Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 05, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'NUMEREX CORP /PA/ | ' |
Entity Central Index Key | '0000870753 | ' |
Trading Symbol | 'nmrx | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 18,976,496 |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
UNAUDITED_CONDENSED_CONSOLIDAT
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $16,357 | $25,603 |
Accounts receivable, less allowance for doubtful accounts of $1,495 and $674 | 13,018 | 9,385 |
Financing receivables, current | 1,568 | 1,223 |
Inventory, net of reserve for obsolescence | 8,250 | 8,315 |
Prepaid expenses and other current assets | 1,704 | 1,833 |
Deferred tax assets, current | 2,742 | 2,742 |
Assets of discontinued operations | ' | 840 |
TOTAL CURRENT ASSETS | 43,639 | 49,941 |
Financing receivables, less current portion | 3,133 | 3,029 |
Property and equipment, net of accumulated depreciation and amortization of $3,257 and $1,879 | 4,503 | 3,125 |
Software, net of accumulated amortization | 6,255 | 6,381 |
Other intangibles, net of accumulated amortization | 19,518 | 5,617 |
Goodwill | 48,340 | 26,941 |
Deferred tax assets, less current portion | 2,596 | 3,958 |
Other assets | 2,210 | 2,298 |
TOTAL ASSETS | 130,194 | 101,290 |
CURRENT LIABILITIES | ' | ' |
Accounts payable | 11,531 | 9,953 |
Accrued expenses and other current liabilities | 2,872 | 2,004 |
Deferred revenues | 1,993 | 1,894 |
Current portion of long-term debt | 3,758 | 633 |
Obligations under capital leases | 233 | 306 |
Liabilities of discontinued operations | ' | 207 |
TOTAL CURRENT LIABILITIES | 20,387 | 14,997 |
Long-term debt, less current portion | 20,625 | 475 |
Obligations under capital lease, less current portion | ' | 148 |
Other liabilities | 1,590 | 1,693 |
TOTAL LIABILITIES | 42,602 | 17,313 |
COMMITMENTS AND CONTINGENCIES | ' | ' |
SHAREHOLDERS' EQUITY | ' | ' |
Preferred stock, no par value; authorized 3,000; none issued | ' | ' |
Additional paid-in capital | 98,371 | 95,777 |
Treasury stock, at cost, 1,300 and 1,241 shares | -5,352 | -5,238 |
Accumulated other comprehensive loss | -34 | -24 |
Accumulated deficit | -5,393 | -6,538 |
TOTAL SHAREHOLDERS' EQUITY | 87,592 | 83,977 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 130,194 | 101,290 |
Class A Common Stock | ' | ' |
SHAREHOLDERS' EQUITY | ' | ' |
Common stock value | ' | ' |
Class B Common Stock | ' | ' |
SHAREHOLDERS' EQUITY | ' | ' |
Common stock value | ' | ' |
UNAUDITED_CONDENSED_CONSOLIDAT1
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts receivable, allowance for doubtful accounts (in dollars) | $1,495 | $674 |
Property and equipment, accumulated depreciation and amortization (in dollars) | $3,257 | $1,879 |
Preferred stock, no par value (in dollars per share) | ' | ' |
Preferred stock, shares authorized | 3,000 | 3,000 |
Preferred stock, shares issued | ' | ' |
Treasury stock, at cost, shares | 1,300 | 1,241 |
Class A Common Stock | ' | ' |
Common stock, no par value (in dollars per share) | ' | ' |
Common stock, shares authorized | 30,000 | 30,000 |
Common stock, shares issued | 20,269 | 20,069 |
Common stock, shares outstanding | 18,969 | 18,828 |
Class B Common Stock | ' | ' |
Common stock, no par value (in dollars per share) | ' | ' |
Common stock, shares authorized | 5,000 | 5,000 |
Common stock, shares issued | ' | ' |
UNAUDITED_CONDENSED_CONSOLIDAT2
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Net sales: | ' | ' | ' | ' |
Subscription and support revenues | $17,429 | $13,482 | $47,530 | $37,932 |
Embedded devices and hardware | 8,234 | 8,469 | 21,483 | 17,727 |
Total net sales | 25,663 | 21,951 | 69,013 | 55,659 |
Cost of sales, exclusive of a portion of depreciation and amortization shown below: | ' | ' | ' | ' |
Subscription and support revenues | 7,011 | 5,622 | 18,647 | 16,531 |
Embedded devices and hardware | 7,365 | 7,348 | 18,517 | 16,575 |
Gross profit | 11,287 | 8,981 | 31,849 | 22,553 |
Operating expenses: | ' | ' | ' | ' |
Sales and marketing | 3,029 | 2,636 | 9,066 | 6,907 |
General and administrative | 3,429 | 3,174 | 11,207 | 9,828 |
Engineering and development | 2,430 | 1,317 | 5,794 | 3,626 |
Depreciation and amortization | 1,597 | 1,209 | 4,570 | 3,485 |
Operating income (loss) | 802 | 645 | 1,212 | -1,293 |
Interest expense | 278 | 75 | 564 | 220 |
Other (income) expense, net | -97 | 30 | -1,272 | 25 |
Income (loss) from continuing operations before income taxes | 621 | 540 | 1,920 | -1,538 |
Income tax expense (benefit) | 358 | -35 | 283 | -2,549 |
Income from continuing operations, net of income taxes | 263 | 575 | 1,637 | 1,011 |
Loss from discontinued operations, net of income taxes | ' | ' | -492 | -1,437 |
Net income (loss) | 263 | 575 | 1,145 | -426 |
Other items of comprehensive (loss) income, net of income taxes: | ' | ' | ' | ' |
Foreign currency translation adjustment | -13 | 8 | -10 | -13 |
Comprehensive income (loss) | $250 | $583 | $1,135 | ($439) |
Basic earnings per share: | ' | ' | ' | ' |
Income from continuing operations (in dollars per share) | $0.01 | $0.03 | $0.09 | $0.06 |
Loss from discontinued operations (in dollars per share) | $0 | $0 | ($0.03) | ($0.08) |
Net income (loss) (in dollars per share) | $0.01 | $0.03 | $0.06 | ($0.02) |
Diluted earnings per share: | ' | ' | ' | ' |
Income from continuing operations (in dollars per share) | $0.01 | $0.03 | $0.09 | $0.05 |
Loss from discontinued operations (in dollars per share) | $0 | $0 | ($0.03) | ($0.07) |
Net income (loss) (in dollars per share) | $0.01 | $0.03 | $0.06 | ($0.02) |
Weighted average shares outstanding used in computing earnings per share: | ' | ' | ' | ' |
Basic (in shares) | 18,956 | 18,565 | 18,900 | 18,193 |
Diluted (in shares) | 19,263 | 19,014 | 19,253 | 18,746 |
UNAUDITED_CONDENSED_CONSOLIDAT3
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (USD $) | Common Shares | Additional Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Total |
In Thousands, unless otherwise specified | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | |
Balance at Dec. 31, 2013 | ' | $95,777 | ($5,238) | ($24) | ($6,538) | $83,977 |
Balance (in shares) at Dec. 31, 2013 | 20,069 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Equity-based compensation expense | ' | 1,833 | ' | ' | ' | 1,833 |
Equity-based compensation expense (in shares) | 1 | ' | ' | ' | ' | ' |
Equity-based compensation plan activity | ' | 935 | ' | ' | ' | 935 |
Equity-based compensation plan activity (in shares) | 199 | ' | ' | ' | ' | ' |
Value of shares retained to pay employee taxes | ' | -174 | -114 | ' | ' | -288 |
Translation adjustment | ' | ' | ' | -10 | ' | -10 |
Net income | ' | ' | ' | ' | 1,145 | 1,145 |
Balance at Sep. 30, 2014 | ' | $98,371 | ($5,352) | ($34) | ($5,393) | $87,592 |
Balance (in shares) at Sep. 30, 2014 | 20,269 | ' | ' | ' | ' | ' |
UNAUDITED_CONDENSED_CONSOLIDAT4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income (loss) | $1,145 | ($426) |
Less loss from discontinued operations, net of income taxes | -492 | -1,437 |
Income from continuing operations, net of income taxes | 1,637 | 1,011 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 4,969 | 3,552 |
Equity-based compensation expense | 1,833 | 1,323 |
Deferred income taxes | 36 | -2,473 |
Bad debt expense | 364 | 350 |
Inventory reserves | 415 | 704 |
Gain on sale of cost method investment | -1,109 | ' |
Other non-cash expense | 76 | 187 |
Changes in assets and liabilities, net of effects of acquisitions: | ' | ' |
Accounts and financing receivables | -1,638 | -2,886 |
Inventory, net | 613 | -1,045 |
Accounts payable, accrued expenses and other liabilities | 208 | 412 |
Deferred revenue | -77 | 990 |
Other | -275 | 1,210 |
Net cash provided by operating activities | 7,052 | 3,335 |
Cash flows from investing activities: | ' | ' |
Net cash paid for acquisition | -37,113 | -177 |
Purchases of property and equipment | -1,335 | -1,002 |
Purchases of intangible and other assets | -2,709 | -2,599 |
Proceeds from sale-leaseback of equipment | ' | 716 |
Proceeds from sale of cost basis investment | 1,309 | ' |
Other | ' | -11 |
Net cash used in investing activities | -39,848 | -3,073 |
Cash flows from financing activities: | ' | ' |
Principal payments on debt | -1,725 | -6,975 |
Principal payments on capital lease obligations | -221 | -198 |
Proceeds from underwritten offering, net of offering costs | ' | 27,731 |
Proceeds from long-term debt | 25,000 | ' |
Equity-based compensation plan activity | 647 | -28 |
Deferred financing costs | -293 | ' |
Proceeds from exercise of warrants | ' | 193 |
Net cash provided by financing activities | 23,408 | 20,723 |
Cash flows from discontinued operations: | ' | ' |
Cash provided by (used in) operating activities | 142 | -105 |
Cash provided by (used in) investing activities | ' | -11 |
Net cash provided by (used in) discontinued operations | 142 | -116 |
Net (decrease) increase in cash and cash equivalents | -9,246 | 20,869 |
Cash and cash equivalents at beginning of year | 25,603 | 4,948 |
Cash and cash equivalents at end of period | 16,357 | 25,817 |
Supplemental disclosures of cash flow information: | ' | ' |
Cash paid for interest | 488 | 144 |
Cash paid for income taxes | 83 | 76 |
Disclosure of non-cash investing and financing activities: | ' | ' |
Note issued in conjunction with disposal of discontinued operations | 35 | ' |
Capital Expenditures in Accounts Payable | 386 | ' |
Capital leases | ' | $716 |
Common stock issuable in connection with acquisition | ' | 925 |
NATURE_OF_OPERATIONS_AND_BASIS
NATURE OF OPERATIONS AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2014 | |
Nature Of Operations And Basis Of Presentation [Abstract] | ' |
NATURE OF OPERATIONS AND BASIS OF PRESENTATION | ' |
NOTE A – NATURE OF OPERATIONS AND BASIS OF PRESENTATION | |
As used herein, except as otherwise indicated by context, references to “we,” “us,” or “Numerex” refer to Numerex Corp. and its subsidiaries. We are a leading provider of interactive and on-demand machine-to-machine (M2M) enterprise solutions enabling the Internet of Things (IoT). The Company provides its technology and services through its integrated M2M horizontal platforms, which are generally sold on a subscription basis. The Company offers Numerex DNA® that may include hardware and smart Devices, cellular and satellite Network services, and software Applications that are delivered through Numerex FAST® (Foundation Application Software Technology). The Company also provides business services to enable the development of efficient, reliable, and secure solutions while accelerating deployment. Numerex is ISO 27001 information security-certified, highlighting the Company’s focus on M2M data security, service reliability and around-the-clock support of its customers’ M2M solutions. | |
We prepared the accompanying unaudited condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, referred to as GAAP, for interim financial information and the Rules and Regulations issued by the Securities Exchange Commission, or SEC, as applicable. These financial statements include all of our accounts and those of our wholly-owned subsidiaries. We have eliminated intercompany transactions and balances in consolidation. | |
Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted, although we believe that the disclosures made are adequate to make the information not misleading. In the opinion of management, the accompanying financial statements reflect all adjustments, which consist of normal recurring adjustments unless otherwise disclosed, considered necessary for a fair presentation of our financial position as of September 30, 2014 and our operating results and cash flows for the interim periods presented. The accompanying condensed consolidated balance sheet as of December 31, 2013 was derived from our audited financial statements, but does not include all disclosures required by GAAP. The financial information presented herein should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2013 which includes information and disclosures not included in this quarterly report. | |
The preparation of financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. Actual results may differ materially from these estimates. Operating results for the three and nine months ended September 30, 2014 may not be indicative of the results that may be expected for the year ending December 31, 2014 or any future periods. | |
Reclassifications | |
Certain prior period amounts in the accompanying consolidated balance sheet have been reclassified to conform to the current period presentation. |
MERGER_AND_ACQUISITIONS
MERGER AND ACQUISITIONS | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Acquisition [Abstract] | ' | ||||||||
MERGER AND ACQUISITIONS | ' | ||||||||
NOTE B – MERGER AND ACQUISITIONS | |||||||||
2014 Merger | |||||||||
On May 5, 2014, in accordance with the terms and conditions of the merger agreement, we merged our wholly-owned subsidiary with and into Omnilink Systems Inc. (Omnilink) with Omnilink surviving the merger as a wholly-owned subsidiary of the Company. The purchase price of $37.5 million was composed of a cash payment of $37.3 million and a working capital adjustment of $0.2 million, subject to post-closing purchase price adjustments and escrows as provided in the merger agreement. | |||||||||
Omnilink provides tracking and monitoring services for people and valuable assets via Omnilink’s M2M platform that connects hardware, networks, software, and support services. We expect our combination with Omnilink to provide operating synergies and create potential growth opportunities through product enhancement and channel expansion. The assets, liabilities and operating results of Omnilink are reflected in our condensed consolidated financial statements commencing from the merger date. Transaction costs of $1.0 million for the nine months ended September 30, 2014 have been recorded in general and administrative expense in the accompanying consolidated statement of operations and comprehensive income (loss). | |||||||||
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the closing date of the Omnilink merger (dollars in thousands): | |||||||||
Estimated | |||||||||
Fair Value | Useful Lives | ||||||||
Cash | $ | 195 | n/a | ||||||
Accounts receivable | 2,677 | n/a | |||||||
Inventory | 963 | n/a | |||||||
Prepaid and other assets | 377 | n/a | |||||||
Property and equipment | 1,613 | 4 | (a) | ||||||
Other non-current assets | 2 | n/a | |||||||
Customer relationships | 6,056 | 11 | |||||||
Technology | 4,998 | 14 | |||||||
Trade names | 3,632 | Indefinite | |||||||
Goodwill | 21,310 | Indefinite | |||||||
Total identifiable assets acquired | 41,823 | ||||||||
Accounts payable | (1,756 | ) | n/a | ||||||
Accrued expenses | (1,195 | ) | n/a | ||||||
Deferred revenue | (64 | ) | n/a | ||||||
Deferred tax liability | (1,326 | ) | n/a | ||||||
Total liabilities assumed | (4,341 | ) | |||||||
Net assets acquired | $ | 37,482 | |||||||
(a) | The weighted average remaining useful life for all property and equipment is approximately four years. | ||||||||
The above fair value purchase price allocations are provisional and subject to change. The total purchase consideration for the merger was allocated to identifiable assets purchased and liabilities assumed based on fair value. The estimated fair value attributed to intangible assets, other than Goodwill, was based on appropriate valuation techniques. The final valuation of assets acquired and liabilities assumed is expected to be completed as soon as possible, but no later than one year from the acquisition date. Given the scope of the operational integration and valuation efforts, as well as the complexity presented in the valuation of the tax effects related to tax attributes and other deferred tax items, the valuation of certain assets and liabilities is still being completed. The primary area that is not yet finalized relates to the calculation of deferred taxes and the corresponding effect on the residual value of goodwill. We have recorded deferred tax liabilities for indefinite lived assets which will not be offset against deferred tax assets. | |||||||||
The gross amount of accounts receivable in the table above is $2.9 million. Based on the nature and financial strength of the customers, we expect to collect amounts due for the accounts receivable of $2.7 million. Our best estimate at the merger date of the contractual cash flows not expected to be collected is $0.2 million. | |||||||||
The residual allocation to goodwill results from such factors as an assembled workforce, expected significant synergies for market growth and profitability as well as Omnilink’s service and product lines contributing to our becoming the market leader in select M2M vertical markets. The total amount of goodwill will not be deductible for tax purposes. | |||||||||
Unaudited Pro forma Results | |||||||||
The condensed consolidated statement of operations for the nine months ended September 30, 2014 includes approximately $5.4 million of revenues contributed by Omnilink products and services for the period from May 5, 2014 through September 30, 2014. Immediately upon closing the merger, we began integrating Omnilink’s operations with our existing operations. As a result, the legacy and acquired businesses are now sharing various selling, general and administrative functions. Any measure of stand-alone profitability for Omnilink in the post-acquisition period is not material and cannot be calculated accurately due to the shared cost structure of the acquired and legacy businesses. | |||||||||
The following table presents the Company’s unaudited pro forma consolidated net sales, income (loss) from continuing operations before income taxes and net income (loss) for the nine months ended September 30, 2014 and 2013, based on the historical statements of operations of Numerex and of Omnilink, giving effect to the Omnilink merger and related financing as if they had occurred on January 1, 2013. The unaudited pro forma financial information is not necessarily indicative of what the Company’s consolidated results of operations actually would have been had the acquisition occurred at the beginning of each year. In addition, the unaudited pro forma financial information does not attempt to project the future results of operations of the combined company. | |||||||||
Unaudited Pro Forma Results | |||||||||
Nine Months Ended | |||||||||
September 30, | September 30, | ||||||||
2014 | 2013 | ||||||||
Net sales | $ | 73,412 | $ | 62,261 | |||||
Income (loss) from continuing operations, | |||||||||
before income tax | 2,134 | (3,234 | ) | ||||||
Net income (loss) | 1,725 | (490 | ) | ||||||
Basic and diluted income (loss) per | |||||||||
common share | $ | 0.09 | $ | (0.13 | ) | ||||
The unaudited pro forma financial information above gives effect to the following: | |||||||||
● | Adjust depreciation expense for a 2014 net reduction of $88,000 and a 2013 net reduction of $44,000 for the effect of recording property and equipment at estimated fair value. | ||||||||
● | Adjust amortization expense for a 2014 net increase of $0.3 million and a 2013 net increase of $0.7 million for the effect of recording intangible assets at estimated fair value. | ||||||||
● | Adjust interest expense for a 2014 net increase of $0.1 million and a 2013 net increase of $0.5 million due to the repayment of Omnilink’s debt balances in conjunction with the merger and the merger-related debt incurred by Numerex and related amortization of deferred financing costs. | ||||||||
● | Adjust expense by $1.0 million to reclassify expense recorded for merger-related costs in the nine month period ended September 30, 2014, to the nine month period ended September 30, 2013, to reflect the expenses as of the pro forma merger date of January 1, 2013. | ||||||||
The unaudited pro forma results do not include any revenue or cost reductions that may be achieved through the business combination, or the impact of non-recurring items directly related to the business combination. | |||||||||
2013 Acquisitions | |||||||||
On December 2, 2013, we acquired substantially all the assets, products and technologies of a small technology company that provided remote monitoring and management of bulk storage tanks. The acquisition expands the scope and scale of our capabilities in supply chain and remote monitoring markets. Total consideration was $2.8 million in cash, of which $0.2 million will be paid on December 2, 2014. Goodwill of $1.5 million was recorded in connection with this acquisition. Pro forma results of operations were not presented as the acquisition was not material to our results of operations for the periods presented. | |||||||||
On February 1, 2013, we purchased substantially all of the assets and business of a small technology company that provides products and services for environmental monitoring, wireless remote control and monitoring, wireless sensor networks, and connected device consulting. We acquired the company’s assets to expand our technical capabilities and the market segments we serve. Total consideration was $1.1 million, comprised of $0.2 million in cash and 73,587 shares of our common stock having a fair value at the time of issuance of $0.9 million and the assumption of certain liabilities. The shares of common stock are subject to various time-based selling restrictions. Pro forma results of operations were not presented as the acquisition was not material to our results of operations for the periods presented. |
DISCONTINUED_OPERATIONS
DISCONTINUED OPERATIONS | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | ||||||||||||
DISCONTINUED OPERATIONS | ' | ||||||||||||
NOTE C – DISCONTINUED OPERATIONS | |||||||||||||
During the year ended December 31, 2013, we decided to exit certain businesses and related products that are not core to our future business plans. These non-core businesses include BNI Solutions, Inc. (BNI), Digilog, Inc. and DCX Systems, Inc. These businesses were previously reported in our consolidated financial statements as a separate segment, “Other Services”. The related products and services included video conferencing hardware and installation of telecommunications equipment, all of which were unrelated to our core M2M communication products and services. | |||||||||||||
All assets and liabilities of the discontinued operations were reclassified into two line items, assets and liabilities of discontinued operations, and classified as current in the accompanying December 31, 2013 condensed consolidated balance sheets. All revenues and expenses of the discontinued operations were reclassified and presented in the accompanying condensed consolidated statements of operations and comprehensive income (loss) as loss from discontinued operations, net of income taxes, after income from continuing operations, net of income taxes and before net loss. Similarly, all cash flows of the discontinued operations were reclassified and presented in the accompanying condensed consolidated statements of cash flows as cash flows from discontinued operations. | |||||||||||||
On June 30, 2014, we completed the sale and disposition of all of the capital stock of BNI and remaining discontinued operations were subsequently dissolved. The following table presents the summarized financial results of the discontinued operations for the nine months ended September 30, 2014, and the three and nine months ended September 30, 2013 (in thousands): | |||||||||||||
Nine Months Ended | Three Months Ended | ||||||||||||
September 30, | September 30, | ||||||||||||
2014 | 2013 | 2013 | |||||||||||
Revenues from discontinued operations | $ | 207 | $ | 960 | $ | 377 | |||||||
Loss (income) from discontinued operations before | |||||||||||||
income taxes | (285 | ) | (1,527 | ) | 125 | ||||||||
Income tax benefit (expense) | 127 | 90 | (125 | ) | |||||||||
(Loss) income from discontinued operations, net of | |||||||||||||
income taxes | (158 | ) | (1,437 | ) | - | ||||||||
Loss on disposal of subsidiary included in | |||||||||||||
discontinued operations | (309 | ) | - | - | |||||||||
Loss on dissolution of subsidiaries included in | |||||||||||||
discontinued operations | (25 | ) | - | - | |||||||||
Net loss from discontinued operations | $ | (492 | ) | $ | (1,437 | ) | $ | - | |||||
There are no assets or liabilities reported as discontinued operations as of September 30, 2014 due to our disposal and dissolution of all discontinued operations. The following table summarizes the assets and liabilities reported as discontinued operations as of December 31, 2013 (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | |||||||||||||
ASSETS | |||||||||||||
CURRENT ASSETS | |||||||||||||
Accounts receivable, less allowance | |||||||||||||
for doubtful accounts of $600 | $ | 253 | |||||||||||
Inventory, net of reserve for obsolescence of $30 | 122 | ||||||||||||
Prepaid expenses and other current assets | 164 | ||||||||||||
TOTAL CURRENT ASSETS | 539 | ||||||||||||
Property and equipment, net | 9 | ||||||||||||
Other assets | 292 | ||||||||||||
TOTAL ASSETS OF DISCONTINUED OPERATIONS | $ | 840 | |||||||||||
LIABILITIES | |||||||||||||
CURRENT LIABILITIES | |||||||||||||
Accounts payable | $ | 10 | |||||||||||
Accrued expenses and other current liabilities | 171 | ||||||||||||
Deferred revenues | 26 | ||||||||||||
TOTAL LIABILITIES OF DISCONTINUED OPERATIONS | $ | 207 | |||||||||||
We recorded a pre-tax loss on the disposal of discontinued operations of $0.3 million for the nine months ended September 30, 2014 related to the sale of assets related to BNI. The loss on the disposal of discontinued operations is calculated as follows: | |||||||||||||
Proceeds | $ | 35,000 | |||||||||||
Less: | |||||||||||||
Carrying value | (344,016 | ) | |||||||||||
Pre-tax loss on disposal of discontinued operations | $ | (309,016 | ) | ||||||||||
We recorded a pre-tax loss of $25,000 on the dissolution of other subsidiaries included in discontinued operations for the nine months ended September 30, 2014. |
INVENTORY
INVENTORY | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Inventory [Abstract] | ' | ||||||||
INVENTORY | ' | ||||||||
NOTE D - INVENTORY | |||||||||
Inventory consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Raw materials | $ | 889 | $ | 1,503 | |||||
Finished goods | 8,620 | 7,922 | |||||||
Reserve for obsolescence | (1,259 | ) | (1,110 | ) | |||||
$ | 8,250 | $ | 8,315 |
INTANGIBLE_ASSETS
INTANGIBLE ASSETS | 9 Months Ended | ||||||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||||||
Intangible Assets [Abstract] | ' | ||||||||||||||||||||||||||||
INTANGIBLE ASSETS | ' | ||||||||||||||||||||||||||||
NOTE E – INTANGIBLE ASSETS | |||||||||||||||||||||||||||||
Intangible Assets Other Than Goodwill | |||||||||||||||||||||||||||||
Intangible assets other than goodwill are summarized as follows (dollars in thousands): | |||||||||||||||||||||||||||||
As of September 30, 2014 | As of December 31, 2013 | ||||||||||||||||||||||||||||
Weighted-Average Remaining | Gross | Accumulated Amortization | Net Book | Gross | Accumulated Amortization | Net Book | |||||||||||||||||||||||
Lives | Carrying | Value | Carrying | Value | |||||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||||||
Purchased and developed software | 1.6 | $ | 9,800 | $ | (5,696 | ) | $ | 4,104 | $ | 8,836 | $ | (3,706 | ) | $ | 5,130 | ||||||||||||||
Software in development | n/a | 2,151 | - | 2,151 | 1,251 | - | 1,251 | ||||||||||||||||||||||
Total software | 11,951 | (5,696 | ) | 6,255 | 10,087 | (3,706 | ) | 6,381 | |||||||||||||||||||||
Licenses | 0.5 | 12,763 | (11,813 | ) | 950 | 12,646 | (11,415 | ) | 1,231 | ||||||||||||||||||||
Customer relationships | 8.8 | 8,287 | (1,124 | ) | 7,163 | 2,231 | (602 | ) | 1,629 | ||||||||||||||||||||
Technologies | 13.6 | 4,998 | (149 | ) | 4,849 | - | - | - | |||||||||||||||||||||
Patents and trademarks | 4.3 | 4,082 | (1,536 | ) | 2,546 | 3,260 | (1,172 | ) | 2,088 | ||||||||||||||||||||
Trade names | Indefinite | 3,632 | - | 3,632 | - | - | - | ||||||||||||||||||||||
Other | n/a | 378 | - | 378 | 669 | - | 669 | ||||||||||||||||||||||
Total other intangibles | 34,140 | (14,622 | ) | 19,518 | 18,806 | (13,189 | ) | 5,617 | |||||||||||||||||||||
$ | 46,091 | $ | (20,318 | ) | $ | 25,773 | $ | 28,893 | $ | (16,895 | ) | $ | 11,998 | ||||||||||||||||
Remaining useful lives in the preceding table were calculated on a weighted average basis as of September 30, 2014. We did not incur significant costs to renew or extend the term of acquired intangible assets during the three or nine months ending September 30, 2014. We acquired intangible assets, excluding goodwill, totaling $14.7 million in the merger during the nine months ended September 30, 2014. See Note B – Merger and Acquisitions. | |||||||||||||||||||||||||||||
Amortization expense related to intangible assets was $1.2 million and $0.9 million for the three months ended September 30, 2014 and 2013, respectively, and was $3.4 million and $2.7 million for the nine months ended September 30, 2014 and 2013, respectively. Amortization expense recorded in cost of subscription revenues in the accompanying condensed consolidated statements of operations and comprehensive (loss) income was $0.2 million and $0.1 million for the three months ended September 30, 2014 and 2013, respectively, and was $0.4 million and $0.2 million for the nine months ended September 30, 2014 and 2013, respectively. | |||||||||||||||||||||||||||||
Goodwill | |||||||||||||||||||||||||||||
The carrying amount of goodwill for the nine months ended September 30, 2014 is as follows (in thousands): | |||||||||||||||||||||||||||||
31-Dec-13 | $ | 26,941 | |||||||||||||||||||||||||||
Acquisition | 21,310 | ||||||||||||||||||||||||||||
Measurement period adjustment | 89 | ||||||||||||||||||||||||||||
30-Sep-14 | $ | 48,340 | |||||||||||||||||||||||||||
Acquisition related goodwill additions were the result of the Omnilink merger. See Note B - Merger and Acquisitions. | |||||||||||||||||||||||||||||
The measurement period adjustment is related to lease receivables on the opening balance sheet of our December 2013 acquisition with no effect on the statement of operations and an immaterial effect on the associated balance sheet captions. | |||||||||||||||||||||||||||||
Accumulated impairment losses were $6.1 million as of September 30, 2014 and December 31, 2013. We did not record any goodwill impairment losses in continuing operations for the three or nine months ended September 30, 2014 or 2013. |
DEBT
DEBT | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
DEBT | ' | ||||||||
NOTE F – DEBT | |||||||||
Debt consisted of the following (dollars in thousands): | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Seller financed note payable, with interest at 4.25%, monthly | |||||||||
payments of principal and interest, secured by equipment, | |||||||||
due September 2015 | $ | 633 | $ | 1,108 | |||||
Note payable to Silicon Valley Bank, with interest at our | |||||||||
option of prime rate or LIBOR rate plus margin, quarterly | |||||||||
payments of principal and interest, secured by assets of | |||||||||
our subsidiaries, due May 2019 | 23,750 | - | |||||||
24,383 | 1,108 | ||||||||
Less current portion of long-term debt | 3,758 | 633 | |||||||
Noncurrent portion of long-term debt | $ | 20,625 | $ | 475 | |||||
On May 5, 2014, we entered into a Second Amended and Restated Loan and Security Agreement (the “Loan Agreement”) with Silicon Valley Bank in order to, among other things, establish a term loan of $25.0 million and a revolving line of credit of up to $5.0 million (collectively, the “Credit Facility”). The proceeds from the term loan were used to finance the Omnilink merger. See Note B – Merger and Acquisitions. | |||||||||
Under the Loan Agreement, the maturity date of the loan is May 5, 2019 with regular required quarterly principal payments beginning June 30, 2014 equal to one fourth of 10% of the original principal amount through the quarter ended March 31, 2015 and increments to 15% for the quarterly periods through March 31, 2017 and to 20% for the quarterly periods through March 31, 2019 with any unpaid principal due at maturity. The interest rate applicable to amounts drawn from the Credit Facility currently is 3.4% as of September 30, 2014 and is, at our option, determined by reference to the prime rate or LIBOR rate plus a margin established in the Loan Agreement. The Credit Facility is secured by all assets, including our intellectual property. The Loan Agreement includes customary representations and warranties as well as affirmative and negative covenants. |
LOSS_CONTINGENCY
LOSS CONTINGENCY | 9 Months Ended |
Sep. 30, 2014 | |
Loss Contingency [Abstract] | ' |
LOSS CONTINGENCY | ' |
NOTE G – LOSS CONTINGENCY | |
We have a loss contingency for a billing dispute with one of our vendors. The contingency relates to the transition to an amended agreement with the vendor. The financial statements as of September 30, 2014 reflect our best estimate of costs related to the transition to the amended agreement. However, if we cannot satisfactorily resolve the dispute, we may owe the vendor an additional amount of up $0.5 million. |
EQUITYBASED_COMPENSATION
EQUITY-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
EQUITY-BASED COMPENSATION | ' |
NOTE H – EQUITY-BASED COMPENSATION | |
At our annual shareholder meeting on May 16, 2014, our shareholders approved the 2014 Stock and Incentive Plan (the “Plan”) to replace the Numerex Corporation 2006 Long Term Incentive Plan, as amended (the “2006 Plan”). The maximum number of shares of Class A common stock that may be issued under the Plan is 3.3 million shares less any shares remaining to be issued from the 2006 Plan plus the number of shares, but not in excess of 500,000 shares, covered by awards providing for the issuance of shares granted under the 2006 Plan that cease to be covered by such awards by reason of termination, expiration or forfeiture of the award after adoption of the Plan. |
INCOME_TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2014 | |
Income Taxes [Abstract] | ' |
INCOME TAXES | ' |
NOTE I – INCOME TAXES | |
We calculate our interim income tax provision in accordance with the accounting guidance for income taxes in interim periods. At the end of each interim period, we make our best estimate of the annual expected effective tax rate and apply that rate to our ordinary year-to-date income or loss. In addition, we calculate a year-to-date adjustment to increase or decrease our income tax provision to take into account our current expected effective tax rate. The tax or benefit related to significant, unusual, or extraordinary items that will be separately reported or reported net of their related tax effect are individually computed and recognized in the interim period in which those items occur. | |
For the three and nine months ended September 30, 2014, we recorded income tax expense from continuing operations of $0.4 million and $0.3 million, respectively, as compared to an income tax benefit of less than $0.1 million and $2.5 million, respectively, for the three and nine months ended September 30, 2013. Our income tax expense of $0.4 million for the three months ended September 30, 2014 includes a year-to-date adjustment of $0.2 million or 31.3% of the quarter’s pre-tax income, to increase our tax provision for the six months ended June 30, 2014 to our current estimated effective tax rate. Our effective tax rates for the three and nine months ended September 30, 2014 differed from the federal statutory rate applied to income and losses before income taxes primarily as a result of a number of discrete items, including (1) the effect of expenses that are not deductible for income tax purposes, including a portion of transaction costs incurred in the Omnilink merger and (2) state income taxes, including the tax effect of changes in effective state income tax rates resulting from the merger with Omnilink. In addition, the effective tax rate for the nine months ended September 30, 2014, was reduced for the income tax benefit from the capital loss on the disposal of BNI due to the ability to offset capital gains in our current tax year and to carry back for capital gains in prior tax years. | |
For the three months ended September 30, 2013, the difference between our effective tax rate and the federal statutory tax rate resulted primarily from a reduction in our reserve for state income taxes related to unrecognized tax benefits. The difference between our effective tax rate and the federal statutory tax rate for the nine months ended September 30, 2013 was primarily from our tax accounting method change related to our 2003 acquisition of our former joint venture partner’s interest in our Cellemetry LLC subsidiary. State tax accruals related to unrecognized tax benefits also contributed to the difference between the effective and federal statutory tax rates for the nine months ended September 30, 2013. | |
We continue to maintain a valuation allowance for deferred tax assets related to certain state and foreign net operating losses for which we have determined it is more likely than not expiration will occur before utilization. We file U.S., state and foreign income tax returns in jurisdictions with varying statutes of limitation. The 2010 through 2013 tax years generally remain subject to examination by federal and most state tax authorities. However, certain returns from years in which net operating losses have arisen are still open for examination by the tax authorities. | |
We are in the process of finalizing the fair value purchase price allocations for the Omnilink acquisition. Income taxes related to Omnilink have not been recorded because the analysis for deferred taxes related to some assets, liabilities, tax attributes and other items is incomplete and we have not yet determined the magnitude of net deferred tax assets and associated valuation allowances, if any. See Note B – Merger and Acquisitions. |
OTHER_INCOME_EXPENSE_NET
OTHER (INCOME) EXPENSE, NET | 9 Months Ended |
Sep. 30, 2014 | |
Other Income and Expenses [Abstract] | ' |
OTHER (INCOME) EXPENSE, NET | ' |
NOTE J – OTHER (INCOME) EXPENSE, NET | |
Other (income) expense, net includes $1.1 million for the nine months ended September 30, 2014 for a pre-tax gain on the sale of a cost method investment in a privately-held business. The carrying value of our investment was $0.2 million and we sold it for proceeds of $1.3 million. |
NET_EARNINGS_PER_SHARE
NET EARNINGS PER SHARE | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Net Earnings Per Share [Abstract] | ' | ||||||||||||||||
NET EARNINGS PER SHARE | ' | ||||||||||||||||
NOTE K – NET EARNINGS PER SHARE | |||||||||||||||||
Basic earnings per share is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period excluding the dilutive impact of common stock equivalents. Diluted earnings per share include the effect of all potentially dilutive securities on earnings per share. The dilutive effect of outstanding equity-based compensation awards and warrants is computed using the treasury stock method. The computation of diluted earnings per share does not assume exercise of securities that would have an anti-dilutive effect on earnings. | |||||||||||||||||
The following table presents a reconciliation of the shares used in the calculation of basic and diluted net income (loss) per share from continuing operations contained in our condensed consolidated statements of operations and comprehensive income (loss) (in thousands): | |||||||||||||||||
For the three months ended | For the nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Income from continuing operations, net of income taxes | $ | 263 | $ | 575 | $ | 1,637 | $ | 1,011 | |||||||||
Weighted average shares outstanding: | |||||||||||||||||
Basic | 18,956 | 18,565 | 18,900 | 18,193 | |||||||||||||
Dilutive effect of common stock equivalents | 307 | 449 | 353 | 553 | |||||||||||||
Diluted | 19,263 | 19,014 | 19,253 | 18,746 | |||||||||||||
Anti-dilutive equity-based compensation awards and warrants | 757 | 626 | 757 | 626 |
RECENT_ACCOUNTING_PRONOUNCEMEN
RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Sep. 30, 2014 | |
Recent Accounting Pronouncements [Abstract] | ' |
RECENT ACCOUNTING PRONOUNCEMENTS | ' |
NOTE L – RECENT ACCOUNTING PRONOUNCEMENTS | |
In June 2014, the Financial Accounting Standards Board (FASB) issued guidance that applies to all reporting entities that grant their employees share-based payments in which the terms of the award provide that a performance target that affects vesting could be achieved after the requisite service period. It requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition and follows existing accounting guidance for the treatment of performance conditions. The standard will be effective for us prospectively for fiscal years, and interim reporting periods within those years, beginning January 1, 2016, with early adoption permitted. We do not expect the adoption of this guidance to have a material impact on our financial position or results of operations. | |
In May 2014, the FASB issued new accounting guidance for revenue recognized from contracts with customers. The core principle of the guidance is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under current guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The guidance will become effective for us for fiscal years, and interim reporting periods within those years, beginning January 1, 2017 and will require retrospective application. We are currently in the process of evaluating the impact of adoption on our consolidated financial statements. | |
In April 2014, the FASB issued amendments to guidance for reporting discontinued operations and disposals of components of an entity. The amended guidance requires that a disposal representing a strategic shift that has (or will have) a major effect on an entity’s financial results or a business activity classified as held for sale should be reported as discontinued operations. The amendments also expand the disclosure requirements for discontinued operations. The amendments are effective for us prospectively for fiscal years, and interim reporting periods within those years, beginning January 1, 2015 (early adoption is permitted only for disposals that have not been previously reported). The implementation of the amended guidance is not expected to have a material impact on our consolidated financial position or results of operations. | |
In July 2013, the FASB issued new accounting guidance related to the presentation of unrecognized tax benefits when a net operating loss carry-forward, a similar tax loss, or a tax credit carry-forward exists. This guidance clarifies that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carry-forward, a similar tax loss, or a tax credit carry-forward if such settlement is required or expected in the event the uncertain tax position is disallowed. In situations where a net operating loss carry-forward, a similar tax loss, or a tax credit carry-forward is not available at the reporting date under the tax law of the applicable jurisdiction or the tax law of the jurisdiction does not require, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This guidance was effective for us prospectively for fiscal years, and interim periods within those years, beginning January 1, 2014. Because the guidance only affects presentation, adoption did not have a material effect on our financial condition or results of operations. | |
In March 2013, the FASB issued an update to the accounting standards to clarify the applicable guidance for a parent company’s accounting for the release of the cumulative translation adjustment into net income upon derecognition of certain subsidiaries or groups of assets within a foreign entity or of an investment in a foreign entity. This guidance was effective for us prospectively for fiscal periods beginning after January 1, 2014. Adoption did not have a material impact on our financial condition or results of operations. |
MERGER_AND_ACQUISITIONS_Tables
MERGER AND ACQUISITIONS (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Acquisition [Abstract] | ' | ||||||||
Schedule of allocation of the purchase price and summary of estimated useful lives | ' | ||||||||
Estimated | |||||||||
Fair Value | Useful Lives | ||||||||
Cash | $ | 195 | n/a | ||||||
Accounts receivable | 2,677 | n/a | |||||||
Inventory | 963 | n/a | |||||||
Prepaid and other assets | 377 | n/a | |||||||
Property and equipment | 1,613 | 4 | (a) | ||||||
Other non-current assets | 2 | n/a | |||||||
Customer relationships | 6,056 | 11 | |||||||
Technology | 4,998 | 14 | |||||||
Trade names | 3,632 | Indefinite | |||||||
Goodwill | 21,310 | Indefinite | |||||||
Total identifiable assets acquired | 41,823 | ||||||||
Accounts payable | (1,756 | ) | n/a | ||||||
Accrued expenses | (1,195 | ) | n/a | ||||||
Deferred revenue | (64 | ) | n/a | ||||||
Deferred tax liability | (1,326 | ) | n/a | ||||||
Total liabilities assumed | (4,341 | ) | |||||||
Net assets acquired | $ | 37,482 | |||||||
(a) | The weighted average remaining useful life for all property and equipment is approximately four years. | ||||||||
Schedule of unaudited pro forma consolidated income statement | ' | ||||||||
Unaudited Pro Forma Results | |||||||||
Nine Months Ended | |||||||||
September 30, | September 30, | ||||||||
2014 | 2013 | ||||||||
Net sales | $ | 73,412 | $ | 62,261 | |||||
Income (loss) from continuing operations, | |||||||||
before income tax | 2,134 | (3,234 | ) | ||||||
Net income (loss) | 1,725 | (490 | ) | ||||||
Basic and diluted income (loss) per | |||||||||
common share | $ | 0.09 | $ | (0.13 | ) |
DISCONTINUED_OPERATIONS_Tables
DISCONTINUED OPERATIONS (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | ||||||||||||
Schedule of financial results of the discontinued operations | ' | ||||||||||||
Nine Months Ended | Three Months Ended | ||||||||||||
September 30, | September 30, | ||||||||||||
2014 | 2013 | 2013 | |||||||||||
Revenues from discontinued operations | $ | 207 | $ | 960 | $ | 377 | |||||||
Loss (income) from discontinued operations before | |||||||||||||
income taxes | (285 | ) | (1,527 | ) | 125 | ||||||||
Income tax benefit (expense) | 127 | 90 | (125 | ) | |||||||||
(Loss) income from discontinued operations, net of | |||||||||||||
income taxes | (158 | ) | (1,437 | ) | - | ||||||||
Loss on disposal of subsidiary included in | |||||||||||||
discontinued operations | (309 | ) | - | - | |||||||||
Loss on dissolution of subsidiaries included in | |||||||||||||
discontinued operations | (25 | ) | - | - | |||||||||
Net loss from discontinued operations | $ | (492 | ) | $ | (1,437 | ) | $ | - | |||||
Schedule of assets and liabilities reported as discontinued operations | ' | ||||||||||||
December 31, | |||||||||||||
2013 | |||||||||||||
ASSETS | |||||||||||||
CURRENT ASSETS | |||||||||||||
Accounts receivable, less allowance for doubtful accounts of $600 | $ | 253 | |||||||||||
Inventory, net of reserve for obsolescence of $30 | 122 | ||||||||||||
Prepaid expenses and other current assets | 164 | ||||||||||||
TOTAL CURRENT ASSETS | 539 | ||||||||||||
Property and equipment, net | 9 | ||||||||||||
Other assets | 292 | ||||||||||||
TOTAL ASSETS OF DISCONTINUED OPERATIONS | $ | 840 | |||||||||||
LIABILITIES | |||||||||||||
CURRENT LIABILITIES | |||||||||||||
Accounts payable | $ | 10 | |||||||||||
Accrued expenses and other current liabilities | 171 | ||||||||||||
Deferred revenues | 26 | ||||||||||||
TOTAL LIABILITIES OF DISCONTINUED OPERATIONS | $ | 207 | |||||||||||
Schedule for gain (loss) on the disposal of discontinued operations | ' | ||||||||||||
Proceeds | $ | 35,000 | |||||||||||
Less: | |||||||||||||
Carrying value | (344,016 | ) | |||||||||||
Pre-tax loss on disposal of discontinued operations | $ | (309,016 | ) |
INVENTORY_Tables
INVENTORY (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Inventory [Abstract] | ' | ||||||||
Schedule of inventory | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Raw materials | $ | 889 | $ | 1,503 | |||||
Finished goods | 8,620 | 7,922 | |||||||
Reserve for obsolescence | (1,259 | ) | (1,110 | ) | |||||
$ | 8,250 | $ | 8,315 |
INTANGIBLE_ASSETS_Tables
INTANGIBLE ASSETS (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||||||
Intangible Assets [Abstract] | ' | ||||||||||||||||||||||||||||
Schedule of intangible assets other than goodwill | ' | ||||||||||||||||||||||||||||
As of September 30, 2014 | As of December 31, 2013 | ||||||||||||||||||||||||||||
Weighted-Average Remaining | Gross | Accumulated Amortization | Net Book | Gross | Accumulated Amortization | Net Book | |||||||||||||||||||||||
Lives | Carrying | Value | Carrying | Value | |||||||||||||||||||||||||
Amount | Amount | ||||||||||||||||||||||||||||
Purchased and developed software | 1.6 | $ | 9,800 | $ | (5,696 | ) | $ | 4,104 | $ | 8,836 | $ | (3,706 | ) | $ | 5,130 | ||||||||||||||
Software in development | n/a | 2,151 | - | 2,151 | 1,251 | - | 1,251 | ||||||||||||||||||||||
Total software | 11,951 | (5,696 | ) | 6,255 | 10,087 | (3,706 | ) | 6,381 | |||||||||||||||||||||
Licenses | 0.5 | 12,763 | (11,813 | ) | 950 | 12,646 | (11,415 | ) | 1,231 | ||||||||||||||||||||
Customer relationships | 8.8 | 8,287 | (1,124 | ) | 7,163 | 2,231 | (602 | ) | 1,629 | ||||||||||||||||||||
Technologies | 13.6 | 4,998 | (149 | ) | 4,849 | - | - | - | |||||||||||||||||||||
Patents and trademarks | 4.3 | 4,082 | (1,536 | ) | 2,546 | 3,260 | (1,172 | ) | 2,088 | ||||||||||||||||||||
Trade names | Indefinite | 3,632 | - | 3,632 | - | - | - | ||||||||||||||||||||||
Other | n/a | 378 | - | 378 | 669 | - | 669 | ||||||||||||||||||||||
Total other intangibles | 34,140 | (14,622 | ) | 19,518 | 18,806 | (13,189 | ) | 5,617 | |||||||||||||||||||||
$ | 46,091 | $ | (20,318 | ) | $ | 25,773 | $ | 28,893 | $ | (16,895 | ) | $ | 11,998 | ||||||||||||||||
Schedule of goodwill | ' | ||||||||||||||||||||||||||||
31-Dec-13 | $ | 26,941 | |||||||||||||||||||||||||||
Acquisition | 21,310 | ||||||||||||||||||||||||||||
Measurement period adjustment | 89 | ||||||||||||||||||||||||||||
30-Sep-14 | $ | 48,340 |
DEBT_Tables
DEBT (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Schedule of debt | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Seller financed note payable, with interest at 4.25%, monthly payments of principal and interest, secured by equipment, due September 2015 | $ | 633 | $ | 1,108 | |||||
Note payable to Silicon Valley Bank, with interest at our option of prime rate or LIBOR rate plus margin, quarterly payments of principal and interest, secured by assets of our subsidiaries, due May 2019 | 23,750 | - | |||||||
24,383 | 1,108 | ||||||||
Less current portion of long-term debt | 3,758 | 633 | |||||||
Noncurrent portion of long-term debt | $ | 20,625 | $ | 475 |
NET_EARNINGS_PER_SHARE_Tables
NET EARNINGS PER SHARE (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Net Earnings Per Share [Abstract] | ' | ||||||||||||||||
Schedule of basic and diluted weighted average shares outstanding for earnings per share calculations | ' | ||||||||||||||||
For the three months ended | For the nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Income from continuing operations, net of income taxes | $ | 263 | $ | 575 | $ | 1,637 | $ | 1,011 | |||||||||
Weighted average shares outstanding: | |||||||||||||||||
Basic | 18,956 | 18,565 | 18,900 | 18,193 | |||||||||||||
Dilutive effect of common stock equivalents | 307 | 449 | 353 | 553 | |||||||||||||
Diluted | 19,263 | 19,014 | 19,253 | 18,746 | |||||||||||||
Anti-dilutive equity-based compensation awards and warrants | 757 | 626 | 757 | 626 |
MERGER_AND_ACQUISITIONS_Summar
MERGER AND ACQUISITIONS - Summary of provisional measurements (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | 5-May-14 | 5-May-14 | 5-May-14 | 5-May-14 | |
In Thousands, unless otherwise specified | Omnilink Systems, Inc. | Omnilink Systems, Inc. | Omnilink Systems, Inc. | Omnilink Systems, Inc. | |||
Customer relationships | Technology | Trade names | |||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | |
Cash | ' | ' | $195 | ' | ' | ' | |
Accounts receivable | ' | ' | 2,677 | ' | ' | ' | |
Inventory | ' | ' | 963 | ' | ' | ' | |
Prepaid and other assets | ' | ' | 377 | ' | ' | ' | |
Property and equipment | ' | ' | 1,613 | ' | ' | ' | |
Other non-current assets | ' | ' | 2 | ' | ' | ' | |
Intangible assets other than goodwill | 14,700 | ' | ' | 6,056 | 4,998 | 3,632 | |
Goodwill | 48,340 | 26,941 | 21,310 | ' | ' | ' | |
Total identifiable assets acquired | ' | ' | 41,823 | ' | ' | ' | |
Accounts payable | ' | ' | -1,756 | ' | ' | ' | |
Accrued expenses | ' | ' | -1,195 | ' | ' | ' | |
Deferred revenue | ' | ' | -64 | ' | ' | ' | |
Deferred tax liability | ' | ' | -1,326 | ' | ' | ' | |
Total liabilities assumed | ' | ' | -4,341 | ' | ' | ' | |
Net assets acquired | ' | ' | $37,482 | ' | ' | ' | |
Property and equipment, lives in years | ' | ' | '4 years | [1] | ' | ' | ' |
Goodwill, lives in years | ' | ' | 'Indefinite | ' | ' | ' | |
Estimated useful lives of acquired finite lived intangible assets | ' | ' | ' | '11 years | '14 years | ' | |
Estimated useful lives of acquired indefinite lived intangible assets | ' | ' | ' | ' | ' | 'Indefinite | |
[1] | The weighted average remaining useful life for all property and equipment is approximately four years. |
MERGER_AND_ACQUISITIONS_Unaudi
MERGER AND ACQUISITIONS - Unaudited proforma results (Details 1) (USD $) | 9 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Acquisition [Abstract] | ' | ' |
Net sales | $73,412 | $62,261 |
Income (loss) from continuing operations, before income tax | 2,134 | -3,234 |
Net income (loss) | $1,725 | ($490) |
Basic and diluted income (loss) per common share (in dollars per share) | $0.09 | ($0.13) |
MERGER_AND_ACQUISITIONS_Detail
MERGER AND ACQUISITIONS (Detail Textuals) (Omnilink Systems, Inc., Merger agreement, USD $) | 0 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | 5-May-14 | Sep. 30, 2014 |
General and administrative expense | ||
Business Acquisition [Line Items] | ' | ' |
Total consideration | $37.50 | ' |
Consideration paid in cash | 37.3 | ' |
Working capital adjustment | 0.2 | ' |
Transaction costs | ' | $1 |
MERGER_AND_ACQUISITIONS_Detail1
MERGER AND ACQUISITIONS (Detail Textuals 1) (Omnilink Systems, Inc., USD $) | 5-May-14 |
Omnilink Systems, Inc. | ' |
Business Acquisition [Line Items] | ' |
Accounts receivable gross | $2,900,000 |
Accounts receivable net | 2,677,000 |
Accounts receivable allowances | $200,000 |
MERGER_AND_ACQUISITIONS_Detail2
MERGER AND ACQUISITIONS (Detail Textuals 2) (USD $) | 3 Months Ended | 9 Months Ended | 5 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | |
Omnilink Systems, Inc. | Omnilink Systems, Inc. | Omnilink Systems, Inc. | |||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Net sales contributed by Omnilink | $25,663,000 | $21,951,000 | $69,013,000 | $55,659,000 | $5,400,000 | ' | ' |
Adjustment for increase (decrease) depreciation expense | ' | ' | ' | ' | ' | -88,000 | -44,000 |
Adjustment for amortization expense | ' | ' | ' | ' | ' | 300,000 | 700,000 |
Adjustment for interest expense | ' | ' | ' | ' | ' | 100,000 | 500,000 |
Adjustment for acquisition related costs | ' | ' | ' | ' | ' | $1,000,000 | $1,000,000 |
MERGER_AND_ACQUISITIONS_Detail3
MERGER AND ACQUISITIONS (Detail Textuals 3) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Feb. 01, 2013 | Dec. 02, 2013 |
Small technology company | Small technology company | |||
Business Acquisition [Line Items] | ' | ' | ' | ' |
Total consideration | ' | ' | $1,100,000 | $2,800,000 |
Consideration paid in cash | ' | ' | 200,000 | ' |
Number of common shares issued | ' | ' | 73,587 | ' |
Fair value of shares issuable | ' | ' | 900,000 | ' |
Cash to be paid on December 2, 2014 | ' | ' | ' | 200,000 |
Goodwill in connection with acquisition | $48,340,000 | $26,941,000 | ' | $1,500,000 |
DISCONTINUED_OPERATIONS_Summar
DISCONTINUED OPERATIONS - Summary of financial results of discontinued operations (Details) (Discontinued operations, BNI Solutions, Inc. Digilog, Inc. and DCX Systems, Inc., USD $) | 3 Months Ended | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Discontinued operations | BNI Solutions, Inc. Digilog, Inc. and DCX Systems, Inc. | ' | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Revenues from discontinued operations | $377 | $207 | $960 |
Loss (income) from discontinued operations before income taxes | 125 | -285 | -1,527 |
Income tax benefit (expense) | -125 | 127 | 90 |
(Loss) income from discontinued operations, net of income taxes | ' | -158 | -1,437 |
Loss on disposal of subsidiary included in discontinued operations | ' | -309 | ' |
Loss on dissolution of subsidiaries included in discontinued operations | ' | -25 | ' |
Net loss from discontinued operations | ' | ($492) | ($1,437) |
DISCONTINUED_OPERATIONS_Summar1
DISCONTINUED OPERATIONS - Summary of assets and liabilities reported as discontinued operations (Details 1) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
CURRENT ASSETS | ' |
TOTAL CURRENT ASSETS | $840 |
Discontinued operations | BNI Solutions, Inc. Digilog, Inc. and DCX Systems, Inc. | ' |
CURRENT ASSETS | ' |
Accounts receivable, less allowance for doubtful accounts of $600 | 253 |
Inventory, net of reserve for obsolescence of $30 | 122 |
Prepaid expenses and other current assets | 164 |
TOTAL CURRENT ASSETS | 539 |
Property and equipment, net | 9 |
Other assets | 292 |
TOTAL ASSETS OF DISCONTINUED OPERATIONS | 840 |
CURRENT LIABILITIES | ' |
Accounts payable | 10 |
Accrued expenses and other current liabilities | 171 |
Deferred revenues | 26 |
TOTAL LIABILITIES OF DISCONTINUED OPERATIONS | $207 |
DISCONTINUED_OPERATIONS_Summar2
DISCONTINUED OPERATIONS - Summary of assets and liabilities reported as discontinued operations (Details 1) (Parentheticals) (Discontinued operations, BNI Solutions, Inc. Digilog, Inc. and DCX Systems, Inc., USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Discontinued operations | BNI Solutions, Inc. Digilog, Inc. and DCX Systems, Inc. | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' |
Allowance for doubtful accounts | $600 |
Reserve for obsolescence | $30 |
DISCONTINUED_OPERATIONS_Summar3
DISCONTINUED OPERATIONS - Summary of loss on disposal of discontinued operations (Details 2) (Discontinued operations, BNI Solutions Inc, USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Discontinued operations | BNI Solutions Inc | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' |
Proceeds | $35,000 |
Less: Carrying value | -344,016 |
Pre-tax loss on disposal of discontinued operations | ($309,016) |
DISCONTINUED_OPERATIONS_Detail
DISCONTINUED OPERATIONS (Detail Textuals) (Discontinued operations, BNI Solutions Inc, USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Discontinued operations | BNI Solutions Inc | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' |
Pre-tax loss on disposal of discontinued operations | ($309,016) |
Pre-tax loss on dissolution of other subsidiaries included in discontinued operations | ($25,000) |
INVENTORY_Summary_of_inventory
INVENTORY - Summary of inventory (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory [Abstract] | ' | ' |
Raw materials | $889 | $1,503 |
Finished goods | 8,620 | 7,922 |
Reserve for obsolescence | -1,259 | -1,110 |
Inventory, net | $8,250 | $8,315 |
INTANGIBLE_ASSETS_Summary_of_i
INTANGIBLE ASSETS - Summary of intangible assets other than goodwill (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | $46,091 | $28,893 |
Accumulated Amortization | -20,318 | -16,895 |
Net Book Value | 25,773 | 11,998 |
Purchased and developed software | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Weighted Remaining Average Useful Lives | '1 year 7 months 6 days | ' |
Gross Carrying Amount | 9,800 | 8,836 |
Accumulated Amortization | -5,696 | -3,706 |
Net Book Value | 4,104 | 5,130 |
Software in development | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 2,151 | 1,251 |
Accumulated Amortization | ' | ' |
Net Book Value | 2,151 | 1,251 |
Total software | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 11,951 | 10,087 |
Accumulated Amortization | -5,696 | -3,706 |
Net Book Value | 6,255 | 6,381 |
Licenses | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Weighted Remaining Average Useful Lives | '6 months | ' |
Gross Carrying Amount | 12,763 | 12,646 |
Accumulated Amortization | -11,813 | -11,415 |
Net Book Value | 950 | 1,231 |
Customer relationships | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Weighted Remaining Average Useful Lives | '8 years 9 months 18 days | ' |
Gross Carrying Amount | 8,287 | 2,231 |
Accumulated Amortization | -1,124 | -602 |
Net Book Value | 7,163 | 1,629 |
Technologies | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Weighted Remaining Average Useful Lives | '13 years 7 months 6 days | ' |
Gross Carrying Amount | 4,998 | ' |
Accumulated Amortization | -149 | ' |
Net Book Value | 4,849 | ' |
Patents and trademarks | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Weighted Remaining Average Useful Lives | '4 years 3 months 18 days | ' |
Gross Carrying Amount | 4,082 | 3,260 |
Accumulated Amortization | -1,536 | -1,172 |
Net Book Value | 2,546 | 2,088 |
Trade names | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Weighted Remaining Average Useful Lives | 'Indefinite | ' |
Gross Carrying Amount | 3,632 | ' |
Net Book Value | 3,632 | ' |
Other | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 378 | 669 |
Accumulated Amortization | ' | ' |
Net Book Value | 378 | 669 |
Total Other Intangibles | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 34,140 | 18,806 |
Accumulated Amortization | -14,622 | -13,189 |
Net Book Value | $19,518 | $5,617 |
INTANGIBLE_ASSETS_Summary_of_c
INTANGIBLE ASSETS -Summary of carrying amount of goodwill (Details 1) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Goodwill [Roll Forward] | ' |
31-Dec-13 | $26,941 |
Acquisition | 21,310 |
Measurement period adjustment | 89 |
30-Sep-14 | $48,340 |
INTANGIBLE_ASSETS_Detail_Textu
INTANGIBLE ASSETS (Detail Textuals) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Intangible Assets [Abstract] | ' | ' | ' | ' | ' |
Acquired intangible assets, excluding goodwill | $14.70 | ' | $14.70 | ' | ' |
Amortization of intangible assets | 1.2 | 0.9 | 3.4 | 2.7 | ' |
Amortization of intangible assets is recorded in cost of subscription revenue | 0.2 | 0.1 | 0.4 | 0.2 | ' |
Accumulated impairment losses | $6.10 | ' | $6.10 | ' | $6.10 |
DEBT_Summary_of_debt_Details
DEBT - Summary of debt (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Long-term debt, total | $24,383 | $1,108 |
Less current portion of long-term debt | 3,758 | 633 |
Noncurrent portion of long-term debt | 20,625 | 475 |
Seller financed note payable, with interest at 4.25%, due September 2015 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, total | 633 | 1,108 |
Note payable to Silicon Valley Bank with interest of prime rate or LIBOR rate plus margin, due May 2019 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, total | $23,750 | ' |
DEBT_Summary_of_debt_Parenthet
DEBT - Summary of debt (Parentheticals) (Details) | Sep. 30, 2014 |
Debt Disclosure [Abstract] | ' |
Interest rate of seller financed note payable | 4.25% |
DEBT_Detail_Textuals
DEBT (Detail Textuals) (Silicon Valley Bank, USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2014 |
Term loan | ' |
Debt Instrument [Line Items] | ' |
Available credit amount | $25 |
Description of debt compliance | 'Under the Loan Agreement, the maturity date of the loan is May 5, 2019 with regular required quarterly principal payments beginning June 30, 2014 equal to one fourth of 10% of the original principal amount through the quarter ended March 31, 2015 and increments to 15% for the quarterly periods through March 31, 2017 and to 20% for the quarterly periods through March 31, 2019 with any unpaid principal due at maturity. |
Interest rate applicable to amounts drawn | 3.40% |
Revolving line of credit | ' |
Debt Instrument [Line Items] | ' |
Available credit amount | $5 |
LOSS_CONTINGENCY_Detail_Textua
LOSS CONTINGENCY (Detail Textuals) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2014 |
Loss Contingency [Abstract] | ' |
Loss contingency for a billing dispute | $0.50 |
EQUITYBASED_COMPENSATION_Detai
EQUITY-BASED COMPENSATION (Detail Textuals) (2014 Stock and Incentive Plan, Maximum, Class A Common Stock) | 16-May-14 |
2014 Stock and Incentive Plan | Maximum | Class A Common Stock | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of shares available for issuance | 3,300,000 |
Maximum number of shares to be covered under previous plan | 500,000 |
INCOME_TAXES_Detail_Textuals
INCOME TAXES (Detail Textuals) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Taxes [Abstract] | ' | ' | ' | ' |
Income tax expense (benefit) | $358,000 | ($35,000) | $283,000 | ($2,549,000) |
Income tax, year to date adjustment | $200,000 | ' | ' | ' |
Income tax year to date adjustment, percetage | 31.30% | ' | ' | ' |
OTHER_INCOME_EXPENSE_NET_Detai
OTHER (INCOME) EXPENSE, NET (Detail Textuals) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Other Income and Expenses [Abstract] | ' |
Pre-tax gain on sale of cost method investment | $1,109,000 |
Carrying value of investment | 200,000 |
Proceeds from sale of cost basis investment | $1,309,000 |
NET_EARNINGS_PER_SHARE_Basic_a
NET EARNINGS PER SHARE - Basic and diluted weighted average shares outstanding for earnings per share calculations (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Net Earnings Per Share [Abstract] | ' | ' | ' | ' |
Income from continuing operations, net of income taxes | $263 | $575 | $1,637 | $1,011 |
Weighted average shares outstanding: | ' | ' | ' | ' |
Basic | 18,956 | 18,565 | 18,900 | 18,193 |
Dilutive effect of common stock equivalents | 307 | 449 | 353 | 553 |
Diluted | 19,263 | 19,014 | 19,253 | 18,746 |
Anti-dilutive equity-based compensation awards and warrants | 757 | 626 | 757 | 626 |