Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Oct. 31, 2013 | Dec. 02, 2013 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Oct-13 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Trading Symbol | 'MLNK | ' |
Entity Registrant Name | 'MODUSLINK GLOBAL SOLUTIONS INC | ' |
Entity Central Index Key | '0000914712 | ' |
Current Fiscal Year End Date | '--07-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 51,621,754 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $67,553 | $77,916 |
Accounts receivable, trade, net of allowance for doubtful accounts of $64 thousand at October 31, 2013 and July 31, 2013 | 161,378 | 142,098 |
Inventories | 81,002 | 61,322 |
Prepaid expenses and other current assets | 10,061 | 9,750 |
Total current assets | 319,994 | 291,086 |
Property and equipment, net | 32,150 | 34,290 |
Investments in affiliates | 7,837 | 7,970 |
Goodwill | 3,058 | 3,058 |
Other intangible assets, net | 1,484 | 1,764 |
Other assets | 5,706 | 5,528 |
Total assets | 370,229 | 343,696 |
Current liabilities: | ' | ' |
Accounts payable | 131,691 | 110,148 |
Accrued restructuring | 1,393 | 4,670 |
Accrued expenses | 39,837 | 34,748 |
Other current liabilities | 26,403 | 26,865 |
Total current liabilities | 199,324 | 176,431 |
Long-term portion of accrued restructuring | 566 | 494 |
Other long-term liabilities | 10,140 | 9,866 |
Long-term liabilities | 10,706 | 10,360 |
Total Liabilities | 210,030 | 186,791 |
Stockholders' equity: | ' | ' |
Preferred stock, $0.01 par value per share. Authorized 5,000,000 shares; zero issued or outstanding shares at October 31, 2013 and July 31, 2013 | ' | ' |
Common stock, $0.01 par value per share. Authorized 1,400,000,000 shares; 51,600,602 issued and outstanding shares at October 31, 2013; 51,575,893 issued and outstanding shares at July 31, 2013 | 516 | 516 |
Additional paid-in capital | 7,420,410 | 7,419,806 |
Accumulated deficit | -7,276,513 | -7,277,130 |
Accumulated other comprehensive income | 15,786 | 13,713 |
Total stockholders' equity | 160,199 | 156,905 |
Total liabilities and stockholders' equity | $370,229 | $343,696 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Accounts receivable, trade, allowance for doubtful accounts | $64 | $64 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares Authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares Authorized | 1,400,000,000 | 1,400,000,000 |
Common stock, shares issued | 51,600,602 | 51,575,893 |
Common stock, shares outstanding | 51,600,602 | 51,575,893 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Net revenue | $191,415 | $197,051 |
Cost of revenue | 169,420 | 178,427 |
Gross profit | 21,995 | 18,624 |
Operating expenses | ' | ' |
Selling, general and administrative | 18,115 | 24,141 |
Amortization of intangible assets | 280 | 285 |
Restructuring, net | 979 | 1,470 |
Total operating expenses | 19,374 | 25,896 |
Operating income (loss) | 2,621 | -7,272 |
Other income (expense): | ' | ' |
Interest income | 102 | 78 |
Interest expense | -213 | -99 |
Other gains (losses), net | -701 | -1,319 |
Equity in losses of affiliates and impairments | -134 | -310 |
Total other income (expense) | -946 | -1,650 |
Income (loss) from continuing operations before income taxes | 1,675 | -8,922 |
Income tax expense | 1,137 | 909 |
Income (loss) from continuing operations | 538 | -9,831 |
Discontinued operations, net of income taxes: | ' | ' |
Income (loss) from discontinued operations | 79 | -829 |
Net Income (loss) | $617 | ($10,660) |
Basic net income (loss) per share: | ' | ' |
Income (loss) from continuing operations | $0.01 | ($0.22) |
Income (loss) from discontinued operations | $0 | ($0.02) |
Net Income (loss) | $0.01 | ($0.24) |
Diluted net income (loss) per share: | ' | ' |
Income (loss) from continuing operations | $0.01 | ($0.22) |
Income (loss) from discontinued operations | $0 | ($0.02) |
Net Income (loss) | $0.01 | ($0.24) |
Weighted average number of common shares used in: | ' | ' |
Basic earnings per share | 51,438 | 43,589 |
Diluted earnings per share | 51,493 | 43,589 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Net income (loss) | $617 | ($10,660) |
Other comprehensive income: | ' | ' |
Foreign currency translation adjustment | 2,079 | 3,259 |
Net unrealized holding gain (loss) on securities | -6 | -1 |
Total adjustments | 2,073 | 3,258 |
Comprehensive income (loss) | $2,690 | ($7,402) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income |
In Thousands, except Share data | |||||
Balance at Jul. 31, 2013 | $156,905 | $516 | $7,419,806 | ($7,277,130) | $13,713 |
Balance, shares at Jul. 31, 2013 | 51,575,893 | 51,575,893 | ' | ' | ' |
Net income | 617 | ' | ' | 617 | ' |
Issuance of common stock pursuant to employee stock purchase plan and stock option exercises, shares | ' | 33,656 | ' | ' | ' |
Issuance of common stock pursuant to employee stock purchase plan and stock option exercises | 117 | ' | 117 | ' | ' |
Restricted stock forfeitures, shares | ' | -8,947 | ' | ' | ' |
Restricted stock forfeitures | -25 | ' | -25 | ' | ' |
Share-based compensation | 512 | ' | 512 | ' | ' |
Other comprehensive items | 2,073 | ' | ' | ' | 2,073 |
Balance at Oct. 31, 2013 | $160,199 | $516 | $7,420,410 | ($7,276,513) | $15,786 |
Balance, shares at Oct. 31, 2013 | 51,600,602 | 51,600,602 | ' | ' | ' |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Cash flows from operating activities of continuing operations: | ' | ' |
Net income (loss) | $617 | ($10,660) |
Income (loss) from discontinued operations | 79 | -829 |
Income (loss) from continuing operations | 538 | -9,831 |
Adjustments to reconcile loss from continuing operations to net cash used in operating activities of continuing operations: | ' | ' |
Depreciation | 3,474 | 3,610 |
Amortization of intangible assets | 280 | 285 |
Amortization of deferred financing costs | 118 | ' |
Share-based compensation | 512 | 493 |
Non-operating (gains) losses, net | 701 | 1,319 |
Equity in losses of affiliates and impairments | 134 | 310 |
Changes in operating assets and liabilities: | ' | ' |
Trade accounts receivable, net | -17,979 | -12,681 |
Inventories | -18,680 | -4,725 |
Prepaid expenses and other current assets | -364 | -57 |
Accounts payable, accrued restructuring and accrued expenses | 20,063 | 31,903 |
Refundable and accrued income taxes, net | 1,221 | -4,867 |
Other assets and liabilities | 453 | 3,086 |
Net cash provided by (used in) operating activities of continuing operations | -9,529 | 8,845 |
Cash flows from investing activities of continuing operations: | ' | ' |
Additions to property and equipment | -974 | -2,134 |
Change in restricted cash | ' | -691 |
Investments in affiliates | ' | -586 |
Net cash used in investing activities of continuing operations | -974 | -3,411 |
Cash flows from financing activities of continuing operations: | ' | ' |
Repayments on capital lease obligations | -22 | -31 |
Repurchase of common stock | -131 | -147 |
Net cash used in financing activities of continuing operations | -153 | -178 |
Cash flows from discontinued operations: | ' | ' |
Operating cash flows | -579 | -377 |
Net cash used in discontinued operations | -579 | -377 |
Net effect of exchange rate changes on cash and cash equivalents | 872 | 1,107 |
Net increase (decrease) in cash and cash equivalents | -10,363 | 5,986 |
Cash and cash equivalents at beginning of period | 77,916 | 52,369 |
Cash and cash equivalents at end of period | $67,553 | $58,355 |
Nature_of_Operations
Nature of Operations | 3 Months Ended |
Oct. 31, 2013 | |
Nature of Operations | ' |
(1) NATURE OF OPERATIONS | |
ModusLink Global Solutions, Inc. (together with its consolidated subsidiaries, “ModusLink Global Solutions” or the “Company”), through its wholly owned subsidiaries, ModusLink Corporation (“ModusLink”) and ModusLink PTS, Inc. (“ModusLink PTS”), executes comprehensive supply chain and logistics services (the “Supply Chain Business”) that are designed to improve clients’ revenue, cost, sustainability and customer experience objectives. ModusLink Global Solutions provides services to leading companies in consumer electronics, communications, computing, medical devices, software, and retail. The Company’s operations are supported by a global footprint that includes more than 25 sites across North America, Europe, and the Asia Pacific region. | |
The Company previously operated under the names CMGI, Inc. and CMG Information Services, Inc. and was incorporated in Delaware in 1986. |
Basis_of_Presentation
Basis of Presentation | 3 Months Ended |
Oct. 31, 2013 | |
Basis of Presentation | ' |
(2) BASIS OF PRESENTATION | |
The accompanying condensed consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of a normal recurring nature) considered necessary for fair presentation have been included. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and related notes for the year ended July 31, 2013, which are contained in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on October 15, 2013. The results for the three months ended October 31, 2013 are not necessarily indicative of the results to be expected for the full fiscal year. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America. | |
All significant intercompany transactions and balances have been eliminated in consolidation. | |
The Company considers events or transactions that occur after the balance sheet date but before the issuance of financial statements to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. For the period ended October 31, 2013, the Company evaluated subsequent events for potential recognition and disclosure through the date these financial statements were filed. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 3 Months Ended |
Oct. 31, 2013 | |
Recent Accounting Pronouncements | ' |
(3) RECENT ACCOUNTING PRONOUNCEMENTS | |
In July 2013, the Financial Accounting Standards Board (“FASB”) issued amended guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, similar tax loss, or tax credit carryforward exists. The guidance requires an unrecognized tax benefit, or a portion of an unrecognized tax benefit, to be presented as a reduction of a deferred tax asset when a net operating loss carryforward, similar tax loss, or tax credit carryforward exists, with certain exceptions. This accounting guidance is effective prospectively starting with our first quarter of fiscal year 2015, and is related to presentation only. Its adoption will not have a material impact on our consolidated results of operations, financial position or cash flows. |
Inventories
Inventories | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Inventories | ' | ||||||||
(4) INVENTORIES | |||||||||
Inventories are stated at the lower of cost or market. Cost is determined by both the moving average and the first-in, first-out methods. Materials that the Company typically procures on behalf of its clients that are included in inventory include materials such as compact discs, printed materials, manuals, labels, hardware accessories, hard disk drives, consumer packaging, shipping boxes and labels, power cords and cables for client-owned electronic devices. | |||||||||
Inventories consisted of the following: | |||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
(In thousands) | |||||||||
Raw materials | $ | 62,788 | $ | 46,920 | |||||
Work-in-process | 927 | 1,256 | |||||||
Finished goods | 17,287 | 13,146 | |||||||
$ | 81,002 | $ | 61,322 | ||||||
The Company continuously monitors inventory balances and records inventory write-downs for any excess of the cost of the inventory over its estimated market value. The Company also monitors inventory balances for obsolescence and excess quantities as compared to projected demand. The Company’s inventory methodology is based on assumptions about average shelf life of inventory, forecasted volumes, forecasted selling prices, write-down history of inventory and market conditions. While such assumptions may change from period to period, in determining the net realizable value of its inventories, the Company uses the best information available as of the balance sheet date. If actual market conditions are less favorable than those projected, or the Company experiences a higher incidence of inventory obsolescence because of rapidly changing technology and customer requirements, additional inventory write-downs may be required. Once established, write-downs of inventory are considered permanent adjustments to the cost basis of inventory and cannot be reversed due to subsequent increases in demand forecasts. |
Investments_in_Affiliates
Investments in Affiliates | 3 Months Ended |
Oct. 31, 2013 | |
Investments in Affiliates | ' |
(5) INVESTMENTS IN AFFILIATES | |
The Company maintains interests in several privately held companies primarily through its interests in two venture capital funds which invest as “@Ventures.” The Company invests in early stage technology companies. These investments are generally made in connection with a round of financing with other third-party investors. | |
During the three months ended October 31, 2013 no investments were made by @Ventures in privately held companies. During the three months ended October 31, 2012, approximately $0.6 million was invested by @Ventures in privately held companies. At October 31, 2013 and July 31, 2013, the Company’s carrying value of investments in privately held companies was approximately $7.8 million and $8.0 million, respectively. No impairment charges were recorded during the three months ended October 31, 2013 and 2012. During the three months ended October 31, 2013 and 2012, @Ventures did not receive any distributions from its investments. | |
Investments in which the Company’s interest is less than 20% and which are not classified as available-for-sale securities are carried at the lower of cost or net realizable value unless it is determined that the Company exercises significant influence over the investee company, in which case the equity method of accounting is used. For those investments in which the Company’s voting interest is between 20% and 50%, the equity method of accounting is generally used. Under this method, the investment balance, originally recorded at cost, is adjusted to recognize the Company’s share of net earnings or losses of the investee company as they occur, limited to the extent of the Company’s investment in, advances to and commitments for the investee. These adjustments are reflected in “Equity in losses of affiliates and impairments” in the Company’s Consolidated Statement of Operations. | |
The Company assesses the need to record impairment losses on its investments and records such losses when the impairment of an investment is determined to be other than temporary in nature. The process of assessing whether a particular investment’s net realizable value is less than its carrying cost requires a significant amount of judgment. In making this judgment, the Company carefully considers the investee’s cash position, projected cash flows (both short and long-term), financing needs, recent financing rounds, most recent valuation data, the current investing environment, management/ownership changes and competition. The valuation process is based primarily on information that the Company requests from these privately held companies which are not subject to the same disclosure and audit requirements as those of U.S. public companies. As such, the reliability and the accuracy of the data may vary. |
Goodwill
Goodwill | 3 Months Ended |
Oct. 31, 2013 | |
Goodwill | ' |
(6) GOODWILL | |
The Company conducts its goodwill impairment test on July 31 of each fiscal year. In addition, if and when events or circumstances change that could reduce the fair value of any of its reporting units below its carrying value, an interim test is performed. In making this assessment, the Company relies on a number of factors including operating results, business plans, economic projections, anticipated future cash flows, and transactions and marketplace data. The Company’s reporting units are the same as its operating segments: Americas, Asia, Europe, e-Business, and ModusLink PTS. | |
The Company’s remaining goodwill of $3.1 million as of October 31, 2013 relates to the Company’s e-Business reporting unit. There were no indicators of impairment identified related to the Company’s e-Business reporting unit during the three months ended October 31, 2013. |
Other_Current_Liabilities
Other Current Liabilities | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Other Current Liabilities | ' | ||||||||
(7) OTHER CURRENT LIABILITIES | |||||||||
The following table reflects the components of “Other Current Liabilities”: | |||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
(In thousands) | |||||||||
Accrued pricing liabilities | $ | 20,854 | $ | 20,854 | |||||
Other | 5,549 | 6,011 | |||||||
$ | 26,403 | $ | 26,865 | ||||||
As of October 31, 2013 and July 31, 2013, the Company had accrued pricing liabilities of approximately $20.9 million. As previously reported by the Company, several principal adjustments were made to its historic financial statements for periods ending on or before January 31, 2012, the most significant of which related to the treatment of vendor rebates in its pricing policies. Where the retention of a rebate or a mark-up was determined to have been inconsistent with a client contract (collectively referred to as “pricing adjustments”), the Company concluded that these amounts were not properly recorded as revenue. Accordingly, revenue was reduced by an equivalent amount for the period that the rebate was estimated to have affected. A corresponding liability for the same amount was recorded in that period (referred to as accrued pricing liabilities). The Company believes that it may not ultimately be required to pay all of the accrued pricing liabilities, due in part to the nature of the interactions with its clients. The remaining accrued pricing liabilities at October 31, 2013 will be derecognized when there is sufficient information for the Company to conclude that such liabilities have been extinguished, which may occur through payment, legal release, or other legal or factual determination. |
Restructuring_Net
Restructuring, Net | 3 Months Ended | ||||||||||||||||||||
Oct. 31, 2013 | |||||||||||||||||||||
Restructuring, Net | ' | ||||||||||||||||||||
(8) RESTRUCTURING, NET | |||||||||||||||||||||
Restructuring and other costs for the three months ended October 31, 2013 primarily included continuing charges for headcount reductions and facility consolidations in an effort to streamline operations, including the closure and consolidation of operations of facilities in the U.S. and Europe. It is expected that the payments of employee-related charges will be substantially completed during the fiscal year ended July 31, 2014. The remaining contractual obligations primarily relate to facility lease obligations for vacant space resulting from the previous restructuring activities of the Company. The Company anticipates that contractual obligations will be substantially fulfilled by August 2015. | |||||||||||||||||||||
The $0.9 million restructuring charge recorded during the three months ended October 31, 2013 primarily consisted of approximately $0.2 million, $0.1 million, and $0.6 million of employee-related costs in the Americas, Asia, and Europe, respectively, related to the workforce reduction of 49 employees in our global supply chain operations. | |||||||||||||||||||||
The $1.5 million restructuring charge recorded during the three months ended October 31, 2012 primarily consisted of approximately $0.3 million, $0.7 million, and $0.5 million of employee-related costs in the Americas, Asia, and Europe, respectively, related to the workforce reduction of 62 employees in our global supply chain operations. | |||||||||||||||||||||
The following tables summarize the activities related to the restructuring accrual and by reportable segment for the three months ended October 31, 2013: | |||||||||||||||||||||
Employee | |||||||||||||||||||||
Related | Contractual | ||||||||||||||||||||
Expenses | Obligations | Total | |||||||||||||||||||
(In thousands) | |||||||||||||||||||||
Accrued restructuring balance at July 31, 2013 | $ | 3,974 | $ | 1,190 | $ | 5,164 | |||||||||||||||
Restructuring charges | 726 | 175 | 901 | ||||||||||||||||||
Restructuring adjustments | 91 | (13 | ) | 78 | |||||||||||||||||
Cash paid | (3,881 | ) | (387 | ) | (4,268 | ) | |||||||||||||||
Non-cash adjustments | 39 | 45 | 84 | ||||||||||||||||||
Accrued restructuring balance at October 31, 2013 | $ | 949 | $ | 1,010 | $ | 1,959 | |||||||||||||||
Americas | Asia | Europe | All | Consolidated | |||||||||||||||||
Other | Total | ||||||||||||||||||||
(In thousands) | |||||||||||||||||||||
Accrued restructuring balance at July 31, 2013 | $ | 382 | $ | 520 | $ | 4,256 | $ | 6 | $ | 5,164 | |||||||||||
Restructuring charges | 213 | 126 | 559 | 3 | 901 | ||||||||||||||||
Restructuring adjustments | (46 | ) | (4 | ) | 128 | — | 78 | ||||||||||||||
Cash paid | (234 | ) | (359 | ) | (3,675 | ) | — | (4,268 | ) | ||||||||||||
Non-cash adjustments | 3 | 5 | 76 | — | 84 | ||||||||||||||||
Accrued restructuring balance at October 31, 2013 | $ | 318 | $ | 288 | $ | 1,344 | $ | 9 | $ | 1,959 | |||||||||||
The net restructuring charges for the three months ended October 31, 2013 and 2012 would have been allocated as follows had the Company recorded the expense and adjustments within the functional department of the restructured activities: | |||||||||||||||||||||
Three Months Ended | |||||||||||||||||||||
October 31, | |||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
(In thousands) | |||||||||||||||||||||
Cost of revenue | $ | 680 | $ | 769 | |||||||||||||||||
Selling, general and administrative | 299 | 701 | |||||||||||||||||||
$ | 979 | $ | 1,470 | ||||||||||||||||||
Contingencies
Contingencies | 3 Months Ended | |||
Oct. 31, 2013 | ||||
Contingencies | ' | |||
(9) CONTINGENCIES | ||||
On February 15, 2012, the staff of the Division of Enforcement of the SEC initiated with the Company an informal inquiry, and later a formal action, regarding the Company’s treatment of rebates associated with volume discounts provided by vendors. To date, the SEC has not asserted any formal claims. | ||||
On June 11, 2012, we announced the pending restatement of the Company’s financial statements for the periods ending on or before January 31, 2012 (the “June 11, 2012 Announcement”), related to the Company’s accounting treatment of rebates associated with volume discounts provided by vendors. The restated financial statements were filed on January 11, 2013. After the June 11, 2012 Announcement, stockholders of the Company commenced three purported class actions in the United States District Court for the District of Massachusetts arising from the circumstances described in the June 11, 2012 Announcement (the “Securities Actions”), entitled, respectively: | ||||
• | Irene Collier, Individually And On Behalf Of All Others Similarly Situated, vs. ModusLink Global Solutions, Inc., Joseph C. Lawler and Steven G. Crane, Case 1:12-CV-11044-DJC, filed June 12, 2012 (the “Collier Action”); | |||
• | Alexander Shnerer Individually And On Behalf Of All Others Similarly Situated, vs. ModusLink Global Solutions, Inc., Joseph C. Lawler and Steven G. Crane, Case 1:12-CV-11078-DJC, filed June 18, 2012 (the “Shnerer Action”); and | |||
• | Harold Heszkel, Individually and on Behalf of All Others Similarly Situated v. ModusLink Global Solutions, Inc., Joseph C. Lawler, and Steven G. Crane, Case 1:12-CV-11279-DJC, filed July 11, 2012 (the “Heszkel Action”). | |||
Each of the Securities Actions purports to be brought on behalf of those persons who purchased shares of the Company between September 26, 2007 through and including June 8, 2012 (the “Class Period”) and alleges that failure to timely disclose the issues raised in the June 11, 2012 Announcement during the Class Period rendered defendants’ public statements concerning the Company’s financial condition materially false and misleading in violation of Sections 10(b) and 20(a) of the Exchange Act, and Rule 10b-5 promulgated thereunder. On February 11, 2013, plaintiffs filed a consolidated amended complaint in the Securities Actions. The Company moved to dismiss the amended complaint on March 11, 2013. On November 8, 2013, the Court held a hearing on the Company’s motion, but it has not yet issued a decision. | ||||
On July 13, 2012, a fourth stockholder commenced a purported derivative action in United States District Court for the District of Massachusetts against the Company (as nominal defendants), and certain of its current and former directors and officers, entitled, Samuel Montini, Derivatively On Behalf Of ModusLink Global Solutions, Inc. v. Joseph C. Lawler, Steven G. Crane, Francis J. Jules, Virginia G. Breen, Michael J. Mardy, Edward E. Lucente, Jeffrey J. Fenton, Joseph M. O’Donnell, William R. McLennan, Thomas H. Johnson, And Anthony J. Bay, Defendants, And ModusLink Global Solutions, Inc., A Delaware Corporation, Nominal Defendant, Case 1:12-CV-11296-DJC and on July 31, 2012, a fifth stockholder commenced a purported derivative action in United States District Court for the District of Massachusetts against the Company (as nominal defendants), and certain of its current and former directors and officers, entitled, Edward Tansey, Derivatively On Behalf Of ModusLink Global Solutions, Inc. v. Joseph C. Lawler, Steven G. Crane, Francis J. Jules, Virginia G. Breen, Michael J. Mardy, Edward E. Lucente, Jeffrey J. Fenton, Joseph M. O’Donnell, William R.McLennan, Thomas H. Johnson, And Anthony J. Bay, Defendants, And ModusLink Global Solutions, Inc., A Delaware Corporation, Nominal Defendant, Civil Action No. 12-CV-11399 (DJC) (collectively, the “Derivative Actions”). The Derivative Actions further assert that as a result of the individual defendants’ alleged actions and course of conduct, the Company is now the subject of the Securities Actions and will incur related expenses and a possible judgment against it. These litigation matters also arise from the issues raised in the June 11, 2012 Announcement and allege that the individual defendants breached their duty of loyalty to the Company by allowing defendants to cause, or by themselves causing, the Company to make improper statements regarding its business prospects and/or by failing to prevent the other Individual Defendants from taking such purportedly illegal actions. The plaintiffs filed a consolidated amended complaint in the Derivative Actions on March 4, 2013, and the Company moved to dismiss the Amended Complaint on April 4, 2013. On November 8, 2013, the Court held a hearing on the Company’s motion, but it has not yet issued a decision. | ||||
On October 10, 2012, a sixth stockholder, Donald Reith, served upon the Company’s Board of Directors a demand to institute litigation and take other purportedly necessary, but unidentified, remedial measures to redress and prevent a recurrence of purported breaches of fiduciary duties on the part of the Board and unspecified corporate officers allegedly arising from the same facts and circumstances asserted in the Derivative Actions. On February 4, 2013, the Company’s Board of Directors voted unanimously to reject Mr. Reith’s demand. | ||||
Because the SEC has not asserted any formal claims, and because, with respect to the pending litigation, there has been no decision by the Court with regard to the sufficiency of the complaint(s) and no discovery has been conducted, there is no amount of potential damages or litigation loss that is considered either probable or estimable. Although there can be no assurance as to the ultimate outcome, the Company believes it has meritorious defenses, will deny liability, and intends to defend this litigation vigorously. |
Other_Gains_Losses_Net
Other Gains (Losses), Net | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Other Gains (Losses), Net | ' | ||||||||
(10) OTHER GAINS (LOSSES), NET | |||||||||
The following table reflects the components of “Other gains (losses), net”: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(in thousands) | |||||||||
Foreign currency exchange gain (losses) | $ | (1,172 | ) | $ | (1,026 | ) | |||
Gain (loss) on disposal of assets | 306 | (4 | ) | ||||||
Other, net | 165 | (289 | ) | ||||||
$ | (701 | ) | $ | (1,319 | ) | ||||
The Company recorded foreign exchange losses of approximately $1.2 million during the three months ended October 31, 2013. These net losses primarily related to realized and unrealized losses from foreign currency exposures and settled transactions of approximately $0.7 million and $0.5 million in Europe and Asia, respectively. | |||||||||
The Company recorded foreign exchange losses of approximately $1.0 million during the three months ended October 31, 2012. These net losses primarily related to realized and unrealized losses from foreign currency exposures and settled transactions of approximately $0.5 million and $0.5 million in Europe and Asia, respectively. |
Income_Taxes
Income Taxes | 3 Months Ended |
Oct. 31, 2013 | |
Income Taxes | ' |
(11) INCOME TAXES | |
For the three months ended October 31, 2013, the Company was profitable in certain jurisdictions where the Company operates, resulting in an income tax expense using enacted rates in those jurisdictions. The Company operates in multiple taxing jurisdictions, both within and outside of the United States. As of October 31, 2013 and July 31, 2013, the total amount of the liability for unrecognized tax benefits related to federal, state and foreign taxes was approximately $1.0 million. | |
Uncertain Tax Positions | |
In accordance with the Company’s accounting policy, interest related to unrecognized tax benefits is included in the provision of income taxes line of the Consolidated Statement of Operations. As of October 31, 2013 and July 31, 2013, the liabilities for interest expense related to uncertain tax positions were immaterial. The Company did not accrue for penalties related to income tax positions as there were no income tax positions that required the Company to accrue penalties. The Company does not expect any unrecognized tax benefits to reverse in the next twelve months. The Company is subject to U.S. federal income tax and various state, local and international income taxes in numerous jurisdictions. The federal and state tax returns are generally subject to tax examinations for the tax years ended July 31, 2009 through July 31, 2013. To the extent the Company has tax attribute carryforwards, the tax year in which the attribute was generated may still be adjusted upon examination by the Internal Revenue Service or state tax authorities to the extent utilized in a future period. In addition, a number of tax years remain subject to examination by the appropriate government agencies for certain countries in the Europe and Asia regions. In Europe, the Company’s 2006 through 2013 tax years remain subject to examination in most locations, while the Company’s 2002 through 2013 tax years remain subject to examination in most Asia locations. | |
Net Operating Loss | |
The Company has certain deferred tax benefits, including those generated by net operating losses and certain other tax attributes (collectively, the “Tax Benefits”). The Company’s ability to use these Tax Benefits could be substantially limited if it were to experience an “ownership change,” as defined under Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”). In general, an ownership change would occur if there is a greater than 50-percentage point change in ownership of securities by stockholders owning (or deemed to own under Section 382 of the Code) five percent or more of a corporation’s securities over a rolling three-year period. | |
Tax Benefit Preservation Plan | |
On October 17, 2011, the Company’s Board of Directors adopted a Tax Benefit Preservation Plan between the Company and American Stock Transfer & Trust Company, LLC, as rights agent (as amended from time to time, the “Tax Plan”). The Tax Plan reduces the likelihood that changes in the Company’s investor base have the unintended effect of limiting the Company’s use of its Tax Benefits. The Tax Plan is intended to require any person acquiring shares of the Company’s securities equal to or exceeding 4.99% of the Company’s outstanding shares to obtain the approval of the Board of Directors. This would protect the Tax Benefits because changes in ownership by a person owning less than 4.99% of the Company’s stock are not included in the calculation of “ownership change” for purposes of Section 382 of the Code. |
Earnings_Per_Share
Earnings Per Share | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Earnings Per Share | ' | ||||||||
(12) EARNINGS PER SHARE | |||||||||
The Company calculates earnings per share in accordance with ASC Topic 260, “Earnings per Share.” The following table reconciles earnings per share for the three months ended October 31, 2013 and 2012. | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(In thousands) | |||||||||
Income (loss) from continuing operations | $ | 538 | $ | (9,831 | ) | ||||
Income (loss) from discontinued operations | 79 | (829 | ) | ||||||
Net income (loss) | $ | 617 | $ | (10,660 | ) | ||||
Weighted average common shares outstanding | 51,438 | 43,589 | |||||||
Weighted average common equivalent shares arising from dilutive stock options and restrictive stock | 55 | — | |||||||
Weighted average number of common and potential common shares | 51,493 | 43,589 | |||||||
Basic net income (loss) per common share from continuing operations | $ | 0.01 | $ | (0.22 | ) | ||||
Basic net income (loss) per common share from discontinued operations | 0 | (0.02 | ) | ||||||
$ | 0.01 | $ | (0.24 | ) | |||||
Diluted net income (loss) per common share from continuing operations | $ | 0.01 | $ | (0.22 | ) | ||||
Diluted net income (loss) per common share from discontinued operations | 0 | (0.02 | ) | ||||||
$ | 0.01 | $ | (0.24 | ) | |||||
For the three months ended October 31, 2013 and 2012, approximately 3.4 million and 2.2 million, respectively, common stock equivalent shares were excluded from the denominator in the calculation of diluted earnings per share as their inclusion would have been antidilutive. |
ShareBased_Payments
Share-Based Payments | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Share-Based Payments | ' | ||||||||
(13) SHARE-BASED PAYMENTS | |||||||||
The following table summarizes share-based compensation expense related to employee stock options, employee stock purchases and nonvested shares for the three months ended October 31, 2013 and 2012, which was allocated as follows: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(In thousands) | |||||||||
Cost of revenue | $ | 116 | $ | 50 | |||||
Selling, general and administrative | 396 | 443 | |||||||
$ | 512 | $ | 493 | ||||||
During the three months ended October 31, 2013, the Company did not grant any stock options or nonvested shares. As of October 31, 2013, unrecognized share-based compensation related to stock options was approximately $2.4 million. This expense is expected to be recognized over a weighted average period of 2.5 years. As of October 31, 2013, there was approximately $0.1 million of unrecognized share-based compensation related to nonvested stock to be recognized over a weighted average period of 0.5 years. |
Comprehensive_Income_Loss
Comprehensive Income (Loss) | 3 Months Ended | ||||||||||||||||
Oct. 31, 2013 | |||||||||||||||||
Comprehensive Income (Loss) | ' | ||||||||||||||||
(14) COMPREHENSIVE INCOME (LOSS) | |||||||||||||||||
Comprehensive income (loss) combines net income (loss) and other comprehensive items. Other comprehensive items represent certain amounts that are reported as components of shareholder’s equity in the accompanying condensed consolidated balance sheets. | |||||||||||||||||
Accumulated other comprehensive items consist of the following: | |||||||||||||||||
Foreign | Pension | Unrealized | Total | ||||||||||||||
currency | items | gains | |||||||||||||||
items | (losses) on | ||||||||||||||||
securities | |||||||||||||||||
(In thousands) | |||||||||||||||||
Accumulated other comprehensive income at July 31, 2013 | $ | 15,759 | $ | (2,066 | ) | $ | 20 | $ | 13,713 | ||||||||
Foreign currency translation adjustment | 2,079 | — | — | 2,079 | |||||||||||||
Net unrealized holding gain (loss) on securities | — | — | (6 | ) | (6 | ) | |||||||||||
Net current-period other comprehensive income | 2,079 | — | (6 | ) | 2,073 | ||||||||||||
Accumulated other comprehensive income at October 31, 2013 | $ | 17,838 | $ | (2,066 | ) | $ | 14 | $ | 15,786 | ||||||||
Discontinued_Operations_and_Di
Discontinued Operations and Divestitures | 3 Months Ended |
Oct. 31, 2013 | |
Discontinued Operations and Divestitures | ' |
(15) DISCONTINUED OPERATIONS AND DIVESTITURES | |
On January 11, 2013, the Company’s wholly-owned subsidiary, Tech for Less LLC (“TFL”) sold substantially all of its assets to Encore Holdings, LLC (“Encore”). The consideration paid by Encore for the assets was $1.6 million, which consisted of a gross purchase price of $1.9 million less certain adjustments. At the time of sale, the Company received $1.4 million of the purchase price, with the remaining $0.2 million held in escrow for the satisfaction of any post-closing claims. During the fourth quarter of fiscal 2013, the Company reached a settlement agreement with Encore whereby the Company received $0.1 million of the escrow amount, with the remainder reverting to Encore. As a result of the settlement of the escrow amount, the Company’s gain on the sale of TFL was reduced by $0.1 million from $0.7 million to $0.6 million. In conjunction with the asset sale agreement, the Company entered into a transition support agreement with Encore to provide certain administrative services for a period of 90 days from the closing date of the transaction. The Company’s obligations under the transition support agreement were completed during the third quarter of fiscal year 2013. The Company did not generate significant continuing cash flows from the transition support agreement. | |
The Company’s other discontinued operations relate to a lease obligation associated with a previously vacated facility. In July 2013, the Company reached an agreement with its landlord for the early termination of the lease agreement. As part of the lease termination agreement, the Company paid $0.4 million to the landlord on August 1, 2013 and was released from any future obligations associated with the leased facility. The Company also assigned its interest in its sublease rental income to the landlord. | |
For the three months ended October 31, 2013 the Company had $0.1 million of income from discontinued operations, compared to $0.8 million of loss from discontinued operations for the same period in the prior year. As of October 31, 2013 and July 31, 2013, the Company had net liabilities of discontinued operations of approximately $0.1 million and $0.6 million, respectively. |
Segment_Information
Segment Information | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Segment Information | ' | ||||||||
(16) SEGMENT INFORMATION | |||||||||
The Company has five operating segments: Americas; Asia; Europe; e-Business; and ModusLink PTS. Based on the information provided to the Company’s chief operating decision-maker (“CODM”) for purposes of making decisions about allocating resources and assessing performance and quantitative thresholds, the Company has determined that it has three reportable segments: Americas; Asia; and Europe. The Company reports the ModusLink PTS operating segment in aggregation with the Americas operating segment as part of the Americas reportable segment. In addition to its three reportable segments, the Company reports an All Other category. The All Other category primarily represents the e-Business operating segment. The Company also has Corporate-level activity, which consists primarily of costs associated with certain corporate administrative functions such as legal and finance, which are not allocated to the Company’s reportable segments, and administration costs related to the Company’s venture capital activities. The Corporate-level balance sheet information includes cash and cash equivalents, available-for-sale securities, investments and other assets, which are not identifiable to the operations of the Company’s operating segments. | |||||||||
Summarized financial information of the Company’s continuing operations by operating segment is as follows: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(In thousands) | |||||||||
Net revenue: | |||||||||
Americas | $ | 76,575 | $ | 63,909 | |||||
Asia | 45,390 | 56,375 | |||||||
Europe | 60,616 | 68,930 | |||||||
All Other | 8,834 | 7,837 | |||||||
$ | 191,415 | $ | 197,051 | ||||||
Operating income (loss): | |||||||||
Americas | $ | 3,488 | $ | (2,036 | ) | ||||
Asia | 5,851 | 7,174 | |||||||
Europe | (2,346 | ) | (3,829 | ) | |||||
All Other | 585 | 405 | |||||||
Total Segment operating income (loss) | 7,578 | 1,714 | |||||||
Corporate-level activity | (4,957 | ) | (8,986 | ) | |||||
Total operating income (loss) | $ | 2,621 | $ | (7,272 | ) | ||||
Total other income (expense) | (946 | ) | (1,650 | ) | |||||
Income (loss) from continuing operations before income taxes | $ | 1,675 | $ | (8,922 | ) | ||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
(In thousands) | |||||||||
Total assets: | |||||||||
Americas | $ | 79,523 | $ | 65,790 | |||||
Asia | 104,990 | 93,547 | |||||||
Europe | 101,723 | 97,524 | |||||||
All Other | 23,770 | 17,369 | |||||||
Sub-total—segment assets | 310,006 | 274,230 | |||||||
Corporate | 60,223 | 69,466 | |||||||
$ | 370,229 | $ | 343,696 | ||||||
As of October 31, 2013, approximately 56%, 18% and 26% of the Company’s long-lived assets were located in the Americas, Asia and Europe, respectively. As of July 31, 2013, approximately 58%, 18% and 24% of the Company’s long-lived assets were located in the Americas, Asia and Europe, respectively. |
Inventories_Tables
Inventories (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Components of Inventories | ' | ||||||||
Inventories consisted of the following: | |||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
(In thousands) | |||||||||
Raw materials | $ | 62,788 | $ | 46,920 | |||||
Work-in-process | 927 | 1,256 | |||||||
Finished goods | 17,287 | 13,146 | |||||||
$ | 81,002 | $ | 61,322 | ||||||
Other_Current_Liabilities_Tabl
Other Current Liabilities (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Components of Other Current Liabilities | ' | ||||||||
The following table reflects the components of “Other Current Liabilities”: | |||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
(In thousands) | |||||||||
Accrued pricing liabilities | $ | 20,854 | $ | 20,854 | |||||
Other | 5,549 | 6,011 | |||||||
$ | 26,403 | $ | 26,865 | ||||||
Restructuring_Net_Tables
Restructuring, Net (Tables) | 3 Months Ended | ||||||||||||||||||||
Oct. 31, 2013 | |||||||||||||||||||||
Summary of Restructuring Accrual and by Reportable Segment | ' | ||||||||||||||||||||
The following tables summarize the activities related to the restructuring accrual and by reportable segment for the three months ended October 31, 2013: | |||||||||||||||||||||
Employee | |||||||||||||||||||||
Related | Contractual | ||||||||||||||||||||
Expenses | Obligations | Total | |||||||||||||||||||
(In thousands) | |||||||||||||||||||||
Accrued restructuring balance at July 31, 2013 | $ | 3,974 | $ | 1,190 | $ | 5,164 | |||||||||||||||
Restructuring charges | 726 | 175 | 901 | ||||||||||||||||||
Restructuring adjustments | 91 | (13 | ) | 78 | |||||||||||||||||
Cash paid | (3,881 | ) | (387 | ) | (4,268 | ) | |||||||||||||||
Non-cash adjustments | 39 | 45 | 84 | ||||||||||||||||||
Accrued restructuring balance at October 31, 2013 | $ | 949 | $ | 1,010 | $ | 1,959 | |||||||||||||||
Americas | Asia | Europe | All | Consolidated | |||||||||||||||||
Other | Total | ||||||||||||||||||||
(In thousands) | |||||||||||||||||||||
Accrued restructuring balance at July 31, 2013 | $ | 382 | $ | 520 | $ | 4,256 | $ | 6 | $ | 5,164 | |||||||||||
Restructuring charges | 213 | 126 | 559 | 3 | 901 | ||||||||||||||||
Restructuring adjustments | (46 | ) | (4 | ) | 128 | — | 78 | ||||||||||||||
Cash paid | (234 | ) | (359 | ) | (3,675 | ) | — | (4,268 | ) | ||||||||||||
Non-cash adjustments | 3 | 5 | 76 | — | 84 | ||||||||||||||||
Accrued restructuring balance at October 31, 2013 | $ | 318 | $ | 288 | $ | 1,344 | $ | 9 | $ | 1,959 | |||||||||||
Net Restrucuring Charges | ' | ||||||||||||||||||||
The net restructuring charges for the three months ended October 31, 2013 and 2012 would have been allocated as follows had the Company recorded the expense and adjustments within the functional department of the restructured activities: | |||||||||||||||||||||
Three Months Ended | |||||||||||||||||||||
October 31, | |||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
(In thousands) | |||||||||||||||||||||
Cost of revenue | $ | 680 | $ | 769 | |||||||||||||||||
Selling, general and administrative | 299 | 701 | |||||||||||||||||||
$ | 979 | $ | 1,470 | ||||||||||||||||||
Other_Gains_Losses_Net_Tables
Other Gains (Losses), Net (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Components of Other Gains (Losses), Net | ' | ||||||||
The following table reflects the components of “Other gains (losses), net”: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(in thousands) | |||||||||
Foreign currency exchange gain (losses) | $ | (1,172 | ) | $ | (1,026 | ) | |||
Gain (loss) on disposal of assets | 306 | (4 | ) | ||||||
Other, net | 165 | (289 | ) | ||||||
$ | (701 | ) | $ | (1,319 | ) | ||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Reconciliation of Earnings Per Share | ' | ||||||||
The following table reconciles earnings per share for the three months ended October 31, 2013 and 2012. | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(In thousands) | |||||||||
Income (loss) from continuing operations | $ | 538 | $ | (9,831 | ) | ||||
Income (loss) from discontinued operations | 79 | (829 | ) | ||||||
Net income (loss) | $ | 617 | $ | (10,660 | ) | ||||
Weighted average common shares outstanding | 51,438 | 43,589 | |||||||
Weighted average common equivalent shares arising from dilutive stock options and restrictive stock | 55 | — | |||||||
Weighted average number of common and potential common shares | 51,493 | 43,589 | |||||||
Basic net income (loss) per common share from continuing operations | $ | 0.01 | $ | (0.22 | ) | ||||
Basic net income (loss) per common share from discontinued operations | 0 | (0.02 | ) | ||||||
$ | 0.01 | $ | (0.24 | ) | |||||
Diluted net income (loss) per common share from continuing operations | $ | 0.01 | $ | (0.22 | ) | ||||
Diluted net income (loss) per common share from discontinued operations | 0 | (0.02 | ) | ||||||
$ | 0.01 | $ | (0.24 | ) | |||||
ShareBased_Payments_Tables
Share-Based Payments (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Summary of Share-Based Compensation Expense Related to Employee Stock Options, Employee Stock Purchases and Nonvested Shares | ' | ||||||||
The following table summarizes share-based compensation expense related to employee stock options, employee stock purchases and nonvested shares for the three months ended October 31, 2013 and 2012, which was allocated as follows: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(In thousands) | |||||||||
Cost of revenue | $ | 116 | $ | 50 | |||||
Selling, general and administrative | 396 | 443 | |||||||
$ | 512 | $ | 493 | ||||||
Comprehensive_Income_Loss_Tabl
Comprehensive Income (Loss) (Tables) | 3 Months Ended | ||||||||||||||||
Oct. 31, 2013 | |||||||||||||||||
Accumulated Other Comprehensive Items | ' | ||||||||||||||||
Accumulated other comprehensive items consist of the following: | |||||||||||||||||
Foreign | Pension | Unrealized | Total | ||||||||||||||
currency | items | gains | |||||||||||||||
items | (losses) on | ||||||||||||||||
securities | |||||||||||||||||
(In thousands) | |||||||||||||||||
Accumulated other comprehensive income at July 31, 2013 | $ | 15,759 | $ | (2,066 | ) | $ | 20 | $ | 13,713 | ||||||||
Foreign currency translation adjustment | 2,079 | — | — | 2,079 | |||||||||||||
Net unrealized holding gain (loss) on securities | — | — | (6 | ) | (6 | ) | |||||||||||
Net current-period other comprehensive income | 2,079 | — | (6 | ) | 2,073 | ||||||||||||
Accumulated other comprehensive income at October 31, 2013 | $ | 17,838 | $ | (2,066 | ) | $ | 14 | $ | 15,786 | ||||||||
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Summarized Financial Information of Continuing Operations by Operating Segment and Corporate-Level Activity | ' | ||||||||
Summarized financial information of the Company’s continuing operations by operating segment is as follows: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(In thousands) | |||||||||
Net revenue: | |||||||||
Americas | $ | 76,575 | $ | 63,909 | |||||
Asia | 45,390 | 56,375 | |||||||
Europe | 60,616 | 68,930 | |||||||
All Other | 8,834 | 7,837 | |||||||
$ | 191,415 | $ | 197,051 | ||||||
Operating income (loss): | |||||||||
Americas | $ | 3,488 | $ | (2,036 | ) | ||||
Asia | 5,851 | 7,174 | |||||||
Europe | (2,346 | ) | (3,829 | ) | |||||
All Other | 585 | 405 | |||||||
Total Segment operating income (loss) | 7,578 | 1,714 | |||||||
Corporate-level activity | (4,957 | ) | (8,986 | ) | |||||
Total operating income (loss) | $ | 2,621 | $ | (7,272 | ) | ||||
Total other income (expense) | (946 | ) | (1,650 | ) | |||||
Income (loss) from continuing operations before income taxes | $ | 1,675 | $ | (8,922 | ) | ||||
Total Assets of Continuing Operations | ' | ||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
(In thousands) | |||||||||
Total assets: | |||||||||
Americas | $ | 79,523 | $ | 65,790 | |||||
Asia | 104,990 | 93,547 | |||||||
Europe | 101,723 | 97,524 | |||||||
All Other | 23,770 | 17,369 | |||||||
Sub-total—segment assets | 310,006 | 274,230 | |||||||
Corporate | 60,223 | 69,466 | |||||||
$ | 370,229 | $ | 343,696 | ||||||
Nature_of_Operations_Additiona
Nature of Operations - Additional Information (Detail) (Minimum) | Oct. 31, 2013 |
Location | |
Minimum | ' |
Nature Of Operations [Line Items] | ' |
Number of sites | 25 |
Components_of_Inventories_Deta
Components of Inventories (Detail) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory [Line Items] | ' | ' |
Raw materials | $62,788 | $46,920 |
Work-in-process | 927 | 1,256 |
Finished goods | 17,287 | 13,146 |
Inventories, net | $81,002 | $61,322 |
Investments_in_Affiliates_Addi
Investments in Affiliates - Additional information (Detail) (@Ventures, USD $) | 3 Months Ended | 3 Months Ended | |||||
In Millions, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Jul. 31, 2013 |
Maximum | Minimum | Available For Sale Securities | Private Agreements | Private Agreements | |||
Maximum | |||||||
Investment In Unconsolidated Affiliates [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Investments privately held companies | $0 | $0.60 | ' | ' | ' | ' | ' |
Carrying value of investment | ' | ' | ' | ' | ' | 7.8 | 8 |
Impairment charges | 0 | 0 | ' | ' | ' | ' | ' |
Investment distribution income | $0 | $0 | ' | ' | ' | ' | ' |
Ownership interest on investment, percent | ' | ' | ' | ' | 20.00% | ' | ' |
Company's voting interest | ' | ' | 50.00% | 20.00% | ' | ' | ' |
Goodwill_Additional_Informatio
Goodwill - Additional Information (Detail) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill [Line Items] | ' | ' |
Goodwill | $3,058 | $3,058 |
e-Business reporting unit | ' | ' |
Goodwill [Line Items] | ' | ' |
Goodwill | $3,100 | ' |
Components_of_Other_Current_Li
Components of Other Current Liabilities (Detail) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Current Liabilities [Line Items] | ' | ' |
Accrued pricing liabilities | $20,854 | $20,854 |
Other | 5,549 | 6,011 |
Other current liabilities | $26,403 | $26,865 |
Other_Current_Liabilities_Addi
Other Current Liabilities - Additional Information (Detail) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Liabilities [Line Items] | ' | ' |
Accrued pricing liabilities | $20,854 | $20,854 |
Restructuring_Net_Additional_I
Restructuring, Net - Additional Information (Detail) (USD $) | 3 Months Ended | |
Oct. 31, 2013 | Oct. 31, 2012 | |
Employee | Employee | |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Restructuring charge | $979,000 | $1,470,000 |
Number of workforce reduction | 49 | 62 |
Americas | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Restructuring charge related to workforce reduction | 200,000 | 300,000 |
Asia | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Restructuring charge related to workforce reduction | 100,000 | 700,000 |
Europe | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Restructuring charge related to workforce reduction | $600,000 | $500,000 |
Summary_of_Restructuring_Accru
Summary of Restructuring Accrual and by Reportable Segment (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Oct. 31, 2013 |
Restructuring Cost and Reserve [Line Items] | ' |
Accrued restructuring balance at July 31, 2013 | $5,164 |
Restructuring charges | 901 |
Restructuring adjustments | 78 |
Cash paid | -4,268 |
Non-cash adjustments | 84 |
Accrued restructuring balance at October 31, 2013 | 1,959 |
Employee Related Expenses | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Accrued restructuring balance at July 31, 2013 | 3,974 |
Restructuring charges | 726 |
Restructuring adjustments | 91 |
Cash paid | -3,881 |
Non-cash adjustments | 39 |
Accrued restructuring balance at October 31, 2013 | 949 |
Contractual Obligations | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Accrued restructuring balance at July 31, 2013 | 1,190 |
Restructuring charges | 175 |
Restructuring adjustments | -13 |
Cash paid | -387 |
Non-cash adjustments | 45 |
Accrued restructuring balance at October 31, 2013 | 1,010 |
Americas | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Accrued restructuring balance at July 31, 2013 | 382 |
Restructuring charges | 213 |
Restructuring adjustments | -46 |
Cash paid | -234 |
Non-cash adjustments | 3 |
Accrued restructuring balance at October 31, 2013 | 318 |
Asia | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Accrued restructuring balance at July 31, 2013 | 520 |
Restructuring charges | 126 |
Restructuring adjustments | -4 |
Cash paid | -359 |
Non-cash adjustments | 5 |
Accrued restructuring balance at October 31, 2013 | 288 |
Europe | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Accrued restructuring balance at July 31, 2013 | 4,256 |
Restructuring charges | 559 |
Restructuring adjustments | 128 |
Cash paid | -3,675 |
Non-cash adjustments | 76 |
Accrued restructuring balance at October 31, 2013 | 1,344 |
All Other | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Accrued restructuring balance at July 31, 2013 | 6 |
Restructuring charges | 3 |
Accrued restructuring balance at October 31, 2013 | $9 |
Net_Restructuring_Charges_Deta
Net Restructuring Charges (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Restructuring, net | $979 | $1,470 |
Cost of revenue | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Restructuring, net | 680 | 769 |
Selling, general and administrative | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Restructuring, net | $299 | $701 |
Contingencies_Additional_Infor
Contingencies - Additional Information (Detail) | 12 Months Ended |
Jul. 31, 2012 | |
LegalMatter | |
Contingencies And Commitments [Line Items] | ' |
Number of purported class actions filed following the announcement | 3 |
Components_of_Other_Gains_Loss
Components of Other Gains (Losses), Net (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Gain (Loss) on Investments [Line Items] | ' | ' |
Foreign currency exchange gain (losses) | ($1,172) | ($1,026) |
Gain (loss) on disposal of assets | 306 | -4 |
Other, net | 165 | -289 |
Other Operating Income (Expense), Net, Total | ($701) | ($1,319) |
Other_Gains_Losses_Net_Additio
Other Gains (Losses), Net - Additional Information (Detail) (USD $) | 3 Months Ended | |
Oct. 31, 2013 | Oct. 31, 2012 | |
Gain (Loss) on Investments [Line Items] | ' | ' |
Foreign currency exchange gain (losses) | ($1,172,000) | ($1,026,000) |
Europe | Gain Loss On Foreign Currency Transactions | ' | ' |
Gain (Loss) on Investments [Line Items] | ' | ' |
Realized and unrealized gains and losses from foreign currency exposures and settled transactions | 700,000 | 500,000 |
Asia | Gain Loss On Foreign Currency Transactions | ' | ' |
Gain (Loss) on Investments [Line Items] | ' | ' |
Realized and unrealized gains and losses from foreign currency exposures and settled transactions | $500,000 | $500,000 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Oct. 31, 2013 | Jul. 31, 2013 |
Income Taxes [Line Items] | ' | ' |
Unrecognized tax benefits related to federal, state and foreign taxes | $1 | $1 |
Income tax positions penalties accrued | 0 | ' |
Expected any unrecognized tax benefits to reverse in the next twelve months | $0 | ' |
Stockholder owning ownership on corporation's securities percentage | 5.00% | ' |
Stockholder owning ownership on corporation's securities rolling period | '3 years | ' |
Tax Benefit Preservation Plan, adoption date | '2011-10-17 | ' |
Any person acquiring shares of the Company's securities holding percentage as amended by Tax Plan which protects Tax Benefits | 4.99% | ' |
United States Of America | Domestic Tax Authority | ' | ' |
Income Taxes [Line Items] | ' | ' |
Tax examinations tax period | 'Tax years ended July 31, 2009 through July 31, 2013 | ' |
Europe | Foreign Tax Authority | ' | ' |
Income Taxes [Line Items] | ' | ' |
Tax examinations tax period | '2006 through 2013 tax years | ' |
Asia | Foreign Tax Authority | ' | ' |
Income Taxes [Line Items] | ' | ' |
Tax examinations tax period | '2002 through 2013 tax years | ' |
Reconciliation_of_Earnings_Per
Reconciliation of Earnings Per Share (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | ' | ' |
Income (loss) from continuing operations | $538 | ($9,831) |
Income (loss) from discontinued operations | 79 | -829 |
Net income (loss) | $617 | ($10,660) |
Weighted average common shares outstanding | 51,438 | 43,589 |
Weighted average common equivalent shares arising from dilutive stock options and restrictive stock | 55 | ' |
Weighted average number of common and potential common shares | 51,493 | 43,589 |
Basic net income (loss) per common share from continuing operations | $0.01 | ($0.22) |
Basic net income (loss) per common share from discontinued operations | $0 | ($0.02) |
Basic net loss per common share | $0.01 | ($0.24) |
Diluted net income (loss) per common share from continuing operations | $0.01 | ($0.22) |
Diluted net income (loss) per common share from discontinued operations | $0 | ($0.02) |
Diluted net loss per common share | $0.01 | ($0.24) |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 3 Months Ended | |
In Millions, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Computation Of Earnings Per Share Line Items | ' | ' |
Common stock equivalent shares excluded from the denominator in the calculation of diluted earnings per share | 3.4 | 2.2 |
Summary_of_ShareBased_Compensa
Summary of Share-Based Compensation Expense Related to Employee Stock Options, Employee Stock Purchases and Nonvested Shares (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' |
Share-based compensation expense | $512 | $493 |
Cost of revenue | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' |
Share-based compensation expense | 116 | 50 |
Selling, general and administrative | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' |
Share-based compensation expense | $396 | $443 |
ShareBased_Payments_Additional
Share-Based Payments - Additional Information (Detail) (USD $) | 3 Months Ended |
In Millions, except Share data, unless otherwise specified | Oct. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Stock options, granted | 0 |
Nonvested shares, granted | 0 |
Unrecognized share-based compensation related to stock options | $2.40 |
Unrecognized compensation cost related to nonvested stock | $0.10 |
Stock Option | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Weighted average period of cost expected to be expensed | '2 years 6 months |
Restricted Stock | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Weighted average period of cost expected to be expensed | '6 months |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Items (Detail) (USD $) | 3 Months Ended | 3 Months Ended | ||||
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 | Oct. 31, 2013 | Oct. 31, 2013 | Jul. 31, 2013 | Oct. 31, 2013 |
Foreign currency items | Pension items | Pension items | Unrealized gains (losses) on securities | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' | ' | ' | ' |
Accumulated other comprehensive income at beginning of period | $13,713 | ' | $15,759 | ($2,066) | ($2,066) | $20 |
Foreign currency translation adjustment | 2,079 | 3,259 | 2,079 | ' | ' | ' |
Net unrealized holding gain (loss) on securities | -6 | -1 | ' | ' | ' | -6 |
Net current-period other comprehensive income | 2,073 | 3,258 | 2,079 | ' | ' | -6 |
Accumulated other comprehensive income at end of period | $15,786 | ' | $17,838 | ($2,066) | ($2,066) | $14 |
Discontinued_Operations_and_Di1
Discontinued Operations and Divestitures - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Jan. 11, 2013 | Oct. 31, 2013 | Oct. 31, 2012 | Jul. 31, 2013 | |
Discontinued Operations [Line Items] | ' | ' | ' | ' |
Consideration received from the sale of assets | $1,600,000 | ' | ' | ' |
Gross amount of assets sold | 1,900,000 | ' | ' | ' |
Amount received from the sale of assets | 1,400,000 | ' | ' | ' |
Amount of consideration to be received upon settlement of post closing adjustments | 200,000 | ' | ' | ' |
Proceeds from escrow amount | ' | ' | ' | 100,000 |
Reduction in gain on the sale of assets | ' | ' | ' | 100,000 |
Gain on disposition of asset | 700,000 | ' | ' | 600,000 |
Transition support agreement, period | '90 days | ' | ' | ' |
Lease termination fee | ' | 400,000 | ' | ' |
Income (loss) from discontinued operations | ' | 79,000 | -829,000 | ' |
Net liabilities of discontinued operations | ' | $100,000 | ' | $600,000 |
Segment_Information_Additional
Segment Information - Additional Information (Detail) | 3 Months Ended | ||||||
Oct. 31, 2013 | Oct. 31, 2013 | Jul. 31, 2013 | Oct. 31, 2013 | Jul. 31, 2013 | Oct. 31, 2013 | Jul. 31, 2013 | |
Segment | Americas | Americas | Asia | Asia | Europe | Europe | |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Number of operating segments | 5 | ' | ' | ' | ' | ' | ' |
Number of reportable segments | 3 | ' | ' | ' | ' | ' | ' |
Percentage of long-lived assets located | ' | 56.00% | 58.00% | 18.00% | 18.00% | 26.00% | 24.00% |
Summarized_Financial_Informati
Summarized Financial Information of Continuing Operations by Operating Segment and Corporate-Level Activity (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Segment Reporting Information [Line Items] | ' | ' |
Net revenue | $191,415 | $197,051 |
Operating income (loss) | 2,621 | -7,272 |
Other income (expense), net | -946 | -1,650 |
Income (loss) from continuing operations before income taxes | 1,675 | -8,922 |
Operating Segments | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Operating income (loss) | 7,578 | 1,714 |
Operating Segments | Americas | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net revenue | 76,575 | 63,909 |
Operating income (loss) | 3,488 | -2,036 |
Operating Segments | Asia | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net revenue | 45,390 | 56,375 |
Operating income (loss) | 5,851 | 7,174 |
Operating Segments | Europe | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net revenue | 60,616 | 68,930 |
Operating income (loss) | -2,346 | -3,829 |
Operating Segments | All Other | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net revenue | 8,834 | 7,837 |
Operating income (loss) | 585 | 405 |
Corporate-level activity | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Operating income (loss) | ($4,957) | ($8,986) |
Total_Assets_of_Continuing_Ope
Total Assets of Continuing Operations (Detail) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Segment Reporting Information [Line Items] | ' | ' |
Total assets | $370,229 | $343,696 |
Corporate-Level Activity | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 60,223 | 69,466 |
Operating Segments | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 310,006 | 274,230 |
Operating Segments | Americas | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 79,523 | 65,790 |
Operating Segments | Asia | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 104,990 | 93,547 |
Operating Segments | Europe | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 101,723 | 97,524 |
Operating Segments | All Other | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | $23,770 | $17,369 |