Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jan. 31, 2016 | Feb. 29, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jan. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | MLNK | |
Entity Registrant Name | MODUSLINK GLOBAL SOLUTIONS INC | |
Entity Central Index Key | 914,712 | |
Current Fiscal Year End Date | --07-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 52,712,007 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 31, 2016 | Jul. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 141,434 | $ 119,431 |
Trading securities | 27,982 | 78,716 |
Accounts receivable, trade, net of allowance for doubtful accounts of $51 and $57 at January 31, 2016 and July 31, 2015, respectively | 162,044 | 131,216 |
Inventories | 48,235 | 48,740 |
Funds held for clients | 31,920 | 21,807 |
Prepaid expenses and other current assets | 22,794 | 13,732 |
Total current assets | 434,409 | 413,642 |
Property and equipment, net | 21,494 | 22,736 |
Other assets | 9,455 | 10,124 |
Total assets | 465,358 | 446,502 |
Current liabilities: | ||
Accounts payable | 158,564 | 120,118 |
Accrued restructuring | 1,075 | 1,528 |
Accrued expenses | 40,311 | 38,970 |
Other current liabilities | 57,662 | 50,737 |
Total current liabilities | 257,612 | 211,353 |
Notes payable | 80,337 | 77,864 |
Other long-term liabilities | 12,550 | 12,684 |
Long-term liabilities | 92,887 | 90,548 |
Total liabilities | $ 350,499 | $ 301,901 |
Stockholders' equity: | ||
Preferred stock, $0.01 par value per share. Authorized 5,000,000 shares; zero issued or outstanding shares at January 31, 2016 and July 31, 2015 | ||
Common stock, $0.01 par value per share. Authorized 1,400,000,000 shares; 52,682,326 issued and outstanding shares at January 31, 2016; 52,233,888 issued and outstanding shares at July 31, 2015 | $ 527 | $ 522 |
Additional paid-in capital | 7,453,299 | 7,452,410 |
Accumulated deficit | (7,340,562) | (7,311,841) |
Accumulated other comprehensive income | 1,595 | 3,510 |
Total stockholders' equity | 114,859 | 144,601 |
Total liabilities and stockholders' equity | $ 465,358 | $ 446,502 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jan. 31, 2016 | Jul. 31, 2015 |
Accounts receivable, trade, allowance for doubtful accounts | $ 51 | $ 57 |
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 | 52,682,326 | 52,233,888 |
Common stock, shares outstanding | 52,682,326 | 52,233,888 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Net revenue | $ 119,966 | $ 148,310 | $ 261,055 | $ 335,754 |
Cost of revenue | 116,311 | 131,716 | 244,948 | 300,322 |
Gross profit | 3,655 | 16,594 | 16,107 | 35,432 |
Operating expenses | ||||
Selling, general and administrative | 14,773 | 14,639 | 29,025 | 30,161 |
Amortization of intangible assets | 268 | 536 | ||
Impairment of long-lived assets | 305 | 305 | ||
Restructuring, net | 240 | 1,041 | 1,247 | 2,942 |
Total operating expenses | 15,318 | 15,948 | 30,577 | 33,639 |
Operating income (loss) | (11,663) | 646 | (14,470) | 1,793 |
Other income (expense): | ||||
Interest income | 114 | 355 | 202 | 419 |
Interest expense | (2,777) | (2,619) | (5,506) | (5,286) |
Other gains (losses), net | 325 | 411 | (8,108) | 3,238 |
Impairment of investments in affiliates | (42) | |||
Total other income (expense) | (2,338) | (1,853) | (13,454) | (1,629) |
Income (loss) before income taxes | (14,001) | (1,207) | (27,924) | 164 |
Income tax expense | 206 | 549 | 1,056 | 1,706 |
Gains of affiliates, net of tax | (259) | (200) | (259) | (208) |
Net loss | $ (13,948) | $ (1,556) | $ (28,721) | $ (1,334) |
Basic net loss per share | $ (0.27) | $ (0.03) | $ (0.55) | $ (0.03) |
Diluted net loss per share | $ (0.27) | $ (0.03) | $ (0.55) | $ (0.03) |
Weighted average common shares used in: | ||||
Basic earnings per share | 51,879 | 51,646 | 52,039 | 51,888 |
Diluted earnings per share | 51,879 | 51,646 | 52,039 | 51,888 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Net loss | $ (13,948) | $ (1,556) | $ (28,721) | $ (1,334) |
Other comprehensive income: | ||||
Foreign currency translation adjustment | (1,077) | (4,515) | (1,946) | (7,154) |
Pension liability adjustments, net of tax | (450) | (811) | ||
Net unrealized holding gain (loss) on securities, net of tax | 3 | 1 | 31 | (6) |
Other comprehensive loss | (1,074) | (4,964) | (1,915) | (7,971) |
Comprehensive loss | $ (15,022) | $ (6,520) | $ (30,636) | $ (9,305) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (28,721) | $ (1,334) |
Adjustments to reconcile loss from continuing operations to net cash used in operating activities: | ||
Depreciation | 3,874 | 4,729 |
Amortization of intangible assets | 536 | |
Amortization of deferred financing costs | 364 | 277 |
Accretion of debt discount | 2,473 | 2,169 |
Impairment of long-lived assets | 305 | |
Share-based compensation | 958 | 855 |
Non-operating (gains) losses, net | 8,108 | (3,238) |
(Gains) of affiliates and impairments | (217) | (208) |
Changes in operating assets and liabilities: | ||
Trade accounts receivable, net | (33,592) | (15,819) |
Inventories | (609) | (5,316) |
Prepaid expenses and other current assets | (22,334) | (12,166) |
Accounts payable, accrued restructuring and accrued expenses | 43,136 | 31,430 |
Refundable and accrued income taxes, net | 1,918 | 2,044 |
Other assets and liabilities | 5,388 | 15,528 |
Net cash provided by (used in) operating activities | (18,949) | 19,487 |
Cash flows from investing activities: | ||
Additions to property and equipment | (3,234) | (3,823) |
Proceeds from the disposition of property and equipment | 1,318 | |
Sale (purchase) of trading securities | 43,698 | (69,221) |
Investments in affiliates | (42) | (216) |
Proceeds from investments in affiliates | 259 | 408 |
Net cash provided by (used in) investing activities | 41,999 | (72,852) |
Cash flows from financing activities: | ||
Repayments on capital lease obligations | (114) | (93) |
Net proceeds from (replayments of) revolving line of credit | (4,453) | |
Proceeds from issuance of common stock | 24 | |
Repurchase of common stock | (78) | |
Net cash used in financing activities | (192) | (4,522) |
Net effect of exchange rate changes on cash and cash equivalents | (855) | (2,756) |
Net increase (decrease) in cash and cash equivalents | 22,003 | (60,643) |
Cash and cash equivalents at beginning of period | 119,431 | 183,515 |
Cash and cash equivalents at end of period | $ 141,434 | $ 122,872 |
Nature of Operations
Nature of Operations | 6 Months Ended |
Jan. 31, 2016 | |
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”), is a leader in global supply chain business process management serving clients in markets such as consumer electronics, communications, computing, medical devices, software, and retail. The Company designs and executes critical elements in its clients’ global supply chains to improve speed to market, product customization, flexibility, cost, quality and service. These benefits are delivered through a combination of industry expertise, innovative service solutions, integrated operations, proven business processes, expansive global footprint and world-class technology. The Company has an integrated network of strategically located facilities in various countries, including numerous sites throughout North America, Europe and Asia. 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 | 6 Months Ended |
Jan. 31, 2016 | |
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, 2015, which are contained in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on October 14, 2015. The results for the three and six months ended January 31, 2016 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 January 31, 2016, the Company evaluated subsequent events for potential recognition and disclosure through the date these financial statements were filed. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jan. 31, 2016 | |
Recent Accounting Pronouncements | (3) RECENT ACCOUNTING PRONOUNCEMENTS In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition. This ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. The effective date will be the first quarter of fiscal year 2019 using one of two retrospective application methods or a cumulative effect approach. The Company is evaluating the potential effects on the consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15 Presentation of Financial Statements—Going Concern (Subtopic 205-40), which amends the accounting guidance related to the evaluation of an entity’s ability to continue as a going concern. The amendment establishes management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern in connection with preparing financial statements for each annual and interim reporting period. The update also gives guidance to determine whether to disclose information about relevant conditions and events when there is substantial doubt about an entity’s ability to continue as a going concern. This guidance will be effective for the Company as of the first quarter of fiscal year 2017. The new guidance is not anticipated to have an effect on the Company’s consolidated financial statements. In February 2015, the FASB issued ASU No. 2015-02 Consolidation (Topic 810), Amendments to Consolidation Analysis, which changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. This ASU will be effective for the Company beginning in the first quarter of fiscal year 2017. The Company will assess the impact of this standard on its financial statements. In April 2015, the FASB issued ASU No. 2015-03, Interest—Imputation of Interest (Subtopic 835-30)—Simplifying the Presentation of Debt Issuance Costs, which requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. This ASU will be effective for the Company beginning in the first quarter of fiscal year 2017. The Company will assess the impact of this standard on its financial statements. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory (Topic 330), which provides guidance related to inventory measurement. The new standard requires entities to measure inventory at the lower of cost and net realizable value thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. The new standard is effective for the Company beginning in the first quarter of fiscal year 2018. The Company is currently evaluating the effect the guidance will have on the Company’s financial statement disclosures, results of operations and financial position. In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes, which requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. This ASU will be effective for the Company beginning in the first quarter of fiscal year 2018. The Company is currently evaluating the effect the guidance will have on the Company’s financial statement disclosures, results of operations and financial position. In February 2016, the FASB issued ASU No. 2016-02, Leases, which requires lessees to put most leases on their balance sheets but recognize expenses on their income statements in a manner similar to today’s accounting. This ASU will be effective for the Company beginning in the first quarter of fiscal year 2019. The Company is currently evaluating the effect the guidance will have on the Company’s financial statement disclosures, results of operations and financial position. |
Inventories
Inventories | 6 Months Ended |
Jan. 31, 2016 | |
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, phone chassis, consumer packaging, shipping boxes and labels, power cords and cables for client-owned electronic devices. Inventories consisted of the following: January 31, July 31, (In thousands) Raw materials $ 38,341 $ 38,922 Work-in-process 510 536 Finished goods 9,384 9,282 $ 48,235 $ 48,740 The Company continuously monitors inventory balances and records inventory provisions 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 demands. The Company’s inventory methodology is based on assumptions about average shelf life of inventory, forecasted volumes, forecasted selling prices, contractual provisions with our clients, 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 client requirements, additional inventory provisions 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. Accordingly, if inventory previously written down to its net realizable value is subsequently sold, gross profit margins may be favorably impacted. |
Investments
Investments | 6 Months Ended |
Jan. 31, 2016 | |
Investments | (5) INVESTMENTS Trading securities During the quarter ended July 31, 2015, the Company sold $3.9 million in Trading Securities, with a realized gain of $0.8 million. However, the cash associated with $2.1 million of these trades was received subsequent to July 31, 2015. The receivable associated with this receipt is classified under other current assets on our balance sheet as of July 31, 2015. As of July 31, 2015, the Company had $78.7 million in investments in Trading Securities, $41.3 million of which were the publicly traded convertible debentures. During the three months ended January 31, 2016, the Company sold $15.5 million in Trading Securities, with a realized gain of $1.2 million. However, the cash associated with $0.8 million of these trades was received subsequent to January 31, 2016. The receivable associated with this receipt is classified under other current assets on our balance sheet as of January 31, 2016. During the three months ended January 31, 2016, the Company received $14.8 million in proceeds associated with the sale of Trading Securities. During the six months ended January 31, 2016, the Company received $43.7 million in proceeds associated with the sale of Trading Securities, which included a realized gain of $5.5 million. During the three and six months ended January 31, 2015, there were no sales of Trading Securities. During the three and six months ended January 31, 2016, the Company recognized $0.1 million and $13.8 million in unrealized net losses associated with its Trading Securities, respectively. As of January 31, 2016, the Company had $28.0 million in investments in Trading Securities, $11.0 million of which were the publicly traded convertible debentures. The Company’s purchases of the publicly traded convertible debentures were on the open market. The Chairman of the Board of the company issuing the publicly traded convertible debentures is also the Chairman of the Board of ModusLink Global Solutions, Inc. The Trading Securities were classified within Level 1 of the fair value hierarchy. |
Other Current Liabilities
Other Current Liabilities | 6 Months Ended |
Jan. 31, 2016 | |
Other Current Liabilities | (6) OTHER CURRENT LIABILITIES The following table reflects the components of “Other Current Liabilities”: January 31, July 31, (In thousands) Accrued pricing liabilities $ 18,882 $ 18,882 Funds held for clients 31,920 21,807 Other 6,860 10,048 $ 57,662 $ 50,737 As of January 31, 2016 and July 31, 2015, the Company had accrued pricing liabilities of approximately $19.0 million and $18.9 million, respectively. As previously reported by the Company, several 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 January 31, 2016 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 | 6 Months Ended |
Jan. 31, 2016 | |
Restructuring, Net | (7) RESTRUCTURING, NET Restructuring and other costs for the three and six months ended January 31, 2016 primarily included continuing charges for personnel reductions and facility consolidations in an effort to streamline operations across our global supply chain operations. It is expected that the payments of employee-related charges will be substantially completed during the fiscal year ended July 31, 2016. 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 these contractual obligations will be substantially fulfilled by the end of April 2016. The $0.2 million restructuring charge recorded during the three months ended January 31, 2016 primarily consisted of $0.1 million and $0.1 million of contractual charges in the Americas and Europe, respectively. The $1.0 million restructuring charge recorded during the three months ended October 31, 2015 primarily consisted of $0.8 million and $0.3 million employee-related costs in the Americas and Asia, respectively, related to the workforce reduction of 55 employees in our global supply chain. The $1.0 million restructuring charge recorded during the three months ended January 31, 2015 primarily consisted of $0.4 million, $0.1 million and $0.5 million of employee-related costs in the Americas, Asia and Europe, respectively, related to the workforce reduction of 72 employees in our global supply chain operations. The $1.9 million restructuring charge recorded during the three months ended October 31, 2014 primarily consisted of $0.4 million, $0.5 million and $1.0 million of employee-related costs in the Americas, Asia and Europe, respectively, related to the workforce reduction of 93 employees in our global supply chain. The following tables summarize the activities related to the restructuring accrual by expense category and by reportable segment for the six months ended January 31, 2016: Employee Contractual Total (In thousands) Accrued restructuring balance at July 31, 2015 $ 1,437 $ 91 $ 1,528 Restructuring charges 1,090 281 1,371 Restructuring adjustments (123 ) (1 ) (124 ) Cash paid (1,613 ) (94 ) (1,707 ) Non-cash adjustments 6 1 7 Accrued restructuring balance at January 31, 2016 $ 797 $ 278 $ 1,075 Americas Asia Europe e-Business Consolidated (In thousands) Accrued restructuring balance at July 31, 2015 $ 235 $ 253 $ 1,026 $ 14 $ 1,528 Restructuring charges 920 351 96 4 1,371 Restructuring adjustments — (44 ) (80 ) — (124 ) Cash paid (357 ) (431 ) (919 ) — (1,707 ) Non-cash adjustments — (9 ) 16 — 7 Accrued restructuring balance at January 31, 2016 $ 798 $ 120 $ 139 $ 18 $ 1,075 The net restructuring charges for the three and six months ended January 31, 2016 and 2015 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 Six Months Ended 2016 2015 2016 2015 (In thousands) Cost of revenue $ 83 $ 769 $ 898 $ 2,651 Selling, general and administrative 157 272 349 291 $ 240 $ 1,041 $ 1,247 $ 2,942 |
Debt
Debt | 6 Months Ended |
Jan. 31, 2016 | |
Debt | (8) DEBT Notes Payable On March 18, 2014, the Company entered into an indenture (the “Indenture”) with Wells Fargo Bank, National Association, as trustee (the “Trustee”), relating to the Company’s issuance of $100 million of 5.25% Convertible Senior Notes (the “Notes”). The Notes bear interest at the rate of 5.25% per year, payable semi-annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2014. The Notes will mature on March 1, 2019, unless earlier repurchased by the Company or converted by the holder in accordance with their terms prior to such maturity date. Holders of the Notes may convert all or any portion of their notes, in multiples of $1,000 principal amount, at their option at any time prior to the close of business or the business day immediately preceding the maturity date. Each $1,000 of principal of the Notes will initially be convertible into 166.2593 shares of our common stock, which is equivalent to an initial conversion price of approximately $6.01 per share, subject to adjustment upon the occurrence of certain events, or, if the Company obtains the required consent from its stockholders, into shares of the Company’s common stock, cash or a combination of cash and shares of its common stock, at the Company’s election. If the Company has received stockholder approval, and it elects to settle conversions through the payment of cash or payment or delivery of a combination of cash and shares, the Company’s conversion obligation will be based on the volume weighted average prices (“VWAP”) of its common stock for each VWAP trading day in a 40 VWAP trading day observation period. The Notes and any of the shares of common stock issuable upon conversion have not been registered. As of January 31, 2016, the if-converted value of the Notes did not exceed the principal value of the Notes. Holders will have the right to require the Company to repurchase their Notes, at a repurchase price equal to 100% of the principal amount of the Notes plus accrued and unpaid interest, upon the occurrence of certain fundamental changes, subject to certain conditions. No fundamental changes occurred during the quarter ended January 31, 2016. The Company may not redeem the Notes prior to the mandatory date, and no sinking fund is provided for the Notes. The Company will have the right to elect to cause the mandatory conversion of the Notes in whole, and not in part, at any time on or after March 6, 2017, if the last reported sale price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company notifies holders of its election to mandatorily convert the Notes, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company notifies holders of its election to mandatorily convert the notes. Per the Indenture, if the Notes are assigned a restricted CUSIP or the Notes are not otherwise freely tradable by holders at any time during the three months immediately preceding as of the 365th day after the last date of original issuance of the Notes, the Company shall pay additional interest on the Notes at a rate equal to 0.50% per annum of the principal amount of Notes outstanding until the restrictive legend on the Notes has been removed. The restrictive legend was removed on August 26, 2015 and, as such, the Company paid $0.2 million in additional interest associated with this restriction. The Company has valued the debt using similar nonconvertible debt as of the original issuance date of the Notes and bifurcated the conversion option associated with the Notes from the host debt instrument and recorded the conversion option of $28.1 million in stockholders’ equity prior to the allocation of debt issuance costs. The initial value of the equity component, which reflects the equity conversion feature, is equal to the initial debt discount. The resulting debt discount on the Notes is being accreted to interest expense at the effective interest rate over the estimated life of the Notes. The equity component is included in the additional paid-in-capital portion of stockholders’ equity on the Company’s consolidated balance sheet. In addition, the debt issuance costs of $3.4 million are allocated between the liability and equity components in proportion to the allocation of the proceeds. The issuance costs allocated to the liability component ($2.5 million) are capitalized as a long-term asset on the Company’s balance sheet and amortized, using the effective-interest method, as additional interest expense over the term of the Notes. This amount has been classified as long-term as the underlying debt instrument has been classified as a long-term liability in the Company’s balance sheet. The issuance costs allocated to the equity component is recorded as a reduction to additional paid-in capital. The fair value of our Notes payable, calculated as of the closing price of the traded securities, was $73.4 million and $88.2 million as of January 31, 2016 and July 31, 2015, respectively. This value does not represent the settlement value of these long-term debt liabilities to the Company. The fair value of the Notes payable could vary each period based on fluctuations in market interest rates, as well as changes to our credit ratings. The Notes payable are traded and their fair values are based upon traded prices as of the reporting dates. As of January 31, 2016 and July 31, 2015, the net carrying value of the Notes was $80.3 million and $77.9 million, respectively. January 31, July 31, (In thousands) Carrying amount of equity component (net of allocated debt issuance costs) $ 27,163 $ 27,163 Principal amount of Notes $ 100,000 $ 100,000 Unamortized debt discount (19,663 ) (22,136 ) Net carrying amount $ 80,337 $ 77,864 As of January 31, 2016, the remaining period over which the unamortized discount will be amortized is 37 months. Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands) Interest expense related to contractual interest coupon $ 1,323 $ 1,313 $ 2,646 $ 2,626 Interest expense related to accretion of the discount 1,258 1,142 2,473 2,169 Interest expense related to debt issuance costs 111 97 219 188 $ 2,692 $ 2,552 $ 5,338 $ 4,983 During the three and six months ended January 31, 2016, the Company recognized interest expense of $2.7 million and $5.3 million, respectively. During the three and six months ended January 31, 2015, the Company recognized interest expense of $2.5 million and $5.0 million, respectively. The effective interest rate on the Notes, including amortization of debt issuance costs and accretion of the discount, is 14.11%. The notes bear interest of 5.25%. PNC Bank Credit Facility On June 30, 2014, two direct and wholly owned subsidiaries of the Company (the “Borrowers”) entered into a revolving credit and security agreement (the “Credit Agreement”), as borrowers and guarantors, with PNC Bank and National Association, as lender and as agent, respectively. The Credit Agreement has a five (5) year term which expires on June 30, 2019. It includes a maximum credit commitment of $50.0 million, is available for letters of credit (with a sublimit of $5.0 million) and has a $20.0 million uncommitted accordion feature. The actual maximum credit available under the Credit Agreement varies from time to time and is determined by calculating the applicable borrowing base, which is based upon applicable percentages of the values of eligible accounts receivable and eligible inventory minus reserves determined by the Agent (including other reserves that the Agent may establish from time to time in its permitted discretion), all as specified in the Credit Agreement. Generally, borrowings under the Credit Agreement bear interest at a rate per annum equal to, at the Borrowers’ option, either (a) LIBOR (adjusted to reflect any required bank reserves) for an interest period equal to one, two or three months (as selected by the Borrowers) plus a margin of 2.25% per annum or (b) a base rate determined by reference to the highest of (1) the base commercial lending rate publicly announced from time to time by PNC Bank, National Association, (2) the sum of the Federal Funds Open Rate in effect on such day plus one half of one percent (0.5%) per annum, or (3) the LIBOR rate (adjusted to reflect any required bank reserves) in effect on such day plus 1.00% per annum. In addition to paying interest on outstanding principal under the Credit Agreement, the Borrowers are required to pay a commitment fee, in respect of the unutilized commitments thereunder, of 0.25% per annum, paid quarterly in arrears. The Borrowers are also required to pay a customary letter of credit fee equal to the applicable margin on revolving credit LIBOR loans and fronting fees. Obligations under the Credit Agreement are guaranteed by the Borrowers’ existing and future direct and indirect wholly-owned domestic subsidiaries, subject to certain limited exceptions; and the Credit Agreement is secured by security interests in substantially all the Borrowers’ assets and the assets of each subsidiary guarantor, whether owned as of the closing or thereafter acquired, including a pledge of 100.0% of the equity interests of each subsidiary guarantor that is a domestic entity (subject to certain limited exceptions) and 65.0% of the voting equity interests of any direct first tier foreign entity owned by either Borrower or by a subsidiary guarantor. The Company is not a borrower or a guarantor under the Credit Agreement. The Credit Agreement contains certain customary negative covenants, which include limitations on mergers and acquisitions, the sale of assets, liens, guarantees, investments, loans, capital expenditures, dividends, indebtedness, changes in the nature of business, transactions with affiliates, the creation of subsidiaries, changes in fiscal year and accounting practices, changes to governing documents, compliance with certain statutes, and prepayments of certain indebtedness. The Credit Agreement also contains certain customary affirmative covenants (including periodic reporting obligations) and events of default, including upon a change of control. The Credit Agreement requires compliance with certain financial covenants providing for maintenance of specified liquidity, maintenance of a minimum fixed charge coverage ratio and/or maintenance of a maximum leverage ratio following the occurrence of certain events and/or prior to taking certain actions, all as more fully described in the Credit Agreement. The Company believes that the Credit Agreement provides greater financial flexibility to the Company and the Borrowers and may enhance their ability to consummate one or several larger and/or more attractive acquisitions and should provide our clients and/or potential clients with greater confidence in the Company’s and the Borrowers’ liquidity. During the quarter ended January 31, 2015, the Company did not meet the criteria that would cause its financial covenants to be applicable. As of January 31, 2016 and July 31, 2015, the Company did not have any balance outstanding on the PNC Bank credit facility. |
Contingencies
Contingencies | 6 Months Ended |
Jan. 31, 2016 | |
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. We have been cooperating fully with the investigation. During the year ended July 31, 2015, we recorded a charge of $1.6 million with respect to this matter. The Company believes that any resolution of this matter would include monetary penalties and other relief within the SEC’s authority. There can be no assurance that we will be able to reach a settlement with the SEC or that the amount of monetary penalties agreed in any settlement will not exceed the accrued conditions of any potential settlement. On June 8, 2015, Sean Peters, a former employee filed a complaint (the “Complaint”) against ModusLink Corporation in Superior Court of California asserting claims, among other things, for failure to pay wages, breach of contract, wrongful retaliation and termination, fraud, violations of California Business and Professions Code Section 17200, et seq., and civil penalties pursuant to California Labor Code Sections and pursuant to the California Private Attorney General Act, seeking over $1 million in damages, attorneys’ fees and costs and penalties. ModusLink filed an Answer to the Complaint making a general denial and asserting various affirmative defenses. The parties are currently engaged in discovery. Although there can be no assurance as to the ultimate outcome, ModusLink believes it has meritorious defenses and intends to defend the allegations vigorously. |
Other Gains (Losses), Net
Other Gains (Losses), Net | 6 Months Ended |
Jan. 31, 2016 | |
Other Gains (Losses), Net | (10) OTHER GAINS (LOSSES), NET The following table reflects the components of “Other gains (losses), net”: Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands) Foreign currency exchange gain (losses) $ (179 ) $ 1,726 $ (753 ) $ 2,430 Gains (losses) on disposal of assets (284 ) 29 972 29 Gains (losses) on Trading Securities 1,115 (412 ) (8,348 ) 2,100 Other, net (327 ) (932 ) 21 (1,321 ) $ 325 $ 411 $ (8,108 ) $ 3,238 The Company recorded foreign exchange gains (losses) of approximately $(0.2) million and $1.7 million during the three months ended January 31, 2016 and 2015, respectively. For the three months ended January 31, 2016, the net losses primarily related to realized and unrealized losses from foreign currency exposures and settled transactions of approximately $0.4 million and $0.2 million in the Asia and Europe, respectively, offset by net gains of $0.4 million in Corporate. For the three months ended January 31, 2015, the net gains primarily related to realized and unrealized gains from foreign currency exposures and settled transactions of approximately $0.3 million, $0.3 million and $1.1 million in the Americas, e-Business and Europe, respectively. During the three months ended January 31, 2016 and 2015, the Company recognized $1.1 million and $(0.4) million in net gains (losses) associated with its Trading Securities. During the three months ended January 31, 2016 and 2015, the Company recognized $0.4 million and $0.8 million, respectively, in net losses associated with short-term foreign currency contracts. The Company recorded foreign exchange gains (losses) of approximately $(0.8) million and $2.4 million during the six months ended January 31, 2016 and 2015, respectively. For the six months ended January 31, 2016, the net gains primarily related to realized and unrealized losses from foreign currency exposures and settled transactions of approximately $1.1 million and $0.5 million in the Asia and Europe, respectively, offset by net gains of $0.8 million in Corporate. For the six months ended January 31, 2015, the net gains primarily related to realized and unrealized gains from foreign currency exposures and settled transactions of approximately $0.4 million and $2.1 million in the Americas and Europe, respectively. During the six months ended January 31, 2016 and 2015, the Company recognized $(8.3) million and $2.1 million in net gains (losses) associated with its Trading Securities. During the six months ended January 31, 2016 and 2015, the Company recognized $0.1 million and $1.1 million, respectively, in net losses associated with short-term foreign currency contracts. |
Income Taxes
Income Taxes | 6 Months Ended |
Jan. 31, 2016 | |
Income Taxes | (11) INCOME TAXES The Company operates in multiple taxing jurisdictions, both within and outside of the United States. For the three months ended January 31, 2016, the Company was profitable in certain jurisdictions, resulting in an income tax expense using enacted rates in those jurisdictions. As of January 31, 2016 and July 31, 2015, the total amount of the liability for unrecognized tax benefits related to federal, state and foreign taxes was approximately $1.1 million and $3.9 million, respectively. 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 Statements of Operations. As of January 31, 2016 and July 31, 2015, 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, 2011 through July 31, 2015. 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 2009 through 2015 tax years remain subject to examination in most locations, while the Company’s 2005 through 2015 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 would 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 considered and included in one or more public groups in the calculation of “ownership change” for purposes of Section 382 of the Code. On October 9, 2014, the Tax Plan was amended by our Board of Directors to extend the expiration of the Tax Plan until October 17, 2017. Following the stockholders’ approval of the Protective Amendment (as described below) at the Company’s 2014 Annual Meeting, the Tax Plan was further amended so that it expired at the close of business on December 31, 2014. Protective Amendment On December 29, 2014, the Company filed an Amendment to its Restated Certificate of Incorporation (the “Protective Amendment”) with the Delaware Secretary of State to protect the significant potential long-term tax benefits presented by its net operating losses and other tax benefits (collectively, the “NOLs”). The Protective Amendment was approved by the Company’s stockholders at the Company’s 2014 Annual Meeting of Stockholders held on December 9, 2014. As a result of the filing of the Protective Amendment with the Delaware Secretary of State, the Company amended its Tax Benefit Preservation Plan so that it expired at the close of business on December 31, 2014. The Protective Amendment limits certain transfers of the Company’s common stock, to assist the Company in protecting the long-term value of its accumulated NOLs. The Protective Amendment’s transfer restrictions generally restrict any direct or indirect transfers of the common stock if the effect would be to increase the direct or indirect ownership of the common stock by any person (as defined in the Protective Amendment) from less than 4.99% to 4.99% or more of the common stock, or increase the percentage of the common stock owned directly or indirectly by a Person owning or deemed to own 4.99% or more of the common stock. Any direct or indirect transfer attempted in violation of the Protective Amendment will be void as of the date of the prohibited transfer as to the purported transferee. The Board of Directors of the Company has discretion to grant waivers to permit transfers otherwise restricted by the Protective Amendment.In accordance with the Protective Amendment, Handy & Harman (“HNH”), a related party, requested, and the Company granted HNH and its affiliates, a waiver under the Protective Amendment to permit their acquisition of up to 45% of the Company’s outstanding shares of common stock in the aggregate (subject to proportionate adjustment, the “45% Cap”), in addition to acquisitions of common stock in connection with the exercise of certain warrants of the Company (the “Warrants”) held by Steel Partners Holdings L.P. (“SPH”), an affiliate of HNH, as well as a limited waiver under Section 203 of the Delaware General Corporation Law for this purpose. Notwithstanding the foregoing, HNH and its affiliates (and any group of which HNH or any of its affiliates is a member) are not permitted to acquire securities that would result in an “ownership change” of the Company for purposes of Section 382 of the Internal Revenue Code of 1986, as amended, that would have the effect of impairing any of the Company’s NOLs. The foregoing waiver was approved by the independent directors of the Company. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jan. 31, 2016 | |
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 and six months ended January 31, 2016 and 2015: Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands, except per share data) Net loss $ (13,948 ) $ (1,556 ) $ (28,721 ) $ (1,334 ) Weighted average common shares outstanding 51,879 51,646 52,039 51,888 Weighted average common equivalent shares arising from dilutive stock options and restricted stock — — — — Weighted average number of common and potential common shares 51,879 51,646 52,039 51,888 Basic net loss per share $ (0.27 ) $ (0.03 ) $ (0.55 ) $ (0.03 ) Diluted net loss per share $ (0.27 ) $ (0.03 ) $ (0.55 ) $ (0.03 ) Basic earnings per common share is calculated using the weighted-average number of common shares outstanding during the period. Diluted earnings per common share, if any, gives effect to diluted stock options (calculated based on the treasury stock method), non-vested restricted stock shares purchased under the employee stock purchase plan and shares issuable upon debt conversion (calculated using an as-if converted method). For the three and six months ended January 31, 2016, approximately 21.9 million and 21.8 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. For the three and six months ended January 31, 2015, approximately 21.6 million and 21.2 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. |
Share-Based Payments
Share-Based Payments | 6 Months Ended |
Jan. 31, 2016 | |
Share-Based Payments | (13) SHARE-BASED PAYMENTS The following table summarizes share-based compensation expense related to employee stock options, employee stock purchases and non-vested shares for the three and six months ended January 31, 2016 and 2015, which was allocated as follows: Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands) Cost of revenue $ 25 $ 39 $ 56 $ 133 Selling, general and administrative 477 407 902 722 $ 502 $ 446 $ 958 $ 855 At January 31, 2016, there was approximately $2.0 million of total unrecognized compensation cost related to Stock Options issued under the Company’s plans. At January 31, 2016, there was approximately $1.1 million of total unrecognized compensation cost related to non-vested share-based compensation awards under the Company’s plans. |
Comprehensive Income (Loss)
Comprehensive Income (Loss) | 6 Months Ended |
Jan. 31, 2016 | |
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 stockholder’s equity in the accompanying condensed consolidated balance sheets. Accumulated other comprehensive items consist of the following: Foreign Pension Unrealized Total (In thousands) Accumulated other comprehensive income (loss) at July 31, 2015 $ 7,670 $ (4,206 ) $ 46 $ 3,510 Foreign currency translation adjustment (1,946 ) — — (1,946 ) Net unrealized holding gain on securities — — 31 31 Net current-period other comprehensive income (loss) (1,946 ) — 31 (1,915 ) Accumulated other comprehensive income (loss) at January 31, 2016 $ 5,724 $ (4,206 ) $ 77 $ 1,595 |
Foreign Currency Contracts
Foreign Currency Contracts | 6 Months Ended |
Jan. 31, 2016 | |
Foreign Currency Contracts | (15) FOREIGN CURRENCY CONTRACTS During the quarter ended January 31, 2016, the Company entered into foreign currency forward contracts to manage the foreign currency risk associated with anticipated foreign currency denominated transactions. As of January 31, 2016, the aggregate notional amount of the Company’s outstanding foreign currency forward contracts was $7.3 million, as summarized below: January 31, 2016 Currency Contracts Foreign Currency Amount Notional Contract Value in USD (In thousands) Buy CNH 48,273 $ 7,330 As of January 31, 2016, the fair value of the Company’s short-term foreign currency contracts was $0.1 million and is included in other current liabilities. These contracts are designed to hedge the Company’s exposure to transactions denominated in a non-functional currency and are not accounted for as hedges under the accounting standards. Accordingly, changes in the fair value of these instruments are recognized in earnings during the period of change as a component of Other gains (losses), net. The contracts were classified within Level 2 of the fair value hierarchy. During the three and six months ended January 31, 2016, the Company recognized $0.4 million and $0.1 million in net losses associated with these contracts, respectively. During the three and six months ended January 31, 2015, the Company recognized $0.8 million and $1.1 million in net losses associated with these contracts, respectively. |
Segment Information
Segment Information | 6 Months Ended |
Jan. 31, 2016 | |
Segment Information | (16) SEGMENT INFORMATION The Company has four operating segments: Americas; Asia; Europe; and e-Business. 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 four reportable segments: Americas, Asia, Europe and e-Business. During the prior year, the Company had determined that it had three reportable segments: Americas; Asia; and Europe. e-Business was reported as a part of the All Other category in the prior year. 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. The Corporate-level balance sheet information includes cash and cash equivalents, trading securities, investments in affiliates, notes payables and other assets and liabilities which are not identifiable to the operations of the Company’s operating segments. All significant intra-segment amounts have been eliminated. Summarized financial information of the Company’s continuing operations by operating segment is as follows: Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands) Net revenue: Americas $ 28,208 $ 53,242 $ 61,419 $ 135,040 Asia 44,476 45,493 98,407 88,448 Europe 38,656 40,626 83,399 95,041 e-Business 8,626 8,949 17,830 17,225 $ 119,966 $ 148,310 $ 261,055 $ 335,754 Operating income (loss): Americas $ (4,911 ) $ (139 ) $ (7,997 ) $ 1,479 Asia (325 ) 4,677 3,046 8,030 Europe (4,239 ) (952 ) (5,270 ) (2,330 ) e-Business (397 ) 361 (901 ) 522 Total Segment operating income (loss) (9,872 ) 3,947 (11,122 ) 7,701 Corporate-level activity (1,791 ) (3,301 ) (3,348 ) (5,908 ) Total operating income (loss) (11,663 ) 646 (14,470 ) 1,793 Total other expense (2,338 ) (1,853 ) (13,454 ) (1,629 ) Income (loss) before income taxes $ (14,001 ) $ (1,207 ) $ (27,924 ) $ 164 January 31, July 31, (In thousands) Total assets: Americas $ 32,682 $ 41,367 Asia 150,577 122,277 Europe 75,993 67,783 e-Business 47,210 35,512 Sub-total - segment assets 306,462 266,939 Corporate 158,896 179,563 $ 465,358 $ 446,502 Summarized financial information of the Company’s net revenue from external customers by group of services is as follows: Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands) Supply chain services $ 110,297 $ 122,972 $ 238,667 $ 288,378 Aftermarket services 1,043 16,389 4,558 30,151 e-Business services 8,626 8,949 17,830 17,225 $ 119,966 $ 148,310 $ 261,055 $ 335,754 As of January 31, 2016, approximately $11.4 million, $5.4 million, $3.3 million and $3.1 million of the Company’s long-lived assets were located in the U.S.A., Netherlands, Ireland and China, respectively. As of July 31, 2015, approximately $12.4 million, $5.2 million, $3.7 million and $3.3 million of the Company’s long-lived assets were located in the U.S.A., Netherlands, Ireland and China, respectively. For the three months ended January 31, 2016, the Company’s net revenues within U.S.A., China, Netherlands and Czech Republic were $30.1 million, $37.5 million, $16.9 million and $18.7 million, respectively. For the three months ended January 31, 2015, the Company’s net revenues within U.S.A., China, Netherlands and Czech Republic were $54.3 million, $37.3 million, $14.8 million and $23.1 million, respectively. For the six months ended January 31, 2016, the Company’s net revenues within U.S.A., China, Netherlands and Czech Republic were $65.1 million, $83.8 million, $37.6 million and $41.0 million, respectively. For the six months ended January 31, 2015, the Company’s net revenues within U.S.A., China, Netherlands and Czech Republic were $136.4 million, $72.1 million, $39.9 million and $48.8 million, respectively. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jan. 31, 2016 | |
Related Party Transactions | (17) RELATED PARTY TRANSACTIONS On December 24, 2014, SP Corporate Services LLC (“SP Corporate”), an indirect wholly owned subsidiary of Steel Partners Holdings L.P. (a related party), entered into a Management Services Agreement (the “Management Services Agreement”) with the Company. Pursuant to the Management Services Agreement, SP Corporate will provide the Company and its subsidiaries with the services of certain employees, including certain executive officers, and other corporate services. The Management Services Agreement was approved by a special committee of the Company’s Board of Directors comprised entirely of independent directors (the “Related Party Transactions Committee”). SP Corporate will be subject to the supervision and control of the Committee while performing its obligations under the Management Services Agreement. The Management Services Agreement provides that the Company will pay SP Corporate a fixed monthly fee of $175,000 in consideration of the Services. The fees payable under the Management Services Agreement are subject to review and such adjustments as may be agreed upon by SP Corporate and the Company. The Management Services Agreement was effective as of January 1, 2015 and was to continue through June 30, 2015. During the quarter ended July 31, 2015, the Company and SP Corporate entered into an amendment to extend the term of the Management Services Agreement through December 31, 2015, with such term renewing for successive one year periods unless and until terminated pursuant to the terms of the Management Services Agreement. On March 10, 2016, the Company entered into an amendment to the Management Services Agreement between the Company and SPH Services, Inc. (“SPH Services”) modifying the services provided by SPH Services to the Company pursuant to the terms of the Amendment. Also on March 10, 2016, the Company entered into a Transfer Agreement with SPH Services pursuant to which the parties agreed to transfer to the Company certain individuals who provide corporate services to the Company. The Amendment to the Management Services Agreement and the Transfer Agreement were approved by the Related Party Transactions Committee. |
Fair Value Measurement of Asset
Fair Value Measurement of Assets and Liabilities | 6 Months Ended |
Jan. 31, 2016 | |
Fair Value Measurement of Assets and Liabilities | (18) FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES ASC Topic 820 provides that fair value is an exit price, representing the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants based on the highest and best use of the asset or liability. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. ASC Topic 820 requires the Company to use valuation techniques to measure fair value that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized as follows: Level 1: Observable inputs such as quoted prices for identical assets or liabilities in active markets Level 2: Other inputs that are observable directly or indirectly, such as quoted prices for similar assets or liabilities or market-corroborated inputs Level 3: Unobservable inputs for which there is little or no market data and which require the Company to develop its own assumptions about how market participants would price the assets or liabilities The carrying value of cash and cash equivalents, accounts receivable, accounts payable, current liabilities and the revolving line of credit approximate fair value because of the short maturity of these instruments. The carrying value of capital lease obligations approximates fair value, as estimated by using discounted future cash flows based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements. The fair values of the Company’s Trading Securities are estimated using quoted market prices. The Company values foreign exchange forward contracts using observable inputs which primarily consist of an income approach based on the present value of the forward rate less the contract rate multiplied by the notional amount. The defined benefit plans have 100% of their assets invested in bank-managed portfolios of debt securities and other assets. Conservation of capital with some conservative growth potential is the strategy for the plans. The Company’s pension plans are outside the United States, where asset allocation decisions are typically made by an independent board of trustees. Investment objectives are aligned to generate returns that will enable the plans to meet their future obligations. The Company acts in a consulting and governance role in reviewing investment strategy and providing a recommended list of investment managers for each plan, with final decisions on asset allocation and investment manager made by local trustees. Assets and Liabilities that are Measured at Fair Value on a Recurring Basis The following tables presents the Company’s financial assets measured at fair value on a recurring basis as of January 31, 2016 and July 31, 2015, classified by fair value hierarchy: Fair Value Measurements at Reporting Date Using (In thousands) January 31, 2016 Level 1 Level 2 Level 3 Assets: Marketable equity securities $ 17,028 $ 17,028 $ — $ — Marketable corporate bonds 10,954 10,954 — — Money market funds 112,070 112,070 — — Liabilities: Foreign currency contracts 118 — 118 — Fair Value Measurements at Reporting Date Using (In thousands) July 31, 2015 Level 1 Level 2 Level 3 Assets: Marketable equity securities $ 37,396 $ 37,396 $ — $ — Marketable corporate bonds 41,320 41,320 — — Money market funds 76,277 76,277 — — There were no transfers between Levels 1, 2 or 3 during any of the periods presented. When available, quoted prices were used to determine fair value. When quoted prices in active markets were available, investments were classified within Level 1 of the fair value hierarchy. When quoted prices in active markets were not available, fair values were determined using pricing models, and the inputs to those pricing models were based on observable market inputs. The inputs to the pricing models were typically benchmark yields, reported trades, broker-dealer quotes, issuer spreads and benchmark securities, among others. Assets and Liabilities that are Measured at Fair Value on a Nonrecurring Basis The Company’s only significant assets or liabilities measured at fair value on a nonrecurring basis subsequent to their initial recognition were certain assets subject to long-lived asset impairment. The Company reviews the carrying amounts of these assets whenever certain events or changes in circumstances indicate that the carrying amounts may not be recoverable. An impairment loss is recognized when the carrying amount of the asset group or reporting unit is not recoverable and exceeds its fair value. The Company estimated the fair values of assets subject to impairment based on the Company’s own judgments about the assumptions that market participants would use in pricing the assets and on observable market data, when available. The Company uses the income approach when determining the fair value of its reporting units. Fair Value of Financial Instruments The Company’s financial instruments not measured at fair value on a recurring basis include cash and cash equivalents, accounts receivable, accounts payable and long-term debt and are reflected in the financial statements at cost. With the exception of long-term debt, cost approximates fair value for these items due to their short-term nature. Included in trading securities in the accompanying balance sheet are marketable equity securities and marketable corporate bonds. These instruments are valued at quoted market prices in active markets. Included in cash and cash equivalents in the accompanying balance sheet are money market funds. These are valued at quoted market prices in active markets. The following table presents the Company’s debt not carried at fair value: January 31, 2016 July 31, 2015 Carrying Fair Value Carrying Fair Fair Value (In thousands) Notes payable $ 80,337 $ 73,375 $ 77,864 $ 88,188 Level 1 The fair value of our Notes payable represents the value at which our lenders could trade our debt within the financial markets, and does not represent the settlement value of these long-term debt liabilities to us. The fair value of the Notes payable could vary each period based on fluctuations in market interest rates, as well as changes to our credit ratings. The Notes payable are traded and their fair values are based upon traded prices as of the reporting dates. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jan. 31, 2016 | |
Subsequent Events | (19) SUBSEQUENT EVENTS On March 10, 2016, the Company entered into an amendment to the Management Services Agreement and a transfer agreement between the Company and SPH Services, Inc.. See Note 17 (Related Party Transactions) for further details. |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
Components of Inventories | Inventories consisted of the following: January 31, July 31, (In thousands) Raw materials $ 38,341 $ 38,922 Work-in-process 510 536 Finished goods 9,384 9,282 $ 48,235 $ 48,740 |
Other Current Liabilities (Tabl
Other Current Liabilities (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
Components of Other Current Liabilities | The following table reflects the components of “Other Current Liabilities”: January 31, July 31, (In thousands) Accrued pricing liabilities $ 18,882 $ 18,882 Funds held for clients 31,920 21,807 Other 6,860 10,048 $ 57,662 $ 50,737 |
Restructuring, Net (Tables)
Restructuring, Net (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
Summary of Restructuring Accrual by Expense Category and by Reportable Segment | The following tables summarize the activities related to the restructuring accrual by expense category and by reportable segment for the six months ended January 31, 2016: Employee Contractual Total (In thousands) Accrued restructuring balance at July 31, 2015 $ 1,437 $ 91 $ 1,528 Restructuring charges 1,090 281 1,371 Restructuring adjustments (123 ) (1 ) (124 ) Cash paid (1,613 ) (94 ) (1,707 ) Non-cash adjustments 6 1 7 Accrued restructuring balance at January 31, 2016 $ 797 $ 278 $ 1,075 Americas Asia Europe e-Business Consolidated (In thousands) Accrued restructuring balance at July 31, 2015 $ 235 $ 253 $ 1,026 $ 14 $ 1,528 Restructuring charges 920 351 96 4 1,371 Restructuring adjustments — (44 ) (80 ) — (124 ) Cash paid (357 ) (431 ) (919 ) — (1,707 ) Non-cash adjustments — (9 ) 16 — 7 Accrued restructuring balance at January 31, 2016 $ 798 $ 120 $ 139 $ 18 $ 1,075 |
Net Restructuring Charges | The net restructuring charges for the three and six months ended January 31, 2016 and 2015 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 Six Months Ended 2016 2015 2016 2015 (In thousands) Cost of revenue $ 83 $ 769 $ 898 $ 2,651 Selling, general and administrative 157 272 349 291 $ 240 $ 1,041 $ 1,247 $ 2,942 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
Net Carrying Value of the Notes | January 31, July 31, (In thousands) Carrying amount of equity component (net of allocated debt issuance costs) $ 27,163 $ 27,163 Principal amount of Notes $ 100,000 $ 100,000 Unamortized debt discount (19,663 ) (22,136 ) Net carrying amount $ 80,337 $ 77,864 |
Summary of Interest Expense Related to Convertible Notes | As of January 31, 2016, the remaining period over which the unamortized discount will be amortized is 37 months. Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands) Interest expense related to contractual interest coupon $ 1,323 $ 1,313 $ 2,646 $ 2,626 Interest expense related to accretion of the discount 1,258 1,142 2,473 2,169 Interest expense related to debt issuance costs 111 97 219 188 $ 2,692 $ 2,552 $ 5,338 $ 4,983 |
Other Gains (Losses), Net (Tabl
Other Gains (Losses), Net (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
Components of Other Gains (Losses), Net | The following table reflects the components of “Other gains (losses), net”: Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands) Foreign currency exchange gain (losses) $ (179 ) $ 1,726 $ (753 ) $ 2,430 Gains (losses) on disposal of assets (284 ) 29 972 29 Gains (losses) on Trading Securities 1,115 (412 ) (8,348 ) 2,100 Other, net (327 ) (932 ) 21 (1,321 ) $ 325 $ 411 $ (8,108 ) $ 3,238 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
Reconciliation of 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 and six months ended January 31, 2016 and 2015: Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands, except per share data) Net loss $ (13,948 ) $ (1,556 ) $ (28,721 ) $ (1,334 ) Weighted average common shares outstanding 51,879 51,646 52,039 51,888 Weighted average common equivalent shares arising from dilutive stock options and restricted stock — — — — Weighted average number of common and potential common shares 51,879 51,646 52,039 51,888 Basic net loss per share $ (0.27 ) $ (0.03 ) $ (0.55 ) $ (0.03 ) Diluted net loss per share $ (0.27 ) $ (0.03 ) $ (0.55 ) $ (0.03 ) |
Share-Based Payments (Tables)
Share-Based Payments (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
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 non-vested shares for the three and six months ended January 31, 2016 and 2015, which was allocated as follows: Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands) Cost of revenue $ 25 $ 39 $ 56 $ 133 Selling, general and administrative 477 407 902 722 $ 502 $ 446 $ 958 $ 855 |
Comprehensive Income (Loss) (Ta
Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
Accumulated Other Comprehensive Items | Accumulated other comprehensive items consist of the following: Foreign Pension Unrealized Total (In thousands) Accumulated other comprehensive income (loss) at July 31, 2015 $ 7,670 $ (4,206 ) $ 46 $ 3,510 Foreign currency translation adjustment (1,946 ) — — (1,946 ) Net unrealized holding gain on securities — — 31 31 Net current-period other comprehensive income (loss) (1,946 ) — 31 (1,915 ) Accumulated other comprehensive income (loss) at January 31, 2016 $ 5,724 $ (4,206 ) $ 77 $ 1,595 |
Foreign Currency Contracts (Tab
Foreign Currency Contracts (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
Schedule of Foreign Currency Forward Contracts | As of January 31, 2016, the aggregate notional amount of the Company’s outstanding foreign currency forward contracts was $7.3 million, as summarized below: January 31, 2016 Currency Contracts Foreign Currency Amount Notional Contract Value in USD (In thousands) Buy CNH 48,273 $ 7,330 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
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 Six Months Ended 2016 2015 2016 2015 (In thousands) Net revenue: Americas $ 28,208 $ 53,242 $ 61,419 $ 135,040 Asia 44,476 45,493 98,407 88,448 Europe 38,656 40,626 83,399 95,041 e-Business 8,626 8,949 17,830 17,225 $ 119,966 $ 148,310 $ 261,055 $ 335,754 Operating income (loss): Americas $ (4,911 ) $ (139 ) $ (7,997 ) $ 1,479 Asia (325 ) 4,677 3,046 8,030 Europe (4,239 ) (952 ) (5,270 ) (2,330 ) e-Business (397 ) 361 (901 ) 522 Total Segment operating income (loss) (9,872 ) 3,947 (11,122 ) 7,701 Corporate-level activity (1,791 ) (3,301 ) (3,348 ) (5,908 ) Total operating income (loss) (11,663 ) 646 (14,470 ) 1,793 Total other expense (2,338 ) (1,853 ) (13,454 ) (1,629 ) Income (loss) before income taxes $ (14,001 ) $ (1,207 ) $ (27,924 ) $ 164 |
Total Assets of Continuing Operations | January 31, July 31, (In thousands) Total assets: Americas $ 32,682 $ 41,367 Asia 150,577 122,277 Europe 75,993 67,783 e-Business 47,210 35,512 Sub-total - segment assets 306,462 266,939 Corporate 158,896 179,563 $ 465,358 $ 446,502 |
Summarized Financial Information of Net Revenue from External Customers by Group of Services | Summarized financial information of the Company’s net revenue from external customers by group of services is as follows: Three Months Ended Six Months Ended 2016 2015 2016 2015 (In thousands) Supply chain services $ 110,297 $ 122,972 $ 238,667 $ 288,378 Aftermarket services 1,043 16,389 4,558 30,151 e-Business services 8,626 8,949 17,830 17,225 $ 119,966 $ 148,310 $ 261,055 $ 335,754 |
Fair Value Measurement of Ass36
Fair Value Measurement of Assets and Liabilities (Tables) | 6 Months Ended |
Jan. 31, 2016 | |
Financial Assets Measured at Fair Value on Recurring Basis and Classified by Fair Value Hierarchy | The following tables presents the Company’s financial assets measured at fair value on a recurring basis as of January 31, 2016 and July 31, 2015, classified by fair value hierarchy: Fair Value Measurements at Reporting Date Using (In thousands) January 31, 2016 Level 1 Level 2 Level 3 Assets: Marketable equity securities $ 17,028 $ 17,028 $ — $ — Marketable corporate bonds 10,954 10,954 — — Money market funds 112,070 112,070 — — Liabilities: Foreign currency contracts 118 — 118 — Fair Value Measurements at Reporting Date Using (In thousands) July 31, 2015 Level 1 Level 2 Level 3 Assets: Marketable equity securities $ 37,396 $ 37,396 $ — $ — Marketable corporate bonds 41,320 41,320 — — Money market funds 76,277 76,277 — — |
Debt not Carried at Fair Value | The following table presents the Company’s debt not carried at fair value: January 31, 2016 July 31, 2015 Carrying Fair Value Carrying Fair Fair Value (In thousands) Notes payable $ 80,337 $ 73,375 $ 77,864 $ 88,188 Level 1 |
Components of Inventories (Deta
Components of Inventories (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Jul. 31, 2015 |
Inventory [Line Items] | ||
Raw materials | $ 38,341 | $ 38,922 |
Work-in-process | 510 | 536 |
Finished goods | 9,384 | 9,282 |
Inventories, net | $ 48,235 | $ 48,740 |
Investments - Additional inform
Investments - Additional information (Detail) - USD ($) $ in Thousands | Oct. 14, 2015 | Jan. 31, 2016 | Jul. 31, 2015 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 |
Investment [Line Items] | ||||||
Trading securities | $ 27,982 | $ 78,716 | $ 27,982 | |||
Sale of trading securities | 15,500 | 3,900 | $ 0 | $ 0 | ||
Unsettled trades associated with the sale of common stock of a publicly traded entity | $ 2,100 | |||||
Gains (losses) in trading securities | 1,115 | $ (412) | (8,348) | 2,100 | ||
Sale (purchase) of trading securities | 14,800 | 43,698 | $ (69,221) | |||
Cash | ||||||
Investment [Line Items] | ||||||
Gains (losses) in trading securities | 1,200 | 800 | 5,500 | |||
Cash | Received subsequent to January 31, 2016 | ||||||
Investment [Line Items] | ||||||
Gains (losses) in trading securities | 800 | |||||
Non Cash | ||||||
Investment [Line Items] | ||||||
Gains (losses) in trading securities | 100 | 13,800 | ||||
Convertible Debt Securities | ||||||
Investment [Line Items] | ||||||
Trading securities | $ 11,000 | $ 41,300 | $ 11,000 |
Components of Other Current Lia
Components of Other Current Liabilities (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Jul. 31, 2015 |
Other Current Liabilities [Line Items] | ||
Accrued pricing liabilities | $ 18,882 | $ 18,882 |
Funds held for clients | 31,920 | 21,807 |
Other | 6,860 | 10,048 |
Other current liabilities | $ 57,662 | $ 50,737 |
Other Current Liabilities - Add
Other Current Liabilities - Additional Information (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Jul. 31, 2015 |
Other Liabilities [Line Items] | ||
Accrued pricing liabilities | $ 18,882 | $ 18,882 |
Restructuring, Net - Additional
Restructuring, Net - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jan. 31, 2016USD ($) | Oct. 31, 2015USD ($)Employee | Jan. 31, 2015USD ($)Employee | Oct. 31, 2014USD ($)Employee | Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring, net | $ 240 | $ 1,000 | $ 1,041 | $ 1,900 | $ 1,247 | $ 2,942 |
Number of workforce reduction | Employee | 55 | 72 | 93 | |||
Employee Related Expenses | Americas | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring, net | $ 800 | $ 400 | $ 400 | |||
Employee Related Expenses | Europe | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring, net | 500 | 1,000 | ||||
Employee Related Expenses | Asia | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring, net | $ 300 | $ 100 | $ 500 | |||
Contractual Charges | Americas | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring, net | 100 | |||||
Contractual Charges | Europe | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring, net | $ 100 |
Activity in Restructuring Accru
Activity in Restructuring Accrual (Detail) $ in Thousands | 6 Months Ended |
Jan. 31, 2016USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Accrued restructuring, beginning balance | $ 1,528 |
Restructuring charges | 1,371 |
Restructuring adjustments | (124) |
Cash paid | (1,707) |
Non-cash adjustments | 7 |
Accrued restructuring, ending balance | 1,075 |
Employee Related Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Accrued restructuring, beginning balance | 1,437 |
Restructuring charges | 1,090 |
Restructuring adjustments | (123) |
Cash paid | (1,613) |
Non-cash adjustments | 6 |
Accrued restructuring, ending balance | 797 |
Contractual Obligations | |
Restructuring Cost and Reserve [Line Items] | |
Accrued restructuring, beginning balance | 91 |
Restructuring charges | 281 |
Restructuring adjustments | (1) |
Cash paid | (94) |
Non-cash adjustments | 1 |
Accrued restructuring, ending balance | $ 278 |
Summary of Restructuring Accrua
Summary of Restructuring Accrual by Reportable Segment (Detail) $ in Thousands | 6 Months Ended |
Jan. 31, 2016USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Accrued restructuring, beginning balance | $ 1,528 |
Restructuring charges | 1,371 |
Restructuring adjustments | (124) |
Cash paid | (1,707) |
Non-cash adjustments | 7 |
Accrued restructuring, ending balance | 1,075 |
Americas | |
Restructuring Cost and Reserve [Line Items] | |
Accrued restructuring, beginning balance | 235 |
Restructuring charges | 920 |
Cash paid | (357) |
Accrued restructuring, ending balance | 798 |
Asia | |
Restructuring Cost and Reserve [Line Items] | |
Accrued restructuring, beginning balance | 253 |
Restructuring charges | 351 |
Restructuring adjustments | (44) |
Cash paid | (431) |
Non-cash adjustments | (9) |
Accrued restructuring, ending balance | 120 |
Europe | |
Restructuring Cost and Reserve [Line Items] | |
Accrued restructuring, beginning balance | 1,026 |
Restructuring charges | 96 |
Restructuring adjustments | (80) |
Cash paid | (919) |
Non-cash adjustments | 16 |
Accrued restructuring, ending balance | 139 |
e-Business Services | |
Restructuring Cost and Reserve [Line Items] | |
Accrued restructuring, beginning balance | 14 |
Restructuring charges | 4 |
Accrued restructuring, ending balance | $ 18 |
Net Restructuring Charges (Deta
Net Restructuring Charges (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jan. 31, 2016 | Oct. 31, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jan. 31, 2016 | Jan. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring, net | $ 240 | $ 1,000 | $ 1,041 | $ 1,900 | $ 1,247 | $ 2,942 |
Cost of revenue | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring, net | 83 | 769 | 898 | 2,651 | ||
Selling, general and administrative | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring, net | $ 157 | $ 272 | $ 349 | $ 291 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | Jun. 30, 2014 | Mar. 18, 2014 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jul. 31, 2015 |
Debt Instrument [Line Items] | |||||||
Debt instrument issued | $ 100,000,000 | $ 100,000,000 | $ 100,000,000 | ||||
Notes payable, Fair Value | 73,375,000 | 73,375,000 | 88,188,000 | ||||
Debt instrument, carrying amount | 80,337,000 | $ 80,337,000 | 77,864,000 | ||||
Convertible debt, remaining discount amortization period | 37 months | ||||||
PNC Bank Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, term | 5 years | ||||||
Line of credit facility, maximum credit commitment | $ 50,000,000 | ||||||
Credit facility expiry date | Jun. 30, 2019 | ||||||
Line of credit facility, unutilized commitment fee percentage | 0.25% | ||||||
Outstanding indebtedness under the Credit Facility | $ 0 | $ 0 | $ 0 | ||||
Domestic Subsidiaries | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of equity interests pledged | 100.00% | ||||||
Foreign Subsidiaries | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of equity interests pledged | 65.00% | ||||||
Letter of Credit Sublimit | PNC Bank Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, maximum credit commitment | $ 5,000,000 | ||||||
Uncommitted Accordion Feature | PNC Bank Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, maximum credit commitment | $ 20,000,000 | ||||||
Scenario 1 | London Interbank Offered Rate (LIBOR) | PNC Bank Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, percentage points added to the reference rate | 2.25% | ||||||
Scenario 2 | London Interbank Offered Rate (LIBOR) | PNC Bank Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, percentage points added to the reference rate | 1.00% | ||||||
Scenario 2 | Federal Funds Open Rate | PNC Bank Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, percentage points added to the reference rate | 0.50% | ||||||
5.25% Convertible Senior Notes due 2019 | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument issued | $ 100,000,000 | ||||||
Debt instrument, stated interest rate | 5.25% | 0.50% | 0.50% | ||||
Debt instrument, convertible, conversion ratio | 166.2593 | ||||||
Initial Conversion price | $ 6.01 | $ 6.01 | |||||
Debt instrument, redemption price percentage | 100.00% | ||||||
Debt instrument, convertible, earliest date | Mar. 6, 2017 | ||||||
Debt instrument, convertible, threshold percentage of stock price trigger | 130.00% | ||||||
Debt instrument, convertible, threshold trading days | 20 days | ||||||
Debt instrument, convertible, threshold consecutive trading days | 30 days | ||||||
Additional interest paid | $ 200,000 | $ 200,000 | |||||
Debt instrument conversion option | 28,100,000 | ||||||
Debt instrument issuance costs | 3,400,000 | ||||||
Deferred debt instrument issuance costs | 2,500,000 | 2,500,000 | |||||
Debt instrument, interest expense | $ 2,692,000 | $ 2,552,000 | $ 5,338,000 | $ 4,983,000 | |||
Debt instrument, interest rate, effective percentage | 14.11% | 14.11% |
Net Carrying Value of the Notes
Net Carrying Value of the Notes (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Jul. 31, 2015 |
Debt Instrument [Line Items] | ||
Carrying amount of equity component (net of allocated debt issuance costs) | $ 27,163 | $ 27,163 |
Principal amount of Notes | 100,000 | 100,000 |
Unamortized debt discount | (19,663) | (22,136) |
Net carrying amount | $ 80,337 | $ 77,864 |
Summary of Interest Expense Rel
Summary of Interest Expense Related to Convertible Notes (Detail) - 5.25% Convertible Senior Notes due 2019 - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Non Cash Convertible Debt Related Expense [Line Items] | ||||
Debt instrument, interest expense | $ 2,692 | $ 2,552 | $ 5,338 | $ 4,983 |
Coupon interest rate | ||||
Non Cash Convertible Debt Related Expense [Line Items] | ||||
Debt instrument, interest expense | 1,323 | 1,313 | 2,646 | 2,626 |
Accretion of debt discount | ||||
Non Cash Convertible Debt Related Expense [Line Items] | ||||
Debt instrument, interest expense | 1,258 | 1,142 | 2,473 | 2,169 |
Amortization of debt issue cost | ||||
Non Cash Convertible Debt Related Expense [Line Items] | ||||
Debt instrument, interest expense | $ 111 | $ 97 | $ 219 | $ 188 |
Contingencies - Additional Info
Contingencies - Additional Information (Detail) - USD ($) $ in Millions | Jun. 08, 2015 | Jul. 31, 2015 |
Commitments and Contingencies [Line Items] | ||
Loss contingency | $ 1.6 | |
Pending Litigation | ||
Commitments and Contingencies [Line Items] | ||
Damages sought | $ 1 |
Components of Other Gains (Loss
Components of Other Gains (Losses), Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Component Of Other Expense Income Nonoperating [Line Items] | ||||
Foreign currency exchange gain (losses) | $ (179) | $ 1,726 | $ (753) | $ 2,430 |
Gains (losses) on disposal of assets | (284) | 29 | 972 | 29 |
Gains (losses) on Trading Securities | 1,115 | (412) | (8,348) | 2,100 |
Other, net | (327) | (932) | 21 | (1,321) |
Other gains (losses), net | $ 325 | $ 411 | $ (8,108) | $ 3,238 |
Other Gains (Losses), Net - Add
Other Gains (Losses), Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Component Of Other Expense Income Nonoperating [Line Items] | ||||
Realized and unrealized gains (losses) from foreign currency exposures and settled transactions | $ 400 | $ 800 | ||
Foreign currency exchange gains (losses) | (179) | $ 1,726 | (753) | $ 2,430 |
Non-cash gains (losses) in trading securities | 1,115 | (412) | (8,348) | 2,100 |
Americas | ||||
Component Of Other Expense Income Nonoperating [Line Items] | ||||
Realized and unrealized gains (losses) from foreign currency exposures and settled transactions | 300 | 400 | ||
Asia | ||||
Component Of Other Expense Income Nonoperating [Line Items] | ||||
Realized and unrealized gains (losses) from foreign currency exposures and settled transactions | (400) | (1,100) | ||
Europe | ||||
Component Of Other Expense Income Nonoperating [Line Items] | ||||
Realized and unrealized gains (losses) from foreign currency exposures and settled transactions | (200) | 1,100 | (500) | 2,100 |
e-Business Services | ||||
Component Of Other Expense Income Nonoperating [Line Items] | ||||
Realized and unrealized gains (losses) from foreign currency exposures and settled transactions | 300 | |||
Foreign Exchange Contract | ||||
Component Of Other Expense Income Nonoperating [Line Items] | ||||
Foreign currency exchange gains (losses) | $ (400) | $ (800) | $ (100) | $ (1,100) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | Dec. 29, 2014 | Jan. 31, 2016 | Jul. 31, 2015 |
Income Taxes [Line Items] | |||
Unrecognized tax benefits related to federal, state and foreign taxes | $ 1,100,000 | $ 3,900,000 | |
Income tax positions penalties accrued | 0 | ||
Unrecognized tax benefits expected to reverse in the next twelve months | $ 0 | ||
Tax Benefit Preservation Plan, adoption date | Oct. 17, 2011 | ||
Minimum | |||
Income Taxes [Line Items] | |||
Tax Benefit Preservation Plan, percentage of ownership require to obtain approval from board of directors to acquiring shares of the company's securities | 4.99% | ||
Federal | Internal Revenue Service (IRS) | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Tax examinations tax period | 2,011 | ||
Federal | Internal Revenue Service (IRS) | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Tax examinations tax period | 2,015 | ||
State | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Tax examinations tax period | 2,011 | ||
State | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Tax examinations tax period | 2,015 | ||
Foreign | Europe Income Tax Authority | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Tax examinations tax period | 2,009 | ||
Foreign | Europe Income Tax Authority | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Tax examinations tax period | 2,015 | ||
Foreign | Asia Income Tax Authority | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Tax examinations tax period | 2,005 | ||
Foreign | Asia Income Tax Authority | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Tax examinations tax period | 2,015 | ||
Handy & Harman | Maximum | |||
Income Taxes [Line Items] | |||
Percentage of common shares outstanding permitted with protective amendment for acquired by HNH and its affiliates | 45.00% |
Reconciliation of Earnings Per
Reconciliation of Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | ||||
Net loss | $ (13,948) | $ (1,556) | $ (28,721) | $ (1,334) |
Weighted average common shares outstanding | 51,879 | 51,646 | 52,039 | 51,888 |
Weighted average common equivalent shares arising from dilutive stock options and restricted stock | 0 | 0 | 0 | 0 |
Weighted average number of common and potential common shares | 51,879 | 51,646 | 52,039 | 51,888 |
Basic net loss per share | $ (0.27) | $ (0.03) | $ (0.55) | $ (0.03) |
Diluted net loss per share | $ (0.27) | $ (0.03) | $ (0.55) | $ (0.03) |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Computation of Earnings Per Share [Line Items] | ||||
Common stock equivalent shares excluded from the denominator in the calculation of diluted earnings per share | 21.9 | 21.6 | 21.8 | 21.2 |
Summary of Share-Based Compensa
Summary of Share-Based Compensation Expense Related to Employee Stock Options, Employee Stock Purchases and Non-Vested Shares (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | $ 502 | $ 446 | $ 958 | $ 855 |
Cost of revenue | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | 25 | 39 | 56 | 133 |
Selling, general and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | $ 477 | $ 407 | $ 902 | $ 722 |
Share-Based Payments - Addition
Share-Based Payments - Additional Information (Detail) $ in Millions | Jan. 31, 2016USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation cost related to nonvested shares | $ 1.1 |
Unrecognized share based compensation related to stock option | $ 2 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Items (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive income (loss) at beginning of period | $ 3,510 | |||
Foreign currency translation adjustment | $ (1,077) | $ (4,515) | (1,946) | $ (7,154) |
Net unrealized holding gain on securities | 3 | 1 | 31 | (6) |
Other comprehensive loss | (1,074) | $ (4,964) | (1,915) | $ (7,971) |
Accumulated other comprehensive income (loss) at end of period | 1,595 | 1,595 | ||
Foreign currency items | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive income (loss) at beginning of period | 7,670 | |||
Foreign currency translation adjustment | (1,946) | |||
Other comprehensive loss | (1,946) | |||
Accumulated other comprehensive income (loss) at end of period | 5,724 | 5,724 | ||
Pension items | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive income (loss) at beginning of period | (4,206) | |||
Accumulated other comprehensive income (loss) at end of period | (4,206) | (4,206) | ||
Unrealized gains (losses) on Securities | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive income (loss) at beginning of period | 46 | |||
Net unrealized holding gain on securities | 31 | |||
Other comprehensive loss | 31 | |||
Accumulated other comprehensive income (loss) at end of period | $ 77 | $ 77 |
Foreign Currency Contracts - Ad
Foreign Currency Contracts - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Foreign currency exchange gains (losses) | $ (179) | $ 1,726 | $ (753) | $ 2,430 |
Foreign Exchange Contract | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Derivative, notional amount | 7,300 | 7,300 | ||
Foreign currency exchange gains (losses) | (400) | $ (800) | (100) | $ (1,100) |
Foreign Exchange Contract | Other Current Liabilities | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Derivative liability, notional amount | $ 100 | $ 100 |
Schedule of Foreign Currency Co
Schedule of Foreign Currency Contracts (Detail) - Jan. 31, 2016 - Foreign Exchange Contract ¥ in Thousands, $ in Thousands | USD ($) | CNY (¥) |
Contractual Amounts Of Foreign Currency Forward Contracts [Line Items] | ||
Derivative, notional amount | $ 7,300 | |
Buy CNH | ||
Contractual Amounts Of Foreign Currency Forward Contracts [Line Items] | ||
Derivative, notional amount | $ 7,330 | ¥ 48,273 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($) | Jan. 31, 2016USD ($)Segment | Jan. 31, 2015USD ($)Segment | Jul. 31, 2015USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of operating segments | Segment | 4 | ||||
Number of reportable segments | Segment | 4 | 3 | |||
Total assets | $ 465,358 | $ 465,358 | $ 446,502 | ||
Net revenue | 119,966 | $ 148,310 | 261,055 | $ 335,754 | |
United States | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | 11,400 | 11,400 | 12,400 | ||
Net revenue | 30,100 | 54,300 | 65,100 | 136,400 | |
Ireland | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | 3,300 | 3,300 | 3,700 | ||
China | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | 3,100 | 3,100 | 3,300 | ||
Net revenue | 37,500 | 37,300 | 83,800 | 72,100 | |
Netherlands | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | 5,400 | 5,400 | $ 5,200 | ||
Net revenue | 16,900 | 14,800 | 37,600 | 39,900 | |
Czech Republic | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | $ 18,700 | $ 23,100 | $ 41,000 | $ 48,800 |
Summarized Financial Informatio
Summarized Financial Information of Continuing Operations by Operating Segment and Corporate-Level Activity (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 119,966 | $ 148,310 | $ 261,055 | $ 335,754 |
Operating income (loss) | (11,663) | 646 | (14,470) | 1,793 |
Total other expense | (2,338) | (1,853) | (13,454) | (1,629) |
Income (loss) before income taxes | (14,001) | (1,207) | (27,924) | 164 |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | (9,872) | 3,947 | (11,122) | 7,701 |
Operating Segments | Americas | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 28,208 | 53,242 | 61,419 | 135,040 |
Operating income (loss) | (4,911) | (139) | (7,997) | 1,479 |
Operating Segments | Asia | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 44,476 | 45,493 | 98,407 | 88,448 |
Operating income (loss) | (325) | 4,677 | 3,046 | 8,030 |
Operating Segments | Europe | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 38,656 | 40,626 | 83,399 | 95,041 |
Operating income (loss) | (4,239) | (952) | (5,270) | (2,330) |
Operating Segments | e-Business Services | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 8,626 | 8,949 | 17,830 | 17,225 |
Operating income (loss) | (397) | 361 | (901) | 522 |
Corporate-level activity | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | $ (1,791) | $ (3,301) | $ (3,348) | $ (5,908) |
Total Assets of Continuing Oper
Total Assets of Continuing Operations (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Jul. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 465,358 | $ 446,502 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total assets | 306,462 | 266,939 |
Operating Segments | Americas | ||
Segment Reporting Information [Line Items] | ||
Total assets | 32,682 | 41,367 |
Operating Segments | Asia | ||
Segment Reporting Information [Line Items] | ||
Total assets | 150,577 | 122,277 |
Operating Segments | Europe | ||
Segment Reporting Information [Line Items] | ||
Total assets | 75,993 | 67,783 |
Operating Segments | e-Business Services | ||
Segment Reporting Information [Line Items] | ||
Total assets | 47,210 | 35,512 |
Corporate-level activity | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 158,896 | $ 179,563 |
Summarized Financial Informat62
Summarized Financial Information of Net Revenue from External Customers by Group of Services (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Net revenue | $ 119,966 | $ 148,310 | $ 261,055 | $ 335,754 |
Supply Chain Services | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Net revenue | 110,297 | 122,972 | 238,667 | 288,378 |
After Market Services | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Net revenue | 1,043 | 16,389 | 4,558 | 30,151 |
e-Business Services | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Net revenue | $ 8,626 | $ 8,949 | $ 17,830 | $ 17,225 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - SP Corporate - Management Services Agreement - USD ($) | Dec. 24, 2014 | Jan. 31, 2016 | Jul. 31, 2015 |
Related Party Transaction [Line Items] | |||
Fixed monthly fee to be paid in consideration of services | $ 175,000 | ||
Management services agreement, effective date of agreement | Jan. 1, 2015 | ||
Management services agreement, amended expiration date of agreement | Dec. 31, 2015 | ||
Management services agreement, renew period | 1 year |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 6 Months Ended | 12 Months Ended |
Jan. 31, 2016 | Jul. 31, 2015 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Defined benefit plans assets percentage invested in bank-managed portfolios | 100.00% | |
Fair value, assets, Level 1 to Level 2 transfers, amount | $ 0 | $ 0 |
Fair value, assets, Level 2 to Level 1 transfers, amount | 0 | 0 |
Fair value, assets, transfers into Level 3 | 0 | 0 |
Fair value, assets, transfers out of Level 3 | $ 0 | $ 0 |
Financial Assets Measured at Fa
Financial Assets Measured at Fair Value on Recurring Basis and Classified by Fair Value Hierarchy (Detail) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Jan. 31, 2016 | Jul. 31, 2015 |
Marketable equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, fair value disclosure, recurring | $ 17,028 | $ 37,396 |
Marketable corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, fair value disclosure, recurring | 10,954 | 41,320 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, fair value disclosure, recurring | 112,070 | 76,277 |
Foreign currency contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, fair value disclosure, recurring | 118 | |
Fair Value, Inputs, Level 1 | Marketable equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, fair value disclosure, recurring | 17,028 | 37,396 |
Fair Value, Inputs, Level 1 | Marketable corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, fair value disclosure, recurring | 10,954 | 41,320 |
Fair Value, Inputs, Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, fair value disclosure, recurring | 112,070 | $ 76,277 |
Fair Value, Inputs, Level 2 | Foreign currency contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, fair value disclosure, recurring | $ 118 |
Debt not Carried at Fair Value
Debt not Carried at Fair Value (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Jul. 31, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable | $ 80,337 | $ 77,864 |
Notes payable, Fair Value | $ 73,375 | $ 88,188 |