Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 28, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document period end date | Jun. 30, 2017 | |
Amendment flag | false | |
Document Period Focus | Q2 | |
Document Fiscal Year Focus | 2,017 | |
Current fiscal year end date | --12-31 | |
Entity central index key | 1,123,494 | |
Entity current reporting status | Yes | |
Entity filer category | Accelerated Filer | |
Entity registrant name | HARVARD BIOSCIENCE INC | |
Entity voluntary filers | No | |
Entity well known seasoned issuer | No | |
Entity common stock shares outstanding | 34,835,049 | |
Trading Symbol | HBIO |
Statements of Financial Positio
Statements of Financial Position - USD ($) | Jun. 30, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 4,724,000 | $ 5,596,000 |
Accounts receivable, net of allowance for doubtful accounts of $602 and $611, respectively | 15,981,000 | 15,746,000 |
Inventories | 20,371,000 | 19,955,000 |
Other receivables and other assets | 4,762,000 | 4,175,000 |
Total current assets | 45,838,000 | 45,472,000 |
Property, plant and equipment, net | 4,286,000 | 4,296,000 |
Deferred income tax assets - non-current | 1,231,000 | 1,157,000 |
Amortizable intangible assets, net | 16,883,000 | 17,471,000 |
Goodwill | 39,259,000 | 38,032,000 |
Other indefinite lived intangible assets | 1,231,000 | 1,209,000 |
Other assets | 131,000 | 128,000 |
Total Assets | 108,859,000 | 107,765,000 |
Current liabilities: | ||
Current portion, long-term debt | 2,779,000 | 2,372,000 |
Accounts payable | 5,583,000 | 6,196,000 |
Deferred revenue | 546,000 | 500,000 |
Accrued income taxes payable | 127,000 | 223,000 |
Accrued expenses | 3,733,000 | 4,550,000 |
Other liabilities - current | 471,000 | 760,000 |
Total current liabilities | 13,239,000 | 14,601,000 |
Long-term debt | 10,417,000 | 11,374,000 |
Deferred income tax liabilities - non-current | 6,558,000 | 6,417,000 |
Other liabilities- non current | 3,433,000 | 3,177,000 |
Total liabilities | 33,647,000 | 35,569,000 |
Stockholders Equity Abstract | ||
Preferred stock, par value $0.01 per share, 5,000,000 shares authorized | 0 | 0 |
Common stock, par value $0.01 per share, 80,000,000 shares authorized; 42,580,556 and 42,186,827 shares issued and 34,835,049 and 34,441,320 shares outstanding, respectively | 418,000 | 418,000 |
Additional paid-in-capital | 216,728,000 | 215,134,000 |
Accumulated deficit | (117,549,000) | (116,030,000) |
Accumulated other comprehensive loss | (13,717,000) | (16,658,000) |
Treasury stock at cost, 7,745,507 common shares | (10,668,000) | (10,668,000) |
Total stockholders' equity | 75,212,000 | 72,196,000 |
Total liabilities and stockholders' equity | $ 108,859,000 | $ 107,765,000 |
Statements of Financial Positi3
Statements of Financial Position (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
CONSOLIDATED BALANCE SHEETS | ||
Allowance for doubtful accounts | $ 602 | $ 611 |
Preferred Stock Par value | $ 0.01 | $ 0.01 |
Preferred Stock - Shares Authorized | 5,000,000 | 5,000,000 |
Common stock par value | $ 0.01 | $ 0.01 |
Common Stock- Shares Authorized | 80,000,000 | 80,000,000 |
Common Stock- Shares Issued | 42,580,556 | 42,186,827 |
Common Stock- Shares Outstanding | 34,835,049 | 34,441,320 |
Treasury Stock common shares | 7,745,507 | 7,745,507 |
Statements of Operations
Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
Revenues | $ 25,213 | $ 26,136 | $ 49,369 | $ 53,099 |
Cost of revenues (exclusive of items shown separately below) | 13,926 | 14,461 | 26,583 | 28,479 |
Gross profit | 11,287 | 11,675 | 22,786 | 24,620 |
Sales and marketing expenses | 4,982 | 5,086 | 10,030 | 10,188 |
General and administrative expenses | 4,404 | 5,236 | 9,610 | 11,184 |
Research and development expenses | 1,296 | 1,502 | 2,581 | 2,927 |
Restructuring charges (credits) | 0 | 1 | 0 | 12 |
Amortization of intangible assets | 604 | 690 | 1,203 | 1,370 |
Total operating expenses, net | 11,286 | 12,515 | 23,424 | 25,681 |
Operating (loss) income | 1 | (840) | (638) | (1,061) |
Other income (expense): | ||||
Foreign exchange | (272) | 282 | (415) | 273 |
Interest expense | (183) | (180) | (345) | (344) |
Interest income | 3 | 0 | 3 | 1 |
Other income (expense), net | (11) | (29) | (110) | (79) |
Other expense, net | (463) | 73 | (867) | (149) |
Loss before income taxes | (462) | (767) | (1,505) | (1,210) |
Income tax expense | (81) | (54) | (58) | 139 |
Net loss | $ (381) | $ (713) | $ (1,447) | $ (1,349) |
Earnings (loss) per share: | ||||
Basic earnings per common share | $ (0.01) | $ (0.02) | $ (0.04) | $ (0.04) |
Diluted Earnings Per Common Share | $ (0.01) | $ (0.02) | $ (0.04) | $ (0.04) |
Weighted average common shares: | ||||
Basic | 34,695,176 | 34,127,131 | 34,637,644 | 34,070,241 |
Diluted | 34,695,176 | 34,127,131 | 34,637,644 | 34,070,241 |
Comprehensive loss: | ||||
Net loss | $ (381) | $ (713) | $ (1,447) | $ (1,349) |
Foreign currency translation adjustments | 2,066 | (1,821) | 3,008 | (1,205) |
Derivatives qualifying as hedges, net of tax: | ||||
Gain (loss) on derivative instruments designated and qualifying as cash flow hedges | (93) | (12) | (89) | (48) |
Amounts reclassified from accumulated other comprehensive loss to net loss | 19 | 10 | 22 | 23 |
Total Comprehensive Income (Loss), Net of Tax, total | $ 1,611 | $ (2,536) | $ 1,494 | $ (2,579) |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (1,447,000) | $ (1,349,000) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Stock-based compensation expense | 1,671,000 | 1,653,000 |
Depreciation | 659,000 | 809,000 |
Amortization Of Catalog Costs | 20,000 | 6,000 |
Provision for allowance for doubtful accounts | 16,000 | 44,000 |
Amortization of intangible assets | 1,203,000 | 1,370,000 |
Amortization of deferred financing costs | 29,000 | 56,000 |
Deferrred Income Taxes | 0 | 4,000 |
Changes in operating assets and liabilities: | ||
(Increase) decrease in accounts receivable | 125,000 | 959,000 |
Increase in inventories | 31,000 | (95,000) |
Increase in other receivables and other assets | (430,000) | (865,000) |
Increase in trade accounts payable | (703,000) | (2,459,000) |
(Decrease) increase in accrued income taxes | (56,000) | (114,000) |
Increase in accrued expenses | (1,282,000) | 13,000 |
(Decrease) increase in deferred revenue | 28,000 | 188,000 |
Increase (decrease) in other liabilities | 1,000 | (4,000) |
Net cash provided by operating activities | (135,000) | 216,000 |
Cash flows (used in) provided by investing activities: | ||
Additions to property, plant and equipment | (437,000) | (402,000) |
Additions to catalog costs | (39,000) | (10,000) |
Net cash used in investing activities | (476,000) | (412,000) |
Cash flows provided by (used in) financing activities: | ||
Repayments of debt | (2,552,000) | (4,625,000) |
Net proceeds from issuance of debt | 2,000,000 | 2,000,000 |
Net proceeds from issuance of common stock | (77,000) | (9,000) |
Net cash (used in) provided by financing activities | (629,000) | (2,634,000) |
Effect of exchange rate changes on cash | 368,000 | (283,000) |
Increase in cash and cash equivalents | (872,000) | (3,113,000) |
Cash and cash equivalents at the begining of period | 5,596,000 | 6,744,000 |
Cash and cash equivalents at the end of period | 4,724,000 | 3,631,000 |
Supplemental disclosures of cash flow information [Abstract] | ||
Cash paid for interest | 347,000 | 312,000 |
Cash paid for income taxes, net of refunds | $ (196,000) | $ 452,000 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
Basis of Presentation and Summary of Significant Accounting Policies Disclosure [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies Disclosure [Text Block] | HARVARD BIOSCIENCE, INC. NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS 1. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The unaudited consolidated financial statements of Harvard Bioscience, Inc. and its wholly-owned subsidiaries (collectively, Harvard Bioscience or the Company) as of June 30, 2017 and for the six months ended June 30, 2017 and 2016 have been prepared by the Company pursuant to the rules and r egulations of the Securities and Exchange Commission (SEC ). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) have been condensed o r omitted pursuant to such rules and regulations. The December 31, 2016 consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. However, the Company believes that the d isclosures are adequate to make the information presented not misleading. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Repo rt on Form 10-K for the fiscal year ended December 31, 2016 , which was filed with the SEC on March 17, 2017. In the opinion of management, all adjustments, which include normal recurring adjustments necessary to present a fair statement of finan cial position as of June 30, 2017 , results of operations and comprehensive loss and cash flows for the six months ended June 30, 2017 and 2016 , as applicable, have been made. The results of operations for the six months ended June 30, 2017 are not necessarily indicative of the operating results for the full fiscal year or any future periods. Summary of Significant Accounting Policies The accounting policies underlying the accompanying unaudited consolidated fin ancial statements are those set forth in Note 2 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 , which was filed with the SEC on March 17, 2017. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2017 | |
Recently Issued Accounting Pronouncements [Abstract] | |
Recently Issued Accounting Pronouncements Disclosure [Text Block] | 2 . Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers, a new accounting standard that provides for a comprehensive model to use in the accounting for revenue arising from contracts with customers that will replace most existing revenue recognition guidance within generally accepted accounting principles in the United States. Under this standard, revenue will be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or service s. The Company expects to adopt this standard as of January 1, 2018 using the modified retrospective approach. The Company is in the process of completing a comprehensive ass essment of its contracts concerning any unique customer contract terms or transact ions that could have implications to the timing of revenue recognition under the new guidance. The Company expects this undertaking will be complete in the second half of 2017. In February 2016, the FASB issued ASU 2016-02, Leases , which is intended to im prove financial reporting about leasing transactions. The update requires a lessee to record on the balance sheet the assets and liabilities for the rights and obligations created by lease terms of more than 12 months. The update is effective for fiscal ye ars beginning after December 15, 2018. The Company is evaluating the requirements of this guidance and has not yet determined the impact of the adoption on its consolidated financial position, results of operations and cash flows, however, assets and liabi lities will increase upon adoption for right-of-use assets and lease liabilities. The Company’s future commitments under lease obligations are summarized in Note 10. In May 2017, the FASB issued ASU 2017-09, Stock compensation (Topic 718): Scope of modi fication accounting which amends the scope of modification accounting for share-based payment arrangements. The ASU provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to a pply modification accounting under ASC 718. Specifically, an entity would not apply modification accounting if the fair value, vesting conditions, and classification of the awards are the same immediately before and after the modification. The ASU is effec tive for annual reporting periods, including interim periods within those annual reporting periods, beginning after December 15, 2017. Early adoption is permitted, including adoption in any interim period. The Company is evaluating the requirements of this guidance and has not yet determined the impact of the adoption on its consolidated financial position, results of operations and cash flows. Recently Adopted Accounting Pronouncements In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Comp ensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which simplifies the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classif ication on the statement of cash flows. The standard requires an entity to recognize all excess tax benefits and tax deficiencies as income tax benefit or expense in the income statement as discrete items in the reporting period in which they occur, and such tax benefits and tax deficiencies are not included in the estimate of an entity’s annual effective tax rate, applied on a prospective basis. Further, the standard eliminates the requirement to defer the recognition of excess tax benefits until the ben efit is realized through a reduction to taxes payable. All excess tax benefits previously unrecognized, along with any valuation allowance, should be recognized on a modified retrospective basis as a cumulative adjustment to retained earnings as of the dat e of adoption. Under ASU 2016-09, an entity that applies the treasury stock method in calculating diluted earnings per share is required to exclude excess tax benefits and deficiencies from the calculation of assumed proceeds since such amounts are recogni zed in the income statement. Excess tax benefits should also be classified as operating activities in the same manner as other cash flows related to income taxes on the statement of cash flows, as such excess tax benefits no longer represent financing acti vities since they are recognized in the income statement, and should be applied prospectively or retrospectively to all periods presented. The Company adopted ASU 2016-09 as of January 1, 2017. The Company recorded a cumulative increase in retained ear nings of $0.5 million at the beginning of the first quarter of 2017 with a corresponding increase in deferred tax assets related to the prior years’ unrecognized excess tax benefits. An equal amount of valuation allowance was also recorded against these de ferred tax assets with a corresponding decrease to retained earnings resulting in no net impact to retained earnings and deferred tax assets . In addition, tax deficiencies related to vested restricted stock units and canceled stock options during the six months ended June 30, 2017 hav e been recognized in the current period’s income statement. ASU 2016-09 also allows an entity to elect as an accounting policy either to continue to estimate the total number of awards for which the requisite service period will not be rendered or to ac count for forfeitures for service based awards as they occur. An entity that elects to account for forfeitures as they occur should apply the accounting change on a modified retrospective basis as a cumulative effect adjustment to retained earnings as of t he date of adoption. The Company elected as an accounting policy to account for forfeitures for service based awards as they occur, and as a result, the Company recorded a cumulative effect adjustment of $0.1 million to reduce retained earnings with a corr esponding increase in additional paid in capital related to the prior years ’ stock-based compensation expense as required under the modified retrospective approach. The tax effect of this adjustment, which included the impact of a valuation allowance was immaterial. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 6 Months Ended |
Jun. 30, 2017 | |
Accumulated Other Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income Disclosure [Text Block] | 3. Accumulated Other Comprehensive Loss Changes in each component of accumulated other comprehensive loss, net of tax are as follows: Foreign currency Derivatives translation qualifying as Defined benefit (in thousands) adjustments hedges pension plans Total Balance at December 31, 2016 $ (14,200) $ - $ (2,458) $ (16,658) Other comprehensive income before reclassifications 3,008 (89) - 2,919 Amounts reclassified from AOCI - 22 - 22 Other comprehensive income 3,008 (67) - 2,941 Balance at June 30, 2017 $ (11,192) $ (67) $ (2,458) $ (13,717) |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Other Intangible Assets Disclosure [Abstract] | |
Goodwill And Other Intangible Assets Disclosure [Text Block] | 4 . Goodwill and Other Intangible Assets Intangible assets consist of the following: Weighted Average June 30, 2017 December 31, 2016 Life (a) (in thousands) Amortizable intangible assets: Gross Accumulated Amortization Gross Accumulated Amortization Existing technology $ 15,771 $ (12,536) $ 15,082 $ (11,710) 6.7 Years Trade names 7,552 (3,776) 7,379 (3,479) 7.5 Years Distribution agreements/customer relationships 23,475 (13,672) 22,976 (12,862) 8.5 Years Patents 215 (146) 204 (119) 1.7 Years Total amortizable intangible assets 47,013 $ (30,130) 45,641 $ (28,170) Indefinite-lived intangible assets: Goodwill 39,259 38,032 Other indefinite-lived intangible assets 1,231 1,209 Total goodwill and other indefinite-lived intangible assets 40,490 39,241 Total intangible assets, gross $ 87,503 $ 84,882 (a) Weighted average life as of June 30, 2017. The change in the carrying amount of goodwill for the six months ended June 30, 2017 is as follows: (in thousands) Balance at December 31, 2016 $ 38,032 Effect of change in currency translation 1,227 Balance at June 30, 2017 $ 39,259 Amortization of intangible assets Intangible asset amortization expense was $ 0.6 million and $ 0.7 million for the three months ended June 30, 2017 and 2016 , respectively. Intangible asset amortization expense was $ 1.2 million a nd $ 1.4 million for the six months ended June 30, 2017 and 2016 , respectively. Amortization expense of existing amortizable intangible assets is currently estimated to be $ 2.5 million for the year ending December 31, 2017 , $ 2.3 million for the year ending December 31, 2018 , $ 2.2 million for the year ending December 31, 2019 , $ 2.1 million for the year ending December 31, 2020 and $ 2.1 million for the year ending December 31, 2021 . |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2017 | |
Inventories Disclosure [Abstract] | |
Inventories Disclosure [Text Block] | 5 . Inventories Inventories consist of the following: June 30, December 31, 2017 2016 (in thousands) Finished goods $ 9,302 $ 9,340 Work in process 763 823 Raw materials 10,306 9,792 Total $ 20,371 $ 19,955 |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2017 | |
Property, Plant and Equipment Disclosure [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | 6 . Property , Plant and Equipment As of June 30, 2017 and December 31, 2016 , p roperty, plant and equipment consist of the following: June 30, December 31, 2017 2016 (in thousands) Land, buildings and leasehold improvements $ 2,164 $ 2,095 Machinery and equipment 7,677 7,224 Computer equipment and software 8,693 8,115 Furniture and fixtures 1,316 1,274 Automobiles 212 196 20,062 18,904 Less: accumulated depreciation (15,776) (14,608) Property, plant and equipment, net $ 4,286 $ 4,296 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | 7 . Related Party Transactions As part of the acquisitions of Multi Channel Systems MCS GmbH (MCS) and Triangle BioSystems, Inc. (TBSI) in 2014, the Company signed lease agreements with the former owners of the acquired companies. The principals of such former owners of MCS and TBSI were employees of the Com pany as of June 30, 2017 and 2016 . Pursuant to a lease agreement , the Company incurred rent expense of approximately $ 61 thousand and $ 58 thousand to the former owners of MCS for the three months ended June 30, 2017 and 2016 , respecti vely . T he Company incurred rent expense of approximately $ 10 thousand to the former owner of TBSI for both the three months ended June 30, 2017 and 2016 . T he Company incurred rent expense of approximately $ 116 thousand and $ 113 thousand to the former owners of MCS for the six months ended June 30, 2017 and 2016 , respectively . T he Company incurred rent expense of approximately $ 21 thousand to the former owne r of TBSI for both the six months ended June 30, 2017 and 2016 . |
Warranties
Warranties | 6 Months Ended |
Jun. 30, 2017 | |
Warranties Disclosure [Abstract] | |
Warranties Disclosure [Text Block] | 8 . Warranties Warranties are estimated and accrued at the time revenues are recorded. A rollforward of the Company’s product warranty accrual is as follows: Beginning Ending Balance Payments Additions Balance (in thousands) Year ended December 31, 2016 $ 147 (97) 143 $ 193 Six months ended June 30, 2017 $ 193 (30) 65 $ 228 |
Employee Benefit Plans
Employee Benefit Plans | 6 Months Ended |
Jun. 30, 2017 | |
Employee Benefit Plans Disclosure [Abstract] | |
Employee Benefit Plans Disclosure [Text Block] | 9 . Employee Benefit Plans One of the Company’s subs idiaries in the United Kingdom, or UK, Biochrom Limited, maintain s contributory, defined benefit pension plans for substantially all of its employees. As of June 30, 2014, these defined benefit pension plans wer e closed to new employees, as well as closed to the future accrual of benefits for existing employees. The components of the Company’s defined benefit pension expense were as follows: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 (in thousands) Components of net periodic benefit cost: Interest cost $ 133 $ 168 $ 258 $ 336 Expected return on plan assets (167) (181) (326) (362) Net amortization loss 91 79 178 159 Net periodic benefit cost $ 57 $ 66 $ 110 $ 133 For the three months ended June 30, 2017 and 2016 , the Company contributed $ 0.2 million, for both periods, to its defined benefit pension plans. For the six months ended June 30, 2017 and 2016 , the Company contributed $0.3 million and $0.4 million, respectively, to its defined benefit pension plans. The Company expects to contribute approximately $ 0.4 million to its defined benefit pension plans during the remainder of 2017 . The Company had an underfunded pension liability of approximately $ 3.3 million and $3.0 million, as of June 30, 2017 and December 31, 2016 , respectively, included in the other long term liabilities line item in the consolidated balance sheets. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2017 | |
Leases Disclosure [Abstract] | |
Leases Disclosure [Text Block] | 10 . Leases The Company has noncancelable operating leases for office and warehouse space expiring at various dates through 2022 and thereafter. Rent expense, which is recorded on a straight-line basis, is estimated to be $ 1.8 million for the year ended December 31, 2017 . Rent expense was approximately $ 0.5 mil lion for both the three months ended June 30, 2017 and 2016 . Rent expense was approximately $ 0.9 million and $ 1.0 million for the six months ended June 30, 2017 and 2016 , respectively. Future minimum lease payments for operating leases, with initial or remaining terms in excess of one year at June 30, 2017 , are as follows: Operating Leases (in thousands) 2018 $ 1,666 2019 1,672 2020 1,471 2021 1,107 2022 1,109 Thereafter 1,853 Net minimum lease payments $ 8,878 |
Capital Stock
Capital Stock | 6 Months Ended |
Jun. 30, 2017 | |
Capital Stock Disclosure [Abstract] | |
Capital Stock Disclosure [Text Block] | 11 . Capital Stock Common Stock On February 5, 2008, the Company’s Board of Directors adopted a Shareholder Rights Plan and declared a dividend distribution of one preferred stock purchase right for each outstanding share of the Company’s common stock to shareholders of record as of the close of business on February 6, 2 008. Initially, these rights will not be exercisable and will trade with the shares of the Company’s common stock. Under the Shareholder Rights Plan, the rights generally will become exercisable if a person becomes an “acquiring person” by acquiring 20% or more of the common stock of the Company or if a person commences a tender offer that could result in that person owning 20% or more of the common stock of the Company. If a person becomes an acquiring person, each holder of a right (other than the acquiri ng person) would be entitled to purchase, at the then-current exercise price, such number of shares of preferred stock which are equivalent to shares of the Company’s common stock having a value of twice the exercise price of the right. Unless the Board of Directors elects to extend such plan, the Shareholder Rights Plan will expire in February 2018. If the Company is acquired in a merger or other business combination transaction after any such event, each holder of a right would then be entitled to purchas e, at the then-current exercise price, shares of the acquiring company’s common stock having a value of twice the exercise price of the right. Preferred Stock The Company’s Board of Directors has the authority to issue up to 5.0 million shares of preferr ed stock and to determine the price privileges and other terms of the shares. The Board of Directors may exercise this authority without any further approval of stockholders. As of June 30, 2017 , the Company had no preferred stock issued or ou tstanding . Employee Stock Purchase Plan (as amended, the ESPP ) In 2000, the Company approved the ESPP . Under this ESPP , participating employees can authorize the Company to withhold a portion of their base pay during consecutive six-month payment perio ds for the purchase of shares of the Company’s common stock. At the conclusion of the period, participating employees can purchase shares of the Company’s common stock at 85% of the lower of the fair market value of the Company’s common stock at the beginn ing or end of the period. Shares are iss ued under the ESPP for the six-month periods ending June 30 and December 31. On May 18, 2017, the stockholders of the Company approved an increase of 300,000 shares of common stock in the number of shares available f or issuance under the ESPP. Following suc h amendment , 1,050,000 shares of common stock are authorized for issuance , of which 762,141 shares were iss ue d , as of June 30, 2017 . There were 36,902 and 39,353 shares issued under the ESPP during the six months ended June 30, 2017 and 2016 , respectively. Stock Option and Equity Incentive Plans Third Amended and Restated 2000 Stock Option and Incentive Plan (as amended, the Third A&R Plan ) The Second Amend ment to the Third A&R Plan (the Amendment ) was adopted by the Board of Directors on April 3, 2015. Such Amendment was approved by the stockholders at the Company’s 2015 Annual Meeting of Stockholders . Pursuant to the Amendment, the aggregate number of shares authorized for issuance under the Third A&R Plan was increased by 2,500,000 shares to 17,508,929. Restricted Stock Units with a Market Condition (the Market Condition RSU’s ) On August 3, 2015, the Compensation Committee of th e Board of Directors of the Company approved and granted deferred stock awards of Market Condition RSU’s to certain members of the Company’s management team under the Third A&R Plan. The vesting of these Market Condition RSU’s is cliff-based and linked to the achievement of a relative total shareholder return of the Company’s common stock from August 3, 2015 to the earlier of (i) August 3, 2018 or (ii) upon a change of control (measured relative to the Russell 3000 index and based on the 20-day trading ave rage price before each such date). As of June 30, 2017 , t he target number of these restricted stock units that may be earned is 170,903 shares; the maximum amount is 150% of the target number. Stock-Based Payment Awards Th e Company accounts for stock-based payment awards in accordance with the provisions of FASB ASC 718, which requires it to recognize compensation expense for all stock-based payment awards made to employees and directors including stock options, restricted stock units, Market Condition RSU’s and employee stock purchases related to the ESPP. The Company adopted ASU 2016-09 as of January 1, 2017. As disclosed in footnote 2, as a result of this adoption, the Company has elected as an accounting policy to accou nt for forfeitures for service based awards as they occur, with no adjustment for estimated forfeitures. The Company recognized as of January 1, 2017, a cumulative effect adjustment of $0.1 million to reduce retained earnings as required under the modified retrospective approach. Stock option and restricted stock unit activity under the Company’s Third A&R Plan for the six months ended June 30, 2017 was as follows: Stock Options Restricted Stock Units Market Condition RSU's Weighted Stock Average Restricted Market Options Exercise Stock Units Grant Date Condition RSU's Grant Date Outstanding Price Outstanding Fair Value Outstanding Fair Value Balance at December 31, 2016 4,096,818 $ 3.94 1,072,653 $ 3.15 182,150 $ 4.81 Granted 52,500 2.96 1,286,321 2.48 - - Exercised (5,709) 2.56 - - - - Vested (RSUs) - - (430,820) 3.28 - - Cancelled / forfeited (292,800) 3.93 (60,365) 3.10 (11,247) 4.81 Balance at June 30, 2017 3,850,809 $ 3.93 1,867,789 $ 2.70 170,903 $ 4.81 The weighted average fair value of the options granted under the Third A&R Plan during the three months ended June 30, 2017 and 2016 was $ 1.01 and $ 1.48 , respectively. The weighted average fair value of the options granted under the Third A&R Plan during the six months ended June 30, 2017 and 2016 was $ 1.21 and $ 1.26 , respectively. The following assumptions were used to estimate the fair value , using the Black-Scholes option pricing model, of stock options granted during the three and six months ended June 30, 2017 and 2016 : Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Volatility 41.30 % 42.91 % 43.15 % 41.39 % Risk-free interest rate 1.92 % 1.40 % 1.99 % 1.45 % Expected holding period (in years) 5.14 years 5.16 years 5.42 years 5.27 years Dividend yield - % - % - % - % The Company used historical volatility to calculate the expected volatility for each grant as of the grant date . Historical volatility was determined by calculating the mean reversion of the daily adjusted closing stock price. The risk-free interest rate assumption is based upon observed U.S. Treasury bill interest rates (risk-free) appropriate for the term of the Company’s stock options and Market Condition RSU’s. The expected holding period of stock options represents the period of time options are expec ted to be outstanding and is based on historical experience. The vesting period ranges from one to four years and the contractual life is ten years. The correlation coefficient, used to value the Market Condition RSU’s, represents the way in which entities move in relation to the Russell 3000 index as a whole. Stock- based c ompensation expense related to stock options, restricted stock units , Market Condition RSU’s and the ESPP for the three and six months ended June 30, 2017 and 2016 was allocat ed as follows: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 (in thousands) Cost of revenues $ 17 $ 16 $ 30 $ 27 Sales and marketing 156 141 289 242 General and administrative 598 713 1,286 1,335 Research and development 37 29 66 49 Total stock-based compensation $ 808 $ 899 $ 1,671 $ 1,653 The Company did not capitalize any stock-based compensation. Earnings per share Basic earnings per share is based upon net income divided by the number of weighted average common shares outstanding during the period. The calculation of diluted earnings per share assumes conversion of stock options, restricted stock units and Market Condition RSU’s into common stock using the treasury method. The weighted av erage number of shares used to compute basic and diluted earnings per share consists of the following: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Basic 34,695,176 34,127,131 34,637,644 34,070,241 Effect of assumed conversion of employee and director stock options, restricted stock units and Market Condition RSU's - - - - Diluted 34,695,176 34,127,131 34,637,644 34,070,241 Excluded from the shares used in calculating the diluted earnings per common share in the above table are options, restricted stock units and Market Condition RSU’s of approximately 5,889,501 and 5,502,327 shares of common stock for both the three and six months ended June 30, 2017 and 2016 , respectively, as the impact of these shares would be anti-dilutive . |
Long Term Debt
Long Term Debt | 6 Months Ended |
Jun. 30, 2017 | |
Long Term Debt Disclosure [Abstract] | |
Long Term Debt Disclosure [Text Block] | 12. Long Term Debt On August 7, 2009, the Company entered into an Amended and Restated Revolving Credit Loan Agreement related to a $20.0 million revolving credit facility with Bank of America, as agent, and Bank of America and Brown Brothers Harriman & Co as lenders (as amended, the 2009 Credit Agreement). On March 29, 2013, the Company entered into a Second Amended and Restated Revolving Credit Agreement (as amended, the 2013 Credit Agreement) with Bank of America, as agent, and Bank of America and Brow n Brothers Harriman & Co, as lenders that amended and restated the 2009 Credit Agreement. Between September 2011 and May 2017, the Company entered into a series of amendments that among other things did the following: on September 30, 2011, reduced inter est rates to the London Interbank Offered Rate plus 3.0%; on March 29, 2013, converted existing loan advances into a term loan in the principal amount of $15.0 million (the 2013 Term Loan), provided a revolving credit facility in the maximum principal amou nt of $25.0 million (the 2013 Revolving Line) and a delayed draw term loan (the 2013 DDTL) of up to $15.0 million; on October 31, 2013, reduced the 2013 DDTL from up to $15.0 million to up to $10.0 million; on April 24, 2015, extended the maturity date of the 2013 Revolving Line to March 29, 2018 and reduced the interest rates on the 2013 Revolving Line, 2013 Term Loan and 2013 DDTL; on June 30, 2015, amended its quarterly minimum fixed charge coverage financial covenant; on March 9, 2016, amended the princ ipal payment amortization of the 2013 Term Loan and 2013 DDTL to fi ve years, as well as amended its quarterly minimum fixed charge coverage financial covenant; and on May 2, 2017, entered into a Third Amended and Restated Revolving Cre dit Agreement (as ame nded, the Credit Agreement) with Bank of America, as agent, and Bank of America and Brown Brothers Harriman & Co, as lenders that amended and restated the 2013 Credit Agreement. The Credit Agreement was entered into to, among other things, consolidate, co mbine and restate the outstanding indebtedness, on the date of the Credit Agreement, into a t erm l oan (the Term Loan) in the principal amount of $14.0 million, and also provide for a $25.0 million revolving line of credit (the Revolving Line). The Term Lo an and the Revolving Line each have a maturity date of May 1, 2022. Borrowings under the Term Loan accrue interest at a rate based on either the effective LIBOR for certain interest periods selected by the Company, or a daily floating rate based on the BBA LIBOR as published by Reuters (or other commercially available source providing quotations of BBA LIBOR), plus in either case, a margin of 2.75%. Additionally, the Revolving Line accrues interest at a rate based on either the effective LIBOR for certain i nterest periods selected by the Company, or a daily floating rate based on the BBA LIBOR, plus in either case, a margin of 2.25%. The Term Loan and loans under the Revolving Line evidenced by the Credit Agreement, or the Loans, are guaranteed by all of the Company’s direct and indirect domestic subsidiaries, and secured by substantially all of the assets of the Company and the guarantors. The Loans are subject to restrictive covenants under the Credit Agreement, and financial covenants that require the C ompany and its subsidiaries to maintain certain financial ratios on a consolidated basis, including a maximum leverage, minimum fixed charge coverage and minimum working capital. Prepayment of the Loans is allowed by the Credit Agreement at any time during the terms of the Loans. The Loans also contain limitations on the Company’s ability to incur additional indebtedness and requires lender approval for acquisitions funded with cash, promissory notes and/or other consideration in excess of $6.0 million and for acquisitions funded solely with equity in excess of $10.0 million. As of June 30, 2017 and December 31, 2016 , the C ompany had borrowings net of debt issuance costs of $ 13.2 million and $ 13.7 million respectively, o utstanding under its Credit Agreement. T he carrying value of the debt approximates fair value because the interest rate under the obligation approximates market rates of interest available to the Company for similar instruments. As of June 30, 2017 , the Company was in compliance with all financial covenants contained in the Credit A greement, was subject to covenant and w orking capital borrowing restriction s and had available borrowing capacity under its Credit Agreement of $ 5.3 million. As of June 30, 2017 , the w eighted effective interest rate, net of the impact of t he Company’s interest rate swap , on its Term Loan was 4.61% . As of June 30, 2017 and December 31, 2016 , the Company’s borrowings were comprised of: June 30, December 31, 2017 2016 (in thousands) Long-term debt: Term loan $ 13,298 $ 5,400 DDTL - 4,400 Revolving line - 4,050 Total unamortized deferred financing costs (102) (104) Total debt 13,196 13,746 Less: current installments (2,800) (2,450) Current unamortized deferred financing costs 21 78 Long-term debt $ 10,417 $ 11,374 |
Derivatives
Derivatives | 6 Months Ended |
Jun. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 13 . Derivatives The Company uses interest -rate -related derivative instruments to manage its exposure related to changes in interest rates on its variable -rate debt instruments. The Company does not enter into derivative instruments for any purpose other than cash flow hedging. The Company does not speculate using derivative instruments. By using derivative financial instruments to hedge exposures to changes in interest rates, the Company exposes itself to credit risk and market risk. Credit risk is the f ailure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is positive, the counterparty owes the Company, which creates credit risk for the Company. When the fair value of a derivative co ntract is negative, the Company owes the counterparty and, therefore, the Company is not exposed to the counterparty’s credit risk in those circumstances. The Company minimizes counterparty credit risk in derivative instruments by entering into transaction s with carefully selected major financial institutions based upon their credit profile. Market risk is the adverse effect on the value of a derivative instrument that results from a change in interest rates. The market risk associated with interest -rat e contracts is managed by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken. The Company assesses interest rate risk by continually identifying and monitoring changes in interest rate exposures th at may adversely impact expected future cash flows and by evaluating hedging opportunities. The Company maintains risk management control systems to monitor interest rate risk attributable to both the Company’s outstanding or forecasted debt obligations as well as the Company’s offsetting hedge positions. The risk management control systems involve the use of analytical techniques, including cash flow sensitivity analysis, to estimate the expected impact of changes in interest rates on the Company’s future cash flows. The Company uses variable -rate London Interbank Offered Rate (LIBOR) debt to finance its operations. The debt obligations expose the Company to variability in interest payments due to changes in interest rates. Management believes that it is p rudent to limit the variability of a portion of its interest payments. To meet this objective, management enters into LIBOR based interest rate swap agreements to manage fluctuations in cash flows resulting from changes in the benchmark interest rate of LI BOR. These swaps change the variable -rate cash flow exposure on the debt obligations to fixed cash flows. Under the terms of the interest rate swaps, the Company receives LIBOR based variable interest rate payments and makes fixed interest rate payments, thereby creating the equivalent of fixed-rate debt for the notional amount of its debt hedged. As disclosed in Note 12, on May 2 , 2017, the Company entered into the Credit Agreement to amend its credit facility with Bank of America, as agent, and Bank o f America and Brown Brothers Harriman & Co. as lenders. I mmediately after entering into this Credit Agreement , the Company entered into an interest rate swap contract with Bank of America with a notional amount of $14.0 million and a termination date of Marc h 30, 2022 in order to hedge the risk of changes in the effective benchmark interest rate (LIBOR) associated with the Company’s Term Loan. The swap contract converted specific variable-rate debt into fixed-rate debt and fixed the LIBOR rate associated with the Term Loan at 1.86% plus a bank margin of 2.75% . The interest rate swap was designated as a cash flow hedge instrument in accordance with ASC 815 “Derivatives and Hedging”. The notional amount of the Company’s derivative instruments as of June 30, 2017 was $ 13.3 million . The following table presents the notional amount and fair value of the Company ’ s derivative instrument s as of June 30, 2017 and December 31, 2016 . June 30, 2017 June 30, 2017 Notional Amount Fair Value (a) Derivatives designated as hedging instruments under ASC 815 Balance sheet classification (in thousands) Interest rate swaps Other liabilities-non current $ 13,300 $ (67) December 31, 2016 December 31, 2016 Notional Amount Fair Value (a) Derivatives designated as hedging instruments under ASC 815 Balance sheet classification (in thousands) Interest rate swaps Other liabilities-non current $ 5,500 $ - (a) See Note 14 for the fair value measurements related to these financial instruments. All of the Company’s derivative instruments are designated as hedging instruments. The Company has structured its interest rate swap agreements to be 100% effective and as a result, there was no impact to earnings resulting from hedge ineffectiveness. Changes in the fair value of interest rate swaps designated as hedging instruments that effectively offset the variability of cash flows associate d with variable -rate, long -term debt obligations are reported in accumulat ed other comprehensive income (AOCI ). These amounts subsequently are reclassified into interest expense as a yield adjustment of the hedged interest payments in the same period in which the related interest affects earnings. The Co mpany’s interest rate swap agreement was deemed to be fully effective in accordance with ASC 815, and, as such, unrealized gains and losses related to these derivatives were recorded as AOCI. The followi ng table summarizes the effect of derivatives designated as cash flow hedging instruments and their classification within comprehensive loss for the three and six months ended June 30, 2017 and 2016 : Derivatives in Hedging Relationships Amount of gain (loss) recognized in OCI on derivative (effective portion) Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (in thousands) Interest rate swaps $ (93) $ (12) $ (89) $ (48) The following table summarizes the reclassifications out of accumulated other comprehensive loss for the three and six months ended June 30, 2017 and 2016 : Details about AOCI Components Amount reclassified from AOCI into income (effective portion) Location of amount Three Months Ended June 30, Six Months Ended June 30, reclassified from AOCI 2017 2016 2017 2016 into income (effective portion) (in thousands) Interest rate swaps $ 19 $ 10 $ 22 $ 23 Interest expense As of June 30, 2017 , $ 62 thousand of deferred losses on derivative instruments accumulated in AOCI are expected to be reclassified to earnings during the next twelve months. Transactions and events expected to occur over the next twelve months that will necessitate reclassifying these derivatives’ losses to earnings include the repricing of variable -rate debt. As a result of entering into the May 2017 interest rate sw ap contract, the Company unwound its previous interest rate swap contracts, and received an immaterial amount in proceeds. There were no cash flow hedges discontinued during 2016 . |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | 14 . Fair Value Measurements Fair value measurement is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A fair value hierarchy is established, which prioritizes the inputs used in measuring fair value into three broad levels as follows: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly. Level 3—Unobservable inputs based on the Company’s own assumptions. The following table s present the fair value hierarchy for those liabili ties measured at fair value on a recurring basis: Fair Value as of June 30, 2017 (In thousands) Level 1 Level 2 Level 3 Total Liabilities: Interest rate swap agreements $ - $ (67) $ - $ (67) Fair Value as of December 31, 2016 (In thousands) Level 1 Level 2 Level 3 Total Liabilities: Interest rate swap agreements $ - $ - $ - $ - The Company uses the market approach technique to value its financial liabilities. The Company’s financial liabilities carried at fair value include derivative instruments used to hedge the Company’s interest rate risks. The fair value of the Company’s interest rate swap agreement s was based on LIBOR yield curves at the reporting date. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax [Abstract] | |
Income Taxes Disclosure [Text Block] | 15. Income Tax Income tax was an approximately $ 81 thousand and $ 54 thousand benefit for the three months ended June 30, 2017 and 2016 , respectively. The tax benefit for the three months ended June 30, 2017 reflects the incremental benefit recorded for the six months ended June 30, 2017 associated with the actual results for the six-month period, as described below. Discrete items included in the tax benefit for the three months ended June 30, 2017 included the reversal of an uncertain tax position upon the settlement o f a German audit, net of additional income tax liability per the settlement. Tax benefit for the three months ended June 30, 2016 included foreign currency gai ns and losses and a return to provision adjustment. Income tax was an approximately $ 58 thousand benefit and a $ 139 thousand expense for the six months ended June 30, 2017 and 2016 , respectively. The effective in come tax rate was 3.9% for the six months ended June 30, 2017 , compared with (11.5%) for the same period in 2016 . The tax rates for the six months ended June 30, 2017 and 2016 were based on actual results for the six-month period rather than an effective tax rate estimated for the entire year. In 2017 and 2016 the Company determined that using a year-to-date approach resulted in a better estimate of income tax expense/benefit based on its forecast of pre-tax incom e/loss, the mix of taxable income/loss across several jurisdictions with different statutory tax rates, and the impact of the full valuation allowance against U.S. deferred tax assets. The difference between the Company’s effective tax rate period over period was primarily attributable to higher pre-tax income at certain individual subsidiaries in 2017 versus 2016, despite an overall pre-tax loss in both periods, as well as the settlement of an uncertain tax position. In addition, both periods incl uded the tax impact of amortization of certain indefinite-lived intangibles which are amortized for tax purposes only, against which a valuation allowance is not established. As disclosed in footnote 2, the Company adopted ASU 2016-09 as of January 1, 201 7. As a result, the Company recorded a cumulative increase in retained earnings of $0.5 million at the beginning of the first quarter of 2017 with a corresponding increase in deferred tax assets related to the prior years’ unrecognized excess tax benefit s. An equal amount of valuation allowance was also recorded against these deferred tax assets with a corresponding decrease to retained earnings resulting in a net impact of $0. In addition, tax deficiencies related to vested restricted stock units and can celed stock options during the six months ended June 30, 2017 have been recognized in the current period’s income statement. |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Recently Issued Accounting Pronouncements [Abstract] | |
Recently Issued Accounting Pronouncements Disclosure [Text Block] | 2 . Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers, a new accounting standard that provides for a comprehensive model to use in the accounting for revenue arising from contracts with customers that will replace most existing revenue recognition guidance within generally accepted accounting principles in the United States. Under this standard, revenue will be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or service s. The Company expects to adopt this standard as of January 1, 2018 using the modified retrospective approach. The Company is in the process of completing a comprehensive ass essment of its contracts concerning any unique customer contract terms or transact ions that could have implications to the timing of revenue recognition under the new guidance. The Company expects this undertaking will be complete in the second half of 2017. In February 2016, the FASB issued ASU 2016-02, Leases , which is intended to im prove financial reporting about leasing transactions. The update requires a lessee to record on the balance sheet the assets and liabilities for the rights and obligations created by lease terms of more than 12 months. The update is effective for fiscal ye ars beginning after December 15, 2018. The Company is evaluating the requirements of this guidance and has not yet determined the impact of the adoption on its consolidated financial position, results of operations and cash flows, however, assets and liabi lities will increase upon adoption for right-of-use assets and lease liabilities. The Company’s future commitments under lease obligations are summarized in Note 10. In May 2017, the FASB issued ASU 2017-09, Stock compensation (Topic 718): Scope of modi fication accounting which amends the scope of modification accounting for share-based payment arrangements. The ASU provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to a pply modification accounting under ASC 718. Specifically, an entity would not apply modification accounting if the fair value, vesting conditions, and classification of the awards are the same immediately before and after the modification. The ASU is effec tive for annual reporting periods, including interim periods within those annual reporting periods, beginning after December 15, 2017. Early adoption is permitted, including adoption in any interim period. The Company is evaluating the requirements of this guidance and has not yet determined the impact of the adoption on its consolidated financial position, results of operations and cash flows. Recently Adopted Accounting Pronouncements In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Comp ensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which simplifies the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classif ication on the statement of cash flows. The standard requires an entity to recognize all excess tax benefits and tax deficiencies as income tax benefit or expense in the income statement as discrete items in the reporting period in which they occur, and such tax benefits and tax deficiencies are not included in the estimate of an entity’s annual effective tax rate, applied on a prospective basis. Further, the standard eliminates the requirement to defer the recognition of excess tax benefits until the ben efit is realized through a reduction to taxes payable. All excess tax benefits previously unrecognized, along with any valuation allowance, should be recognized on a modified retrospective basis as a cumulative adjustment to retained earnings as of the dat e of adoption. Under ASU 2016-09, an entity that applies the treasury stock method in calculating diluted earnings per share is required to exclude excess tax benefits and deficiencies from the calculation of assumed proceeds since such amounts are recogni zed in the income statement. Excess tax benefits should also be classified as operating activities in the same manner as other cash flows related to income taxes on the statement of cash flows, as such excess tax benefits no longer represent financing acti vities since they are recognized in the income statement, and should be applied prospectively or retrospectively to all periods presented. The Company adopted ASU 2016-09 as of January 1, 2017. The Company recorded a cumulative increase in retained ear nings of $0.5 million at the beginning of the first quarter of 2017 with a corresponding increase in deferred tax assets related to the prior years’ unrecognized excess tax benefits. An equal amount of valuation allowance was also recorded against these de ferred tax assets with a corresponding decrease to retained earnings resulting in no net impact to retained earnings and deferred tax assets . In addition, tax deficiencies related to vested restricted stock units and canceled stock options during the six months ended June 30, 2017 hav e been recognized in the current period’s income statement. ASU 2016-09 also allows an entity to elect as an accounting policy either to continue to estimate the total number of awards for which the requisite service period will not be rendered or to ac count for forfeitures for service based awards as they occur. An entity that elects to account for forfeitures as they occur should apply the accounting change on a modified retrospective basis as a cumulative effect adjustment to retained earnings as of t he date of adoption. The Company elected as an accounting policy to account for forfeitures for service based awards as they occur, and as a result, the Company recorded a cumulative effect adjustment of $0.1 million to reduce retained earnings with a corr esponding increase in additional paid in capital related to the prior years ’ stock-based compensation expense as required under the modified retrospective approach. The tax effect of this adjustment, which included the impact of a valuation allowance was immaterial. |
Accumulated Other Comprehensi22
Accumulated Other Comprehensive Income (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Accumulated Other Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income [Table Text Block] | Foreign currency Derivatives translation qualifying as Defined benefit (in thousands) adjustments hedges pension plans Total Balance at December 31, 2016 $ (14,200) $ - $ (2,458) $ (16,658) Other comprehensive income before reclassifications 3,008 (89) - 2,919 Amounts reclassified from AOCI - 22 - 22 Other comprehensive income 3,008 (67) - 2,941 Balance at June 30, 2017 $ (11,192) $ (67) $ (2,458) $ (13,717) |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Details about AOCI Components Amount reclassified from AOCI into income (effective portion) Location of amount Three Months Ended June 30, Six Months Ended June 30, reclassified from AOCI 2017 2016 2017 2016 into income (effective portion) (in thousands) Interest rate swaps $ 19 $ 10 $ 22 $ 23 Interest expense |
Goodwill and Other Intangible23
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Other Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | Weighted Average June 30, 2017 December 31, 2016 Life (a) (in thousands) Amortizable intangible assets: Gross Accumulated Amortization Gross Accumulated Amortization Existing technology $ 15,771 $ (12,536) $ 15,082 $ (11,710) 6.7 Years Trade names 7,552 (3,776) 7,379 (3,479) 7.5 Years Distribution agreements/customer relationships 23,475 (13,672) 22,976 (12,862) 8.5 Years Patents 215 (146) 204 (119) 1.7 Years Total amortizable intangible assets 47,013 $ (30,130) 45,641 $ (28,170) Indefinite-lived intangible assets: Goodwill 39,259 38,032 Other indefinite-lived intangible assets 1,231 1,209 Total goodwill and other indefinite-lived intangible assets 40,490 39,241 Total intangible assets, gross $ 87,503 $ 84,882 (a) Weighted average life as of June 30, 2017. |
Goodwill Rollforward [Table Text Block] | (in thousands) Balance at December 31, 2016 $ 38,032 Effect of change in currency translation 1,227 Balance at June 30, 2017 $ 39,259 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Inventories Disclosure [Abstract] | |
Schedule of Inventory [Table Text Block] | June 30, December 31, 2017 2016 (in thousands) Finished goods $ 9,302 $ 9,340 Work in process 763 823 Raw materials 10,306 9,792 Total $ 20,371 $ 19,955 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Property, Plant and Equipment Disclosure [Abstract] | |
Schedule Of Property Plant And Equipment [Table Text Block] | June 30, December 31, 2017 2016 (in thousands) Land, buildings and leasehold improvements $ 2,164 $ 2,095 Machinery and equipment 7,677 7,224 Computer equipment and software 8,693 8,115 Furniture and fixtures 1,316 1,274 Automobiles 212 196 20,062 18,904 Less: accumulated depreciation (15,776) (14,608) Property, plant and equipment, net $ 4,286 $ 4,296 |
Warranties (Tables)
Warranties (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Warranties Disclosure [Abstract] | |
Warranty Rollforward Disclosure [Table Text Block] | Beginning Ending Balance Payments Additions Balance (in thousands) Year ended December 31, 2016 $ 147 (97) 143 $ 193 Six months ended June 30, 2017 $ 193 (30) 65 $ 228 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Employee Benefit Plans Disclosure [Abstract] | |
Schedule of Changes in Projected Benefit Obligations [Table Text Block] | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 (in thousands) Components of net periodic benefit cost: Interest cost $ 133 $ 168 $ 258 $ 336 Expected return on plan assets (167) (181) (326) (362) Net amortization loss 91 79 178 159 Net periodic benefit cost $ 57 $ 66 $ 110 $ 133 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Leases Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Operating Leases (in thousands) 2018 $ 1,666 2019 1,672 2020 1,471 2021 1,107 2022 1,109 Thereafter 1,853 Net minimum lease payments $ 8,878 |
Capital Stock (Tables)
Capital Stock (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Capital Stock Disclosure [Abstract] | |
Schedule Of Stock Options And Restricted Stock Units Activity Rollforward [Table Text Block] | Stock Options Restricted Stock Units Market Condition RSU's Weighted Stock Average Restricted Market Options Exercise Stock Units Grant Date Condition RSU's Grant Date Outstanding Price Outstanding Fair Value Outstanding Fair Value Balance at December 31, 2016 4,096,818 $ 3.94 1,072,653 $ 3.15 182,150 $ 4.81 Granted 52,500 2.96 1,286,321 2.48 - - Exercised (5,709) 2.56 - - - - Vested (RSUs) - - (430,820) 3.28 - - Cancelled / forfeited (292,800) 3.93 (60,365) 3.10 (11,247) 4.81 Balance at June 30, 2017 3,850,809 $ 3.93 1,867,789 $ 2.70 170,903 $ 4.81 |
Table Of Assumptions [Table Text Block] | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Volatility 41.30 % 42.91 % 43.15 % 41.39 % Risk-free interest rate 1.92 % 1.40 % 1.99 % 1.45 % Expected holding period (in years) 5.14 years 5.16 years 5.42 years 5.27 years Dividend yield - % - % - % - % |
Stock Based Compensation Expense Activity By Function [Table Text Block] | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 (in thousands) Cost of revenues $ 17 $ 16 $ 30 $ 27 Sales and marketing 156 141 289 242 General and administrative 598 713 1,286 1,335 Research and development 37 29 66 49 Total stock-based compensation $ 808 $ 899 $ 1,671 $ 1,653 |
Basic and Diluted Shares [Table Text Block] | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Basic 34,695,176 34,127,131 34,637,644 34,070,241 Effect of assumed conversion of employee and director stock options, restricted stock units and Market Condition RSU's - - - - Diluted 34,695,176 34,127,131 34,637,644 34,070,241 |
Long Term Debt (Tables)
Long Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Long Term Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | June 30, December 31, 2017 2016 (in thousands) Long-term debt: Term loan $ 13,298 $ 5,400 DDTL - 4,400 Revolving line - 4,050 Total unamortized deferred financing costs (102) (104) Total debt 13,196 13,746 Less: current installments (2,800) (2,450) Current unamortized deferred financing costs 21 78 Long-term debt $ 10,417 $ 11,374 |
Derivative (Tables)
Derivative (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | June 30, 2017 June 30, 2017 Notional Amount Fair Value (a) Derivatives designated as hedging instruments under ASC 815 Balance sheet classification (in thousands) Interest rate swaps Other liabilities-non current $ 13,300 $ (67) December 31, 2016 December 31, 2016 Notional Amount Fair Value (a) Derivatives designated as hedging instruments under ASC 815 Balance sheet classification (in thousands) Interest rate swaps Other liabilities-non current $ 5,500 $ - (a) See Note 14 for the fair value measurements related to these financial instruments. |
Schedule of Cash Flow Hedges Included in AOCI [Table Text Block] | Derivatives in Hedging Relationships Amount of gain (loss) recognized in OCI on derivative (effective portion) Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (in thousands) Interest rate swaps $ (93) $ (12) $ (89) $ (48) |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Details about AOCI Components Amount reclassified from AOCI into income (effective portion) Location of amount Three Months Ended June 30, Six Months Ended June 30, reclassified from AOCI 2017 2016 2017 2016 into income (effective portion) (in thousands) Interest rate swaps $ 19 $ 10 $ 22 $ 23 Interest expense |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule Of Fair Value Assets And Liabilities Measured On Recurring Basis [Table Text Block] | Fair Value as of June 30, 2017 (In thousands) Level 1 Level 2 Level 3 Total Liabilities: Interest rate swap agreements $ - $ (67) $ - $ (67) Fair Value as of December 31, 2016 (In thousands) Level 1 Level 2 Level 3 Total Liabilities: Interest rate swap agreements $ - $ - $ - $ - |
Summary of Significant Accoun33
Summary of Significant Accounting Policy (Details 1) $ in Millions | 6 Months Ended |
Jun. 30, 2017USD ($) | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |
Cumulative effect adjustment to retained earnings | $ 0.1 |
Developed Technology Rights [Member] | |
Finite-Lived Intangible Assets | |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 6 years 8 months 12 days |
Trade Names [Member] | |
Finite-Lived Intangible Assets | |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 7 years 6 months 30 days |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets | |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 8 years 6 months 30 days |
Patents [Member] | |
Finite-Lived Intangible Assets | |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 1 year 8 months 12 days |
ASU 2016-09 | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |
Unrecognized Tax Benefits | $ 0.5 |
Valuation allowance recorded against the deferred tax assets | 0.5 |
Cumulative effect adjustment to retained earnings | $ 0.5 |
Accumulated Other Comprehensi34
Accumulated Other Comprehensive Income (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Opening Balance | $ (16,658) |
Other Comprehensive Income (Loss) before Reclassifications | 2,919 |
Reclassification from Accumulated Other Comprehensive Income | 22 |
Other Comprehensive Income (Loss), Net of Tax, total | 2,941 |
Closing Balance | (13,717) |
Foreign currency translation adjustments | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Opening Balance | (14,200) |
Other Comprehensive Income (Loss) before Reclassifications | 3,008 |
Reclassification from Accumulated Other Comprehensive Income | 0 |
Other Comprehensive Income (Loss), Net of Tax, total | 3,008 |
Closing Balance | (11,192) |
Derivatives qualifying as hedges | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Opening Balance | 0 |
Other Comprehensive Income (Loss) before Reclassifications | (89) |
Reclassification from Accumulated Other Comprehensive Income | 22 |
Other Comprehensive Income (Loss), Net of Tax, total | (67) |
Closing Balance | (67) |
Defined benefit pension plans | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Opening Balance | (2,458) |
Other Comprehensive Income (Loss) before Reclassifications | 0 |
Reclassification from Accumulated Other Comprehensive Income | 0 |
Other Comprehensive Income (Loss), Net of Tax, total | 0 |
Closing Balance | $ (2,458) |
Goodwill and Other Intangible35
Goodwill and Other Intangible Assets (Narratives) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Goodwill And Other Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 604 | $ 690 | $ 1,203 | $ 1,370 |
Estimated Amortization Expense Next Twelve Months | 2,500 | 2,500 | ||
Estimated Amortization Expense Year 2 | 2,300 | 2,300 | ||
Estimated Amortization Expense Year 3 | 2,200 | 2,200 | ||
Estimated Amortization Expense Year 4 | 2,100 | 2,100 | ||
Estimated Amortization Expense Year 5 | $ 2,100 | $ 2,100 |
Goodwill and Other Intangible36
Goodwill and Other Intangible Assets (Details 1) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 47,013 | $ 45,641 |
Finite-Lived Intangible Assets, Accumulated Amortization | (30,130) | (28,170) |
Goodwill | 39,259 | 38,032 |
Other indefinite lived intangible assets | 1,231 | 1,209 |
Total goodwill and other indefinite lived intangible assets | 40,490 | 39,241 |
Total intangible assets | 87,503 | 84,882 |
Developed Technology Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 15,771 | 15,082 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ (12,536) | (11,710) |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 6 years 8 months 12 days | |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 7,552 | 7,379 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ (3,776) | (3,479) |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 7 years 6 months 30 days | |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 23,475 | 22,976 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ (13,672) | (12,862) |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 8 years 6 months 30 days | |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 215 | 204 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ (146) | $ (119) |
Finite-Lived Intangible Assets, Weighted Average Useful Life | 1 year 8 months 12 days |
Goodwill and Other Intangible37
Goodwill and Other Intangible Assets (Details 2) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Goodwill And Other Intangible Assets Disclosure [Abstract] | |
Goodwill, Beginning Balance | $ 38,032 |
Effect of change in currency transaltion | 1,227 |
Goodwill, Ending Balance | $ 39,259 |
Inventories (Details 1)
Inventories (Details 1) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Inventories Disclosure [Abstract] | ||
Finished Goods | $ 9,302 | $ 9,340 |
Work in Process | 763 | 823 |
Raw Materials | 10,306 | 9,792 |
Total Inventories, Net | $ 20,371 | $ 19,955 |
Property, Plant and Equipment39
Property, Plant and Equipment (Details 1) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 20,062 | $ 18,904 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (15,776) | (14,608) |
Property, plant and equipment, net | 4,286 | 4,296 |
Land, Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 2,164 | 2,095 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 7,677 | 7,224 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 8,693 | 8,115 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 1,316 | 1,274 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 212 | $ 196 |
Related Party Transactions (Nar
Related Party Transactions (Narratives) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Business Acquisition [Line Items] | ||||
Operating Leases, Rent Expense, Net | $ 500,000 | $ 500,000 | $ 900,000 | $ 1,000,000 |
Multi Channel Systems MCS GmbH [Member] | ||||
Business Acquisition [Line Items] | ||||
Operating Leases, Rent Expense, Net | 61 | 58 | 116,000 | 113,000 |
Triangle BioSystems, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Operating Leases, Rent Expense, Net | $ 10 | $ 10 | $ 21,000 | $ 21,000 |
Warranties (Details 1)
Warranties (Details 1) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Dec. 31, 2016 | |
Product Warranty Disclosure [Abstract] | ||
Warranty, Beginning Balance | $ 193 | $ 147 |
Warranty payments | (30) | (97) |
Warranty additions | 65 | 143 |
Warranty, Ending Balance | $ 228 | $ 193 |
Employee Benefit Plans (Narrati
Employee Benefit Plans (Narratives) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Employee Benefit Plans Disclosure [Abstract] | |||||
Expected employer contribution in current remaining fiscal year | $ 0.4 | ||||
Defined Benefit Plan Payments In Current Fiscal Year | 0.2 | $ 0.2 | $ 0.3 | $ 0.4 | |
Defined Benefit Plans Liabilities Noncurrent | $ 3.3 | $ 3.3 | $ 3 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Employee Benefit Plans Disclosure [Abstract] | ||||
Interest Cost | $ 133 | $ 168 | $ 258 | $ 336 |
Expected Return on Plan Assets | (167) | (181) | (326) | (362) |
Net Amortization Loss | 91 | 79 | 178 | 159 |
Net Periodic Benefit Cost, Total | 57 | 66 | 110 | 133 |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | ||||
Interest Cost | 133 | 168 | 258 | 336 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||||
Defined Benefit Plan Payments In Current Fiscal Year | $ 200 | $ 200 | $ 300 | $ 400 |
Leases (Narratives) (Details)
Leases (Narratives) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Leases Disclosure [Abstract] | ||||
Estimated Rental Expenses Current Year | $ 1,800,000 | |||
Operating Leases, Rent Expense, Net | $ 500,000 | $ 500,000 | $ 900,000 | $ 1,000,000 |
Leases (Details 1)
Leases (Details 1) $ in Thousands | Jun. 30, 2017USD ($) |
Leases Disclosure [Abstract] | |
2,018 | $ 1,666 |
2,019 | 1,672 |
2,020 | 1,471 |
2,021 | 1,107 |
2,022 | 1,109 |
Thereafter | 1,853 |
Operating Leases, Total Future Minimum Payments Due | $ 8,878 |
Capital Stock (Narratives) (Det
Capital Stock (Narratives) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 210 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Dec. 31, 2016 | Apr. 03, 2015 | |
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Offering Date | 85.00% | ||||||
Employee Stock Purchase Plan Shares Authorized | 1,050,000 | 1,050,000 | 1,050,000 | ||||
Stock issued during the year, Shares, Employee Stock Purchase Plans | 36,902 | 39,353 | 762,141 | 762,141 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 17,508,929 | ||||||
Increase In Number Of Shares Authorized For Issuance Under Stock Option And Incentive Plan | 2,500,000 | ||||||
Equity Instruments Other than Options, Grants in Period | 1,286,321 | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,889,501 | 5,502,327 | 5,889,501 | 5,502,327 | |||
Percentage Of Outstanding Common Stock | 20.00% | 20.00% | 20.00% | ||||
Weighted Average Estimated Black Scholes Value Of Option Grants | $ 1.01 | $ 1.48 | $ 1.21 | $ 1.26 | |||
Preferred Stock - Shares Authorized | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |||
Cumulative effect adjustment to retained earnings | $ 0.1 | ||||||
Market Condition Restricted Stock Unit [Member] | |||||||
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | |||||||
Equity Instruments Other than Options, Grants in Period | 0 |
Capital Stock (Details 1)
Capital Stock (Details 1) - $ / shares | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | Apr. 03, 2015 | |
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||||||
Opening Balance Stock Options Outstanding | 4,096,818 | |||||
Begining Balance Weighted Average Exercise Price | $ 3.94 | |||||
Increase In Number Of Shares Authorized For Issuance Under Stock Option And Incentive Plan | 2,500,000 | |||||
Options, Grants in Period, Gross | 52,500 | |||||
Stock option exercises during the year, Shares | 5,709 | |||||
Options, Forfeitures and Expirations in Period | 292,800 | |||||
Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 3.93 | |||||
Closing Balance Stock Options Outstanding | 3,850,809 | 3,850,809 | ||||
Closing Balance Weighted Average Exercise Price | $ 3.93 | $ 3.93 | ||||
Begining Balance Restricted Stock Units Outstanding | 1,072,653 | |||||
Equity Instruments Other than Options, Grants in Period | 1,286,321 | |||||
Equity Instruments Other than Options, Vested in Period | 430,820 | |||||
Closing Balance Restricted Stock Units Outstanding | 1,867,789 | 1,867,789 | ||||
Begining Balance Grant Date Fair Value Of Restricted Stock Units | $ 3.15 | |||||
Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 2.48 | |||||
Closing Balance Grant Date Fair Value Of Restricted Stock Units | $ 2.7 | 2.7 | ||||
Weighted Average Fair Value of Vested Restricted Stock | $ 3.28 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||||
Fair Value Assumptions, Expected Volatility Rate | 41.30% | 42.91% | 43.15% | 41.39% | ||
Fair Value Assumptions, Risk Free Interest Rate | 1.92% | 1.40% | 1.99% | 1.45% | ||
Fair Value Assumptions, Expected Term | 5 years 1 month 21 days | 5 years 1 month 28 days | 5 years 5 months 1 day | 5 years 3 months 7 days | ||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | 0.00% | 0.00% | ||
Options, Exercises in Period, Weighted Average Exercise Price | $ 2.56 | |||||
Options, Grants in Period, Weighted Average Exercise Price | 2.96 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period, Weighted Average Grant Date Fair Value | $ 3.1 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 60,365 | |||||
Preferred Stock - Shares Authorized | 5,000,000 | 5,000,000 | 5,000,000 | |||
Market Condition Restricted Stock Unit [Member] | ||||||
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||||||
Begining Balance Restricted Stock Units Outstanding | 182,150 | |||||
Equity Instruments Other than Options, Grants in Period | 0 | |||||
Equity Instruments Other than Options, Vested in Period | 0 | |||||
Closing Balance Restricted Stock Units Outstanding | 170,903 | 170,903 | ||||
Begining Balance Grant Date Fair Value Of Restricted Stock Units | $ 4.81 | |||||
Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 0 | |||||
Closing Balance Grant Date Fair Value Of Restricted Stock Units | $ 4.81 | 4.81 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period, Weighted Average Grant Date Fair Value | $ 4.81 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 11,247 |
Capital Stock (Details 2)
Capital Stock (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Compensation | $ 808 | $ 899 | $ 1,671 | $ 1,653 |
Weighted Average Number Diluted Shares Outstanding Adjustment [Abstract] | ||||
Basic | 34,695,176 | 34,127,131 | 34,637,644 | 34,070,241 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 0 | 0 | 0 | 0 |
Diluted | 34,695,176 | 34,127,131 | 34,637,644 | 34,070,241 |
Cost of Sales [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Compensation | $ 17 | $ 16 | $ 30 | $ 27 |
Research and Development Expense [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Compensation | 37 | 29 | 66 | 49 |
Selling and Marketing Expense [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Compensation | 156 | 141 | 289 | 242 |
General and Administrative Expense [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Compensation | $ 598 | $ 713 | $ 1,286 | $ 1,335 |
Capital Stock (Details 3)
Capital Stock (Details 3) - shares | Jun. 30, 2017 | Dec. 31, 2016 |
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 3,850,809 | 4,096,818 |
Long Term Debt (Narratives) (De
Long Term Debt (Narratives) (Details) - USD ($) $ in Thousands | May 02, 2017 | Apr. 24, 2015 | Oct. 31, 2013 | Mar. 29, 2013 | Jun. 30, 2017 | Dec. 31, 2016 | Aug. 07, 2009 |
Credit Agreement [Line Items] | |||||||
Previous Approved Credit Facility | $ 20,000 | ||||||
Secured Debt | $ 13,196 | $ 13,746 | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 50,000 | ||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 5,300 | ||||||
LIBOR Fixed Rate | 1.86% | ||||||
DDTL Threshold For Dollar For Dollar Reduction In Revolving Line | 10,000 | ||||||
Transfer Of Delayed Draw Down Term Loan Capacity To Revolver Capacity | $ 5,000 | ||||||
Lender Approval To Fund Acquisition With Cash Promissory Note In Excess Of Threshold | $ 6,000 | $ 6,000 | |||||
Lender Approval To Fund Acquisition With Equity In Excess Of Threshold | 10,000 | $ 10,000 | |||||
Revolving Credit Facility [Member] | |||||||
Credit Agreement [Line Items] | |||||||
Secured Debt | $ 25,000 | $ 25,000 | |||||
Maturity Dates | May 1, 2022 | Mar. 29, 2018 | |||||
Basis Spread Over LIBOR | 2.25% | 2.25% | |||||
Term Loan [Member] | |||||||
Credit Agreement [Line Items] | |||||||
Secured Debt | $ 14,000 | $ 15,000 | |||||
Maturity Dates | May 1, 2022 | Mar. 29, 2018 | |||||
Basis Spread Over LIBOR | 2.75% | 2.75% | |||||
Interest Rate As Of Reporting Date | 4.61% | ||||||
Delayed Drawdown Term Loan [Member] | |||||||
Credit Agreement [Line Items] | |||||||
Secured Debt | $ 15,000 | ||||||
Maturity Dates | Mar. 29, 2018 | ||||||
Basis Spread Over LIBOR | 2.75% | ||||||
Maximum Borrowings Available Under The Current Credit Agreement | $ 10,000 |
Long Term Debt (Details 1)
Long Term Debt (Details 1) - USD ($) $ in Thousands | Jun. 30, 2017 | May 02, 2017 | Dec. 31, 2016 | Mar. 29, 2013 |
Debt Instrument | ||||
Term Loan | $ 13,298 | $ 5,400 | ||
DDTL | 0 | 4,400 | ||
Revolving Credit Facility | 0 | 4,050 | ||
Total unamortized deferred financing costs | (102) | (104) | ||
Total Debt | 13,196 | 13,746 | ||
Less: current installments | (2,779) | (2,372) | ||
Long-term debt | $ 10,417 | $ 11,374 | ||
Term Loan | ||||
Debt Instrument | ||||
Total Debt | $ 14,000 | $ 15,000 | ||
DDTL | ||||
Debt Instrument | ||||
Total Debt | 15,000 | |||
Revolving line | ||||
Debt Instrument | ||||
Total Debt | $ 25,000 | $ 25,000 |
Derivative (Narratives) (Detail
Derivative (Narratives) (Details) - USD ($) | May 02, 2017 | Jun. 30, 2017 |
Derivative Instruments And Hedging Activities Disclosure [Line Items] | ||
LIBOR Fixed Rate | 1.86% | |
Deferred losses on derivative instruments accumulated in AOCI expected to be reclassified to earnings | $ 62,000 | |
Derivative Interest Rate Swap Effective Percentage | 100.00% | |
Term Loan [Member] | ||
Derivative Instruments And Hedging Activities Disclosure [Line Items] | ||
Notional Amount of Interest Rate Swaps | $ 14,000,000 | |
LIBOR Fixed Rate | 1.86% |
Derivative (Details 1)
Derivative (Details 1) - Other liabilities-non current [Member] - Derivatives qualifying as hedges [Member] - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Derivatives, Fair Value [Line Items] | ||
Notional Amount of Interest Rate Derivatives | $ 13,300 | $ 5,500 |
Derivative Liability, Fair Value, Net | $ (67) | $ 0 |
Derivative (Details 2)
Derivative (Details 2) - Derivatives qualifying as hedges [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative Instruments, Loss Recognized in Other Comprehensive Income (Loss), Effective Portion | $ (93) | $ (12) | $ (89) | $ (48) |
Interest Expense [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative Instruments, Loss Reclassified from Accumulated OCI into Income, Effective Portion | $ 19 | $ 10 | $ 22 | $ 23 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Derivatives qualifying as hedges [Member] - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative Liabilities | $ 0 | $ 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative Liabilities | (67) | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative Liabilities | $ 0 | $ 0 |
Income Tax (Narratives) (Detail
Income Tax (Narratives) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Income Tax [Abstract] | ||
Effective Income Tax Rate | (3.90%) | 11.50% |
New Accounting Pronouncements Or Change In Accounting Principle | ||
Cumulative effect adjustment to retained earnings | $ 0.1 | |
ASU 2016-09 | ||
Income Tax [Abstract] | ||
Unrecognized Tax Benefits | 0.5 | |
New Accounting Pronouncements Or Change In Accounting Principle | ||
Unrecognized Tax Benefits | 0.5 | |
Valuation allowance recorded against the deferred tax assets | 0.5 | |
Cumulative effect adjustment to retained earnings | $ 0.5 |
Income Tax (Details 1)
Income Tax (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Tax Expense (benefit) Attributable To Income From Continuing Operations [Abstract] | ||||
Income Tax Expense, Total | $ (81) | $ (54) | $ (58) | $ 139 |
Effective Tax Rate Reconciliation [Abstract] | ||||
Income Tax Expense, Total | (81) | (54) | (58) | 139 |
Operating Income (Loss) [Abstract] | ||||
Loss before income taxes | $ (462) | $ (767) | $ (1,505) | $ (1,210) |
Segment and Related Information
Segment and Related Information (Narratives) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment and Related Information Disclosure [Abstract] | ||||
Revenues | $ 25,213 | $ 26,136 | $ 49,369 | $ 53,099 |
Segment and Related Informati59
Segment and Related Information (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 25,213 | $ 26,136 | $ 49,369 | $ 53,099 |