | ' |
Stock-based compensation expense | ' | 28,000 | ' | ' | 28,000 |
Stock-based compensation expense, shares | 15,000 | ' | ' | ' | ' |
Net income and comprehensive income | ' | ' | -392,000 | 430,000 | 38,000 |
Balance at Dec. 31, 2013 | $128,000 | $44,205,000 | ($31,924,000) | ($1,248,000) | $11,161,000 |
Balance, shares at Dec. 31, 2013 | 10,713,000 | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net (loss)/income | ($392) | $94 |
Adjustments to arrive at net (loss)/income from continuing operations | ' | 9 |
(Loss)/Income from continuing operations | -392 | 103 |
Reconciliation to net cash provided by/(used in) operating activities: | ' | ' |
Depreciation and amortization | 479 | 413 |
Provision for doubtful accounts | -8 | 28 |
Provision for warranty reserve | 30 | 230 |
Provision for inventory reserve | 146 | 698 |
Deferred taxes | -165 | -25 |
Loss on sale of assets | 30 | ' |
Amortization of debt premium | ' | -34 |
Stock-based compensation expense | 28 | 15 |
Gain loss on extinguishment of debt | ' | -275 |
Changes in assets and liabilities: | ' | ' |
Accounts receivable | -187 | -586 |
Inventories | 1,042 | 146 |
Prepaid and other assets | 767 | 159 |
Accounts payable and accrued expenses | 301 | -268 |
Operating cash flow provided by continuing operations | 2,071 | 604 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Purchases of property, plant and equipment | -3,615 | -254 |
Proceeds from sale of subsidiary operations, net of cash | ' | 300 |
Net cash provided by/(used in) investing activities | -3,615 | 46 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Proceeds from issuance of debt | 2,177 | ' |
Net borrowings from lines of credit | 10 | 590 |
Repayments of long-term debt | -1,017 | -1,131 |
Net cash provided by/(used in) financing activities | 1,170 | -541 |
Effect of exchange rate changes | 25 | 605 |
Net (decrease)/increase in cash and cash equivalents | -349 | 714 |
Cash and cash equivalents at beginning of period | 1,519 | 805 |
Cash and cash equivalents at end of period | 1,170 | 1,519 |
Cash paid during the year for: | ' | ' |
Interest | 534 | 388 |
Income taxes | 383 | 136 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ' | ' |
Acquisition of equipment through capital leases | $531 | $91 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Summary of Significant Accounting Policies | ' | ||||||||
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||
Organization and Business | |||||||||
EMRISE Corporation (the “Company”) designs, manufactures and markets proprietary electronic devices and communications equipment for aerospace, defense, industrial, and communications applications. The Company has operations in the United States, England and France. The Company conducts its business through two operating segments: electronic devices and communications equipment. The subsidiaries within the electronic devices segment design, develop, manufacture and market electronic devices for defense, aerospace and industrial markets and operate out of facilities located in England. The subsidiaries within the communications equipment segment design, develop, manufacture and market network access equipment, including network timing and synchronization products and operate out of facilities located in the United States and France. | |||||||||
Basis of Presentation | |||||||||
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and each of its subsidiaries, after elimination of intercompany accounts and transactions. | |||||||||
During the fourth quarter of 2011, CXR Larus Corporation (“CXR Larus”), a wholly-owned subsidiary of the Company, committed to the sale of certain assets relating solely to the CXR Halcyon product line of telecommunications test equipment (the “Test Product Line”). The Test Product Line was classified within the communications equipment segment. The accompanying financial statements include the Test Product Line as a discontinued operation for all periods presented. | |||||||||
Use of Estimates | |||||||||
The preparation of financial statements in conformity with 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 date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from those estimates. | |||||||||
Cash and Cash Equivalents | |||||||||
The Company considers cash and cash equivalents to include cash in banks, commercial paper and deposits with financial institutions that can be liquidated without prior notice or penalty. The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. | |||||||||
Accounts Receivable | |||||||||
Accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing accounts receivable. The Company determines the allowance based on historical write-off experience, customer payment history, and current economic data. The Company reviews its allowance for doubtful accounts monthly. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Accounts receivable are generally due within 30 days in the Company’s U.S. and France operations and 60 days in its England operations and are stated net of an allowance for doubtful accounts. Accounts outstanding for longer than the contractual payment terms are considered past due. Provisions for uncollectible accounts are made based on the Company’s specific assessment of the collectability of all past due accounts. Credit losses are provided for in the financial statements and consistently have been within management’s expectations. The activity in the allowance for bad debts and doubtful accounts was as follows: | |||||||||
2013 | 2012 | ||||||||
Opening balance | $ | 75 | $ | 123 | |||||
Provision for Bad debt | 40 | 28 | |||||||
Amounts written off | (19 | ) | (39 | ) | |||||
Amounts subsequently recovered | (29 | ) | (40 | ) | |||||
Translation adjustment | 3 | 3 | |||||||
Closing balance | $ | 70 | $ | 75 | |||||
Fair Value of Financial Instruments | |||||||||
The carrying amount of cash and cash equivalents, accounts receivable and accounts payable are reasonable estimates of their fair value because of the short maturity of these items. The Company believes the carrying amounts of its notes payable and long-term debt approximate fair value because the interest rates on these instruments are subject to change with, or approximate, market interest rates. | |||||||||
Inventories | |||||||||
The Company’s finished goods inventories for its electronic devices segment are generally built to order. The Company’s communications equipment inventories generally are built to forecast, which requires production of a larger amount of finished goods in the communications equipment business so that customers can be served promptly. The Company’s products consist of numerous electronic parts and other materials, which necessitates the exercise of detailed inventory management. The Company values its inventory at the lower of the actual cost to purchase or manufacture the inventory (first-in, first-out) or the current fair value less selling cost or net realizable value. The Company performs cycle counts of inventories using an ABC inventory methodology, which groups inventory into cycle counting categories, or conducts physical inventories at least once a year. The Company regularly reviews inventory quantities on hand and records a provision for excess and obsolete inventory based primarily on its estimated forecast of product demand and production requirements for the next 12 to 24 months. Additionally, to determine inventory write-down provisions, the Company reviews product line inventory levels and individual items as necessary and periodically reviews assumptions about forecasted demand and market conditions. Any inventory that the Company determines to be obsolete, either in connection with the physical count or at other times of observation, are reserved for and subsequently written-off. | |||||||||
Property, Plant and Equipment | |||||||||
Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are computed principally using the straight-line method over the useful lives of the assets (or lease term, if shorter) as follows: | |||||||||
Buildings | 40-50 years | ||||||||
Machinery, equipment and fixtures | 3-7 years | ||||||||
Leasehold improvements | 5 years | ||||||||
Maintenance and repairs are expensed as incurred, while renewals and betterments are capitalized. | |||||||||
Long-Lived Assets and Amortizing Intangible Assets | |||||||||
The Company reviews the carrying amount of its long-lived assets and other amortizing intangible assets, for possible impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets and an adjustment is recorded to reduce the carrying amount accordingly. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. | |||||||||
Amortizing intangible assets are stated at cost, less accumulated amortization, and are amortized on the straight-line method over their estimated useful lives ranging from two to twenty years. The Company periodically reviews the original estimated useful lives of long-lived assets and makes adjustments when appropriate. | |||||||||
Goodwill and Indefinite Lived Intangible Assets | |||||||||
The Company evaluates goodwill and indefinite lived intangibles in accordance with Financial Accounting Standards Board’s (’‘FASB’’) Accounting Standard Codification (“ASC”) Topic Number 350, Intangibles-Goodwill and Other. The Company annually tests for impairment of goodwill and indefinite lived intangible and tests more frequently if an event occurs or circumstances change that suggest that there is an indicator of impairment. The Company’s test for goodwill impairment is based on the two step approach whereby in step one if the carrying value of the reporting unit exceeds the fair value of the reporting unit, an impairment is indicated and the amount of impairment is then calculated by the amount the carrying value of the goodwill exceeds the implied fair value of the goodwill. The Company’s reporting units have been identified as electronic devices and communications equipment. The Company performs its annual required tests of impairment as of December 31. In performing the valuation, the Company used cash flows that reflected management’s forecasts and discount rates that reflect the risks associated with the current market. The Company considered the results of an income approach in determining the fair value of the reporting units. | |||||||||
At December 31, 2013 and 2012, reported goodwill totaled $5.3 million and $5.1 million, respectively, all of which belonged to the electronic devices reporting unit. Based on the results of the first step in testing for goodwill impairment, the fair values of the electronic devices reporting unit exceeded its book values of the goodwill and therefore there was no indication of impairment and accordingly no impairment adjustments were recorded in 2013 or 2012. | |||||||||
The provisions of Accounting Standards Update 2012-02, “Intangibles-Goodwill and Other (Topic 350)” (“ASU 2012-02”), allows us to use qualitative factors to determine whether it is more likely than not that the fair values of our indefinite-lived intangible assets are less than their carrying values. At December 31, 2013 and 2012, our reported indefinite lived intangible assets totaled $0.39 million and $0.38 million, respectively, all of which belonged to the electronic devices reporting unit. Based on the results of the qualitative assessment, it was concluded that it was more likely than not that the fair values of our indefinite-lived intangible assets exceeded their carrying values and therefore there was no indication of impairment and accordingly no impairment adjustments were recorded in 2013 or 2012. In the qualitative assessment we considered such factors as industry and market considerations, macroeconomic conditions and the underlying financial performance to which the value of the indefinite-lived assets is linked. | |||||||||
Product Warranty Liabilities | |||||||||
Generally, the Company’s products carry a standard one-year, limited parts and labor warranty. In certain circumstances, the Company provides a two-year limited parts and labor warranty on communications test instruments and network access products. The Company offers extended warranties beyond two years for an additional cost to its customers. Products returned under warranty typically are tested and repaired or replaced at the Company’s option. Historically, the Company has not experienced significant warranty costs or returns. | |||||||||
The Company records a liability for estimated costs that it expects to incur under the basic limited warranties when product revenue is recognized. Factors affecting the warranty liability include the number of units sold, historical and anticipated rates of claim and costs per claim. The Company periodically assesses the adequacy of its warranty liability accrual based on changes in these factors. | |||||||||
Stock-Based Compensation | |||||||||
The Company estimates the fair value of its stock option plans using the Black-Scholes option pricing model (the “Option Model”). The Option Model requires the use of subjective and complex assumptions, including the option’s expected term and the estimated future price volatility of the underlying stock, which determine the fair value of the stock-based awards. In accordance with FASB guidance on fair value, stock-based compensation expense recognized during a period is based on the value of the portion of the stock-based awards that are expected to vest with employees. Accordingly, the recognition of stock-based compensation expense has been reduced for estimated future forfeitures. FASB guidance requires forfeitures to be estimated at the time of grant with adjustments recorded in subsequent period compensation expense if actual forfeitures differ from those estimates. 50,000 stock options were granted during 2013 at a price equal to the market price at the date of issue. The fair value was calculated to be $19,000. No stock options were granted during 2012. | |||||||||
Income/(Loss) Per Share | |||||||||
Income/(Loss) per share is calculated according to FASB guidance which requires that basic loss per share includes no dilution and is computed by dividing net income available to common stockholders by the weighted average number of shares outstanding during the year. Diluted loss per share reflects the potential dilution of securities that could share in the earnings of the Company. The average exercise price of the outstanding options was greater than the market price of the common stock throughout 2013 and 2012. As a result of this and the losses incurred in 2013, the potentially dilutive common shares have been excluded from the earnings per share computation for this period because their inclusion would have been anti-dilutive. | |||||||||
Foreign Currency Translation | |||||||||
The accounts of foreign subsidiaries have been translated using the local currency as the functional currency. Accordingly, foreign currency denominated assets and liabilities have been translated to U.S. dollars at the current rate of exchange on the balance sheet date and at the average for the period reported for the statement of operations. The effects of translation are recorded as a separate part of our net equity under the caption “accumulated other comprehensive loss.” Exchange gains and losses arising from transactions denominated in foreign currencies are translated at the exchange rates applicable on the dates of the transactions and are included in operations. | |||||||||
Foreign Currency Transactions | |||||||||
Transactions in currencies other than the functional currency of the underlying operation are recorded at the rates of exchange prevailing at the date of the transactions and recorded as a realized foreign currency gain or loss in the Statement of Operations. Unrealized and realized gains or losses, from foreign currency transactions are reflected in the consolidated statements of operations in accordance with the provision of FASB ASC 830 “Foreign Currency Matters’’. Included in other income/(expense) were net losses of $86,000 and $61,000 for the years ended December 31, 2013 and 2012, respectively. | |||||||||
Concentration of Credit Risk | |||||||||
Financial instruments, which potentially expose the Company to concentration of credit risk, consist primarily of cash and accounts receivable. The Company places its cash with high quality financial institutions. At times, cash balances may be in excess of the amounts insured by the Federal Deposit Insurance Corporation. | |||||||||
The Company’s accounts receivable result from sales to a broad customer base. The Company extends credit to its customers based upon an evaluation of the customer’s financial condition and credit history and generally does not require collateral. One customer represented 11.6% of total net sales in 2013 and this customer represented 10.8% of the Company’s total net sales during 2012. | |||||||||
Revenue Recognition | |||||||||
The Company derives revenues from sales of electronic devices and communications equipment products and services. The Company’s sales are based upon written agreements or binding purchase orders that identify the type and quantity of the item and/or services being purchased and the purchase price. The Company recognizes revenues when shipment of products has occurred or services have been rendered, no significant obligations remain on the part of the Company, and collectability is reasonably assured based on the Company’s credit and collections practices and policies and our experience of prior dealings with our customers. | |||||||||
The Company recognizes revenues from sales of its U.S. communications equipment business units at the point of shipment of those products. An estimate of warranty cost is recorded at the time the revenue is recognized. Product returns are infrequent and require prior authorization because sales are final and the Company quality tests its products prior to shipment to ensure products meet the specifications of the binding purchase orders under which those products are shipped. Normally, when a customer requests and receives authorization to return a product, the request is accompanied by a purchase order for a repair or for a replacement product. | |||||||||
The Company recognizes revenues for products sold by its subsidiary in France at the point of shipment. Customer discounts are included in the product price list provided to the customer. Returns are infrequent and permitted only with prior authorization because these products are shipped based on binding purchase orders and are quality tested prior to shipment. An estimate of warranty cost is recorded at the time revenue is recognized. | |||||||||
Revenue recognition for products and services provided by the Company’s subsidiaries in England depends upon the type of contract involved. Engineering/design services contracts generally entail design and production of a prototype over a term of up to several years, with revenue deferred until recognized over the term of the contract on a percentage of completion basis. Production contracts provide for a specific quantity of products to be produced over a specific period of time. Customers issue binding purchase orders or enter into binding agreements for the products to be produced. The Company recognizes revenues on these orders as the products are shipped. Returns are infrequent and permitted only with prior authorization because these products are custom made to order based on binding purchase orders and are quality tested prior to shipment. An estimate of warranty cost is recorded at the time revenue is recognized. The Company offers extended warranty contracts for an additional cost to its customers, which are recognized ratably over the term of the extended warranty contract. | |||||||||
Revenues from services such as repairs and modifications are recognized when the service is completed and invoiced. For repairs that involve shipment of a repaired product, the Company recognizes repair revenues when the product is shipped back to the customer. Service revenues contribute less than 5% of total revenue and, therefore, are considered to be immaterial to overall financial results. | |||||||||
Research and Development Costs | |||||||||
Research and development costs are charged to expense as incurred. The Company maintains engineering departments which develop products, processes and techniques. The cost of research and development in 2013 was $1,132,000 and in 2012 the comparable cost was $1,267,000. | |||||||||
Shipping and Handling Costs | |||||||||
Shipping and handling costs recorded in cost of goods sold were $367,000 and $252,000 in 2013 and 2012 respectively. Shipping and handling costs recorded in selling, general and administrative expenses were $12,000 in 2013 and $11,000 in 2012. | |||||||||
Advertising Costs | |||||||||
Advertising costs are charged to expense as incurred. Because of the custom nature of the Company’s products and the high quality of the reputation that the Company enjoys there is minimal advertising spend for product promotion. Advertising costs for 2013 and 2012 were immaterial. | |||||||||
Income Taxes | |||||||||
Income taxes are accounted for using an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement and tax bases of assets and liabilities at the applicable tax rates. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company evaluates the realizability of its deferred tax assets by assessing its valuation allowance and by adjusting the amount of such allowance, if necessary. The factors used to assess the likelihood of realization are the Company’s forecast of future taxable income and available tax planning strategies that could be implemented to realize the net deferred tax assets. Failure to achieve forecasted taxable income in applicable tax jurisdictions could affect the ultimate realization of deferred tax assets and could result in an increase in the Company’s effective tax rate on future earnings. The provision for income taxes represents the tax payable for the year and the change during the year in deferred tax assets and liabilities. | |||||||||
The Company adopted ASC topic 740-10-05, Income Tax, which provides guidance for recognizing and measuring uncertain tax positions, it prescribes a threshold condition that a tax position must meet for any of the benefits of the uncertain tax position to be recognized in the financial statements. It also provides accounting guidance on derecognizing, classification and disclosure for these uncertain tax positions. As of December 31, 2013 and 2012, the Company had recorded no net unrecognized tax benefits associated with uncertain income tax positions. | |||||||||
Comprehensive Income/Loss | |||||||||
Comprehensive income/loss includes all changes in equity during a period except those that resulted from investments by or distributions to the Company’s stockholders. Other comprehensive income refers to revenues, expenses, gains and losses that, under GAAP, are included in comprehensive income, but excluded from net income/loss as these amounts are recorded directly as an adjustment to stockholders’ equity. The Company’s other comprehensive income consists of foreign currency translation adjustments. | |||||||||
New Accounting Pronouncements | |||||||||
Management has assessed the potential impact of recently issued, but not yet effective, accounting standards and determined that the provisions are either not applicable to the Company or are not anticipated to have a material impact on our consolidated financial statements |
Liquidity
Liquidity | 12 Months Ended |
Dec. 31, 2013 | |
Liquidity | ' |
Liquidity | ' |
NOTE 2 - LIQUIDITY | |
The Company’s liquidity is closely monitored by management. The Company uses cash flow forecasting linked to production forecasts and existing and projected credit and bank facilities, to ensure there are sufficient resources to fulfil its short term needs and strategic plans. At December 31, 2013, the Company had a long term bank facility in the UK with Lloyds Bank which extended to August 2016. In April 2014 this loan was surrendered and a new, increased facility with the same bank totaling $1.8 million was drawn down. This loan has a covenant that links to the net worth of the UK holding Company. The Company was in compliance with existing covenants at both December 31, 2013 and 2012. Further detail of this borrowing is set out below. | |
At December 31, 2013, the Company had promissory notes totaling $2.277 million which were due for redemption during 2014. Subsequent to the year end the Company has redeemed these notes through the payment of $300,000 on March 15, 2014 with the balance of the principal and accrued interest being paid on April 7, 2014. The funds to enable the Company to redeem the promissory notes were generated from the new loan of $1.8 million plus existing cash generated from profits. | |
Short-term credit facilities are heavily dependent upon the sales and underlying profitability of the Company’s subsidiaries. Credit facilities for the operating subsidiaries are a function of accounts receivable. In the first quarter of 2013, the Company purchased the property occupied by one of the UK subsidiaries (see note 21). The Company negotiated a bank loan of $2.1 million secured by a mortgage over the property and utilized $0.6 million of cash generated from operations to make this purchase. There are no other major capital expenditure plans which will absorb working capital and management considers that the current level of working capital is adequate for the Company’s current requirements. The majority of the Company’s cash is held by its foreign subsidiaries. The net worth covenant which pertains to the Lloyds Bank loan, described above, imposes practical limitations on the amounts that may be repatriated for use in paying corporate expenses and paying corporate debt. The overseas companies pay management charges to the parent Company for management services and brand name use and also pay dividends if and when appropriate. | |
As a result of the combination of forecasted cash flows from operations and existing financing arrangements, the Company believes it has sufficient funding to support its working capital requirements during the next 12 months. The Company has a substantial backlog as of December 31, 2013 and March 31, 2014 and the Company continues to experience good booking levels to support future shipments. In order to support future expected growth, the Company plans to reinvest a substantial amount of cash from operations back into the business for inventory purchases, engineering and product development. The Company recognizes the need to closely manage cash from operations to meet the operational needs of the business and satisfy near-term debt service obligations. The Company’s ability to support its business plan is dependent upon its ability to achieve profitable operations, manage costs and satisfy long-term debt service obligations. The Company’s promissory notes which were originally to be repaid in tranches through 2014 starting with $300,000 in March 2014 and culminating with a payment of $1.7 million in December 2014 were repaid on April 7, 2014. At March 28, 2014, a new three (3) year loan facility had been negotiated with Lloyds Bank giving the Company access to additional funds of approximately $1,150,000. This money was drawn down on April 1, 2014. Taking these factors into consideration, management believes the Company will be able to satisfy its long-term debt service obligations for the next twelve months from the date of issuance of these financial statements, and meet its short term obligations and commitments. |
Discontinued_Operations_and_As
Discontinued Operations and Assets Held for Sale | 12 Months Ended |
Dec. 31, 2013 | |
Discontinued Operations and Disposal Groups [Abstract] | ' |
Discontinued Operations and Assets Held for Sale | ' |
NOTE 3 - DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE | |
Test Product Line | |
During the first quarter of 2012, the sale of the test equipment product line closed and the Company recognized a loss on disposal of $9,000. During the fourth quarter of 2011, CXR Larus committed to the sale of the Test Product Line. |
Inventories
Inventories | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Inventories | ' | ||||||||
NOTE 4 - INVENTORIES | |||||||||
Inventories are stated at the lower of cost (first-in, first-out method) or market (net realizable value) and consisted of the following at December 31, (in thousands): | |||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Gross Inventory | |||||||||
Raw materials | $ | 6,697 | $ | 6,369 | |||||
Work-in-process | 1,553 | 1,989 | |||||||
Finished goods | 2,799 | 3,361 | |||||||
Total gross inventories | $ | 11,049 | $ | 11,719 | |||||
Inventory Reserve | |||||||||
Raw materials | $ | 3,150 | $ | 2,986 | |||||
Work-in-process | 431 | 389 | |||||||
Finished goods | 1,111 | 1,089 | |||||||
Total reserve | $ | 4,692 | $ | 4,464 | |||||
Net Inventory | |||||||||
Raw materials | $ | 3,547 | $ | 3,383 | |||||
Work-in-process | 1,122 | 1,600 | |||||||
Finished goods | 1,688 | 2,272 | |||||||
Total net inventories | $ | 6,357 | $ | 7,255 | |||||
The movement in the Inventory reserve was as follows: | |||||||||
Inventory reserve at January 1 | $ | 4464 | 3788 | ||||||
Current year reserve | 583 | 698 | |||||||
Written off in year | (438 | ) | (148 | ) | |||||
Foreign currency translation | 83 | 126 | |||||||
Inventory reserve at December 31 | $ | 4692 | 4464 |
Property_Plant_and_Equipment
Property, Plant and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Property, Plant and Equipment | ' | ||||||||
NOTE 5 - PROPERTY, PLANT AND EQUIPMENT | |||||||||
Property, plant and equipment consisted of the following as of December 31, (in thousands): | |||||||||
2013 | 2012 | ||||||||
Land and buildings | $ | 3,401 | $ | 227 | |||||
Machinery, equipment and fixtures | 3,407 | 3,112 | |||||||
Leasehold improvements | 731 | 646 | |||||||
7,539 | 3,985 | ||||||||
Accumulated depreciation and amortization | (3,064 | ) | (3,012 | ) | |||||
Total property, plant and equipment | $ | 4,475 | $ | 973 | |||||
The net book value of assets held under capital leases at December 31, 2013 and 2012 totaled $318,000 and $411,000, respectively, after accounting for depreciation in the year of $117,000 and $112,000, respectively. The Company recorded depreciation expense associated with its property, plant and equipment of $0.3 million and $0.4 million for the years ended December 31, 2013 and 2012, respectively. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Goodwill and Intangible Assets | ' | ||||||||||||||||||||||||
NOTE 6 - GOODWILL AND INTANGIBLE ASSETS | |||||||||||||||||||||||||
The Company had goodwill of $5.3 million and $5.1 million at December 31, 2013 and 2012, respectively, all of which was associated with its electronic devices reporting unit. | |||||||||||||||||||||||||
The Company performed its annual impairment test for goodwill for the electronic devices reporting unit as of December 31, 2013 and 2012. In performing the valuations, the Company used cash flows that reflected management’s forecasts, an assessment of the current backlog and anticipated orders and discount rates that reflect the risks associated with the current market. The Company considered the results of an income approach in determining the fair value of the reporting unit discounting the projected cash flows at the Company’s weighted average cost of capital to determine the fair value for the electronic devices reporting unit. For the income approach, growth at rates between 3% and 5% per annum was assumed as a result of expected shipments on existing contracts and future opportunities. The projected cash flows were discounted at the Company’s weighted average cost of capital of 15% to determine the fair value for the electronic devices reporting unit. | |||||||||||||||||||||||||
Based on the results of this testing at December 31, 2013, the fair values of the electronic devices reporting unit exceeded its book values. | |||||||||||||||||||||||||
The following table reflects changes in the Company’s goodwill balances for continuing operations, for the year ended December 31, 2013 and 2012 (in thousands): | |||||||||||||||||||||||||
Electronic | |||||||||||||||||||||||||
Devices | |||||||||||||||||||||||||
Balance at December 31, 2011 | 4,970 | ||||||||||||||||||||||||
Foreign currency translation | 176 | ||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 5,146 | |||||||||||||||||||||||
Foreign currency translation | 137 | ||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 5,283 | |||||||||||||||||||||||
Other intangible assets consist primarily of trademarks, trade names and technology acquired. The original cost and accumulated amortization of these intangible assets from continuing operations consisted of the following at December 31 (in thousands): | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Electronic | Communications | Electronic | Communications | ||||||||||||||||||||||
Devices | Equipment | Total | Devices | Equipment | Total | ||||||||||||||||||||
Intangibles with definite lives: | |||||||||||||||||||||||||
Technology acquired | $ | - | $ | 1,150 | $ | 1,150 | $ | - | $ | 1,150 | $ | 1,150 | |||||||||||||
Customer relationships | - | 200 | 200 | - | 200 | 200 | |||||||||||||||||||
Covenant-not-to-compete | 200 | - | 200 | 200 | - | 200 | |||||||||||||||||||
Backlog | 200 | - | 200 | 200 | - | 200 | |||||||||||||||||||
400 | 1,350 | 1,750 | 400 | 1,350 | 1,750 | ||||||||||||||||||||
Accumulated amortization | (400 | ) | (1,282 | ) | (1,682 | ) | (400 | ) | (1,147 | ) | (1,547 | ) | |||||||||||||
Carrying value | - | 68 | 68 | - | 203 | 203 | |||||||||||||||||||
Intangibles with indefinite lives: | |||||||||||||||||||||||||
Trademarks and trade names | 500 | - | 500 | 500 | - | 500 | |||||||||||||||||||
Foreign currency translation | (111 | ) | - | (111 | ) | - | - | (119 | ) | ||||||||||||||||
Trademarks and trade names | 389 | - | 389 | 381 | - | 381 | |||||||||||||||||||
Total intangible assets, net | $ | 389 | $ | 68 | $ | 457 | $ | 381 | $ | 203 | $ | 584 | |||||||||||||
In accordance with FASB guidance for accounting for the impairment or disposal of long-lived assets, the Company re-evaluates the carrying value of identifiable intangible and long-lived assets, except for trademarks and trade names, for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. No events or changes in circumstances occurred during 2013 or 2012 that would have required an impairment analysis to be performed. | |||||||||||||||||||||||||
Assuming no additions, disposals or adjustments are made to the carrying values and/or useful lives of the assets, annual amortization expense on intangible assets with definite lives is estimated to be approximately $68,000 in 2014. This will eliminate the carrying value by June 30, 2014. The Company’s current definite lived intangible assets have an average remaining useful life of approximately 6 months. |
Accrued_Liabilities
Accrued Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accrued Liabilities [Abstract] | ' | ||||||||
Accrued Liabilities | ' | ||||||||
NOTE 7 - ACCRUED LIABILITIES | |||||||||
Accrued expenses as of December 31, consisted of the following (in thousands): | |||||||||
2013 | 2012 | ||||||||
Accrued payroll and benefits | $ | 1,136 | $ | 638 | |||||
Pension obligation (see note 16) | 455 | 453 | |||||||
Advance payments from customers, current portion | 694 | 314 | |||||||
Warranty reserve | 675 | 548 | |||||||
Foreign currency exposure provision | 321 | 315 | |||||||
Accrued taxes (other than income taxes) | 125 | 513 | |||||||
Accrued engineering contract costs | 501 | 559 | |||||||
Other accrued expenses | 352 | 419 | |||||||
Total accrued expenses | $ | 4,259 | $ | 3,759 | |||||
No other individual item represented more than 5% of total current liabilities. |
Other_Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2013 | |
Other Liabilities Disclosure [Abstract] | ' |
Other Liabilities | ' |
NOTE 8 - OTHER LIABILITIES | |
The Company has an obligation to a former owner of a business, which was once owned by the Company, to pay an inflation linked monthly sum for the remaining life of the former owner. The liability is calculated by reference to actuarial data relating to life expectancy. The expected payments are discounted by the Company’s weighted average cost of capital. The liability at December 31, 2013 was $697,000. This is split between current and long term liabilities, with $261,000 included in ‘Other current liabilities’, and $436,000 in ‘Other liabilities’. At December 31, 2012, the comparative figures were: $274,000 in ‘Other current liabilities’, and $415,000 in ‘Other liabilities’. |
Financing_Arrangements
Financing Arrangements | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Financing Arrangements | ' | ||||||||
NOTE 9 - FINANCING ARRANGEMENTS | |||||||||
The Company has a variety of debt and credit facilities to satisfy the financing requirements of its operations and the countries within which it operates. These arrangements are tabulated below. | |||||||||
All amounts are in $ thousands | |||||||||
Lines of credit | 31-Dec-13 | December 31, 2012 | |||||||
Lloyds TSB Commercial Finance | 443 | 37 | |||||||
FACTOCIC | 753 | 964 | |||||||
Bridge Bank | - | 121 | |||||||
Total lines of credit | $ | 1,196 | $ | 1,122 | |||||
Long-term debt | December 31, 2013 | December 31, 2012 | |||||||
Lloyds TSB term loan | 711 | 928 | |||||||
Lloyds TSB mortgage | 2,255 | - | |||||||
Promissory notes payable | 2,277 | 2,877 | |||||||
Capital lease obligations | 93 | 170 | |||||||
5,336 | 3,975 | ||||||||
Current portion of long-term debt | (2,672 | ) | (942 | ) | |||||
Long-term debt | $ | 2,664 | $ | 3,033 | |||||
Details of the borrowings set out in the table above are explained below. | |||||||||
Lloyds TSB Commercial Finance | |||||||||
On August 31, 2010, two of the Company’s UK subsidiaries, Pascall Electronics Limited (“Pascall”) and XCEL Power Systems, Ltd. (“XCEL”), each entered into a Receivables Finance Agreement with Lloyds TSB Commercial Finance Limited (“Lloyds”) (each, a “Receivables Finance Agreement” and, collectively, the “Receivables Finance Agreements”), pursuant to which Lloyds agreed to provide Pascall and XCEL with a credit facility to support their UK operations in the aggregate principal amount of £2.75 million ($4.5 million based on the exchange rate on December 31, 2013), in each case at an advance rate of 88% for UK customers and 85% for invoices issued to customers outside the UK. The facility carries a discount charge of 2.5% above the base rate, and a service fee of 0.2%. The interest and service charge are paid monthly. The Receivables Finance Agreement between Pascall and Lloyds is secured by the All Assets Debenture, dated August 31, 2010, given by Pascall in favor of Lloyds and the Receivables Finance Agreement between XCEL and Lloyds is secured by the All Assets Debenture, dated August 31, 2010, given by XCEL in favor of Lloyds. At December 31, 2013, Lloyds had approved invoices totaling £3,384,000 as eligible for discounting yielding potential draw-down of $2,942,000. As of December 31, 2013, outstanding borrowings under the Receivable Finance Agreements were $443,000 and unutilized capacity for borrowing was $2,498,000. At December 31, 2012, borrowings under this facility were $42,000. | |||||||||
FACTOCIC | |||||||||
On September 20, 2010, the Company’s French subsidiary, CXR AJ, entered into an accounts receivable financing arrangement (the “CIC Agreement”) with FACTOCIC S.A., a subsidiary of CIC Group (“CIC”), pursuant to which CIC agreed to provide CXR AJ a financing arrangement to support its French operations in the aggregate principal amount of €1.35 million ($1.9 million based on the exchange rate on December 31, 2013) at an advance rate of 90% of presented receivables. The CIC Agreement bears interest at the three month EURIBOR plus 1.4%. As of December 31, 2013, CXR AJ had the equivalent of $753,000 of outstanding borrowings under the CIC Agreement (2012, $964,000). The total of accounts receivable at the year-end was $2,300,000. The accounts receivable which had been financed under this arrangement were $920,000 and $1,070,000 at December 31, 2013 and 2012, respectively. | |||||||||
Bridge Bank | |||||||||
On November 15, 2010, CXR Larus and Bridge Bank, National Association (“Bridge Bank”) executed a Business Financing Agreement dated as of October 22, 2010 (the “Business Financing Agreement”) pursuant to which Bridge Bank agreed to provide to CXR Larus up to $800,000 of advance on trade accounts receivable at an advance rate of 80% with interest at the Prime Rate plus 3.25%. To secure Bridge Bank’s obligations, CXR Larus granted Bridge Bank a continuing security interest in certain collateral. As of December 31, 2012, CXR Larus had outstanding borrowings of $121,000 under the Business Financing Agreement. The related accounts receivable which had been financed under this arrangement were $151,000 at December 31, 2012. CXR Larus withdrew from this finance facility during 2013 and therefore there was no amount outstanding at the year-end. |
Debt
Debt | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Debt Disclosure [Abstract] | ' | |||||||||||||||||||||
Debt | ' | |||||||||||||||||||||
NOTE 10 - DEBT | ||||||||||||||||||||||
Lloyds TSB Bank Term Loan | ||||||||||||||||||||||
On August 2, 2011, EMRISE Electronics Limited (“EEL”), a wholly-owned subsidiary of the Company, entered into an agreement for a term loan with Lloyds TSB Bank plc (“Lloyds Bank”) in the amount of £750,000 (“Lloyds Term Loan”). As a condition to issuing the Lloyds Term Loan, the two operating subsidiaries of EEL, being Pascall and XCEL, were required to provide the sterling equivalent of $202,500 to an escrow account in each subsidiary’s name. The agreement required the funds to be held in escrow. Since the timing of release of the restricted funds was uncertain and Lloyds Bank could renew the restriction annually for the term of the loan, the total amount of £250,000 ($405,000 based on the exchange rate at December 31, 2012) was included in the accompanying balance sheet as a non-current asset at December 31, 2012. These sums were released from escrow during 2013. The Lloyds Term Loan bore interest at a fixed rate of the aggregate of 4.75% per annum and the rate quoted by the Lloyds Bank Wholesale Markets division at the time of borrowing. Principal and interest were payable monthly over 60 months commencing one month after the date of borrowing. The Lloyds Term Loan was subject to a financial covenant requiring a minimum net worth at EEL from and after December 31, 2011 of not less than £4,200,000 and was scheduled to increase annually by not less than £200,000. The Company was in compliance with this covenant at both December 31, 2013 and 2012. As of December 31, 2013, £431,000 ($711,000 based on the exchange rate at December 31, 2013) was outstanding under the Lloyds Term Loan. At December 31, 2012, £560,000 or $928,000 was outstanding, based on the exchange rate at December 31, 2012. On April 1, 2014, the Company replaced this loan with a new three year loan with Lloyds Bank of £1.1 million (approximately $1.8 million, using the exchange rate at March 31, 2014). The loan carries a fixed rate of interest of 6.6% per annum and includes a covenant which requires the net worth of the EEL, after deducting inter-company balances, to not fall below £2 million (approximately $3.3 million using the exchange rate at March 31, 2014). The value of this net worth covenant increases by approximately $400,000 each calendar year. | ||||||||||||||||||||||
Lloyds TSB Mortgage | ||||||||||||||||||||||
On March 4, 2013, the Company entered into a mortgage with Lloyds Bank for the sum of £1.4 million (approximately $2.3 million at the rate of exchange on December 31, 2013) to purchase the property occupied by Pascall. This mortgage is repayable over 20 years. Interest is fixed at an annual rate of 4.8% for 15 years. Thereafter the interest reverts to a rate linked to the London Inter-bank lending rate. The loan is secured by a fixed lien over the property and any fixed plant and machinery within the building. The loan agreement contains financial covenants requiring the loan to value ratio to be a minimum of 80%, the net worth of EEL, the immediate parent company of Pascall, to be at least £4,776,000 and annual retained profits not to fall below £300,000 (approximately $7.9 million and $0.5 million respectively, using the exchange rate at December 31, 2013). At December 31, 2013, the consolidated net worth of EEL, as defined by the loan agreement, was £6.1 million and the profit for the year ended December 31, 2013 was £0.7 million. The Company met these covenants at December 31, 2013. As of December 31, 2013, the loan balance outstanding was $2.3 million. The carrying cost of the property is $3.1 million. | ||||||||||||||||||||||
Promissory Notes payable | ||||||||||||||||||||||
The promissory notes were subordinated contingent promissory notes, which were issued to former owners of ACC in May 2008 and were originally scheduled to mature on August 31, 2013. The notes were subordinated to the term loan from Lloyds TSB described above. Since the date of issuance the notes have been amended numerous times, most recently, effective November 1, 2012 (the “Amended Subordinated Contingent Notes”). The Amended Subordinated Contingent Notes bore interest at the prime rate as reported in The Wall Street Journal plus 4% (previously prime rate plus 1%) and were scheduled to mature on December 15, 2014 (the “Maturity Date”) (previously August 31, 2013). Interest was payable quarterly through to the Maturity Date. Principal payments of $300,000 were due on March 15, 2014, and September 15, 2014 with the outstanding principal balance of $1.7 million due at the Maturity Date. At December 31, 2013, the outstanding principal balance under the Amended Subordinated Contingent Notes was $2,277,000. Subsequent to the year end, the payment of principal of $300,000, due on March 15, 2014, was paid on schedule and the balance of the principal and accrued interest was paid on April 7, 2014. | ||||||||||||||||||||||
Capital Leases | ||||||||||||||||||||||
The Company has capital leases relating to capital equipment. The leases generally contain purchase options and expire at various dates through December 31, 2015. Capitalized lease obligations are calculated using interest rates appropriate at the inception of the lease and range from 6% to 18%. Leases are amortized over the lease term using the effective interest method. | ||||||||||||||||||||||
Principal maturities related to debt, as of December 31, 2013, were as follows (in thousands): | ||||||||||||||||||||||
Lloyds | Lloyds | Promissory | Capitalized Lease | Total | ||||||||||||||||||
mortgage | Term Loan | notes Payable | Obligations | |||||||||||||||||||
Year ending December 31, | ||||||||||||||||||||||
2014 | $ | 73 | $ | 252 | $ | 2,277 | $ | 69 | $ | 2,671 | ||||||||||||
2015 | 76 | 269 | - | 24 | 369 | |||||||||||||||||
2016 | 81 | 190 | - | - | 271 | |||||||||||||||||
2017 | 85 | - | - | - | 85 | |||||||||||||||||
2018 | 90 | 90 | ||||||||||||||||||||
2019 and beyond | 1,850 | - | - | - | 1,850 | |||||||||||||||||
$ | 2,255 | $ | 711 | $ | 2,277 | $ | 93 | $ | 5,336 |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||||
Stock-Based Compensation | ' | ||||||||||||||||||
NOTE 11 - STOCK-BASED COMPENSATION | |||||||||||||||||||
At December 31, 2013, a variety of the Company’s stock-based compensation grants or awards were outstanding for employees (including executive officers) and members of the Board of Directors (the “Board”) of the Company. All stock-based compensation plans were approved by the Company’s Board. | |||||||||||||||||||
Description of Stock Option Plans | |||||||||||||||||||
The Company has five stock option plans, the following two of which continue to be available for issuance: | |||||||||||||||||||
● | The 2000 Stock Option Plan was adopted by the Board in November 2000 and approved by the stockholders on January 16, 2001. The Board adopted the Amended and Restated 2000 Stock Option Plan (the “2000 Plan”) effective as of August 3, 2001. Under the 2000 Plan, options granted may be either incentive or nonqualified options. Incentive options must have an exercise price of not less than the fair market value of a share of common stock on the date of grant. Nonqualified options must have an exercise price of not less than 85% of the fair market value of a share of common stock on the date of grant. Up to 2,000,000 options may be granted under the 2000 Plan. No option may be exercised more than ten years after the date of grant. The Board does not intend to issue any additional options under this plan. | ||||||||||||||||||
● | The 2007 Stock Incentive Plan (the “2007 Plan”) was adopted by the Board in November 2007 and approved by the stockholders on December 12, 2007. Under the 2007 Plan, the administrator may grant or issue stock options (incentive or nonqualified), stock appreciation rights (“SARs”), restricted stock, restricted stock units, performance awards and stock payments, or any combination thereof. Up to 5,000,000 shares of common stock may be granted pursuant to awards under the 2007 Plan. Incentive and nonqualified options must have an exercise price of not less than the fair market value of a share of common stock on the date of grant and may not be exercised more than ten years after the date of grant. However, incentive options granted to an individual who owns (or is deemed to own) more than 10% of the total combined voting power of all class of the Company’s stock must have an exercise price of not less than 110% of the fair market value of a share of common stock on the date of grant and may not be exercised more than five years after the date of grant. The base price of any SAR granted under the 2007 Plan must be at least 100% of the fair market value of a share of common stock on the date of grant. SARs will be settled in shares of common stock. Restricted stock may have a price as determined by the administrator. Restricted stock units entitle the holder to receive vested shares of common stock. Neither restricted stock or restricted stock units may be sold or otherwise hypothecated or transferred. Performance awards will be paid in shares of common stock and may be granted to employees, consultants or independent directors based on specific performance criteria. Stock payments may be issued to employees, independent directors or consultants in the form of common stock or an option or other right to purchase common stock and may be issued as part of a deferred compensation arrangement that would otherwise be paid in cash. | ||||||||||||||||||
Stock option activity for the years ended December 31, 2013 and 2012 was as follows: | |||||||||||||||||||
2013 | 2012 | ||||||||||||||||||
Shares | Weighted | Shares | Weighted | ||||||||||||||||
(in 000’s) | Average | (in 000’s) | Average | ||||||||||||||||
Exercise Price | Exercise Price | ||||||||||||||||||
Outstanding, beginning of year | 449 | $ | 3.56 | 513 | $ | 3.61 | |||||||||||||
Granted | 50 | $ | 0.55 | - | $ | - | |||||||||||||
Exercised | - | $ | - | - | $ | - | |||||||||||||
Forfeited (including expirations) | (148 | ) | $ | 3.01 | (64 | ) | $ | 4 | |||||||||||
Outstanding, end of year | 351 | $ | 3.36 | 449 | $ | 3.56 | |||||||||||||
Exercisable, end of year | 351 | $ | 3.36 | 449 | $ | 3.56 | |||||||||||||
As of December 31, 2013, the Company had 351,000 fully-vested stock options, with a weighted average exercise price of $3.36 and remaining term of 4.1 years. | |||||||||||||||||||
The following table summarizes information about stock options outstanding at December 31, 2013: | |||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||
Weighted | Weighted | Weighted | |||||||||||||||||
Range of | Options | Average Remaining | Average Exercise | Options | Average Exercise | ||||||||||||||
Exercise Prices | (in 000’s) | Life in Years | Price | (in 000’s) | Price | ||||||||||||||
$0.01 to $1.00 | 50 | 9 | $ | 0.55 | 50 | $ | 0.55 | ||||||||||||
$1.01 to $3.00 | 117 | 4.4 | $ | 1.9 | 117 | $ | 1.9 | ||||||||||||
$3.01 to $5.00 | 108 | 2.9 | $ | 3.33 | 108 | $ | 3.33 | ||||||||||||
$5.01 to $7.50 | 76 | 2 | $ | 7.5 | 76 | $ | 7.5 | ||||||||||||
Total options | 351 | 351 | |||||||||||||||||
Total stock-based compensation expense included in wages, salaries and related costs was $27,500 and $15,600 for the year ended December 31, 2013 and 2012, respectively. These compensation expenses were charged to selling, general and administrative expenses. As of December 31, 2013, the Company had no unrecognized compensation expense related to stock option grants, to be recognized over future years. | |||||||||||||||||||
Included within the stock-based compensation expense, under the 2007 Plan, restricted stock was awarded to the members of the Board as partial compensation for Board meeting attendance. Restricted stock compensation expense of $8,000 was recorded during the year ended December 31, 2013. In 2012 the equivalent expense was $9,000. The stock option charge for 2013 and 2012 was $19,000 and $6,000 respectively. |
Warrants
Warrants | 12 Months Ended |
Dec. 31, 2013 | |
Warrants and Rights Note Disclosure [Abstract] | ' |
Warrants | ' |
NOTE 12 – WARRANTS | |
There were no warrants outstanding at December 31, 2013 or 2012. |
Net_Income_Loss_Per_Share
Net Income /(Loss) Per Share | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Net Income /(Loss) Per Share | ' | ||||||||
NOTE 13 - NET INCOME/ (LOSS) PER SHARE | |||||||||
Basic income/(loss) per share is computed by dividing net income/(loss) by the weighted average common shares outstanding during a period. Diluted income/(loss) per share is based on the treasury stock method and includes the dilutive effect of stock options outstanding during the period. Common share equivalents have been excluded where their inclusion would be anti-dilutive. The average stock option price of options outstanding at the year- end exceeds the market value. As a result of this and the losses from continuing operations incurred by the Company in 2013, the potentially dilutive common shares have been excluded because their inclusion would have been anti-dilutive. | |||||||||
NUMERATOR: | |||||||||
Net income/(loss) | $ | (392 | ) | $ | 94 | ||||
DENOMINATOR: | |||||||||
Basic weighted average common shares outstanding | 10,703 | 10,688 | |||||||
Effect of dilutive securities: | |||||||||
Dilutive stock options and warrants | - | - | |||||||
Diluted weighted average common shares outstanding | 10,703 | 10,688 | |||||||
Basic (loss)/earnings per share | (0.04 | ) | 0.01 | ||||||
Diluted (loss)/earnings per share | (0.04 | ) | 0.01 | ||||||
The following table shows the common stock equivalents that were outstanding as of December 31, 2013 and 2012, but were not included in the computation of diluted earnings per share as a result of the loss incurred by the Company: | |||||||||
Number of | Range of | ||||||||
Shares | Exercise Price | ||||||||
Per Share | |||||||||
Anti-dilutive common stock options: | |||||||||
As of December 31, 2013 | 351,000 | $ 1.31 - 7.50 | |||||||
As of December 31, 2012 | 449,000 | $ 1.31 - 7.50 |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Income Taxes | ' | ||||||||
NOTE 14 - INCOME TAXES | |||||||||
The Company files a consolidated U.S. federal income tax return. State tax returns are filed on a consolidated, combined or separate basis depending on the applicable laws relating to the Company and its domestic subsidiaries. Additionally, the Company files tax returns in England and France. | |||||||||
The Company’s income from continuing operations before provision for income taxes was generated from the U.S. and foreign operations for the years ended December 31 as follows (in thousands): | |||||||||
2013 | 2012 | ||||||||
Earnings (loss) before income taxes: | |||||||||
U.S. | $ | (2,040 | ) | $ | (2,659 | ) | |||
Foreign | 1,760 | 3,076 | |||||||
Earnings (loss) before income taxes | $ | (280 | ) | $ | 417 | ||||
The Company’s provision for income taxes on continuing operations consisted of the following for the years ended December 31 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Current: | |||||||||
Federal | $ | - | $ | - | |||||
State | - | 11 | |||||||
Foreign | 172 | 320 | |||||||
Total current | 172 | 331 | |||||||
Deferred: | |||||||||
Federal | - | - | |||||||
State | - | 1 | |||||||
Foreign | (60 | ) | (17 | ) | |||||
Total deferred | (60 | ) | (17 | ) | |||||
Total provision for income taxes | $ | 112 | $ | 314 | |||||
Income tax expense on continuing operations differed from the amount obtained by applying the statutory federal income tax rate of 34% to income before income taxes as follows for the years ended December 31 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Federal income tax at statutory rates | $ | -121 | $ | 143 | |||||
State income taxes, net of federal benefit | - | 11 | |||||||
Foreign income taxes | (461 | ) | (744 | ) | |||||
Changes in valuation allowances | 521 | 287 | |||||||
Foreign income inclusion - IRC 956 | 165 | 607 | |||||||
Permanent differences | 8 | 10 | |||||||
$ | 112 | $ | 314 | ||||||
As a result of the Company’s extensive net operating loss carry-forwards in the United States and France and certain tax credits for research and development expense in the United Kingdom and France the Company paid no United States federal income tax in 2013 or 2012 and no foreign income tax in France in 2013 or 2012. The Company paid foreign income taxes in the United Kingdom for 2013 and 2012. | |||||||||
The Company’s business is subject to regulations under a wide variety of U.S. federal, state and foreign tax laws, regulations and policies. The majority of the earnings and profits of the Company’s foreign subsidiaries are deemed to have been distributed to the United States, with the exception of undistributed earnings of approximately $1.4 million which have not been taxed in the U.S. and which are deemed to have been reinvested indefinitely outside the United States. These earnings will continue to be indefinitely reinvested but could become subject to an additional tax charge if they were remitted as dividends or were loaned to the Company. No deferred taxes have been provided on these earnings. | |||||||||
Under the terms of the promissory notes described in Note 10, the Company’s foreign subsidiaries had issued guarantees on U.S. credit facilities and, as a result, under Section 956 of the Code, had been deemed to have distributed some of their earnings to fund U.S. operations. Subsequent to December 31, 2013, the promissory notes have been redeemed and these guarantees no longer apply. Further, certain of the Company’s foreign subsidiaries have advanced cash funds to the U.S. entities to meet cash needs. This has resulted in U.S. federal taxable income and an increase in U.S. tax liability, which has been reduced through the utilization of available net operating loss carry-forwards and foreign tax credits. | |||||||||
The Company had U.S. federal net operating loss carry-forwards of approximately $13.8 million as of December 31, 2013 which will expire at various dates beginning in 2014 through 2033. The use of the net operating carry-forwards for state tax purposes is governed by rules specific to each state. As of December 31, 2013 and 2012, the Company recorded a valuation allowance on the deferred tax asset. Management believes sufficient uncertainty exists regarding the realizability of the deferred tax asset items and that a valuation allowance is required. Management considers projected future taxable income and tax planning strategies in making this assessment. The amount of the deferred tax assets considered realizable, however, could materially change in the near future if estimates of future taxable income during the carry-forward period are changed. | |||||||||
In addition, the Company has approximately €1.8 million in net operating loss carry forwards at CXRAJ, its French operating unit, which can be used to offset tax arising on future profits at this subsidiary. | |||||||||
As a result of the Company’s extensive net operating loss carry-forwards and certain tax credits for research and development expense both in the United States and abroad apart from Delaware taxes the Company paid no United States federal income tax in 2013 and no foreign income tax in France in 2013, 2012 or 2011. The Company paid foreign income taxes in the United Kingdom for 2013 and 2012. | |||||||||
Utilization of the Company’s net operating loss and tax credit carry-forwards may be subject to substantial annual limitation should the Company experience an ownership change triggering limitations provided by the Code and similar state provisions. Such an annual limitation could result in the expiration or elimination of the net operating loss and tax credit carry-forwards before utilization. | |||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities were as follows as of December 31 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Current deferred tax assets: | |||||||||
Allowance for doubtful accounts | $ | 5 | $ | 1 | |||||
Inventory reserves and uniform capitalization | 982 | 661 | |||||||
Other accrued liabilities | 91 | 178 | |||||||
1,078 | 840 | ||||||||
Valuation allowance-current deferred tax assets | (1,032 | ) | (712 | ) | |||||
Total current deferred tax assets | 46 | 128 | |||||||
Long-term deferred tax assets: | |||||||||
Depreciation on property, plant & equipment | 26 | 142 | |||||||
Non-qualified stock option expense | 13 | 3 | |||||||
Deferred compensation | 240 | 246 | |||||||
Deferred income | 3 | - | |||||||
Tax credits | 55 | 114 | |||||||
Net operating loss carry-forwards | 6,900 | 5,095 | |||||||
Other, net | 448 | 45 | |||||||
7,685 | 5,645 | ||||||||
Valuation allowance-long-term deferred tax assets | (7,632 | ) | (5,586 | ) | |||||
Total long-term deferred tax assets | 53 | 59 | |||||||
Deferred tax liabilities: | |||||||||
Intangible assets other than goodwill | (17 | ) | - | ||||||
Total deferred tax assets (long-term) | 36 | - | |||||||
Net deferred tax assets | $ | 82 | $ | 187 | |||||
The adoption of ASC 740-10 Income Taxes-Tax Positions did not result in a material adjustment to the Company’s liability for unrecognized income tax benefits. The Company has not recognized benefits for any uncertain tax positions that it believes would be more-likely-than-not upheld in an examination by any tax authorities. The Company currently has no open matters with tax authorities nor is it engaged in an examination by any tax authority. The Company’s policy on classification of any interest and penalties relating to unrecognized income tax positions, is to classify interest as interest expense and penalties as other expenses. No interest or penalties were recognized during 2013 or 2012. | |||||||||
The Company files income tax returns in the United States federal jurisdiction, the United Kingdom and France, and in the state jurisdictions of California, Texas, Pennsylvania and New Jersey. The Company is no longer subject to United States federal and state tax examinations for years before 2009 and 2008, respectively, and is no longer subject to tax examinations for the United Kingdom for years prior to 2012, and for France for years prior to 2009. |
Operating_Segments
Operating Segments | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Operating Segments | ' | ||||||||||||||||
NOTE 15 - OPERATING SEGMENTS | |||||||||||||||||
The Company has two reportable operating segments: electronic devices and communications equipment. The electronic devices segment manufactures and markets electronic power supplies, RF and microwave devices and subsystem assemblies. The electronic devices segment consists of the Company’s two electronic device subsidiaries, located in England, both of which offer the same or similar products to the same or similar customers. | |||||||||||||||||
The communications equipment segment designs, manufactures and distributes network access products including timing and synchronization products. The communications equipment segment consists of operating entities CXR Larus located in the United States and CXR AJ located in France, both of which offer the same or similar products to similar customers. Both segments operate primarily in the U.S., European and North African markets, but they have distinctly different customers, design and manufacturing processes and marketing strategies. Each segment has discrete financial information and a separate management structure. | |||||||||||||||||
The Company evaluates performance based upon contribution margin of the segments and also upon profit or loss from operations before income taxes exclusive of nonrecurring gains and losses. The Company accounts for intersegment sales at pre-determined prices negotiated between the individual segments. | |||||||||||||||||
Included in the Company’s reconciliation of segment financial data to the consolidated amounts is unallocated corporate expenses. Selected financial data for each of the Company’s operating segments reconciled to the consolidated totals is shown below (in thousands): | |||||||||||||||||
Year ended December 31, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Net sales | |||||||||||||||||
Electronic devices | $ | 21,717 | $ | 24,036 | |||||||||||||
Communications equipment | 10,181 | 10,011 | |||||||||||||||
Total | $ | 31,898 | $ | 34,047 | |||||||||||||
Gross profit | |||||||||||||||||
Electronic devices | $ | 6,280 | $ | 7,085 | |||||||||||||
Communications equipment | 3,435 | 2,921 | |||||||||||||||
Total | $ | 9,715 | $ | 10,006 | |||||||||||||
Depreciation and amortization | |||||||||||||||||
Electronic devices | $ | 288 | $ | 237 | |||||||||||||
Communications equipment | 176 | 172 | |||||||||||||||
All other | 10 | 4 | |||||||||||||||
Total | $ | 474 | $ | 413 | |||||||||||||
Operating income (loss) | |||||||||||||||||
Electronic devices | $ | 2,681 | $ | 3,355 | |||||||||||||
Communications equipment | 46 | (703 | ) | ||||||||||||||
Corporate and other | (2,478 | ) | (2,707 | ) | |||||||||||||
Total | $ | 249 | $ | (55 | ) | ||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||||||
Total assets | |||||||||||||||||
Electronic devices | $ | 20,134 | $ | 17,222 | |||||||||||||
Communications equipment | 6,266 | 7,018 | |||||||||||||||
Corporate and other | 59 | 158 | |||||||||||||||
Total | $ | 26,459 | $ | 24,398 | |||||||||||||
One customer of the electronic devices segment accounted for 11.6% of total sales in 2013. This customer accounted for 10.8% of sales in 2012. No other customer in either segment accounted for 10% or more of net sales during 2013 or 2012. | |||||||||||||||||
The Company’s segments operate in different geographic areas. The following table is a summary of the Company’s net sales by geographic area of origination for the year ended December 31 (in thousands): | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Electronic | Communications | Electronic | Communications | ||||||||||||||
Devices | Equipment | Devices | Equipment | ||||||||||||||
United States | $ | - | $ | 1,465 | $ | - | $ | 1,712 | |||||||||
United Kingdom | 21,717 | - | 24,036 | - | |||||||||||||
France | - | 8,716 | - | 8,299 | |||||||||||||
Total net sales | $ | 21,717 | $ | 10,181 | $ | 24,036 | $ | 10,011 | |||||||||
Sales and purchases between geographic areas have been accounted for on the basis of prices set between the geographic areas, generally at cost plus 40%. Net sales by geographic area have been determined based upon the country from which the product was shipped. | |||||||||||||||||
The following table is a summary of the Company’s total assets by geographic area at December 31 (in thousands): | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
United States | $ | 1,022 | $ | 1,426 | |||||||||||||
United Kingdom | 20,134 | 17,222 | |||||||||||||||
France | 5,303 | 5,750 | |||||||||||||||
Total assets | $ | 26,459 | $ | 24,398 |
Retirement_Plans
Retirement Plans | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Compensation and Retirement Disclosure [Abstract] | ' | ||||||||
Retirement Plans | ' | ||||||||
NOTE 16 - RETIREMENT PLANS | |||||||||
The Company contributes to 401K deferred tax plans covering substantially all U.S. domestic employees. The Company’s contributions to these plans were $3,000 and $5,000 in the years ended December 31, 2013 and 2012, respectively. In the UK, the Company contributes to certain defined contribution pension plans for eligible employees who choose to join the schemes. The rates of the Company contributions range from 2% to 8% of eligible earnings. The Company’s contributions to these UK pension plans were $535,000 in 2013 and $439,000 in 2012. | |||||||||
The Company’s subsidiary in France has a retirement plan. Employee benefits are based on years of service and the employees’ compensation during their employment. The plan does not have specifically identified, segregated assets but the projected cost has been accrued in these accounts and the projected benefit obligation is included in accrued liabilities. The liabilities are calculated by external actuarial consultants. No contributions were paid in either of the periods presented. The actuarially computed components of net periodic benefit cost included the following components for the years ended December 31, (in thousands): | |||||||||
2013 | 2012 | ||||||||
Service costs | $ | 20 | $ | 16 | |||||
Interest costs | 13 | 16 | |||||||
Amortization of unrecognized prior service cost | 4 | 3 | |||||||
Net periodic pension expense | $ | 37 | $ | 35 | |||||
The following table sets forth the funded status and amounts recognized in the Company’s consolidated statement of operations for the years ended December 31, (in thousands): | |||||||||
2013 | 2012 | ||||||||
Change in benefit obligation: | |||||||||
Projected benefit obligation, beginning of year | $ | 453 | $ | 337 | |||||
Service cost | 20 | 16 | |||||||
Interest cost | 13 | 16 | |||||||
Exchange rate movement | 20 | 7 | |||||||
Actuarial (gain)/loss | (51 | ) | 77 | ||||||
Projected benefit obligation, end of year | $ | 455 | $ | 453 | |||||
Unfunded status | $ | 455 | $ | 453 | |||||
Unrecognized loss | - | - | |||||||
Net amount recognized | $ | 455 | $ | 453 | |||||
The weighted average assumptions used to determine pension benefit obligations at December 31, were as follows: | |||||||||
2013 | 2012 | ||||||||
Discount rate | 3.15 | % | 2.8 | % | |||||
Average remaining service life at year end | 13.1 yrs. | 12.8 yrs. | |||||||
Average rate of future compensation increase | 2 | % | 2 | % | |||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
NOTE 17 - COMMITMENTS AND CONTINGENCIES | |||||
Leases | |||||
The Company conducts its operations from freehold sites and from leased facilities under operating leases that expire at various dates from 2014 through 2033. The leases generally require the Company to pay all maintenance, insurance, property tax costs, and contain provisions for rent increases. Total rent expense, net of sublease income, was $0.3 million for 2013 and $0.7 million for 2012. | |||||
At the year end the future minimum rental payments required under operating leases that have initial or remaining non-cancellable lease terms in excess of one year were as follows: | |||||
Year ending December 31, | Amount | ||||
2014 | $ | 448 | |||
2015 | 373 | ||||
2016 | 316 | ||||
Thereafter | 3,024 | ||||
Total | $ | 4,161 | |||
Litigation | |||||
The Company is not currently a party to any material legal proceedings. However, the Company and its subsidiaries are, from time to time, involved in legal proceedings, claims and litigation arising in the ordinary course of business. While the amounts claimed may be substantial, the ultimate liability cannot presently be determined because of considerable uncertainties that exist. Therefore, it is possible the outcome of such legal proceedings, claims and litigation could have a material effect on quarterly or annual operating results or cash flows when resolved in a future period. However, based on facts currently available, management believes such matters will not have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. |
Related_Parties
Related Parties | 12 Months Ended |
Dec. 31, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Parties | ' |
NOTE 18 - RELATED PARTIES | |
Notes payable to Former Shareholders of ACC | |
Promissory notes were issued in May 2008 in connection with the acquisition of ACC, a company acquired and subsequently sold by the Company. Since the date of issuance, such notes were amended on numerous occasions (the “Amended Subordinated Contingent Notes”) and subsequent to the year-end some of the promissory notes were transferred to a third party with no prior relationship with the Company. The note holders own shares in the Company and, therefore, are deemed to be related parties. The total balance of the Amended Subordinated Contingent Notes at December 31, 2013 was $2.3 million. The Amended Subordinated Contingent Notes bear interest at the prime rate, as reported in The Wall Street Journal, plus 4% and mature on December 15, 2014 (“2014 Maturity Date”). Interest is payable quarterly through the 2014 Maturity Date. Payments of principal were made in January and September 2013. On April 7, 2014, the Company repaid the outstanding balance due under the Amended Subordinated Contingent Notes. There were no penalties or settlement discount arising from redeeming the promissory notes ahead of schedule. | |
Other related parties | |
There are no guarantees by, fees paid to, or loans to or from officers or directors of the Company other than the compensation disclosed in Part III of this Report. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2013 | |
Fair Value Disclosures [Abstract] | ' |
Fair Value Measurements | ' |
NOTE 19 - FAIR VALUE MEASUREMENTS | |
FASB guidance for fair value measurements defines fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants and also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The fair value hierarchy distinguishes between three levels of inputs that may be utilized when measuring fair value as follows: | |
Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. | |
Level 2 - Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. | |
Level 3 - Inputs that are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information. | |
Cash, accounts receivable and accounts payable reflected in the Consolidated Balance Sheets are a reasonable estimate of their fair value due to the short term nature of these instruments. The carrying value of the Company’s borrowings is a reasonable estimate of its fair value as borrowings under the Company’s credit arrangements have variable rates that reflect currently available terms and conditions for similar debt. As of December 31, 2013, the Company did not have any material financial assets and liabilities measured at fair value on a recurring basis that would be subject to the disclosure provisions of FASB guidance noted above. | |
Fair values used in the Company’s goodwill impairment reviews are measured mostly by using Level 3 inputs as defined in the fair value hierarchy. |
Casualty_Loss
Casualty Loss | 12 Months Ended |
Dec. 31, 2013 | |
Casualty Loss | ' |
Casualty Loss | ' |
NOTE 20 - CASUALTY LOSS | |
The Company’s French subsidiary, CXR AJ, sustained significant damage to a portion of its premises as a result of a fire in 2010. Building, inventory and equipment were impaired or totally destroyed. The Company’s insurers met immediate costs to replace or repair assets. Income of $300,000, for actual and anticipated proceeds in excess of the net book value of assets lost, was recognized in 2011. Further sums were payable and the remaining amount recognized in the Statement of Operations for the year ended December 31, 2012 was $473,000 |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
NOTE 21 - SUBSEQUENT EVENTS | |
As noted above on April 7, 2014, the Company repaid the outstanding balance due under the Amended Subordinated Contingent Notes to the value of $ 2.277 million and a new, fixed interest rate, three year term loan from Lloyds Bank was negotiated and drawn down on April 1, 2014. | |
The new loan facility from Lloyds Bank was signed on March 28, 2013 and cash was drawn down on April 1, 2014. This loan replaced the existing term loan from Lloyds Bank which at the time it was replaced had a balance of approximately $0.7 million outstanding. The new term loan was for approximately $1.8 million giving the Company a net, new facility, of approximately $1.1 million. The new loan has a fixed interest rate of 6.6% and repayments of capital are due over 36 equal monthly sums. This new loan combined with existing cash facilities was used to repay the promissory notes. These notes were scheduled for redemption in December 2014 but the new loan enabled the Company to redeem the notes early without penalty. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Organization and Business | ' | ||||||||
Organization and Business | |||||||||
EMRISE Corporation (the “Company”) designs, manufactures and markets proprietary electronic devices and communications equipment for aerospace, defense, industrial, and communications applications. The Company has operations in the United States, England and France. The Company conducts its business through two operating segments: electronic devices and communications equipment. The subsidiaries within the electronic devices segment design, develop, manufacture and market electronic devices for defense, aerospace and industrial markets and operate out of facilities located in England. The subsidiaries within the communications equipment segment design, develop, manufacture and market network access equipment, including network timing and synchronization products and operate out of facilities located in the United States and France. | |||||||||
Basis of Presentation | ' | ||||||||
Basis of Presentation | |||||||||
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and each of its subsidiaries, after elimination of intercompany accounts and transactions. | |||||||||
During the fourth quarter of 2011, CXR Larus Corporation (“CXR Larus”), a wholly-owned subsidiary of the Company, committed to the sale of certain assets relating solely to the CXR Halcyon product line of telecommunications test equipment (the “Test Product Line”). The Test Product Line was classified within the communications equipment segment. The accompanying financial statements include the Test Product Line as a discontinued operation for all periods presented. | |||||||||
Use of Estimates | ' | ||||||||
Use of Estimates | |||||||||
The preparation of financial statements in conformity with 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 date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from those estimates. | |||||||||
Cash and Cash Equivalents | ' | ||||||||
Cash and Cash Equivalents | |||||||||
The Company considers cash and cash equivalents to include cash in banks, commercial paper and deposits with financial institutions that can be liquidated without prior notice or penalty. The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. | |||||||||
Accounts Receivable | ' | ||||||||
Accounts Receivable | |||||||||
Accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing accounts receivable. The Company determines the allowance based on historical write-off experience, customer payment history, and current economic data. The Company reviews its allowance for doubtful accounts monthly. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Accounts receivable are generally due within 30 days in the Company’s U.S. and France operations and 60 days in its England operations and are stated net of an allowance for doubtful accounts. Accounts outstanding for longer than the contractual payment terms are considered past due. Provisions for uncollectible accounts are made based on the Company’s specific assessment of the collectability of all past due accounts. Credit losses are provided for in the financial statements and consistently have been within management’s expectations. The activity in the allowance for bad debts and doubtful accounts was as follows: | |||||||||
2013 | 2012 | ||||||||
Opening balance | $ | 75 | $ | 123 | |||||
Provision for Bad debt | 40 | 28 | |||||||
Amounts written off | (19 | ) | (39 | ) | |||||
Amounts subsequently recovered | (29 | ) | (40 | ) | |||||
Translation adjustment | 3 | 3 | |||||||
Closing balance | $ | 70 | $ | 75 | |||||
Fair Value of Financial Instruments | ' | ||||||||
Fair Value of Financial Instruments | |||||||||
The carrying amount of cash and cash equivalents, accounts receivable and accounts payable are reasonable estimates of their fair value because of the short maturity of these items. The Company believes the carrying amounts of its notes payable and long-term debt approximate fair value because the interest rates on these instruments are subject to change with, or approximate, market interest rates. | |||||||||
Inventories | ' | ||||||||
Inventories | |||||||||
The Company’s finished goods inventories for its electronic devices segment are generally built to order. The Company’s communications equipment inventories generally are built to forecast, which requires production of a larger amount of finished goods in the communications equipment business so that customers can be served promptly. The Company’s products consist of numerous electronic parts and other materials, which necessitates the exercise of detailed inventory management. The Company values its inventory at the lower of the actual cost to purchase or manufacture the inventory (first-in, first-out) or the current fair value less selling cost or net realizable value. The Company performs cycle counts of inventories using an ABC inventory methodology, which groups inventory into cycle counting categories, or conducts physical inventories at least once a year. The Company regularly reviews inventory quantities on hand and records a provision for excess and obsolete inventory based primarily on its estimated forecast of product demand and production requirements for the next 12 to 24 months. Additionally, to determine inventory write-down provisions, the Company reviews product line inventory levels and individual items as necessary and periodically reviews assumptions about forecasted demand and market conditions. Any inventory that the Company determines to be obsolete, either in connection with the physical count or at other times of observation, are reserved for and subsequently written-off. | |||||||||
Property, Plant and Equipment | ' | ||||||||
Property, Plant and Equipment | |||||||||
Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are computed principally using the straight-line method over the useful lives of the assets (or lease term, if shorter) as follows: | |||||||||
Buildings | 40-50 years | ||||||||
Machinery, equipment and fixtures | 3-7 years | ||||||||
Leasehold improvements | 5 years | ||||||||
Maintenance and repairs are expensed as incurred, while renewals and betterments are capitalized. | |||||||||
Long-Lived Assets and Amortizing Intangible Assets | ' | ||||||||
Long-Lived Assets and Amortizing Intangible Assets | |||||||||
The Company reviews the carrying amount of its long-lived assets and other amortizing intangible assets, for possible impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets and an adjustment is recorded to reduce the carrying amount accordingly. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. | |||||||||
Amortizing intangible assets are stated at cost, less accumulated amortization, and are amortized on the straight-line method over their estimated useful lives ranging from two to twenty years. The Company periodically reviews the original estimated useful lives of long-lived assets and makes adjustments when appropriate. | |||||||||
Goodwill and Indefinite Lived Intangible Assets | ' | ||||||||
Goodwill and Indefinite Lived Intangible Assets | |||||||||
The Company evaluates goodwill and indefinite lived intangibles in accordance with Financial Accounting Standards Board’s (’‘FASB’’) Accounting Standard Codification (“ASC”) Topic Number 350, Intangibles-Goodwill and Other. The Company annually tests for impairment of goodwill and indefinite lived intangible and tests more frequently if an event occurs or circumstances change that suggest that there is an indicator of impairment. The Company’s test for goodwill impairment is based on the two step approach whereby in step one if the carrying value of the reporting unit exceeds the fair value of the reporting unit, an impairment is indicated and the amount of impairment is then calculated by the amount the carrying value of the goodwill exceeds the implied fair value of the goodwill. The Company’s reporting units have been identified as electronic devices and communications equipment. The Company performs its annual required tests of impairment as of December 31. In performing the valuation, the Company used cash flows that reflected management’s forecasts and discount rates that reflect the risks associated with the current market. The Company considered the results of an income approach in determining the fair value of the reporting units. | |||||||||
At December 31, 2013 and 2012, reported goodwill totaled $5.3 million and $5.1 million, respectively, all of which belonged to the electronic devices reporting unit. Based on the results of the first step in testing for goodwill impairment, the fair values of the electronic devices reporting unit exceeded its book values of the goodwill and therefore there was no indication of impairment and accordingly no impairment adjustments were recorded in 2013 or 2012. | |||||||||
The provisions of Accounting Standards Update 2012-02, “Intangibles-Goodwill and Other (Topic 350)” (“ASU 2012-02”), allows us to use qualitative factors to determine whether it is more likely than not that the fair values of our indefinite-lived intangible assets are less than their carrying values. At December 31, 2013 and 2012, our reported indefinite lived intangible assets totaled $0.39 million and $0.38 million, respectively, all of which belonged to the electronic devices reporting unit. Based on the results of the qualitative assessment, it was concluded that it was more likely than not that the fair values of our indefinite-lived intangible assets exceeded their carrying values and therefore there was no indication of impairment and accordingly no impairment adjustments were recorded in 2013 or 2012. In the qualitative assessment we considered such factors as industry and market considerations, macroeconomic conditions and the underlying financial performance to which the value of the indefinite-lived assets is linked. | |||||||||
Product Warranty Liabilities | ' | ||||||||
Product Warranty Liabilities | |||||||||
Generally, the Company’s products carry a standard one-year, limited parts and labor warranty. In certain circumstances, the Company provides a two-year limited parts and labor warranty on communications test instruments and network access products. The Company offers extended warranties beyond two years for an additional cost to its customers. Products returned under warranty typically are tested and repaired or replaced at the Company’s option. Historically, the Company has not experienced significant warranty costs or returns. | |||||||||
The Company records a liability for estimated costs that it expects to incur under the basic limited warranties when product revenue is recognized. Factors affecting the warranty liability include the number of units sold, historical and anticipated rates of claim and costs per claim. The Company periodically assesses the adequacy of its warranty liability accrual based on changes in these factors. | |||||||||
Stock-Based Compensation | ' | ||||||||
Stock-Based Compensation | |||||||||
The Company estimates the fair value of its stock option plans using the Black-Scholes option pricing model (the “Option Model”). The Option Model requires the use of subjective and complex assumptions, including the option’s expected term and the estimated future price volatility of the underlying stock, which determine the fair value of the stock-based awards. In accordance with FASB guidance on fair value, stock-based compensation expense recognized during a period is based on the value of the portion of the stock-based awards that are expected to vest with employees. Accordingly, the recognition of stock-based compensation expense has been reduced for estimated future forfeitures. FASB guidance requires forfeitures to be estimated at the time of grant with adjustments recorded in subsequent period compensation expense if actual forfeitures differ from those estimates. 50,000 stock options were granted during 2013 at a price equal to the market price at the date of issue. The fair value was calculated to be $19,000. No stock options were granted during 2012. | |||||||||
Income/(Loss) Per Share | ' | ||||||||
Income/(Loss) Per Share | |||||||||
Income/(Loss) per share is calculated according to FASB guidance which requires that basic loss per share includes no dilution and is computed by dividing net income available to common stockholders by the weighted average number of shares outstanding during the year. Diluted loss per share reflects the potential dilution of securities that could share in the earnings of the Company. The average exercise price of the outstanding options was greater than the market price of the common stock throughout 2013 and 2012. As a result of this and the losses incurred in 2013, the potentially dilutive common shares have been excluded from the earnings per share computation for this period because their inclusion would have been anti-dilutive. | |||||||||
Foreign Currency Translation | ' | ||||||||
Foreign Currency Translation | |||||||||
The accounts of foreign subsidiaries have been translated using the local currency as the functional currency. Accordingly, foreign currency denominated assets and liabilities have been translated to U.S. dollars at the current rate of exchange on the balance sheet date and at the average for the period reported for the statement of operations. The effects of translation are recorded as a separate part of our net equity under the caption “accumulated other comprehensive loss.” Exchange gains and losses arising from transactions denominated in foreign currencies are translated at the exchange rates applicable on the dates of the transactions and are included in operations. | |||||||||
Foreign Currency Transactions | ' | ||||||||
Foreign Currency Transactions | |||||||||
Transactions in currencies other than the functional currency of the underlying operation are recorded at the rates of exchange prevailing at the date of the transactions and recorded as a realized foreign currency gain or loss in the Statement of Operations. Unrealized and realized gains or losses, from foreign currency transactions are reflected in the consolidated statements of operations in accordance with the provision of FASB ASC 830 “Foreign Currency Matters’’. Included in other income/(expense) were net losses of $86,000 and $61,000 for the years ended December 31, 2013 and 2012, respectively. | |||||||||
Concentration of Credit Risk | ' | ||||||||
Concentration of Credit Risk | |||||||||
Financial instruments, which potentially expose the Company to concentration of credit risk, consist primarily of cash and accounts receivable. The Company places its cash with high quality financial institutions. At times, cash balances may be in excess of the amounts insured by the Federal Deposit Insurance Corporation. | |||||||||
The Company’s accounts receivable result from sales to a broad customer base. The Company extends credit to its customers based upon an evaluation of the customer’s financial condition and credit history and generally does not require collateral. One customer represented 11.6% of total net sales in 2013 and this customer represented 10.8% of the Company’s total net sales during 2012. | |||||||||
Revenue Recognition | ' | ||||||||
Revenue Recognition | |||||||||
The Company derives revenues from sales of electronic devices and communications equipment products and services. The Company’s sales are based upon written agreements or binding purchase orders that identify the type and quantity of the item and/or services being purchased and the purchase price. The Company recognizes revenues when shipment of products has occurred or services have been rendered, no significant obligations remain on the part of the Company, and collectability is reasonably assured based on the Company’s credit and collections practices and policies and our experience of prior dealings with our customers. | |||||||||
The Company recognizes revenues from sales of its U.S. communications equipment business units at the point of shipment of those products. An estimate of warranty cost is recorded at the time the revenue is recognized. Product returns are infrequent and require prior authorization because sales are final and the Company quality tests its products prior to shipment to ensure products meet the specifications of the binding purchase orders under which those products are shipped. Normally, when a customer requests and receives authorization to return a product, the request is accompanied by a purchase order for a repair or for a replacement product. | |||||||||
The Company recognizes revenues for products sold by its subsidiary in France at the point of shipment. Customer discounts are included in the product price list provided to the customer. Returns are infrequent and permitted only with prior authorization because these products are shipped based on binding purchase orders and are quality tested prior to shipment. An estimate of warranty cost is recorded at the time revenue is recognized. | |||||||||
Revenue recognition for products and services provided by the Company’s subsidiaries in England depends upon the type of contract involved. Engineering/design services contracts generally entail design and production of a prototype over a term of up to several years, with revenue deferred until recognized over the term of the contract on a percentage of completion basis. Production contracts provide for a specific quantity of products to be produced over a specific period of time. Customers issue binding purchase orders or enter into binding agreements for the products to be produced. The Company recognizes revenues on these orders as the products are shipped. Returns are infrequent and permitted only with prior authorization because these products are custom made to order based on binding purchase orders and are quality tested prior to shipment. An estimate of warranty cost is recorded at the time revenue is recognized. The Company offers extended warranty contracts for an additional cost to its customers, which are recognized ratably over the term of the extended warranty contract. | |||||||||
Revenues from services such as repairs and modifications are recognized when the service is completed and invoiced. For repairs that involve shipment of a repaired product, the Company recognizes repair revenues when the product is shipped back to the customer. Service revenues contribute less than 5% of total revenue and, therefore, are considered to be immaterial to overall financial results. | |||||||||
Research and Development Costs | ' | ||||||||
Research and Development Costs | |||||||||
Research and development costs are charged to expense as incurred. The Company maintains engineering departments which develop products, processes and techniques. The cost of research and development in 2013 was $1,132,000 and in 2012 the comparable cost was $1,267,000. | |||||||||
Shipping and Handling Costs | ' | ||||||||
Shipping and Handling Costs | |||||||||
Shipping and handling costs recorded in cost of goods sold were $367,000 and $252,000 in 2013 and 2012 respectively. Shipping and handling costs recorded in selling, general and administrative expenses were $12,000 in 2013 and $11,000 in 2012. | |||||||||
Advertising Costs | ' | ||||||||
Advertising Costs | |||||||||
Advertising costs are charged to expense as incurred. Because of the custom nature of the Company’s products and the high quality of the reputation that the Company enjoys there is minimal advertising spend for product promotion. Advertising costs for 2013 and 2012 were immaterial. | |||||||||
Income Taxes | ' | ||||||||
Income Taxes | |||||||||
Income taxes are accounted for using an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement and tax bases of assets and liabilities at the applicable tax rates. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company evaluates the realizability of its deferred tax assets by assessing its valuation allowance and by adjusting the amount of such allowance, if necessary. The factors used to assess the likelihood of realization are the Company’s forecast of future taxable income and available tax planning strategies that could be implemented to realize the net deferred tax assets. Failure to achieve forecasted taxable income in applicable tax jurisdictions could affect the ultimate realization of deferred tax assets and could result in an increase in the Company’s effective tax rate on future earnings. The provision for income taxes represents the tax payable for the year and the change during the year in deferred tax assets and liabilities. | |||||||||
The Company adopted ASC topic 740-10-05, Income Tax, which provides guidance for recognizing and measuring uncertain tax positions, it prescribes a threshold condition that a tax position must meet for any of the benefits of the uncertain tax position to be recognized in the financial statements. It also provides accounting guidance on derecognizing, classification and disclosure for these uncertain tax positions. As of December 31, 2013 and 2012, the Company had recorded no net unrecognized tax benefits associated with uncertain income tax positions. | |||||||||
Comprehensive Income/Loss | ' | ||||||||
Comprehensive Income/Loss | |||||||||
Comprehensive income/loss includes all changes in equity during a period except those that resulted from investments by or distributions to the Company’s stockholders. Other comprehensive income refers to revenues, expenses, gains and losses that, under GAAP, are included in comprehensive income, but excluded from net income/loss as these amounts are recorded directly as an adjustment to stockholders’ equity. The Company’s other comprehensive income consists of foreign currency translation adjustments. | |||||||||
New Accounting Pronouncements | ' | ||||||||
New Accounting Pronouncements | |||||||||
Management has assessed the potential impact of recently issued, but not yet effective, accounting standards and determined that the provisions are either not applicable to the Company or are not anticipated to have a material impact on our consolidated financial statements |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Schedule of Allowance for Bad Debts and Doubtful Accounts | ' | ||||||||
The activity in the allowance for bad debts and doubtful accounts was as follows: | |||||||||
2013 | 2012 | ||||||||
Opening balance | $ | 75 | $ | 123 | |||||
Provision for Bad debt | 40 | 28 | |||||||
Amounts written off | (19 | ) | (39 | ) | |||||
Amounts subsequently recovered | (29 | ) | (40 | ) | |||||
Translation adjustment | 3 | 3 | |||||||
Closing balance | $ | 70 | $ | 75 | |||||
Summary of Estimated Useful Life of Assets | ' | ||||||||
Depreciation and amortization are computed principally using the straight-line method over the useful lives of the assets (or lease term, if shorter) as follows: | |||||||||
Buildings | 40-50 years | ||||||||
Machinery, equipment and fixtures | 3-7 years | ||||||||
Leasehold improvements | 5 years |
Inventories_Tables
Inventories (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Schedule of Inventory | ' | ||||||||
Inventories are stated at the lower of cost (first-in, first-out method) or market (net realizable value) and consisted of the following at December 31, (in thousands): | |||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Gross Inventory | |||||||||
Raw materials | $ | 6,697 | $ | 6,369 | |||||
Work-in-process | 1,553 | 1,989 | |||||||
Finished goods | 2,799 | 3,361 | |||||||
Total gross inventories | $ | 11,049 | $ | 11,719 | |||||
Inventory Reserve | |||||||||
Raw materials | $ | 3,150 | $ | 2,986 | |||||
Work-in-process | 431 | 389 | |||||||
Finished goods | 1,111 | 1,089 | |||||||
Total reserve | $ | 4,692 | $ | 4,464 | |||||
Net Inventory | |||||||||
Raw materials | $ | 3,547 | $ | 3,383 | |||||
Work-in-process | 1,122 | 1,600 | |||||||
Finished goods | 1,688 | 2,272 | |||||||
Total net inventories | $ | 6,357 | $ | 7,255 | |||||
Schedule of Inventory Reserve | ' | ||||||||
The movement in the Inventory reserve was as follows: | |||||||||
Inventory reserve at January 1 | $ | 4464 | 3788 | ||||||
Current year reserve | 583 | 698 | |||||||
Written off in year | (438 | ) | (148 | ) | |||||
Foreign currency translation | 83 | 126 | |||||||
Inventory reserve at December 31 | $ | 4692 | 4464 |
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Summary of Property, Plant and Equipment | ' | ||||||||
Property, plant and equipment consisted of the following as of December 31, (in thousands): | |||||||||
2013 | 2012 | ||||||||
Land and buildings | $ | 3,401 | $ | 227 | |||||
Machinery, equipment and fixtures | 3,407 | 3,112 | |||||||
Leasehold improvements | 731 | 646 | |||||||
7,539 | 3,985 | ||||||||
Accumulated depreciation and amortization | (3,064 | ) | (3,012 | ) | |||||
Total property, plant and equipment | $ | 4,475 | $ | 973 |
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Schedule of Goodwill | ' | ||||||||||||||||||||||||
The following table reflects changes in the Company’s goodwill balances for continuing operations, for the year ended December 31, 2013 and 2012 (in thousands): | |||||||||||||||||||||||||
Electronic | |||||||||||||||||||||||||
Devices | |||||||||||||||||||||||||
Balance at December 31, 2011 | 4,970 | ||||||||||||||||||||||||
Foreign currency translation | 176 | ||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 5,146 | |||||||||||||||||||||||
Foreign currency translation | 137 | ||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 5,283 | |||||||||||||||||||||||
Schedule of Intangible Assets | ' | ||||||||||||||||||||||||
Other intangible assets consist primarily of trademarks, trade names and technology acquired. The original cost and accumulated amortization of these intangible assets from continuing operations consisted of the following at December 31 (in thousands): | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Electronic | Communications | Electronic | Communications | ||||||||||||||||||||||
Devices | Equipment | Total | Devices | Equipment | Total | ||||||||||||||||||||
Intangibles with definite lives: | |||||||||||||||||||||||||
Technology acquired | $ | - | $ | 1,150 | $ | 1,150 | $ | - | $ | 1,150 | $ | 1,150 | |||||||||||||
Customer relationships | - | 200 | 200 | - | 200 | 200 | |||||||||||||||||||
Covenant-not-to-compete | 200 | - | 200 | 200 | - | 200 | |||||||||||||||||||
Backlog | 200 | - | 200 | 200 | - | 200 | |||||||||||||||||||
400 | 1,350 | 1,750 | 400 | 1,350 | 1,750 | ||||||||||||||||||||
Accumulated amortization | (400 | ) | (1,282 | ) | (1,682 | ) | (400 | ) | (1,147 | ) | (1,547 | ) | |||||||||||||
Carrying value | - | 68 | 68 | - | 203 | 203 | |||||||||||||||||||
Intangibles with indefinite lives: | |||||||||||||||||||||||||
Trademarks and trade names | 500 | - | 500 | 500 | - | 500 | |||||||||||||||||||
Foreign currency translation | (111 | ) | - | (111 | ) | - | - | (119 | ) | ||||||||||||||||
Trademarks and trade names | 389 | - | 389 | 381 | - | 381 | |||||||||||||||||||
Total intangible assets, net | $ | 389 | $ | 68 | $ | 457 | $ | 381 | $ | 203 | $ | 584 |
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accrued Liabilities [Abstract] | ' | ||||||||
Schedule of Accrued Liabilities | ' | ||||||||
Accrued expenses as of December 31, consisted of the following (in thousands): | |||||||||
2013 | 2012 | ||||||||
Accrued payroll and benefits | $ | 1,136 | $ | 638 | |||||
Pension obligation (see note 16) | 455 | 453 | |||||||
Advance payments from customers, current portion | 694 | 314 | |||||||
Warranty reserve | 675 | 548 | |||||||
Foreign currency exposure provision | 321 | 315 | |||||||
Accrued taxes (other than income taxes) | 125 | 513 | |||||||
Accrued engineering contract costs | 501 | 559 | |||||||
Other accrued expenses | 352 | 419 | |||||||
Total accrued expenses | $ | 4,259 | $ | 3,759 |
Financing_Arrangements_Tables
Financing Arrangements (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Schedule of Debt and Credit Facilities | ' | ||||||||
These arrangements are tabulated below. | |||||||||
All amounts are in $ thousands | |||||||||
Lines of credit | 31-Dec-13 | December 31, 2012 | |||||||
Lloyds TSB Commercial Finance | 443 | 37 | |||||||
FACTOCIC | 753 | 964 | |||||||
Bridge Bank | - | 121 | |||||||
Total lines of credit | $ | 1,196 | $ | 1,122 | |||||
Long-term debt | December 31, 2013 | December 31, 2012 | |||||||
Lloyds TSB term loan | 711 | 928 | |||||||
Lloyds TSB mortgage | 2,255 | - | |||||||
Promissory notes payable | 2,277 | 2,877 | |||||||
Capital lease obligations | 93 | 170 | |||||||
5,336 | 3,975 | ||||||||
Current portion of long-term debt | (2,672 | ) | (942 | ) | |||||
Long-term debt | $ | 2,664 | $ | 3,033 |
Debt_Tables
Debt (Tables) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Debt Disclosure [Abstract] | ' | |||||||||||||||||||||
Schedule of Principal Maturities Related to Debt | ' | |||||||||||||||||||||
Principal maturities related to debt, as of December 31, 2013, were as follows (in thousands): | ||||||||||||||||||||||
Lloyds | Lloyds | Promissory | Capitalized Lease | Total | ||||||||||||||||||
mortgage | Term Loan | notes Payable | Obligations | |||||||||||||||||||
Year ending December 31, | ||||||||||||||||||||||
2014 | $ | 73 | $ | 252 | $ | 2,277 | $ | 69 | $ | 2,671 | ||||||||||||
2015 | 76 | 269 | - | 24 | 369 | |||||||||||||||||
2016 | 81 | 190 | - | - | 271 | |||||||||||||||||
2017 | 85 | - | - | - | 85 | |||||||||||||||||
2018 | 90 | 90 | ||||||||||||||||||||
2019 and beyond | 1,850 | - | - | - | 1,850 | |||||||||||||||||
$ | 2,255 | $ | 711 | $ | 2,277 | $ | 93 | $ | 5,336 |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||||
Schedule of Stock Option Activity | ' | ||||||||||||||||||
Stock option activity for the years ended December 31, 2013 and 2012 was as follows: | |||||||||||||||||||
2013 | 2012 | ||||||||||||||||||
Shares | Weighted | Shares | Weighted | ||||||||||||||||
(in 000’s) | Average | (in 000’s) | Average | ||||||||||||||||
Exercise Price | Exercise Price | ||||||||||||||||||
Outstanding, beginning of year | 449 | $ | 3.56 | 513 | $ | 3.61 | |||||||||||||
Granted | 50 | $ | 0.55 | - | $ | - | |||||||||||||
Exercised | - | $ | - | - | $ | - | |||||||||||||
Forfeited (including expirations) | (148 | ) | $ | 3.01 | (64 | ) | $ | 4 | |||||||||||
Outstanding, end of year | 351 | $ | 3.36 | 449 | $ | 3.56 | |||||||||||||
Exercisable, end of year | 351 | $ | 3.36 | 449 | $ | 3.56 | |||||||||||||
Schedule of Stock Option Outstanding | ' | ||||||||||||||||||
The following table summarizes information about stock options outstanding at December 31, 2013: | |||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||
Weighted | Weighted | Weighted | |||||||||||||||||
Range of | Options | Average Remaining | Average Exercise | Options | Average Exercise | ||||||||||||||
Exercise Prices | (in 000’s) | Life in Years | Price | (in 000’s) | Price | ||||||||||||||
$0.01 to $1.00 | 50 | 9 | $ | 0.55 | 50 | $ | 0.55 | ||||||||||||
$1.01 to $3.00 | 117 | 4.4 | $ | 1.9 | 117 | $ | 1.9 | ||||||||||||
$3.01 to $5.00 | 108 | 2.9 | $ | 3.33 | 108 | $ | 3.33 | ||||||||||||
$5.01 to $7.50 | 76 | 2 | $ | 7.5 | 76 | $ | 7.5 | ||||||||||||
Total options | 351 | 351 |
Net_Income_Loss_Per_Share_Tabl
Net Income /(Loss) Per Share (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | ' | ||||||||
As a result of this and the losses from continuing operations incurred by the Company in 2013, the potentially dilutive common shares have been excluded because their inclusion would have been anti-dilutive. | |||||||||
NUMERATOR: | |||||||||
Net income/(loss) | $ | (392 | ) | $ | 94 | ||||
DENOMINATOR: | |||||||||
Basic weighted average common shares outstanding | 10,703 | 10,688 | |||||||
Effect of dilutive securities: | |||||||||
Dilutive stock options and warrants | - | - | |||||||
Diluted weighted average common shares outstanding | 10,703 | 10,688 | |||||||
Basic (loss)/earnings per share | (0.04 | ) | 0.01 | ||||||
Diluted (loss)/earnings per share | (0.04 | ) | 0.01 | ||||||
Computation of Diluted Earnings Per Share | ' | ||||||||
The following table shows the common stock equivalents that were outstanding as of December 31, 2013 and 2012, but were not included in the computation of diluted earnings per share as a result of the loss incurred by the Company: | |||||||||
Number of | Range of | ||||||||
Shares | Exercise Price | ||||||||
Per Share | |||||||||
Anti-dilutive common stock options: | |||||||||
As of December 31, 2013 | 351,000 | $ 1.31 - 7.50 | |||||||
As of December 31, 2012 | 449,000 | $ 1.31 - 7.50 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Schedule of Income From Continuing Operations before Provision for Income Taxes | ' | ||||||||
The Company’s income from continuing operations before provision for income taxes was generated from the U.S. and foreign operations for the years ended December 31 as follows (in thousands): | |||||||||
2013 | 2012 | ||||||||
Earnings (loss) before income taxes: | |||||||||
U.S. | $ | (2,040 | ) | $ | (2,659 | ) | |||
Foreign | 1,760 | 3,076 | |||||||
Earnings (loss) before income taxes | $ | (280 | ) | $ | 417 | ||||
Schedule of Provision for Income Taxes | ' | ||||||||
The Company’s provision for income taxes on continuing operations consisted of the following for the years ended December 31 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Current: | |||||||||
Federal | $ | - | $ | - | |||||
State | - | 11 | |||||||
Foreign | 172 | 320 | |||||||
Total current | 172 | 331 | |||||||
Deferred: | |||||||||
Federal | - | - | |||||||
State | - | 1 | |||||||
Foreign | (60 | ) | (17 | ) | |||||
Total deferred | (60 | ) | (17 | ) | |||||
Total provision for income taxes | $ | 112 | $ | 314 | |||||
Schedule of Income Tax Expense Benefit | ' | ||||||||
Income tax expense on continuing operations differed from the amount obtained by applying the statutory federal income tax rate of 34% to income before income taxes as follows for the years ended December 31 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Federal income tax at statutory rates | $ | -121 | $ | 143 | |||||
State income taxes, net of federal benefit | - | 11 | |||||||
Foreign income taxes | (461 | ) | (744 | ) | |||||
Changes in valuation allowances | 521 | 287 | |||||||
Foreign income inclusion - IRC 956 | 165 | 607 | |||||||
Permanent differences | 8 | 10 | |||||||
$ | 112 | $ | 314 | ||||||
Schedule of Deferred Tax Assets and Liabilities | ' | ||||||||
Significant components of the Company’s deferred tax assets and liabilities were as follows as of December 31 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Current deferred tax assets: | |||||||||
Allowance for doubtful accounts | $ | 5 | $ | 1 | |||||
Inventory reserves and uniform capitalization | 982 | 661 | |||||||
Other accrued liabilities | 91 | 178 | |||||||
1,078 | 840 | ||||||||
Valuation allowance-current deferred tax assets | (1,032 | ) | (712 | ) | |||||
Total current deferred tax assets | 46 | 128 | |||||||
Long-term deferred tax assets: | |||||||||
Depreciation on property, plant & equipment | 26 | 142 | |||||||
Non-qualified stock option expense | 13 | 3 | |||||||
Deferred compensation | 240 | 246 | |||||||
Deferred income | 3 | - | |||||||
Tax credits | 55 | 114 | |||||||
Net operating loss carry-forwards | 6,900 | 5,095 | |||||||
Other, net | 448 | 45 | |||||||
7,685 | 5,645 | ||||||||
Valuation allowance-long-term deferred tax assets | (7,632 | ) | (5,586 | ) | |||||
Total long-term deferred tax assets | 53 | 59 | |||||||
Deferred tax liabilities: | |||||||||
Intangible assets other than goodwill | (17 | ) | - | ||||||
Total deferred tax assets (long-term) | 36 | - | |||||||
Net deferred tax assets | $ | 82 | $ | 187 |
Operating_Segments_Tables
Operating Segments (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Reconciliation of Segment Financial Data | ' | ||||||||||||||||
Selected financial data for each of the Company’s operating segments reconciled to the consolidated totals is shown below (in thousands): | |||||||||||||||||
Year ended December 31, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Net sales | |||||||||||||||||
Electronic devices | $ | 21,717 | $ | 24,036 | |||||||||||||
Communications equipment | 10,181 | 10,011 | |||||||||||||||
Total | $ | 31,898 | $ | 34,047 | |||||||||||||
Gross profit | |||||||||||||||||
Electronic devices | $ | 6,280 | $ | 7,085 | |||||||||||||
Communications equipment | 3,435 | 2,921 | |||||||||||||||
Total | $ | 9,715 | $ | 10,006 | |||||||||||||
Depreciation and amortization | |||||||||||||||||
Electronic devices | $ | 288 | $ | 237 | |||||||||||||
Communications equipment | 176 | 172 | |||||||||||||||
All other | 10 | 4 | |||||||||||||||
Total | $ | 474 | $ | 413 | |||||||||||||
Operating income (loss) | |||||||||||||||||
Electronic devices | $ | 2,681 | $ | 3,355 | |||||||||||||
Communications equipment | 46 | (703 | ) | ||||||||||||||
Corporate and other | (2,478 | ) | (2,707 | ) | |||||||||||||
Total | $ | 249 | $ | (55 | ) | ||||||||||||
31-Dec-13 | 31-Dec-12 | ||||||||||||||||
Total assets | |||||||||||||||||
Electronic devices | $ | 20,134 | $ | 17,222 | |||||||||||||
Communications equipment | 6,266 | 7,018 | |||||||||||||||
Corporate and other | 59 | 158 | |||||||||||||||
Total | $ | 26,459 | $ | 24,398 | |||||||||||||
Summary of Net Sales by Geographic Area | ' | ||||||||||||||||
The Company’s segments operate in different geographic areas. The following table is a summary of the Company’s net sales by geographic area of origination for the year ended December 31 (in thousands): | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Electronic | Communications | Electronic | Communications | ||||||||||||||
Devices | Equipment | Devices | Equipment | ||||||||||||||
United States | $ | - | $ | 1,465 | $ | - | $ | 1,712 | |||||||||
United Kingdom | 21,717 | - | 24,036 | - | |||||||||||||
France | - | 8,716 | - | 8,299 | |||||||||||||
Total net sales | $ | 21,717 | $ | 10,181 | $ | 24,036 | $ | 10,011 | |||||||||
Summary of Total Assets by Geographic Area | ' | ||||||||||||||||
The following table is a summary of the Company’s total assets by geographic area at December 31 (in thousands): | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
United States | $ | 1,022 | $ | 1,426 | |||||||||||||
United Kingdom | 20,134 | 17,222 | |||||||||||||||
France | 5,303 | 5,750 | |||||||||||||||
Total assets | $ | 26,459 | $ | 24,398 |
Retirement_Plans_Tables
Retirement Plans (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Compensation and Retirement Disclosure [Abstract] | ' | ||||||||
Components of Net Periodic Benefit Cost | ' | ||||||||
The actuarially computed components of net periodic benefit cost included the following components for the years ended December 31, (in thousands): | |||||||||
2013 | 2012 | ||||||||
Service costs | $ | 20 | $ | 16 | |||||
Interest costs | 13 | 16 | |||||||
Amortization of unrecognized prior service cost | 4 | 3 | |||||||
Net periodic pension expense | $ | 37 | $ | 35 | |||||
Change in Benefit Obligation | ' | ||||||||
The following table sets forth the funded status and amounts recognized in the Company’s consolidated statement of operations for the years ended December 31, (in thousands): | |||||||||
2013 | 2012 | ||||||||
Change in benefit obligation: | |||||||||
Projected benefit obligation, beginning of year | $ | 453 | $ | 337 | |||||
Service cost | 20 | 16 | |||||||
Interest cost | 13 | 16 | |||||||
Exchange rate movement | 20 | 7 | |||||||
Actuarial (gain)/loss | (51 | ) | 77 | ||||||
Projected benefit obligation, end of year | $ | 455 | $ | 453 | |||||
Unfunded status | $ | 455 | $ | 453 | |||||
Unrecognized loss | - | - | |||||||
Net amount recognized | $ | 455 | $ | 453 | |||||
Weighted Average Assumptions Used | ' | ||||||||
The weighted average assumptions used to determine pension benefit obligations at December 31, were as follows: | |||||||||
2013 | 2012 | ||||||||
Discount rate | 3.15 | % | 2.8 | % | |||||
Average remaining service life at year end | 13.1 yrs. | 12.8 yrs. | |||||||
Average rate of future compensation increase | 2 | % | 2 | % | |||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Schedule of Future Minimum Rental Payments | ' | ||||
At the year end the future minimum rental payments required under operating leases that have initial or remaining non-cancellable lease terms in excess of one year were as follows: | |||||
Year ending December 31, | Amount | ||||
2014 | $ | 448 | |||
2015 | 373 | ||||
2016 | 316 | ||||
Thereafter | 3,024 | ||||
Total | $ | 4,161 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details Narrative) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Goodwill | $5,283 | $5,146 | $4,970 |
Indefinite lived intangible assets | 390 | 380 | ' |
Stock options were granted | 50,000 | ' | ' |
Fair value of options | 19 | ' | ' |
Foreign currency translation included in other income (expense) | 86,000 | 61,000 | ' |
Percentage of net sales represented by customer | 11.60% | 10.80% | ' |
Service revenue contributed, percentage | 5.00% | ' | ' |
Research and development | 1,132 | 1,267 | ' |
Cost Of Goods Sold [Member] | ' | ' | ' |
Shipping and handling costs | 367 | 252 | ' |
Selling, General And Administrative Expenses [Member] | ' | ' | ' |
Shipping and handling costs | $12 | $11 | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Schedule of Allowance for Bad Debts and Doubtful Accounts (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Policies [Abstract] | ' | ' |
Opening balance | $75 | $123 |
Provision for Bad debt | -8 | 28 |
Amounts written off | -19 | -39 |
Amounts subsequently recovered | -29 | -40 |
Translation adjustment | 3 | 3 |
Closing balance | $70 | $75 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Summary of Estimated Useful Life of Assets (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Building [Member] | Minimum [Member] | ' |
Useful lives of assets | '40 years |
Building [Member] | Maximum [Member] | ' |
Useful lives of assets | '50 years |
Machinery, Equipment And Fixtures [Member] | Minimum [Member] | ' |
Useful lives of assets | '3 years |
Machinery, Equipment And Fixtures [Member] | Maximum [Member] | ' |
Useful lives of assets | '7 years |
Leasehold Improvements [Member] | ' |
Useful lives of assets | '5 years |
Liquidity_Details_Narrative
Liquidity (Details Narrative) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | Lloyds TSB [Member] | ||
Long term bank facility | $1,196 | $1,122 | $1,800 |
Promissory notes | ' | ' | 2,277 |
Payment of notes | ' | ' | 300 |
Long-term debt and capital lease obligations | ' | ' | 1,700 |
Long-term debt and capital maturities, repayment date | ' | ' | 'December 2014 |
Secured loan | ' | ' | 2,100 |
Utilised secured loan | ' | ' | 600 |
Loan from bank | ' | ' | $1,150 |
Discontinued_Operations_and_As1
Discontinued Operations and Assets Held for Sale (Details Narrative) (Test Product Line [Member], USD $) | 12 Months Ended |
Dec. 31, 2012 | |
Test Product Line [Member] | ' |
Loss on sale of discontinued operations | $9,000 |
Inventories_Schedule_of_Invent
Inventories - Schedule of Inventory (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Raw materials | $6,697 | $6,369 |
Work-in-process | 1,553 | 1,989 |
Finished goods | 2,799 | 3,361 |
Total gross inventories | 11,049 | 11,719 |
Raw materials | 3,150 | 2,986 |
Work-in-process | 431 | 389 |
Finished goods | 1,111 | 1,089 |
Total reserve | 4,692 | 4,464 |
Raw materials | 3,547 | 3,383 |
Work-in-process | 1,122 | 1,600 |
Finished goods | 1,688 | 2,272 |
Total net inventories | $6,357 | $7,255 |
Inventories_Schedule_of_Invent1
Inventories - Schedule of Inventory Reserve (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Inventory Disclosure [Abstract] | ' | ' |
Inventory reserve | $4,464 | $3,788 |
Current year reserve | 583 | 698 |
Written off in year | -438 | -148 |
Foreign currency translation | 83 | 126 |
Inventory reserve at December 31 | $4,692 | $4,464 |
Property_Plant_and_Equipment_D
Property, Plant and Equipment (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Property, Plant and Equipment [Abstract] | ' | ' |
Assets held under capital leases | $318,000 | $411,000 |
Accumulated depreciation | 117,000 | 112,000 |
Depreciation charges | $300,000 | $400,000 |
Property_Plant_and_Equipment_S
Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Abstract] | ' | ' |
Land and buildings | $3,401 | $227 |
Machinery, equipment and fixtures | 3,407 | 3,112 |
Leasehold improvements | 731 | 646 |
Property, plant and equipment, gross | 7,539 | 3,985 |
Accumulated depreciation and amortization | -3,064 | -3,012 |
Total property, plant and equipment | $4,475 | $973 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets (Details Narrative) (USD $) | 12 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 |
Minimum [Member] | Maximum [Member] | ||||
Goodwill | $5,146 | $5,283 | $4,970 | ' | ' |
Growth rate of fair value for electronic devices reporting unit | ' | ' | ' | 3.00% | 5.00% |
Weighted average cost of capital, percentage | 15.00% | ' | ' | ' | ' |
Estimated amortization expense on intangible assets in 2014 | ' | $68 | ' | ' | ' |
Weighted average remaining useful life of intangible assets | '6 months | ' | ' | ' | ' |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets - Schedule of Goodwill (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
Beginning balance | $5,146 | $4,970 |
Foreign currency translation | 137 | 176 |
Ending balance | $5,283 | $5,146 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Technology acquired | $1,150 | $1,150 |
Customer relationships | 200 | 200 |
Covenant-not-to-compete | 200 | 200 |
Backlog | 200 | 200 |
Gross value | 1,750 | 1,750 |
Accumulated amortization | -1,682 | -1,547 |
Carrying value | 68 | 203 |
Trademarks and trade names | 500 | 500 |
Foreign currency translation | -111 | -119 |
Trademarks and trade names | 389 | 381 |
Total intangible assets, net | 457 | 584 |
Electronic Devices [Member] | ' | ' |
Covenant-not-to-compete | 200 | 200 |
Backlog | 200 | 200 |
Gross value | 400 | 400 |
Accumulated amortization | -400 | -400 |
Trademarks and trade names | 500 | 500 |
Foreign currency translation | -111 | ' |
Trademarks and trade names | 389 | 381 |
Total intangible assets, net | 389 | 381 |
Communications Equipment [Member] | ' | ' |
Technology acquired | 1,150 | 1,150 |
Customer relationships | 200 | 200 |
Gross value | 1,350 | 1,350 |
Accumulated amortization | -1,282 | -1,147 |
Carrying value | 68 | 203 |
Foreign currency translation | ' | ' |
Total intangible assets, net | $68 | $203 |
Accrued_Liabilities_Details_Na
Accrued Liabilities (Details Narrative) | 12 Months Ended |
Dec. 31, 2013 | |
Accrued Liabilities [Abstract] | ' |
Percentage of total current liabilities | 5.00% |
Accrued_Liabilities_Schedule_o
Accrued Liabilities - Schedule of Accrued Liabilities (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accrued Liabilities [Abstract] | ' | ' |
Accrued payroll and benefits | $1,136 | $638 |
Pension obligation (see note 16) | 455 | 453 |
Advance payments from customers, current portion | 694 | 314 |
Warranty reserve | 675 | 548 |
Foreign currency exposure provision | 321 | 315 |
Accrued taxes (other than income taxes) | 125 | 513 |
Accrued engineering contract costs | 501 | 559 |
Other accrued expenses | 352 | 419 |
Total accrued expenses | $4,259 | $3,759 |
Other_Liabilities_Details_Narr
Other Liabilities (Details Narrative) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Liabilities Disclosure [Abstract] | ' | ' |
Liability | $992 | $896 |
Other current liabilities | 261 | 274 |
Other liability | $436 | $415 |
Financing_Arrangements_Details
Financing Arrangements (Details Narrative) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 15, 2010 | Aug. 31, 2010 | Dec. 31, 2012 | Aug. 31, 2010 | Aug. 31, 2010 | Aug. 31, 2010 | Sep. 20, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 20, 2012 |
In Thousands, unless otherwise specified | Lloyds TSB Commercial Finance [Member] | Lloyds TSB Commercial Finance [Member] | Bridge Bank [Member] | Bridge Bank [Member] | Lloyds TSB Commercial Finance [Member] | Lloyds TSB Commercial Finance [Member] | Lloyds TSB Commercial Finance [Member] | Lloyds TSB Commercial Finance [Member] | Lloyds TSB Commercial Finance [Member] | FACTOCIC [Member] | FACTOCIC [Member] | FACTOCIC [Member] | FACTOCIC [Member] | ||
United Kingdom, Pounds [Member] | United Kingdom, Pounds [Member] | United Kingdom [Member] | Outside United Kingdom [Member] | ||||||||||||
Line of credit facility | ' | ' | $4,500 | ' | ' | $800 | ' | ' | $2,750 | ' | ' | ' | $1,900 | ' | $1,350 |
Percentage of advance rate for line of credit | ' | ' | ' | ' | ' | 80.00% | ' | ' | ' | 88.00% | 85.00% | 90.00% | ' | ' | ' |
Service fees percentage for line of credit | ' | ' | ' | ' | ' | ' | 0.20% | ' | ' | ' | ' | ' | ' | ' | ' |
Discount percentage on line of credit | ' | ' | ' | ' | ' | ' | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' |
Debentures | ' | ' | ' | 3,384 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Discounting yielding potential draw-down | ' | ' | 2,942 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding borrowings | ' | ' | 443 | ' | 121 | ' | ' | 42 | ' | ' | ' | ' | 753 | 964 | ' |
Unutilized capacity for borrowing | ' | ' | 2,498 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of eligible accounts receivable under financing agreements | ' | ' | ' | ' | 151 | ' | ' | ' | ' | ' | ' | ' | 920 | 1,070 | ' |
EURIBOR plus interest percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.40% | ' | ' | ' |
Prime Rate plus interest percentage | ' | ' | ' | ' | ' | 3.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accounts receivable | $7,435 | $6,784 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,300 | ' | ' |
Financing_Arrangements_Schedul
Financing Arrangements - Schedule of Debt and Credit Facilities (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Total lines of credit | $1,196 | $1,122 |
Long term debt and capital lease obligations total | 5,336 | 3,975 |
Current portion of long-term debt | -2,672 | -942 |
Long-term debt | 2,664 | 3,033 |
Lloyds TSB Commercial Finance [Member] | ' | ' |
Total lines of credit | 443 | 37 |
FACTOCIC [Member] | ' | ' |
Total lines of credit | 753 | 964 |
Bridge Bank [Member] | ' | ' |
Total lines of credit | ' | 121 |
Lloyds TSB Term Loan [Member] | ' | ' |
Long term debt and capital lease obligations total | 771 | 928 |
Lloyds TSB Mortgage [Member] | ' | ' |
Long term debt and capital lease obligations total | 2,255 | ' |
Promissory Notes Payable [Member] | ' | ' |
Long term debt and capital lease obligations total | 2,277 | 2,877 |
Capital Lease Obligations [Member] | ' | ' |
Long term debt and capital lease obligations total | $93 | $170 |
Debt_Details_Narrative
Debt (Details Narrative) (USD $) | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 02, 2011 | Dec. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2013 | Aug. 02, 2011 | Mar. 04, 2013 | Dec. 31, 2013 | Mar. 04, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
Minimum [Member] | Maximum [Member] | Lloyds Term Loan [Member] | Lloyds Term Loan [Member] | Lloyds Term Loan [Member] | Lloyds Term Loan [Member] | Lloyds Term Loan [Member] | Lloyds Term Loan [Member] | Lloyds Term Loan [Member] | Lloyds Term Loan [Member] | Lloyds TSB Mortgage [Member] | Lloyds TSB Mortgage [Member] | Lloyds TSB Mortgage [Member] | Lloyds TSB Mortgage [Member] | Amended Subordinated Contingent Notes [Member] | Amended Subordinated Contingent Notes [Member] | Amended Subordinated Contingent Notes Due on March 15, 2014, and September 15, 2014 [Member] | ||||
United Kingdom, Pounds [Member] | United Kingdom, Pounds [Member] | United Kingdom, Pounds [Member] | United Kingdom, Pounds [Member] | United Kingdom, Pounds [Member] | United Kingdom, Pounds [Member] | Scenario, Previously Reported [Member] | ||||||||||||||
Interest rate | 4.00% | ' | ' | ' | ' | 6.60% | 4.75% | ' | ' | ' | ' | ' | ' | 4.80% | ' | ' | ' | ' | ' | ' |
Prime rate plus | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Dec-14 | 31-Aug-13 | ' |
Principal payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $300,000 |
Future payment description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
March 15, 2014, and September 15, 2014. | ||||||||||||||||||||
Outstanding principal balance | ' | 1,700,000 | ' | ' | ' | ' | 711,000 | 928,000 | ' | 560,000 | ' | 431,000 | ' | ' | 2,300,000 | ' | ' | 2,277,000 | ' | 1,700,000 |
Subordinated Contingent Promissory Notes | 2,877,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term loan | ' | ' | ' | ' | ' | 1,800,000 | ' | ' | ' | 250,000 | 1,100,000 | ' | 750,000 | 2,300,000 | ' | 1,400,000 | ' | ' | ' | ' |
Financial covenant requiring minimum net worth | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,200,000 | ' | ' | ' | 4,776,000 | ' | 7,900,000 | ' | ' | ' | ' |
Increase in loan annually | 2,177,000 | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease expire date | 31-Dec-15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capitalized lease obligations calculated interest rates | ' | ' | ' | 6.00% | 18.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Escrow deposit | ' | ' | ' | ' | ' | ' | ' | ' | 202,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity period | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | '15 years | ' | ' | ' | ' | ' | ' |
Inter-company balance | ' | ' | ' | ' | ' | 3,300,000 | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in value of net worth covenant | ' | ' | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Mortgage loan repayment period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 years | ' | ' | ' | ' | ' | ' |
Loan agreement, financial covenants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
ratio to be a minimum of 80%, the net worth of EEL. | ||||||||||||||||||||
Annual retained profits | -31,924,000 | -31,532,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | 300,000 | 700,000 | ' | ' | ' |
Consolidated net worth | 11,161,000 | 11,095,000 | 10,598,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,400,000 | ' | ' | ' |
Property, plant and equipment, net | $4,475,000 | $973,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,100,000 | ' | ' | ' |
Notes, interest prime rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
The Wall Street Journal plus 4% | prime rate plus 1% | |||||||||||||||||||
Principal and accrued interest payment date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7-Apr-14 | ' | ' |
Debt_Schedule_of_Principal_Mat
Debt - Schedule of Principal Maturities Related to Debt (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
2014 | $2,671 |
2015 | 369 |
2016 | 271 |
2017 | 85 |
2018 | 90 |
2019 and beyond | 1,850 |
Total | 5,336 |
Lloyds Mortgage [Member] | ' |
2014 | 73 |
2015 | 76 |
2016 | 81 |
2017 | 85 |
2018 | 90 |
2019 and beyond | 1,850 |
Total | 2,255 |
Lloyds Term Loan [Member] | ' |
2014 | 252 |
2015 | 269 |
2016 | 190 |
Total | 711 |
Promissory Notes Payable [Member] | ' |
2014 | 2,277 |
Total | 2,277 |
Capital Lease Obligations [Member] | ' |
2014 | 69 |
2015 | 24 |
Total | $93 |
StockBased_Compensation_Detail
Stock-Based Compensation (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Issuance of common stock maximum, number | 10,713,337 | 10,698,337 |
Unrecognized compensation expense related to stock option grants | $0 | ' |
Restricted stock compensation expense | 8,000 | 9,000 |
Stock based compensation expense | 27,500 | 15,600 |
Vested stock options, number | 351,000 | ' |
Vested stock options, weighted average exercise price | $3.36 | ' |
Vested stock options, weighted average remaining contractual term | '4 years 1 month 6 days | ' |
Stock option expense | $19,000 | $6,000 |
2000 Stock Options Plan [Member] | ' | ' |
Number of stock option plans | 5 | ' |
Maximum stock options grants, number | 2,000,000 | ' |
Maximum percentage of combined voting power | 10.00% | ' |
Number of Options exercised | 0 | ' |
Options exercise price | 85.00% | ' |
2000 Stock Options Plan [Member] | Minimum [Member] | ' | ' |
Options exercise period | '10 years | ' |
2007 Stock Options Plan [Member] | ' | ' |
Issuance of common stock maximum, number | 5,000,000 | ' |
2007 Stock Options Plan [Member] | Minimum [Member] | ' | ' |
Percentage of fair market value of common shares upon grant of base price | 100.00% | ' |
2007 Stock Options Plan [Member] | Maximum [Member] | ' | ' |
Options exercise period | '5 years | ' |
Percentage of fair market value of common shares upon grant of base price | 110.00% | ' |
StockBased_Compensation_Schedu
Stock-Based Compensation - Schedule of Stock Option Activity (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ' |
Outstanding Shares, beginning of year | 449,000 | 513,000 |
Outstanding Shares, Granted | 50,000 | ' |
Outstanding Shares, Forfeited (including expirations) | -148,000 | -64,000 |
Outstanding Shares, end of year | 351,000 | 449,000 |
Exercisable Shares, end of year | 351,000 | 449,000 |
OutstandingWeighted Average Exercise Price , beginning of year | $3.56 | $3.61 |
Outstanding Weighted Average Exercise Price, Granted | $0.55 | ' |
Outstanding Weighted Average Exercise Price, Forfeited (including expirations) | $3.01 | $4 |
Outstanding Weighted Average Exercise Price, end of year | $3.36 | $3.56 |
Exercisable Weighted Average Exercise Price, end of year | $3.36 | $3.56 |
StockBased_Compensation_Schedu1
Stock-Based Compensation - Schedule of Stock Option Outstanding (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
Range One [Member] | Range Two [Member] | Range Three [Member] | Range Four [Member] | ||||
Options Outstanding, Range of exercise price, lower limit | ' | ' | ' | $0.01 | $1.01 | $3.01 | $5.01 |
Options Outstanding, Range of exercise price, upper limit | ' | ' | ' | $1 | $3 | $5 | $7.50 |
Options Outstanding, Number | 351,000 | 449,000 | 513,000 | 50,000 | 117,000 | 108,000 | 76,000 |
Options Outstanding, Weighted Average Remaining Contractual Life in Years | ' | ' | ' | '9 years | '4 years 4 months 24 days | '2 years 10 months 24 days | '2 years |
Options Outstanding, Weighted Average Exercise Price | $3.36 | $3.56 | $3.61 | $0.55 | $1.90 | $3.33 | $7.50 |
Options Exercisable, Number | 351,000 | 449,000 | ' | 50,000 | 117,000 | 108,000 | 76,000 |
Options Exercisable, Weighted Average Exercise Price | $3.36 | $3.56 | ' | $0.55 | $1.90 | $3.33 | $7.50 |
Warrants_Details_Narrative
Warrants (Details Narrative) | Dec. 31, 2013 | Dec. 31, 2012 |
Warrants and Rights Note Disclosure [Abstract] | ' | ' |
Warrants outstanding | 0 | 0 |
Net_Income_Loss_Per_Share_Sche
Net Income /(Loss) Per Share - Schedule of Calculation of Numerator and Denominator in Earnings Per Share (Details) (USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Earnings Per Share [Abstract] | ' | ' |
Net income/(loss) | ($392) | $94 |
Basic weighted average common shares outstanding | 10,703 | 10,688 |
Dilutive stock options and warrants | ' | ' |
Diluted weighted average common shares outstanding | 10,703 | 10,688 |
Basic (loss)/earnings per share | ($0.04) | $0.01 |
Diluted (loss)/earnings per share | ($0.04) | $0.01 |
Net_Income_Loss_Per_Share_Comp
Net Income /(Loss) Per Share - Computation of Diluted Earnings Per Share (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Anti-dilutive common stock options, Number of Shares | 351,000 | 449,000 |
Maximum [Member] | ' | ' |
Anti-dilutive common stock options, Range of Exercise Price Per Share | 1.31 | 7.5 |
Minimum [Member] | ' | ' |
Anti-dilutive common stock options, Range of Exercise Price Per Share | 7.5 | 1.31 |
Income_Taxes_Details_Narrative
Income Taxes (Details Narrative) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Undistributed earnings, domestic | $1,400,000 |
Statutory federal income tax rate | 34.00% |
Federal net operating carry-forward loss | 13,800,000 |
Operating loss carry-forward, expiration date | '2014 through 2033 |
Euro [Member] | ' |
Federal net operating carry-forward loss | $1,800,000 |
Income_Taxes_Schedule_of_Incom
Income Taxes - Schedule of Income From Continuing Operations Before Provision for Income Taxes (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | ' | ' |
U.S. | ($2,040) | ($2,659) |
Foreign | 1,760 | 3,076 |
(Loss)/Income before income taxes | ($280) | $417 |
Income_Taxes_Schedule_of_Provi
Income Taxes - Schedule of Provision for Income Taxes (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | ' | ' |
Federal | ' | ' |
State | ' | 11 |
Foreign | 172 | 320 |
Total current | 172 | 331 |
Federal | ' | ' |
State | ' | 1 |
Foreign | -60 | -17 |
Total deferred | -60 | -17 |
Total provision for income taxes | $112 | $314 |
Income_Taxes_Schedule_of_Incom1
Income Taxes - Schedule of Income Tax Expense Benefit (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | ' | ' |
Federal income tax at statutory rates | ($121) | $143 |
State income taxes, net of federal benefit | ' | 11 |
Foreign income taxes | -461 | -744 |
Changes in valuation allowances | 521 | 287 |
Foreign income inclusion - IRC 956 | 165 | 607 |
Permanent differences | 8 | 10 |
Effective tax rate | $112 | $314 |
Income_Taxes_Schedule_of_Defer
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Income Tax Disclosure [Abstract] | ' | ' |
Allowance for doubtful accounts | $5 | $1 |
Inventory reserves and uniform capitalization | 982 | 661 |
Other accrued liabilities | 91 | 178 |
Deferred tax assets, reserve and accruals | 1,078 | 840 |
Valuation allowance-current deferred tax assets | -1,032 | -712 |
Total current deferred tax assets | 46 | 128 |
Depreciation on property, plant & equipment | 26 | 142 |
Non-qualified stock option expense | 13 | 3 |
Deferred compensation | 240 | 246 |
Deferred income | 3 | ' |
Tax credits | 55 | 114 |
Net operating loss carry-forwards | 6,900 | 5,095 |
Other, net | 448 | 45 |
Deferred tax assets, gross total | 7,685 | 5,645 |
Valuation allowance-long-term deferred tax assets | -7,632 | -5,586 |
Total long-term deferred tax assets | 53 | 59 |
Intangible assets other than goodwill | -17 | ' |
Total deferred tax assets (long-term) | 36 | ' |
Net deferred tax assets (liabilities) | $82 | $187 |
Operating_Segments_Details_Nar
Operating Segments (Details Narrative) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Percentage of major customer sales in total sales | 10.00% | 10.00% |
Customer One [Member] | ' | ' |
Percentage of major customer sales in total sales | 10.80% | ' |
Electronic Devices [Member] | ' | ' |
Percentage of major customer sales in total sales | 11.60% | ' |
Percenatge of basic price in geographical area | 40.00% | ' |
Operating_Segments_Reconciliat
Operating Segments - Reconciliation of Segment Financial Data (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Net sales | $31,898 | $34,047 |
Gross profit | 9,715 | 10,006 |
Depreciation and amortization | 474 | 413 |
Operating income (loss) | 249 | -55 |
Total assets | 26,459 | 24,398 |
Communications Equipment [Member] | ' | ' |
Total assets | 6,266 | ' |
Electronic Devices [Member] | ' | ' |
Net sales | 21,717 | 24,036 |
Gross profit | 6,280 | 7,085 |
Depreciation and amortization | 288 | 237 |
Operating income (loss) | 2,681 | 3,355 |
Total assets | 20,134 | 17,222 |
Communications Equipment [Member] | ' | ' |
Net sales | 10,181 | 10,011 |
Gross profit | 3,435 | 2,921 |
Depreciation and amortization | 176 | 172 |
Operating income (loss) | 46 | -703 |
Total assets | ' | 7,018 |
Corporate And Other [Member] | ' | ' |
Operating income (loss) | -2,478 | -2,707 |
Total assets | 59 | 158 |
All Other [Member] | ' | ' |
Depreciation and amortization | $10 | $4 |
Operating_Segments_Summary_of_
Operating Segments - Summary of Net Sales by Geographic Area (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Total Net sales | $31,898 | $34,047 |
Electronic Devices [Member] | ' | ' |
Total Net sales | 21,717 | 24,036 |
Electronic Devices [Member] | United States [Member] | ' | ' |
Total Net sales | ' | ' |
Electronic Devices [Member] | United Kingdom [Member] | ' | ' |
Total Net sales | 21,717 | 24,036 |
Electronic Devices [Member] | France [Member] | ' | ' |
Total Net sales | ' | ' |
Communications Equipment [Member] | ' | ' |
Total Net sales | 10,181 | 10,011 |
Communications Equipment [Member] | United States [Member] | ' | ' |
Total Net sales | 1,465 | 1,712 |
Communications Equipment [Member] | United Kingdom [Member] | ' | ' |
Total Net sales | ' | ' |
Communications Equipment [Member] | France [Member] | ' | ' |
Total Net sales | $8,716 | $8,299 |
Operating_Segments_Summary_of_1
Operating Segments - Summary of Total Assets by Geographic Area (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Total assets | $26,459 | $24,398 |
United States [Member] | ' | ' |
Total assets | 1,022 | 1,426 |
United Kingdom [Member] | ' | ' |
Total assets | 20,134 | 17,222 |
France [Member] | ' | ' |
Total assets | $5,303 | $5,750 |
Retirement_Plans_Details_Narra
Retirement Plans (Details Narrative) (USD $) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | |
Minimum [Member] | Maximum [Member] | |||
Contributions by employer | $3,000 | $5,000 | ' | ' |
Percentage of contributions by employer | ' | ' | 2.00% | 8.00% |
Contributions to pension plans | $535,000 | $439,000 | ' | ' |
Retirement_Plans_Components_of
Retirement Plans - Components of Net Periodic Benefit Cost (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Compensation and Retirement Disclosure [Abstract] | ' | ' |
Service costs | $20 | $16 |
Interest costs | 13 | 16 |
Amortization of unrecognized prior service cost | 4 | 3 |
Net periodic pension expense | $37 | $35 |
Retirement_Plans_Change_in_Ben
Retirement Plans - Change in Benefit Obligation (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Compensation and Retirement Disclosure [Abstract] | ' | ' |
Projected benefit obligation, beginning of year | $453 | $337 |
Service cost | 20 | 16 |
Interest cost | 13 | 16 |
Exchange rate movement | 20 | 7 |
Actuarial (gain)/loss | -51 | 77 |
Projected benefit obligation, end of year | 455 | 453 |
Unfunded status | 455 | 453 |
Unrecognized loss | ' | ' |
Net amount recognized | $455 | $453 |
Retirement_Plans_Weighted_Aver
Retirement Plans - Weighted Average Assumptions Used (Details) | Dec. 31, 2012 | Dec. 31, 2011 |
Compensation and Retirement Disclosure [Abstract] | ' | ' |
Discount rate | 3.15% | 2.80% |
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation Average remaining service life at year end | '13 years 1 month 6 days | '12 years 9 months 18 days |
Average rate of future compensation increase | 2.00% | 2.00% |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Commitments and Contingencies Disclosure [Abstract] | ' | ' |
Lease expire period term | ' | ' |
2014 through 2033 | ||
Sub lease rental expense | $300,000 | $700,000 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Rental Payments (Details) (USD $) | Dec. 31, 2013 |
Commitments and Contingencies Disclosure [Abstract] | ' |
2014 | $448 |
2015 | 373 |
2016 | 316 |
Thereafter | 3,024 |
Total | $4,161 |
Related_Parties_Details_Narrat
Related Parties (Details Narrative) (Former Shareholders of ACC [Member], USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Former Shareholders of ACC [Member] | ' |
Total balance of notes payable | $2,300,000 |
Notes payable interest rate | 4.00% |
Notes payable maturity date | 7-Apr-14 |
Casualty_Loss_Details_Narrativ
Casualty Loss (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Casualty Loss | ' | ' |
Insurance income on assets | ' | $300,000 |
Insurance settlement benefit | $473,000 | ' |
Subsequent_Events_Details_Narr
Subsequent Events (Details Narrative) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 07, 2014 | Apr. 01, 2014 |
Lloyds Bank [Member] | Lloyds Bank [Member] | |||
Subsequent Event [Member] | Subsequent Event [Member] | |||
Repayment of debt | ' | ' | $2,277,000 | ' |
Loan maturity period | ' | ' | '3 years | ' |
Loans Payable | ' | ' | ' | 700,000 |
Loan amount | 5,336,000 | ' | ' | 1,800,000 |
Line of credit facility | $1,196,000 | $1,122,000 | ' | $1,100,000 |
Loan interest rate | ' | ' | ' | 6.60% |