Cover Page
Cover Page - shares | 6 Months Ended | |
Jul. 31, 2020 | Sep. 14, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jul. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-13490 | |
Entity Registrant Name | MIND TECHNOLOGY, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 76-0210849 | |
Entity Address, Address Line One | 2002 Timberloch Place | |
Entity Address, Address Line Two | Suite 400 | |
Entity Address, City or Town | The Woodlands | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77380 | |
City Area Code | 281 | |
Local Phone Number | 353-4475 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 12,182,233 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0000926423 | |
Current Fiscal Year End Date | --01-31 | |
Common Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common Stock - $0.01 par value per share | |
Trading Symbol | MIND | |
Security Exchange Name | NASDAQ | |
Series A Preferred Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Series A Preferred Stock - $1.00 par value per share | |
Trading Symbol | MINDP | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jul. 31, 2020 | Jan. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 2,638 | $ 3,090 |
Restricted cash | 0 | 144 |
Accounts receivable, net of allowance for doubtful accounts of $1,044 and $2,378 at July 31, 2020 and January 31, 2020, respectively | 4,439 | 6,623 |
Inventories, net | 13,309 | 12,656 |
Prepaid expenses and other current assets | 1,646 | 1,987 |
Assets held for sale | 6,650 | 14,913 |
Total current assets | 28,682 | 39,413 |
Property and equipment, net | 5,157 | 5,419 |
Operating lease right-of-use assets | 1,636 | 2,300 |
Intangible assets, net | 7,241 | 8,136 |
Goodwill | 0 | 2,531 |
Other assets | 776 | 429 |
Total assets | 43,492 | 58,228 |
Current liabilities: | ||
Accounts payable | 988 | 1,767 |
Deferred revenue | 370 | 731 |
Accrued expenses and other current liabilities | 2,226 | 1,565 |
Income taxes payable | 618 | 316 |
Operating lease liabilities - current | 613 | 1,339 |
Liabilities held for sale | 1,305 | 2,730 |
Total current liabilities | 6,120 | 8,448 |
Operating lease liabilities - non-current | 1,023 | 961 |
Notes payable | 1,607 | 0 |
Other non-current liabilities | 854 | 967 |
Deferred tax liability | 200 | 200 |
Total liabilities | 9,804 | 10,576 |
Shareholders’ equity: | ||
Preferred stock, $1.00 par value; 2,000 shares authorized; 994 and 994 shares issued and outstanding at July 31, 2020 and January 31, 2020, respectively | 22,104 | 22,104 |
Common stock, $0.01 par value; 40,000 shares authorized; 14,097 and 14,097 shares issued at July 31, 2020 and January 31, 2020, respectively | 141 | 141 |
Additional paid-in capital | 124,413 | 123,964 |
Treasury stock, at cost (1,929 shares at July 31, 2020 and January 31, 2020) | (16,860) | (16,860) |
Accumulated deficit | (91,674) | (77,310) |
Accumulated other comprehensive loss | (4,436) | (4,387) |
Total shareholders’ equity | 33,688 | 47,652 |
Total liabilities and shareholders’ equity | $ 43,492 | $ 58,228 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jul. 31, 2020 | Jan. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts, current | $ 1,044 | $ 2,378 |
Preferred stock, par value (in usd per share) | $ 1 | $ 1 |
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 |
Preferred stock, shares issued (in shares) | 994,000 | 994,000 |
Preferred stock, shares outstanding (in shares) | 994,000 | 994,000 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock, shares issued (in shares) | 14,097,000 | 14,097,000 |
Treasury stock, shares (in shares) | 1,929,000 | 1,929,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | |
Revenues: | ||||
Total revenues | $ 5,086 | $ 6,820 | $ 8,273 | $ 12,864 |
Cost of sales: | ||||
Total cost of sales | 3,069 | 4,013 | 5,772 | 7,618 |
Gross profit | 2,017 | 2,807 | 2,501 | 5,246 |
Operating expenses: | ||||
Selling, general and administrative | 2,988 | 3,380 | 5,942 | 7,137 |
Research and development | 755 | 498 | 1,165 | 813 |
Impairment of intangible assets | 0 | 0 | 2,531 | 0 |
Depreciation and amortization | 700 | 605 | 1,430 | 1,206 |
Total operating expenses | 4,443 | 4,483 | 11,068 | 9,156 |
Operating loss | (2,426) | (1,676) | (8,567) | (3,910) |
Other income (expense): | ||||
Other, net | 0 | 136 | 56 | 176 |
Total other income | 0 | 136 | 56 | 176 |
Loss from continuing operations before income taxes | (2,426) | (1,540) | (8,511) | (3,734) |
Benefit for income taxes | 530 | 46 | 188 | 44 |
Loss from continuing operations | (1,896) | (1,494) | (8,323) | (3,690) |
Loss from discontinued operations, net of income taxes | (4,708) | (1,643) | (4,923) | (1,861) |
Net loss | (6,604) | (3,137) | (13,246) | (5,551) |
Preferred stock dividends | (559) | (499) | (1,118) | (970) |
Net loss attributable to common shareholders | $ (7,163) | $ (3,636) | $ (14,364) | $ (6,521) |
Net loss per common share - Basic | ||||
Continuing operations (in usd per share) | $ (0.20) | $ (0.16) | $ (0.78) | $ (0.39) |
Discontinued operations (in usd per share) | (0.39) | (0.14) | (0.40) | (0.15) |
Net loss (in usd per share) | (0.59) | (0.30) | (1.18) | (0.54) |
Net loss per common share - Diluted | ||||
Continuing operations (in usd per share) | (0.20) | (0.16) | (0.78) | (0.39) |
Discontinued operations (in usd per share) | (0.39) | (0.14) | (0.40) | (0.15) |
Net loss (in usd per share) | $ (0.59) | $ (0.30) | $ (1.18) | $ (0.54) |
Shares used in computing net loss per common share: | ||||
Basic (in shares) | 12,182 | 12,128 | 12,177 | 12,124 |
Diluted (in shares) | 12,182 | 12,128 | 12,177 | 12,124 |
Marine Technology Products | ||||
Revenues: | ||||
Total revenues | $ 5,086 | $ 6,820 | $ 8,273 | $ 12,864 |
Cost of sales: | ||||
Total cost of sales | $ 3,069 | $ 4,013 | $ 5,772 | $ 7,618 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss attributable to common shareholders | $ (7,163) | $ (3,636) | $ (14,364) | $ (6,521) |
Change in cumulative translation adjustment for sale of foreign entity | 0 | 0 | 0 | (331) |
Other changes in cumulative translation adjustment | 82 | (41) | (49) | (160) |
Comprehensive loss | $ (7,081) | $ (3,677) | $ (14,413) | $ (7,012) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2020 | Jul. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (13,246) | $ (5,551) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 3,210 | 3,960 |
Stock-based compensation | 449 | 341 |
Impairment of intangible assets | 2,531 | 0 |
Loss on disposal of discontinued operations | 1,859 | 0 |
Provision for doubtful accounts, net of charge offs | 470 | 0 |
Provision for inventory obsolescence | 234 | 0 |
Gross profit from sale of lease pool equipment | (1,326) | (780) |
Deferred tax expense | 263 | 135 |
Changes in: | ||
Accounts receivable | 4,404 | 100 |
Unbilled revenue | (9) | 3 |
Inventories | (675) | (2,372) |
Prepaid expenses and other current and long-term assets | 766 | (11) |
Income taxes receivable and payable | 0 | (47) |
Accounts payable, accrued expenses and other current liabilities | (1,583) | 632 |
Deferred revenue | 87 | (50) |
Foreign exchange losses net of gains | 0 | 137 |
Net cash used in operating activities | (2,566) | (3,503) |
Cash flows from investing activities: | ||
Purchases of seismic equipment held for lease | (110) | (230) |
Purchases of property and equipment | (302) | (573) |
Sale of used lease pool equipment | 2,010 | 1,186 |
Sale of business, net of cash sold | 0 | 239 |
Net cash provided by investing activities | 1,598 | 622 |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 0 | 26 |
Net proceeds from preferred stock offering | 0 | 1,980 |
Preferred stock dividends | (1,118) | (970) |
Proceed from PPP loans | 1,607 | 0 |
Net cash provided by financing activities | 489 | 1,036 |
Effect of changes in foreign exchange rates on cash, cash equivalents and restricted cash | (117) | (65) |
Net decrease in cash, cash equivalents and restricted cash | (596) | (1,910) |
Cash, cash equivalents and restricted cash, beginning of period | 3,234 | 9,549 |
Cash, cash equivalents and restricted cash, end of period | 2,638 | 7,639 |
Supplemental cash flow information: | ||
Interest paid | 23 | 27 |
Income taxes paid | 246 | 182 |
Purchases of seismic equipment held for lease in accounts payable at end of period | $ 0 | $ 0 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Preferred Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Beginning balances (in shares) at Jan. 31, 2019 | 14,049 | 830 | |||||
Beginning balances at Jan. 31, 2019 | $ 56,678 | $ 140 | $ 18,330 | $ 123,085 | $ (16,860) | $ (63,973) | $ (4,044) |
Net loss | (2,415) | (2,415) | |||||
Foreign currency translation | (450) | (450) | |||||
Preferred stock offering (in shares) | 17 | ||||||
Preferred stock offering | 409 | $ 409 | |||||
Preferred stock dividends | (471) | (471) | |||||
Stock-based compensation | 172 | 172 | |||||
Ending balances (in shares) at Apr. 30, 2019 | 14,049 | 847 | |||||
Ending balances at Apr. 30, 2019 | 53,923 | $ 140 | $ 18,739 | 123,257 | (16,860) | (66,859) | (4,494) |
Beginning balances (in shares) at Jan. 31, 2019 | 14,049 | 830 | |||||
Beginning balances at Jan. 31, 2019 | 56,678 | $ 140 | $ 18,330 | 123,085 | (16,860) | (63,973) | (4,044) |
Net loss | (5,551) | ||||||
Ending balances (in shares) at Jul. 31, 2019 | 14,058 | 917 | |||||
Ending balances at Jul. 31, 2019 | 52,013 | $ 141 | $ 20,310 | 123,452 | (16,860) | (70,495) | (4,535) |
Beginning balances (in shares) at Apr. 30, 2019 | 14,049 | 847 | |||||
Beginning balances at Apr. 30, 2019 | 53,923 | $ 140 | $ 18,739 | 123,257 | (16,860) | (66,859) | (4,494) |
Net loss | (3,137) | (3,137) | |||||
Foreign currency translation | (41) | (41) | |||||
Restricted stock issued | 0 | ||||||
Preferred stock offering (in shares) | 70 | ||||||
Preferred stock offering | 1,571 | $ 1,571 | |||||
Preferred stock dividends | (499) | (499) | |||||
Stock-based compensation | 170 | 170 | |||||
Ending balances (in shares) at Jul. 31, 2019 | 14,058 | 917 | |||||
Ending balances at Jul. 31, 2019 | 52,013 | $ 141 | $ 20,310 | 123,452 | (16,860) | (70,495) | (4,535) |
Beginning balances (in shares) at Jan. 31, 2020 | 14,097 | 994 | |||||
Beginning balances at Jan. 31, 2020 | 47,652 | $ 141 | $ 22,104 | 123,964 | (16,860) | (77,310) | (4,387) |
Net loss | (6,642) | (6,642) | |||||
Foreign currency translation | (131) | (131) | |||||
Preferred stock dividends | (559) | (559) | |||||
Stock-based compensation | 230 | 230 | |||||
Ending balances (in shares) at Apr. 30, 2020 | 14,097 | 994 | |||||
Ending balances at Apr. 30, 2020 | 40,550 | $ 141 | $ 22,104 | 124,194 | (16,860) | (84,511) | (4,518) |
Beginning balances (in shares) at Jan. 31, 2020 | 14,097 | 994 | |||||
Beginning balances at Jan. 31, 2020 | 47,652 | $ 141 | $ 22,104 | 123,964 | (16,860) | (77,310) | (4,387) |
Net loss | (13,246) | ||||||
Ending balances (in shares) at Jul. 31, 2020 | 14,097 | 994 | |||||
Ending balances at Jul. 31, 2020 | 33,688 | $ 141 | $ 22,104 | 124,413 | (16,860) | (91,674) | (4,436) |
Beginning balances (in shares) at Apr. 30, 2020 | 14,097 | 994 | |||||
Beginning balances at Apr. 30, 2020 | 40,550 | $ 141 | $ 22,104 | 124,194 | (16,860) | (84,511) | (4,518) |
Net loss | (6,604) | (6,604) | |||||
Foreign currency translation | 82 | 82 | |||||
Equity Compensation | 0 | ||||||
Preferred stock offering | 0 | ||||||
Preferred stock dividends | (559) | (559) | |||||
Stock-based compensation | 219 | 219 | |||||
Ending balances (in shares) at Jul. 31, 2020 | 14,097 | 994 | |||||
Ending balances at Jul. 31, 2020 | $ 33,688 | $ 141 | $ 22,104 | $ 124,413 | $ (16,860) | $ (91,674) | $ (4,436) |
Organization
Organization | 6 Months Ended |
Jul. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization MIND Technology, Inc., a Delaware corporation (the “Company”), formerly Mitcham Industries, Inc., a Texas corporation, was incorporated in 1987. Effective August 3, 2020 the Company effectuated a reincorporation to the state of Delaware, name change to MIND Technology, Inc. and increase in the number of shares of common stock and preferred stock authorized for issuance. See Note 16 to the condensed consolidated financial statements. The Company, through its wholly owned subsidiary, Seamap International Holdings Pte, Ltd. (“Seamap”), and its wholly owned subsidiary, Klein Marine Systems, Inc. (“Klein”), designs, manufactures and sells a broad range of proprietary products for the seismic, hydrographic and offshore industries with product sales and support facilities based in New Hampshire, Singapore, Malaysia, the United Kingdom and Texas. Prior to July 31, 2020, the Company, together with its wholly owned Canadian subsidiary, Mitcham Canada, ULC (“MCL”); its wholly owned Hungarian subsidiary, Mitcham Europe Ltd. (“MEL”); and its branch operations in Colombia, provided full-service equipment leasing, sales and service to the seismic industry worldwide. In February 2019 the Company sold its wholly owned Australian subsidiary Seismic Asia Pacific Pty Ltd (“SAP”). See Note 14 to the condensed consolidated financial statements for more information. All intercompany transactions and balances have been eliminated in consolidation. During the second quarter of the fiscal year ending January 31, 2021 (“fiscal 2021”), management and the board of directors (the “Board”) of the Company determined to exit the land seismic leasing business, which comprises essentially all operations of the Equipment Leasing segment. Accordingly, the results of operations for this segment are excluded from the Company’s continuing operations for fiscal 2021 and all comparative periods and presented as discontinued operations in the Company’s consolidated financial statements. See Note 3 to the consolidated condensed financial statements for further details. These condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. The Company has a history of losses, has had negative cash from operating activities in the last two years and may not have access to sources of capital that were available in prior periods. In addition, the COVID-19 pandemic and the decline in oil prices during the first six months of fiscal 2021 have created substantial doubt and could have a material adverse effect on the Company’s business, financial position, results of operations and liquidity. Accordingly, substantial doubt has arisen regarding the Company’s ability to continue as a going concern. These condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result should the Company not be able to continue as a going concern. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jul. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of PresentationThe condensed consolidated balance sheet as of January 31, 2020 for the Company has been derived from audited consolidated financial statements. The unaudited interim condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the related notes included in the Company’s Annual Report on Form 10-K for the year ended January 31, 2020. In the opinion of the Company’s management, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position as of July 31, 2020, the results of operations for the three and six months ended July 31, 2020 and 2019, the cash flows for the six months ended July 31, 2020 and 2019, and the statement of shareholders’ equity for the three and six months ended July 31, 2020 and 2019, have been included in these condensed consolidated financial statements. The foregoing interim results are not necessarily indicative of the results of operations to be expected for the full fiscal year ending January 31, 2021. |
Assets Held for Sale and Discon
Assets Held for Sale and Discontinued Operations | 6 Months Ended |
Jul. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale and Discontinued Operations | Assets Held for Sale and Discontinued OperationsOn July 27, 2020, the Board determined to exit the land seismic leasing business, which comprises essentially all operations of the Equipment Leasing segment. As a result, the assets, excluding cash, and liabilities of the Equipment Leasing segment are considered held for sale and the segment’s operations are reported as discontinued operations as of July 31, 2020 and for all comparative periods presented in these condensed consolidated financial statements. The Company anticipates selling the discontinued operations within the next twelve months in a single transaction, or multiple transactions, which may involve the sale of legal entities or assets. The assets reported as held for sale consist of the following: July 31, 2020 January 31, 2020 Current assets of discontinued operations: Accounts receivable, net 2,366 5,699 Inventories, net 388 605 Prepaid expenses and other current assets 221 227 Seismic equipment lease pool and property and equipment, net 3,675 8,382 Total assets of discontinued operations $ 6,650 $ 14,913 The liabilities reported as held for sale consist of the following: July 31, 2020 January 31, 2020 Current liabilities of discontinued operations: Accounts payable $ 119 $ 884 Deferred revenue — 34 Accrued expenses and other current liabilities 1,186 1,886 Income taxes payable — (74) Total liabilities of discontinued operations 1,305 2,730 The results of operations from discontinued operations for the three and six months ended July 31, 2020 and 2019, consist of the following: For the Three Months Ended July 31, For the Six Months Ended July 31, 2020 2019 2020 2019 Revenues: Revenue from discontinued operations $ 1,230 $ 2,077 $ 5,418 $ 5,891 Cost of sales: Cost of discontinued operations 1,642 2,002 4,126 4,514 Operating expenses: Selling, general and administrative 1,476 1,415 3,176 2,890 Provision for doubtful accounts 470 — 470 — Depreciation and amortization 41 46 85 95 Total operating expenses 1,987 1,461 3,731 2,985 Operating loss (2,399) (1,386) (2,439) (1,608) Other income (expenses) 72 (163) 75 (106) Loss on disposal (including $2,745 of cumulative translation loss) (1,859) — (1,859) — Loss before income taxes (4,186) (1,549) (4,223) (1,714) Provision for income taxes (522) (94) (700) (147) Net loss (4,708) (1,643) (4,923) (1,861) The significant operating and investing noncash items and capital expenditures related to discontinued operations are summarized below: For the Six Months Ended July 31, 2020 2019 Depreciation and amortization $ 1,771 $ 2,519 Gross profit from sale of lease pool equipment $ (1,324) $ (743) Provisions for doubtful accounts $ 470 $ — Loss on disposal of discontinued operations $ 1,859 $ — Sale of used lease pool equipment $ 1,988 $ 1,133 Purchase of seismic equipment held for lease $ (110) $ (229) |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jul. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (“Topic 740”): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by eliminating certain exceptions to the general principles in Topic 740 and by clarifying and amending existing guidance to improve consistent application. This ASU is effective for the annual period beginning after December 15, 2020, including interim periods within that annual period. Certain amendments within this ASU are required to be applied on a retrospective basis for all periods presented; others are to be applied using a modified retrospective approach with a cumulative-effect adjustment to retained earnings, if any, as of the beginning of the first reporting period in which the guidance is adopted; and yet others are to be applied using either basis. All other amendments not specified in the ASU should be applied on a prospective basis. Early adoption is permitted. An entity that elects to early adopt in an interim period should reflect any adjustments as of the beginning of the annual period that includes that interim period. Additionally, an entity that elects early adoption must adopt all the amendments in the same period. The Company is currently evaluating the new guidance to determine the impact it will have on its condensed consolidated financial statements. In August 2018, the SEC adopted amendments to simplify certain disclosure requirements, as set forth in Securities Act Release No. 33-10532, Disclosure Update and Simplification, which includes a requirement for entities to present the changes in shareholders’ equity in the interim financial statements in quarterly reports on Form 10-Q. This amendment is effective for all filings made on or after November 5, 2018. Considering the timing of effectiveness of the amendment and proximity to the filing date for most filers’ quarterly reports, the SEC has allowed for a filer’s first presentation of the changes in shareholders’ equity to be included in its Form 10-Q for the quarter that begins after the effective date. The Company adopted the SEC’s amendment to interim disclosures in the first quarter of fiscal 2020 and has presented the changes in shareholders’ equity on an interim basis. In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, Leases (Topic 842) as modified by subsequently issued ASUs 2018-01, 2018-10, 2018-11 and 2018-20. The Company adopted the standard effective February 1, 2019. We have elected to apply the current period transition approach as introduced by ASU 2018-11 for our transition at February 1, 2019 and we have elected to apply several of the practical expedients in conjunction with accounting policy elections. See Note 7 to our condensed consolidated financial statements for additional details. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, which modifies the disclosure requirements on fair value measurement by removing, modifying and adding certain disclosures. This ASU is effective for the annual period beginning after December 15, 2019, including interim periods within that annual period. The Company adopted this guidance effective February 1, 2020. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation (“Topic 718”): Improvements to Nonemployee Share-Based Payment Accounting, which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees except for certain circumstances. The Company adopted this guidance in the first quarter of fiscal 2020. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jul. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with CustomersThe following table presents revenue from contracts with customers disaggregated by product line and timing of revenue recognition: Three Months Ended July 31, Six Months Ended July 31, 2020 2019 2020 2019 Revenue recognized at a point in time: (in thousands) Seamap $ 3,881 $ 4,911 $ 5,870 $ 8,954 Klein 1,004 1,841 2,002 3,398 SAP — — — 101 Total revenue recognized at a point in time $ 4,885 $ 6,752 $ 7,872 $ 12,453 Revenue recognized over time: Seamap $ 201 $ 68 $ 401 $ 274 Total revenue recognized over time 201 68 401 274 Total revenue from contracts with customers $ 5,086 $ 6,820 $ 8,273 $ 12,727 The revenue from products manufactured and sold by our Seamap and Klein businesses, as well as the revenue from products marketed and sold by our SAP business, is generally recognized at a point in time, or when the customer takes possession of the product, based on the terms and conditions stipulated in our contracts with customers. Our Seamap business also provides Software Maintenance Agreements (“SMA”) to customers who have an active license for software embedded in Seamap products. The revenue from SMA’s is recognized over time, with the total value of the SMA amortized in equal monthly amounts over the life of the contract, which is typically twelve months. The Company sold SAP during the first quarter of fiscal 2020. See Note 14 to our condensed consolidated financial statements for more information. The following table presents revenue from contracts with customers disaggregated by geography, based on shipping location of our customers: Three Months Ended July 31, Six Months Ended July 31, 2020 2019 2020 2019 (in thousands) United States $ 686 $ 1,084 $ 1,786 $ 1,841 Europe, Russia & CIS 1,604 2,563 2,980 5,167 Middle East & Africa 221 358 297 549 Asia-Pacific 2,222 1,910 2,499 3,108 Canada & Latin America 353 905 711 2,062 Total revenue from contracts with customers $ 5,086 $ 6,820 $ 8,273 $ 12,727 As of July 31, 2020, and January 31, 2020, contract assets and liabilities consisted of the following: July 31, 2020 January 31, 2020 Contract Assets: (in thousands) Unbilled revenue - current $ 4 $ 13 Total unbilled revenue $ 4 $ 13 Contract Liabilities: Deferred revenue & customer deposits - current $ 318 $ 220 Deferred revenue & customer deposits - non-current — 12 Total deferred revenue & customer deposits $ 318 $ 232 Considering the products manufactured and sold by the businesses in our Marine Technology Products segment and the Company’s standard contract terms and conditions, we expect our contract assets and liabilities to turn over, on average, within a period of three Pursuant to practical expedients and exemptions included in the New Revenue Standard, sales and transaction-based taxes are excluded from revenue. Also, we do not disclose the value of unsatisfied performance obligations for contracts with an original expected duration of one year or less. Additionally, we expense costs incurred to obtain contracts when incurred because the amortization period would have been one year or less. These costs are recorded in selling, general and administrative expenses. |
Balance Sheet
Balance Sheet | 6 Months Ended |
Jul. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet | Balance Sheet As of July 31, 2020 As of January 31, 2020 Current Long-term Total Current Long-term Total Accounts receivable $ 5,483 $ — $ 5,483 $ 9,001 $ — $ 9,001 Less allowance for doubtful accounts (1,044) — (1,044) (2,378) — (2,378) Accounts receivable net of allowance for doubtful accounts $ 4,439 $ — $ 4,439 $ 6,623 $ — $ 6,623 July 31, 2020 January 31, 2020 (in thousands) Inventories: Raw materials $ 7,301 $ 7,388 Finished goods 3,836 3,758 Work in progress 3,423 2,720 14,560 13,866 Less allowance for obsolescence (1,251) (1,210) Total inventories, net $ 13,309 $ 12,656 July 31, 2020 January 31, 2020 (in thousands) Property and equipment: Marine seismic service equipment $ 7,316 $ 8,341 Land and buildings 4,319 4,274 Furniture and fixtures 9,646 9,364 Autos and trucks 491 491 21,772 22,470 Accumulated depreciation and amortization (16,615) (17,051) Total property and equipment, net $ 5,157 $ 5,419 |
Leases
Leases | 6 Months Ended |
Jul. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) which was modified by subsequently issued ASUs 2018-01, 2018-10, 2018-11 and 2018-20 (collectively, the “New Lease Standard”). The New Lease Standard requires organizations that lease assets ("lessees") to recognize the assets and liabilities of the rights and obligations created by leases with terms of more than 12 months. The recognition, measurement and presentation of expenses and cash flows arising from a lease by a lessee remains dependent on its classification as a finance or operating lease. The New Lease Standard also requires additional disclosure of the amount, timing, and uncertainty of cash flows arising from leases, including qualitative and quantitative requirements. The New Lease Standard was effective for financial statements issued for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842): Targeted Improvements (“ASU 2018-11”). ASU 2018-11 provided additional relief in the comparative reporting requirements for initial adoption of the New Lease Standard. Prior to ASU 2018-11, a modified retrospective transition was required for financing or operating leases existing at or entered after the beginning of the earliest comparative period presented in the financial statements. ASU 2018-11 provided an additional transition method allowing entities to initially apply the New Lease Standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption without adjustment to the financial statements for periods prior to adoption. The Company adopted the New Lease Standard effective February 1, 2019. We elected to apply the current period transition approach as introduced by ASU 2018-11 and we elected to apply the following practical expedients and accounting policy decisions. We elected a package of transition expedients, which must be elected together, that allowed us to forgo reassessing certain conclusions reached under ASC 840. All expedients in this package were applied together for all leases that commenced before the effective date, February 1, 2019, of the adoption of the New Lease Standard. As a result, in transitioning to the New Lease Standard, for existing leases as of February 1, 2019, we continued to use judgments made under ASC 840 related to embedded leases, lease classification and accounting for initial direct costs. In addition, we have chosen, as an accounting policy election by class of underlying asset, not to separate non-lease components from the associated lease for all our leased asset classes, excluding for Real Estate related leases. As a result, for classes of Automobiles, Office Equipment and Manufacturing Equipment, we account for each separate lease component and the non-lease components associated with that lease as a single lease component. The Company has certain non-cancelable operating lease agreements for office, production and warehouse space in Texas, Hungary, Singapore, Malaysia, Colombia, United Kingdom and Canada. Adoption of the New Lease Standard during first quarter of fiscal 2020 did have a material impact on our consolidated balance sheet as we recorded right-of-use assets and the corresponding lease liabilities related to our operating leases of approximately $3.0 million, each. The Company determined to treat lease costs with an original maturity of less than one year as short-term lease costs and did not record a right-of-use asset or related lease liability for these leases. The new standard did not have a material impact on our consolidated statements of operations or our statements of cash flows. Lease expense for the three and six months ended July 31, 2020 was approximately $221,000 and $514,000, respectively, and was recorded as a component of operating loss. Included in these costs was short-term lease expense of approximately $10,000 and $10,000, respectively, for the three and six months ended July 31, 2020. Supplemental balance sheet information related to leases as of July 31, 2020 was as follows (in thousands): Lease July 31, 2020 January 31, 2020 Assets Operating lease assets $ 1,636 $ 2,300 Liabilities Operating lease liabilities $ 1,636 $ 2,300 Classification of lease liabilities Current liabilities $ 613 $ 1,339 Non-current liabilities 1,023 961 Total Operating lease liabilities $ 1,636 $ 2,300 Lease-term and discount rate details as of July 31, 2020 were as follows: Lease term and discount rate July 31, 2020 January 31, 2020 Weighted average remaining lease term (years) Operating leases 1.57 1.76 Weighted average discount rate: Operating leases 9.27 % 9.27 % The incremental borrowing rate was calculated using the Company's weighted average cost of capital. Supplemental cash flow information related to leases was as follows (in thousands): Lease Six Months Ended July 31, 2020 Six Months Ended July 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (514) $ (568) Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 514 $ 592 Maturities of lease liabilities at July 31, 2020 were as follows (in thousands): July 31, 2020 2021 $ 613 2022 809 2023 218 2024 95 2025 50 Thereafter 20 Total payments under lease agreements $ 1,805 Less: imputed interest (169) Total lease liabilities $ 1,636 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jul. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Weighted Average Life at 7/31/2020 July 31, 2020 January 31, 2020 Gross Accumulated Impairment Net Gross Accumulated Impairment Net Goodwill $ 7,060 $ — $ (7,060) $ — $ 7,060 $ — $ (4,529) $ 2,531 Proprietary rights 6.6 $ 9,265 $ (5,286) $ — $ 3,979 $ 9,247 $ (4,950) $ — $ 4,297 Customer relationships 1.3 5,024 (4,173) — 851 5,024 (3,831) — 1,193 Patents 4.0 2,440 (1,401) — 1,039 2,440 (1,277) — 1,163 Trade name 5.8 894 (69) (760) 65 894 (63) (760) 71 Developed technology 5.4 1,430 (655) — 775 1,430 (584) — 846 Other 3.9 666 (134) — 532 653 (87) — 566 Amortizable intangible assets $ 19,719 $ (11,718) $ (760) $ 7,241 $ 19,688 $ (10,792) $ (760) $ 8,136 On January 31, 2020, the Company completed an annual review of goodwill and other intangible assets. Based on a review of qualitative factors at that time, it was determined it was more likely than not that the fair value of our Seamap reporting unit was greater than its carrying value. Based on a review of qualitative and quantitative factors at that time, it was determined it was more likely than not that the fair value of our Klein reporting unit was not greater than its carrying value. Accordingly, we recorded an impairment of approximately $760,000 related to indefinite lived intangible assets in the Klein reporting unit as of January 31, 2020. Due to the economic impact of the COVID-19 pandemic, the decline in oil prices during the three months ended April 30, 2020 and a decline in the market value of the Company’s equity securities, the Company performed a quantitative review of the Seamap reporting unit and concluded that goodwill had been impaired. As a result, the Company recorded an impairment expense of approximately $2.5 million related to goodwill in the Seamap reporting unit during the quarter ended April 30, 2020. The impairment of goodwill indicated a possible impairment of other intangible assets. Accordingly, the Company completed a quantitative analysis of the other intangible assets noting that the undiscounted future cash flows exceeded their carrying value and no related impairment has been recorded. During the three months ended July 31, 2020 there have been no substantive indicators of additional impairment. Aggregate amortization expense was $794,000 and $764,000 for the six months ended July 31, 2020 and 2019, respectively. As of July 31, 2020, future estimated amortization expense related to amortizable intangible assets was estimated to be (in thousands): For fiscal years ending January 31 2021 $ 857 2022 1,163 2023 1,015 2024 931 2025 658 Thereafter 2,617 Total $ 7,241 |
Notes Payable
Notes Payable | 6 Months Ended |
Jul. 31, 2020 | |
Debt Disclosure [Abstract] | |
Notes Payable | Notes Payable On May 5, 2020, the Company, together with its wholly owned subsidiary, Klein Marine Systems, Inc. (collectively, the “Borrowers”), were granted loans (the “Loans”) from Bank of America, N.A. in the aggregate amount of approximately $1.6 million, pursuant to the Paycheck Protection Program (the “PPP”), a component of the CARES Act which was enacted on March 27, 2020. The Loans, in the form of promissory notes (the “Notes”) dated May 1, 2020 issued by the Borrowers, mature on May 1, 2022 and bear interest at a rate of 1% per annum, payable monthly commencing on November 1, 2020. The Notes stipulate various restrictions customary with this type of transaction including representations, warranties, and covenants, in addition to events of default, breaches of representation and warranties or other provisions of the Notes. In the event of default, the Borrowers may become obligated to repay all amounts outstanding under the Notes. The Borrowers may prepay the Notes at any time prior to maturity with no prepayment penalties. Under the terms of the PPP, funds from the Loans may only be used for payroll costs, rent, utilities and interest on other debt obligations incurred prior to February 15, 2020. In addition, certain amounts of the Loan may be forgiven if the funds are used to pay qualifying expenses. The Company believes it has used the proceeds from the Loans to pay qualifying expenses and that a significant portion of the Loans will be forgiven pursuant to the terms of the PPP, but cannot ensure that the Loans will be forgiven, in whole or in part. |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the six months ended July 31, 2020, the benefit for income taxes from continuing operations was approximately $188,000 on a pre-tax net loss from continuing operations of $8.5 million. For the six months ended July 31, 2019, the benefit for income taxes from continuing operations was approximately $44,000 on a pre-tax net loss of $3.7 million. The variance between our actual provision and the expected provision based on the U.S. statutory rate is due primarily to recording valuation allowances against the increase in our deferred tax assets in the respective periods, plus the effect of foreign withholding taxes. The Company files U.S. federal and state income tax returns as well as separate returns for its foreign subsidiaries within their local jurisdictions. The Company's U.S. federal and state income tax returns are subject to examination by the Internal Revenue Service and state tax authorities for fiscal years ended January 31, 2017 through 2020. In addition, the Company's tax returns filed in foreign jurisdictions are generally subject to examination for the fiscal years ended January 31, 2015 through 2020. The Company has determined that the undistributed earnings of foreign subsidiaries are not deemed to be indefinitely reinvested outside of the United States as of July 31, 2020. Furthermore, the Company has concluded that any deferred taxes with respect to the undistributed foreign earnings would be immaterial. Therefore, the Company has not recorded a deferred tax liability associated with the undistributed foreign earnings as of July 31, 2020. For the six months ended July 31, 2020 and 2019, the Company did not recognize any tax expense or benefit related to uncertain tax positions. |
Earnings per Share
Earnings per Share | 6 Months Ended |
Jul. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share Net income per basic common share is computed using the weighted average number of common shares outstanding during the period, excluding unvested restricted stock. Net income per diluted common share is computed using the weighted average number of common shares and dilutive potential common shares outstanding during the period using the treasury stock method. Potential common shares result from the assumed exercise of outstanding common stock options having a dilutive effect and from the assumed vesting of unvested shares of restricted stock. The following table presents the calculation of basic and diluted weighted average common shares used in the earnings per share calculation: Three Months Ended July 31, Six Months Ended July 31, 2020 2019 2020 2019 (in thousands) (in thousands) Basic weighted average common shares outstanding 12,182 12,128 12,177 12,124 Stock options 3 96 1 64 Unvested restricted stock 10 2 5 2 Total weighted average common share equivalents 13 98 6 66 Diluted weighted average common shares outstanding 12,195 12,226 12,183 12,190 For the three and six months ended July 31, 2020 and 2019, potentially dilutive common shares, underlying stock options and unvested restricted stock were anti-dilutive and were therefore not considered in calculating diluted loss per share for those periods. |
Related Party Transaction
Related Party Transaction | 6 Months Ended |
Jul. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transaction | Related Party TransactionOn October 7, 2016, the Company entered into an equity distribution agreement with Ladenburg Thalmann & Co. Inc. (the “Agent”). On December 18, 2019, the Company and Agent entered into an Amended and Restated equity distribution agreement (the “Equity Distribution Agreement”). Pursuant to the Equity Distribution Agreement, the Company may sell up to 500,000 shares of 9.00% Series A Cumulative Preferred Stock (the “Preferred Stock”), par value $1.00 per share through an at-the-market (“ATM”) offering program administered by the Agent. The Co-Chief Executive Officer and Co-President of the Agent is the Non-Executive Chairman of the Board. Under the Equity Distribution Agreement, the Agent will be entitled to compensation of up to 2.0% of the gross proceeds from the sale of Preferred Stock under the ATM offering program. As of January 31, 2020, we had issued 994,046 shares of our Series A Preferred Stock. The 994,046 shares represent 100% of the Series A Preferred Stock available for sale through our ATM offering program and therefore no shares were available for issuance subsequent to January 31, 2020. For the three and six months ended July 31, 2019, the Company issued 70,282 and 86,938 shares of Preferred Stock under the ATM offering program, respectively. Gross proceeds from these sales for the three and six months ended July 31, 2019 were approximately $1.7 million and $2.1 million, respectively, and the Agent received compensation of approximately $34,000 and $42,000, respectively. The Non-Executive Chairman of the Board received no portion of this compensation. |
Equity and Stock-Based Compensa
Equity and Stock-Based Compensation | 6 Months Ended |
Jul. 31, 2020 | |
Equity [Abstract] | |
Equity and Stock-Based Compensation | Equity and Stock-Based CompensationDuring the three months ended July 31, 2020, the Board declared quarterly dividends of $0.5625 per share for our Preferred Stock. The Board did not approve the grant of any non-qualified stock options or shares of restricted stock during the second quarter of fiscal 2021. Total compensation expense recognized for stock-based awards granted under the Company’s equity incentive plan during the three and six months ended July 31, 2020 was approximately $219,000 and $449,000, respectively, and during the three and six months ended July 31, 2019 was approximately $169,000 and $341,000, respectively. |
Sale of Subsidiaries
Sale of Subsidiaries | 6 Months Ended |
Jul. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Sale of Subsidiaries | Assets Held for Sale and Discontinued OperationsOn July 27, 2020, the Board determined to exit the land seismic leasing business, which comprises essentially all operations of the Equipment Leasing segment. As a result, the assets, excluding cash, and liabilities of the Equipment Leasing segment are considered held for sale and the segment’s operations are reported as discontinued operations as of July 31, 2020 and for all comparative periods presented in these condensed consolidated financial statements. The Company anticipates selling the discontinued operations within the next twelve months in a single transaction, or multiple transactions, which may involve the sale of legal entities or assets. The assets reported as held for sale consist of the following: July 31, 2020 January 31, 2020 Current assets of discontinued operations: Accounts receivable, net 2,366 5,699 Inventories, net 388 605 Prepaid expenses and other current assets 221 227 Seismic equipment lease pool and property and equipment, net 3,675 8,382 Total assets of discontinued operations $ 6,650 $ 14,913 The liabilities reported as held for sale consist of the following: July 31, 2020 January 31, 2020 Current liabilities of discontinued operations: Accounts payable $ 119 $ 884 Deferred revenue — 34 Accrued expenses and other current liabilities 1,186 1,886 Income taxes payable — (74) Total liabilities of discontinued operations 1,305 2,730 The results of operations from discontinued operations for the three and six months ended July 31, 2020 and 2019, consist of the following: For the Three Months Ended July 31, For the Six Months Ended July 31, 2020 2019 2020 2019 Revenues: Revenue from discontinued operations $ 1,230 $ 2,077 $ 5,418 $ 5,891 Cost of sales: Cost of discontinued operations 1,642 2,002 4,126 4,514 Operating expenses: Selling, general and administrative 1,476 1,415 3,176 2,890 Provision for doubtful accounts 470 — 470 — Depreciation and amortization 41 46 85 95 Total operating expenses 1,987 1,461 3,731 2,985 Operating loss (2,399) (1,386) (2,439) (1,608) Other income (expenses) 72 (163) 75 (106) Loss on disposal (including $2,745 of cumulative translation loss) (1,859) — (1,859) — Loss before income taxes (4,186) (1,549) (4,223) (1,714) Provision for income taxes (522) (94) (700) (147) Net loss (4,708) (1,643) (4,923) (1,861) The significant operating and investing noncash items and capital expenditures related to discontinued operations are summarized below: For the Six Months Ended July 31, 2020 2019 Depreciation and amortization $ 1,771 $ 2,519 Gross profit from sale of lease pool equipment $ (1,324) $ (743) Provisions for doubtful accounts $ 470 $ — Loss on disposal of discontinued operations $ 1,859 $ — Sale of used lease pool equipment $ 1,988 $ 1,133 Purchase of seismic equipment held for lease $ (110) $ (229) |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jul. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment ReportingWith the designation of the Equipment Leasing segment as discontinued operations as of July 31, 2020, the Company operates in one segment, Marine Technology Products. The Marine Technology Products segment is engaged in the design, manufacture and sale of state-of-the-art seismic and offshore telemetry systems. Manufacturing, support and sales facilities are maintained in the United Kingdom, Singapore, Malaysia and the states of New Hampshire and Texas. |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jul. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event On August 3, 2020, the Company, formerly Mitcham Industries, Inc., completed the reincorporation of the Company from the State of Texas to the State of Delaware, including a name change to MIND Technology, Inc.. The change in legal domicile and company name were approved by the affirmative vote of the holders of more than two-thirds of the votes of the Company’s common stock and Series A Preferred Stock, voting separately, at the Annual Meeting of Shareholders held on July 27, 2020. As part of the reincorporation merger, the shareholders approved an increase in the number of authorized shares of capital stock from 21,000,000 shares to 42,000,000 shares, consisting of (i) 40,000,000 shares of Company’s common stock (up from 20,000,000 shares), and (ii) 2,000,000 shares of the Company’s preferred stock, par value $1.00 per share (up from 1,000,000 shares). Pursuant to the terms of the reincorporation merger, each outstanding share of common stock and each share of Series A Preferred Stock of Mitcham Industries, Inc., the Texas corporation, automatically converted into one share of common stock and one share of Series A Preferred Stock, respectively, of MIND Technology, Inc., the Delaware corporation. Stockholders who hold physical stock certificates are not required to, but may, exchange stock certificates as a result of the reincorporation. The Company’s common stock and Series A Preferred Stock continued to trade on the NASDAQ Global Select Market under their ticker symbols, “MIND” and “MINDP”, respectively. The Company’s common stock was assigned a new CUSIP number of 602566 101 and the Company’s Series A Preferred Stock was assigned a new CUSIP number of 602566 200. No changes have been made to the Board, management, business or operations of the Company as a result of the reincorporation. The corporate headquarters will remain in Texas. |
Organization (Policies)
Organization (Policies) | 6 Months Ended |
Jul. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization MIND Technology, Inc., a Delaware corporation (the “Company”), formerly Mitcham Industries, Inc., a Texas corporation, was incorporated in 1987. Effective August 3, 2020 the Company effectuated a reincorporation to the state of Delaware, name change to MIND Technology, Inc. and increase in the number of shares of common stock and preferred stock authorized for issuance. See Note 16 to the condensed consolidated financial statements. The Company, through its wholly owned subsidiary, Seamap International Holdings Pte, Ltd. (“Seamap”), and its wholly owned subsidiary, Klein Marine Systems, Inc. (“Klein”), designs, manufactures and sells a broad range of proprietary products for the seismic, hydrographic and offshore industries with product sales and support facilities based in New Hampshire, Singapore, Malaysia, the United Kingdom and Texas. Prior to July 31, 2020, the Company, together with its wholly owned Canadian subsidiary, Mitcham Canada, ULC (“MCL”); its wholly owned Hungarian subsidiary, Mitcham Europe Ltd. (“MEL”); and its branch operations in Colombia, provided full-service equipment leasing, sales and service to the seismic industry worldwide. In February 2019 the Company sold its wholly owned Australian subsidiary Seismic Asia Pacific Pty Ltd (“SAP”). See Note 14 to the condensed consolidated financial statements for more information. All intercompany transactions and balances have been eliminated in consolidation. During the second quarter of the fiscal year ending January 31, 2021 (“fiscal 2021”), management and the board of directors (the “Board”) of the Company determined to exit the land seismic leasing business, which comprises essentially all operations of the Equipment Leasing segment. Accordingly, the results of operations for this segment are excluded from the Company’s continuing operations for fiscal 2021 and all comparative periods and presented as discontinued operations in the Company’s consolidated financial statements. See Note 3 to the consolidated condensed financial statements for further details. These condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. The Company has a history of losses, has had negative cash from operating activities in the last two years and may not have access to sources of capital that were available in prior periods. In addition, the COVID-19 pandemic and the decline in oil prices during the first six months of fiscal 2021 have created substantial doubt and could have a material adverse effect on the Company’s business, financial position, results of operations and liquidity. Accordingly, substantial doubt has arisen regarding the Company’s ability to continue as a going concern. These condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result should the Company not be able to continue as a going concern. |
Basis of Presentation | Basis of PresentationThe condensed consolidated balance sheet as of January 31, 2020 for the Company has been derived from audited consolidated financial statements. The unaudited interim condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the related notes included in the Company’s Annual Report on Form 10-K for the year ended January 31, 2020. In the opinion of the Company’s management, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position as of July 31, 2020, the results of operations for the three and six months ended July 31, 2020 and 2019, the cash flows for the six months ended July 31, 2020 and 2019, and the statement of shareholders’ equity for the three and six months ended July 31, 2020 and 2019, have been included in these condensed consolidated financial statements. The foregoing interim results are not necessarily indicative of the results of operations to be expected for the full fiscal year ending January 31, 2021. |
New Accounting Pronouncements | New Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (“Topic 740”): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by eliminating certain exceptions to the general principles in Topic 740 and by clarifying and amending existing guidance to improve consistent application. This ASU is effective for the annual period beginning after December 15, 2020, including interim periods within that annual period. Certain amendments within this ASU are required to be applied on a retrospective basis for all periods presented; others are to be applied using a modified retrospective approach with a cumulative-effect adjustment to retained earnings, if any, as of the beginning of the first reporting period in which the guidance is adopted; and yet others are to be applied using either basis. All other amendments not specified in the ASU should be applied on a prospective basis. Early adoption is permitted. An entity that elects to early adopt in an interim period should reflect any adjustments as of the beginning of the annual period that includes that interim period. Additionally, an entity that elects early adoption must adopt all the amendments in the same period. The Company is currently evaluating the new guidance to determine the impact it will have on its condensed consolidated financial statements. In August 2018, the SEC adopted amendments to simplify certain disclosure requirements, as set forth in Securities Act Release No. 33-10532, Disclosure Update and Simplification, which includes a requirement for entities to present the changes in shareholders’ equity in the interim financial statements in quarterly reports on Form 10-Q. This amendment is effective for all filings made on or after November 5, 2018. Considering the timing of effectiveness of the amendment and proximity to the filing date for most filers’ quarterly reports, the SEC has allowed for a filer’s first presentation of the changes in shareholders’ equity to be included in its Form 10-Q for the quarter that begins after the effective date. The Company adopted the SEC’s amendment to interim disclosures in the first quarter of fiscal 2020 and has presented the changes in shareholders’ equity on an interim basis. In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, Leases (Topic 842) as modified by subsequently issued ASUs 2018-01, 2018-10, 2018-11 and 2018-20. The Company adopted the standard effective February 1, 2019. We have elected to apply the current period transition approach as introduced by ASU 2018-11 for our transition at February 1, 2019 and we have elected to apply several of the practical expedients in conjunction with accounting policy elections. See Note 7 to our condensed consolidated financial statements for additional details. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, which modifies the disclosure requirements on fair value measurement by removing, modifying and adding certain disclosures. This ASU is effective for the annual period beginning after December 15, 2019, including interim periods within that annual period. The Company adopted this guidance effective February 1, 2020. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation (“Topic 718”): Improvements to Nonemployee Share-Based Payment Accounting, which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees except for certain circumstances. The Company adopted this guidance in the first quarter of fiscal 2020. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. |
Assets Held for Sale and Disc_2
Assets Held for Sale and Discontinued Operations (Tables) | 6 Months Ended |
Jul. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations, Including Balance Sheet, Income Statement, Cash Flow, and Additional Disclosures | The assets reported as held for sale consist of the following: July 31, 2020 January 31, 2020 Current assets of discontinued operations: Accounts receivable, net 2,366 5,699 Inventories, net 388 605 Prepaid expenses and other current assets 221 227 Seismic equipment lease pool and property and equipment, net 3,675 8,382 Total assets of discontinued operations $ 6,650 $ 14,913 The liabilities reported as held for sale consist of the following: July 31, 2020 January 31, 2020 Current liabilities of discontinued operations: Accounts payable $ 119 $ 884 Deferred revenue — 34 Accrued expenses and other current liabilities 1,186 1,886 Income taxes payable — (74) Total liabilities of discontinued operations 1,305 2,730 The results of operations from discontinued operations for the three and six months ended July 31, 2020 and 2019, consist of the following: For the Three Months Ended July 31, For the Six Months Ended July 31, 2020 2019 2020 2019 Revenues: Revenue from discontinued operations $ 1,230 $ 2,077 $ 5,418 $ 5,891 Cost of sales: Cost of discontinued operations 1,642 2,002 4,126 4,514 Operating expenses: Selling, general and administrative 1,476 1,415 3,176 2,890 Provision for doubtful accounts 470 — 470 — Depreciation and amortization 41 46 85 95 Total operating expenses 1,987 1,461 3,731 2,985 Operating loss (2,399) (1,386) (2,439) (1,608) Other income (expenses) 72 (163) 75 (106) Loss on disposal (including $2,745 of cumulative translation loss) (1,859) — (1,859) — Loss before income taxes (4,186) (1,549) (4,223) (1,714) Provision for income taxes (522) (94) (700) (147) Net loss (4,708) (1,643) (4,923) (1,861) The significant operating and investing noncash items and capital expenditures related to discontinued operations are summarized below: For the Six Months Ended July 31, 2020 2019 Depreciation and amortization $ 1,771 $ 2,519 Gross profit from sale of lease pool equipment $ (1,324) $ (743) Provisions for doubtful accounts $ 470 $ — Loss on disposal of discontinued operations $ 1,859 $ — Sale of used lease pool equipment $ 1,988 $ 1,133 Purchase of seismic equipment held for lease $ (110) $ (229) |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Jul. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table presents revenue from contracts with customers disaggregated by product line and timing of revenue recognition: Three Months Ended July 31, Six Months Ended July 31, 2020 2019 2020 2019 Revenue recognized at a point in time: (in thousands) Seamap $ 3,881 $ 4,911 $ 5,870 $ 8,954 Klein 1,004 1,841 2,002 3,398 SAP — — — 101 Total revenue recognized at a point in time $ 4,885 $ 6,752 $ 7,872 $ 12,453 Revenue recognized over time: Seamap $ 201 $ 68 $ 401 $ 274 Total revenue recognized over time 201 68 401 274 Total revenue from contracts with customers $ 5,086 $ 6,820 $ 8,273 $ 12,727 The following table presents revenue from contracts with customers disaggregated by geography, based on shipping location of our customers: Three Months Ended July 31, Six Months Ended July 31, 2020 2019 2020 2019 (in thousands) United States $ 686 $ 1,084 $ 1,786 $ 1,841 Europe, Russia & CIS 1,604 2,563 2,980 5,167 Middle East & Africa 221 358 297 549 Asia-Pacific 2,222 1,910 2,499 3,108 Canada & Latin America 353 905 711 2,062 Total revenue from contracts with customers $ 5,086 $ 6,820 $ 8,273 $ 12,727 |
Contract with Customer, Asset and Liability | As of July 31, 2020, and January 31, 2020, contract assets and liabilities consisted of the following: July 31, 2020 January 31, 2020 Contract Assets: (in thousands) Unbilled revenue - current $ 4 $ 13 Total unbilled revenue $ 4 $ 13 Contract Liabilities: Deferred revenue & customer deposits - current $ 318 $ 220 Deferred revenue & customer deposits - non-current — 12 Total deferred revenue & customer deposits $ 318 $ 232 |
Balance Sheet (Tables)
Balance Sheet (Tables) | 6 Months Ended |
Jul. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Accounts and Contracts Receivables | As of July 31, 2020 As of January 31, 2020 Current Long-term Total Current Long-term Total Accounts receivable $ 5,483 $ — $ 5,483 $ 9,001 $ — $ 9,001 Less allowance for doubtful accounts (1,044) — (1,044) (2,378) — (2,378) Accounts receivable net of allowance for doubtful accounts $ 4,439 $ — $ 4,439 $ 6,623 $ — $ 6,623 |
Schedule of Inventories | July 31, 2020 January 31, 2020 (in thousands) Inventories: Raw materials $ 7,301 $ 7,388 Finished goods 3,836 3,758 Work in progress 3,423 2,720 14,560 13,866 Less allowance for obsolescence (1,251) (1,210) Total inventories, net $ 13,309 $ 12,656 |
Schedule of Seismic Equipment Lease Pool and Property and Equipment | July 31, 2020 January 31, 2020 (in thousands) Property and equipment: Marine seismic service equipment $ 7,316 $ 8,341 Land and buildings 4,319 4,274 Furniture and fixtures 9,646 9,364 Autos and trucks 491 491 21,772 22,470 Accumulated depreciation and amortization (16,615) (17,051) Total property and equipment, net $ 5,157 $ 5,419 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jul. 31, 2020 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information | Supplemental balance sheet information related to leases as of July 31, 2020 was as follows (in thousands): Lease July 31, 2020 January 31, 2020 Assets Operating lease assets $ 1,636 $ 2,300 Liabilities Operating lease liabilities $ 1,636 $ 2,300 Classification of lease liabilities Current liabilities $ 613 $ 1,339 Non-current liabilities 1,023 961 Total Operating lease liabilities $ 1,636 $ 2,300 Lease-term and discount rate details as of July 31, 2020 were as follows: Lease term and discount rate July 31, 2020 January 31, 2020 Weighted average remaining lease term (years) Operating leases 1.57 1.76 Weighted average discount rate: Operating leases 9.27 % 9.27 % |
Supplemental Cash Flow Information | Supplemental cash flow information related to leases was as follows (in thousands): Lease Six Months Ended July 31, 2020 Six Months Ended July 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (514) $ (568) Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 514 $ 592 |
Maturities of Lease Liabilities | Maturities of lease liabilities at July 31, 2020 were as follows (in thousands): July 31, 2020 2021 $ 613 2022 809 2023 218 2024 95 2025 50 Thereafter 20 Total payments under lease agreements $ 1,805 Less: imputed interest (169) Total lease liabilities $ 1,636 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jul. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Weighted Average Life at 7/31/2020 July 31, 2020 January 31, 2020 Gross Accumulated Impairment Net Gross Accumulated Impairment Net Goodwill $ 7,060 $ — $ (7,060) $ — $ 7,060 $ — $ (4,529) $ 2,531 Proprietary rights 6.6 $ 9,265 $ (5,286) $ — $ 3,979 $ 9,247 $ (4,950) $ — $ 4,297 Customer relationships 1.3 5,024 (4,173) — 851 5,024 (3,831) — 1,193 Patents 4.0 2,440 (1,401) — 1,039 2,440 (1,277) — 1,163 Trade name 5.8 894 (69) (760) 65 894 (63) (760) 71 Developed technology 5.4 1,430 (655) — 775 1,430 (584) — 846 Other 3.9 666 (134) — 532 653 (87) — 566 Amortizable intangible assets $ 19,719 $ (11,718) $ (760) $ 7,241 $ 19,688 $ (10,792) $ (760) $ 8,136 |
Future Estimated Amortization Expense Related to Amortizable Intangible Assets | As of July 31, 2020, future estimated amortization expense related to amortizable intangible assets was estimated to be (in thousands): For fiscal years ending January 31 2021 $ 857 2022 1,163 2023 1,015 2024 931 2025 658 Thereafter 2,617 Total $ 7,241 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 6 Months Ended |
Jul. 31, 2020 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Weighted Average Common Shares Used in Earnings Per Share Calculation | The following table presents the calculation of basic and diluted weighted average common shares used in the earnings per share calculation: Three Months Ended July 31, Six Months Ended July 31, 2020 2019 2020 2019 (in thousands) (in thousands) Basic weighted average common shares outstanding 12,182 12,128 12,177 12,124 Stock options 3 96 1 64 Unvested restricted stock 10 2 5 2 Total weighted average common share equivalents 13 98 6 66 Diluted weighted average common shares outstanding 12,195 12,226 12,183 12,190 |
Assets Held for Sale and Disc_3
Assets Held for Sale and Discontinued Operations - Schedule of Discontinued Operations, Balance Sheet (Details) - USD ($) $ in Thousands | Jul. 31, 2020 | Jan. 31, 2020 |
Current assets of discontinued operations: | ||
Total current assets of discontinued operations | $ 6,650 | $ 14,913 |
Current liabilities of discontinued operations: | ||
Total current liabilities of discontinued operations | 1,305 | 2,730 |
Discontinued Operations, Held-for-sale | ||
Current assets of discontinued operations: | ||
Accounts receivable, net | 2,366 | 5,699 |
Inventories, net | 388 | 605 |
Prepaid expenses and other current assets | 221 | 227 |
Seismic equipment lease pool and property and equipment, net | 3,675 | 8,382 |
Total current assets of discontinued operations | 6,650 | 14,913 |
Current liabilities of discontinued operations: | ||
Accounts payable | 119 | 884 |
Deferred revenue | 0 | 34 |
Accrued expenses and other current liabilities | 1,186 | 1,886 |
Income taxes payable | 0 | (74) |
Total current liabilities of discontinued operations | $ 1,305 | $ 2,730 |
Assets Held for Sale and Disc_4
Assets Held for Sale and Discontinued Operations - Schedule of Discontinued Operations, Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Loss on disposal (including $2,745 of cumulative translation loss) | $ (1,859) | $ 0 | ||
Net loss | $ (4,708) | $ (1,643) | (4,923) | (1,861) |
Discontinued Operations, Held-for-sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Revenue from discontinued operations | 1,230 | 2,077 | 5,418 | 5,891 |
Cost of discontinued operations | 1,642 | 2,002 | 4,126 | 4,514 |
Selling, general and administrative | 1,476 | 1,415 | 3,176 | 2,890 |
Provision for doubtful accounts | 470 | 0 | 470 | 0 |
Depreciation and amortization | 41 | 46 | 85 | 95 |
Total operating expenses | 1,987 | 1,461 | 3,731 | 2,985 |
Operating loss | (2,399) | (1,386) | (2,439) | (1,608) |
Other income (expenses) | 72 | 75 | ||
Other income (expenses) | (163) | (106) | ||
Loss on disposal (including $2,745 of cumulative translation loss) | (1,859) | 0 | (1,859) | 0 |
Cumulative translation loss | 2,745 | 2,745 | ||
Loss before income taxes | (4,186) | (1,549) | (4,223) | (1,714) |
Provision for income taxes | (522) | (94) | (700) | (147) |
Net loss | $ (4,708) | $ (1,643) | $ (4,923) | $ (1,861) |
Assets Held for Sale and Disc_5
Assets Held for Sale and Discontinued Operations - Schedule of Discontinued Operations, Cash Flow (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Loss on disposal of discontinued operations | $ 1,859 | $ 0 | ||
Discontinued Operations, Held-for-sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Depreciation and amortization | 1,771 | 2,519 | ||
Gross profit from sale of lease pool equipment | (1,324) | (743) | ||
Provision for doubtful accounts | $ 470 | $ 0 | 470 | 0 |
Loss on disposal of discontinued operations | $ 1,859 | $ 0 | 1,859 | 0 |
Sale of used lease pool equipment | 1,988 | 1,133 | ||
Purchase of seismic equipment held for lease | $ (110) | $ (229) |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Revenue Disaggregation (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | $ 5,086 | $ 6,820 | $ 8,273 | $ 12,727 |
Revenue recognized at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 4,885 | 6,752 | 7,872 | 12,453 |
Revenue recognized over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 201 | 68 | 401 | 274 |
Seamap | Revenue recognized at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 3,881 | 4,911 | 5,870 | 8,954 |
Seamap | Revenue recognized over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 201 | 68 | 401 | 274 |
Klein | Revenue recognized at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 1,004 | 1,841 | 2,002 | 3,398 |
SAP | Revenue recognized at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | $ 0 | $ 0 | $ 0 | $ 101 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Revenue Disaggregated by Geography (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | $ 5,086 | $ 6,820 | $ 8,273 | $ 12,727 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 686 | 1,084 | 1,786 | 1,841 |
Europe, Russia & CIS | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 1,604 | 2,563 | 2,980 | 5,167 |
Middle East & Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 221 | 358 | 297 | 549 |
Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 2,222 | 1,910 | 2,499 | 3,108 |
Canada & Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | $ 353 | $ 905 | $ 711 | $ 2,062 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Contract Assets And Liabilities (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2020 | Jan. 31, 2020 | |
Contract Assets: | ||
Unbilled revenue - current | $ 4 | $ 13 |
Total unbilled revenue | 4 | 13 |
Contract Liabilities: | ||
Deferred revenue & customer deposits - current | 318 | 220 |
Deferred revenue & customer deposits - non-current | 0 | 12 |
Total deferred revenue & customer deposits | $ 318 | $ 232 |
Minimum | ||
Contract With Customers [Line Items] | ||
Contract with customers, turn over period | 3 months | |
Maximum | ||
Contract With Customers [Line Items] | ||
Contract with customers, turn over period | 6 months |
Balance Sheet - Accounts Receiv
Balance Sheet - Accounts Receivable (Detail) - USD ($) $ in Thousands | Jul. 31, 2020 | Jan. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Current accounts receivable | $ 5,483 | $ 9,001 |
Long-term accounts receivable | 0 | 0 |
Accounts receivable | 5,483 | 9,001 |
Less current portion of allowance for doubtful accounts | (1,044) | (2,378) |
Less long-term portion of allowance for doubtful accounts | 0 | 0 |
Less total allowance for doubtful accounts | (1,044) | (2,378) |
Current accounts receivable, net of allowance for doubtful accounts | 4,439 | 6,623 |
Long-term accounts receivable, net of allowance for doubtful accounts | 0 | 0 |
Total accounts receivable, net of allowance for doubtful accounts | $ 4,439 | $ 6,623 |
Balance Sheet - Additional Info
Balance Sheet - Additional Information (Detail) | 12 Months Ended |
Jan. 31, 2020USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Impairment of long-lived assets | $ 0 |
Balance Sheet - Schedule of Inv
Balance Sheet - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Jul. 31, 2020 | Jan. 31, 2020 |
Inventories: | ||
Raw materials | $ 7,301 | $ 7,388 |
Finished goods | 3,836 | 3,758 |
Work in progress | 3,423 | 2,720 |
Cost of inventories | 14,560 | 13,866 |
Less allowance for obsolescence | (1,251) | (1,210) |
Total inventories, net | $ 13,309 | $ 12,656 |
Balance Sheet - Schedule of Sei
Balance Sheet - Schedule of Seismic Equipment Lease Pool and Property and Equipment (Detail) - USD ($) $ in Thousands | Jul. 31, 2020 | Jan. 31, 2020 |
Property and equipment: | ||
Property and equipment | $ 21,772 | $ 22,470 |
Accumulated depreciation and amortization | (16,615) | (17,051) |
Total property and equipment, net | 5,157 | 5,419 |
Marine seismic service equipment | ||
Property and equipment: | ||
Property and equipment | 7,316 | 8,341 |
Land and buildings | ||
Property and equipment: | ||
Property and equipment | 4,319 | 4,274 |
Furniture and fixtures | ||
Property and equipment: | ||
Property and equipment | 9,646 | 9,364 |
Autos and trucks | ||
Property and equipment: | ||
Property and equipment | $ 491 | $ 491 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2020 | Jan. 31, 2020 | Apr. 30, 2019 | |
Leases [Abstract] | ||||
Operating lease right-of-use assets | $ 1,636 | $ 1,636 | $ 2,300 | $ 3,000 |
Total operating lease liabilities | 1,636 | 1,636 | $ 2,300 | $ 3,000 |
Lease expense | 221 | 514 | ||
Short-term lease expense | $ 10 | $ 10 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Jul. 31, 2020 | Jan. 31, 2020 | Apr. 30, 2019 |
Assets | |||
Operating lease right-of-use assets | $ 1,636 | $ 2,300 | $ 3,000 |
Liabilities | |||
Total operating lease liabilities | 1,636 | 2,300 | 3,000 |
Current liabilities | 613 | 1,339 | |
Non-current liabilities | 1,023 | 961 | |
Total Operating lease liabilities | $ 1,636 | $ 2,300 | $ 3,000 |
Weighted average remaining lease term (years) | |||
Operating leases | 1 year 6 months 25 days | 1 year 9 months 3 days | |
Weighted average discount rate: | |||
Operating leases | 9.27% | 9.27% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2020 | Jul. 31, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ (514) | $ (568) |
Right-of-use assets obtained in exchange for lease liabilities: | ||
Operating leases | $ 514 | $ 592 |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Jul. 31, 2020 | Jan. 31, 2020 | Apr. 30, 2019 |
Leases [Abstract] | |||
2021 | $ 613 | ||
2022 | 809 | ||
2023 | 218 | ||
2024 | 95 | ||
2025 | 50 | ||
Thereafter | 20 | ||
Total payments under lease agreements | 1,805 | ||
Less: imputed interest | (169) | ||
Total lease liabilities | $ 1,636 | $ 2,300 | $ 3,000 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Net Carrying Amount (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2020 | Jan. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill, Gross Carrying Amount | $ 7,060 | $ 7,060 |
Goodwill, Impairment | (7,060) | (4,529) |
Goodwill, Net Carrying Amount | 0 | 2,531 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 19,719 | 19,688 |
Accumulated Amortization | (11,718) | (10,792) |
Impairment | (760) | (760) |
Net Carrying Amount | $ 7,241 | 8,136 |
Proprietary rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life | 6 years 7 months 6 days | |
Gross Carrying Amount | $ 9,265 | 9,247 |
Accumulated Amortization | (5,286) | (4,950) |
Net Carrying Amount | $ 3,979 | 4,297 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life | 1 year 3 months 18 days | |
Gross Carrying Amount | $ 5,024 | 5,024 |
Accumulated Amortization | (4,173) | (3,831) |
Net Carrying Amount | $ 851 | 1,193 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life | 4 years | |
Gross Carrying Amount | $ 2,440 | 2,440 |
Accumulated Amortization | (1,401) | (1,277) |
Net Carrying Amount | $ 1,039 | 1,163 |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life | 5 years 9 months 18 days | |
Gross Carrying Amount | $ 894 | 894 |
Accumulated Amortization | (69) | (63) |
Impairment | (760) | (760) |
Net Carrying Amount | $ 65 | 71 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life | 5 years 4 months 24 days | |
Gross Carrying Amount | $ 1,430 | 1,430 |
Accumulated Amortization | (655) | (584) |
Net Carrying Amount | $ 775 | 846 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life | 3 years 10 months 24 days | |
Gross Carrying Amount | $ 666 | 653 |
Accumulated Amortization | (134) | (87) |
Net Carrying Amount | $ 532 | $ 566 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Apr. 30, 2020 | Jul. 31, 2020 | Jul. 31, 2019 | Jan. 31, 2020 | |
Segment Reporting Information [Line Items] | ||||
Impairment of intangible assets | $ 0 | |||
Aggregate amortization expense | $ 794,000 | $ 764,000 | ||
Klein Associates Inc. | ||||
Segment Reporting Information [Line Items] | ||||
Impairment of indefinite lived intangible assets | $ 760,000 | |||
Seamap | ||||
Segment Reporting Information [Line Items] | ||||
Goodwill, impairment | $ 2,500,000 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Future Estimated Amortization Expense Related to Amortizable Intangible Assets (Detail) - USD ($) $ in Thousands | Jul. 31, 2020 | Jan. 31, 2020 |
For fiscal years ending January 31 | ||
2021 | $ 857 | |
2022 | 1,163 | |
2023 | 1,015 | |
2024 | 931 | |
2025 | 658 | |
Thereafter | 2,617 | |
Net Carrying Amount | $ 7,241 | $ 8,136 |
Notes Payable (Details)
Notes Payable (Details) - USD ($) $ in Thousands | May 05, 2020 | Jul. 31, 2020 | Jul. 31, 2019 |
Debt Instrument [Line Items] | |||
Proceeds from PPP loan | $ 1,607 | $ 0 | |
Paycheck Protection Program, CARES Act | |||
Debt Instrument [Line Items] | |||
Proceeds from PPP loan | $ 1,600 | ||
Interest rate (as a percent) | 1.00% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income tax benefit | $ 530 | $ 46 | $ 188 | $ 44 |
Pre-tax net loss | $ 2,426 | $ 1,540 | $ 8,511 | $ 3,734 |
Earnings per Share - Basic and
Earnings per Share - Basic and Diluted Weighted Average Common Shares Used in Earnings Per Share Calculation (Detail) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | |
Earnings Per Share [Abstract] | ||||
Basic weighted average common shares outstanding | 12,182 | 12,128 | 12,177 | 12,124 |
Stock options | 3 | 96 | 1 | 64 |
Unvested restricted stock | 10 | 2 | 5 | 2 |
Total weighted average common share equivalents | 13 | 98 | 6 | 66 |
Diluted weighted average common shares outstanding | 12,195 | 12,226 | 12,183 | 12,190 |
Related Party Transaction - Add
Related Party Transaction - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2020 | Jul. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | Dec. 18, 2019 | |
Related Party Transaction [Line Items] | |||||
Maximum number of preferred stock to be issued (in shares) | 2,000,000 | 2,000,000 | |||
Preferred stock, par value (in usd per share) | $ 1 | $ 1 | |||
Series A Preferred Stock | Non-Executive Chairman | |||||
Related Party Transaction [Line Items] | |||||
Equity distribution compensation expenses | $ 0 | ||||
Series A Preferred Stock | Ladenburg Thalmann & Co. Inc. | |||||
Related Party Transaction [Line Items] | |||||
Maximum number of preferred stock to be issued (in shares) | 0 | 500,000 | |||
Preferred stock dividend rate | 9.00% | ||||
Preferred stock, par value (in usd per share) | $ 1 | ||||
Percentage of compensation fees to be paid | 2.00% | ||||
Stock issued during period (in shares) | 994,046 | 70,282 | 86,938 | ||
Preferred stock issued from at the market sale of stock program (as a percent) | 100.00% | ||||
Gross proceeds from preferred stock | $ 1,700,000 | $ 2,100,000 | |||
Equity distribution compensation expenses | $ 34,000 | $ 42,000 |
Equity and Stock-Based Compen_2
Equity and Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | |
Equity [Abstract] | ||||
Quarterly dividends declared (in usd per share) | $ 0.5625 | |||
Compensation expense related to stock-based awards granted | $ 219 | $ 169 | $ 449 | $ 341 |
Sale of Subsidiaries (Details)
Sale of Subsidiaries (Details) - Seismic Asia Pacific Pty Ltd - Disposal Group, Disposed of by Sale, Not Discontinued Operations $ in Thousands | 1 Months Ended |
Feb. 28, 2019USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Proceeds from sale of subsidiary | $ 660 |
Proceeds in cash from sale of subsidiary | $ 240 |
Note receivable term (in years) | 2 years |
Proceeds in note receivable from sale of subsidiary | $ 420 |
Working capital adjustment | $ 114 |
Subsequent Event (Details)
Subsequent Event (Details) - $ / shares | Aug. 03, 2020 | Aug. 02, 2020 | Jul. 31, 2020 | Jan. 31, 2020 |
Subsequent Event [Line Items] | ||||
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 | ||
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 | ||
Preferred stock, par value (in usd per share) | $ 1 | $ 1 | ||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Capital stock, shares authorized (in shares) | 42,000,000 | 21,000,000 | ||
Common stock, shares authorized (in shares) | 40,000,000 | 20,000,000 | ||
Preferred stock, shares authorized (in shares) | 2,000,000 | 1,000,000 | ||
Preferred stock, par value (in usd per share) | $ 1 |