Delaware
|
33-0711569
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer identification number)
|
|
|
18872 MacArthur Boulevard, Suite 200, Irvine, California
|
92612
|
(Address of principal executive offices)
|
(Zip Code)
|
Large accelerated filer ¨
|
Accelerated filer ¨
|
Non-accelerated filer ¨
|
Smaller reporting company x
|
|
(Do not check if a smaller reporting company)
|
|
|
|
|
Page
|
|
|
PART I. FINANCIAL INFORMATION
|
|
|
|
|
ITEM 1.
|
Financial Statements
|
|
|
|
|
|
3
|
|
|
|
|
|
4
|
|
|
|
|
|
5
|
|
|
|
|
|
6
|
|
|
|
|
ITEM 2.
|
13
|
|
|
|
|
ITEM 3.
|
18
|
|
|
|
|
ITEM 4.
|
18
|
|
|
|
|
|
PART II. OTHER INFORMATION
|
|
|
|
|
ITEM 1A.
|
19 | |
|
|
|
19
|
||
|
|
|
|
21
|
Item 1. | Financial Statements |
|
June 30,
|
December 31,
|
||||||
|
2013
|
2012*
|
||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
15,815
|
$
|
15,296
|
||||
Accounts receivable, net of allowances for bad debts and customer credits of $444 and $426 at June 30, 2013 and December 31, 2012, respectively
|
11,623
|
10,081
|
||||||
Prepaid expenses and other current assets
|
787
|
504
|
||||||
Total current assets
|
28,225
|
25,881
|
||||||
Property and equipment, net
|
1,606
|
1,593
|
||||||
Intangible assets, net
|
869
|
1,539
|
||||||
Goodwill
|
11,677
|
11,677
|
||||||
Other assets
|
120
|
77
|
||||||
Total assets
|
$
|
42,497
|
$
|
40,767
|
||||
Liabilities and Stockholders’ Equity
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$
|
6,741
|
$
|
3,837
|
||||
Accrued expenses and other current liabilities
|
3,104
|
5,377
|
||||||
Deferred revenues
|
—
|
168
|
||||||
Total current liabilities
|
9,845
|
9,382
|
||||||
Convertible note payable
|
5,000
|
5,000
|
||||||
Other non-current liabilities
|
731
|
620
|
||||||
Total liabilities
|
15,576
|
15,002
|
||||||
Commitments and contingencies
|
—
|
—
|
||||||
Stockholders’ equity:
|
||||||||
Preferred stock, $0.001 par value; 11,445,187 shares authorized; none outstanding
|
—
|
|||||||
Common stock, $0.001 par value; 200,000,000 shares authorized and 8,875,138 and 8,855,400 shares issued and outstanding at June 30, 2013 and December 31, 2012, respectively
|
9
|
9
|
||||||
Additional paid-in capital
|
306,687
|
306,252
|
||||||
Accumulated deficit
|
(279,775
|
)
|
(280,496
|
)
|
||||
Total stockholders’ equity
|
26,921
|
25,765
|
||||||
Total liabilities and stockholders’ equity
|
$
|
42,497
|
$
|
40,767
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||||||
|
2013
|
2012
|
2013
|
2012
|
||||||||||||
Revenues:
|
||||||||||||||||
Lead fees
|
$
|
16,843
|
$
|
14,760
|
$
|
34,360
|
$
|
30,554
|
||||||||
Advertising
|
895
|
927
|
1,611
|
1,786
|
||||||||||||
Other revenues
|
33
|
44
|
61
|
96
|
||||||||||||
Total revenues
|
17,771
|
15,731
|
36,032
|
32,436
|
||||||||||||
Cost of revenues (excludes depreciation of $23 and $32 for the three months ended June 30, 2013 and 2012, respectively, and $51 and $64 for the six months ended June 30, 2013 and 2012, respectively)
|
10,815
|
9,396
|
22,485
|
19,265
|
||||||||||||
Gross profit
|
6,956
|
6,335
|
13,547
|
13,171
|
||||||||||||
Operating expenses:
|
||||||||||||||||
Sales and marketing
|
2,136
|
2,268
|
4,376
|
4,613
|
||||||||||||
Technology support
|
1,767
|
1,619
|
3,473
|
3,447
|
||||||||||||
General and administrative
|
2,146
|
1,773
|
4,435
|
3,788
|
||||||||||||
Depreciation and amortization
|
409
|
401
|
833
|
803
|
||||||||||||
Litigation settlements
|
(67
|
)
|
(67
|
)
|
(138
|
)
|
(137
|
)
|
||||||||
Total operating expenses
|
6,391
|
5,994
|
12,979
|
12,514
|
||||||||||||
|
||||||||||||||||
Operating income
|
565
|
341
|
568
|
657
|
||||||||||||
Interest and other income (expense), net
|
(96
|
)
|
(3
|
)
|
307
|
(4
|
)
|
|||||||||
Income before income tax provision
|
469
|
338
|
875
|
653
|
||||||||||||
Income tax provision
|
83
|
107
|
154
|
169
|
||||||||||||
Net income and comprehensive income
|
$
|
386
|
$
|
231
|
$
|
721
|
$
|
484
|
||||||||
|
||||||||||||||||
Basic income per common share
|
$
|
0.04
|
$
|
0.03
|
$
|
0.08
|
$
|
0.05
|
||||||||
|
||||||||||||||||
Diluted income per common share
|
$
|
0.04
|
$
|
0.02
|
$
|
0.08
|
$
|
0.05
|
|
Six Months Ended June 30,
|
|||||||
|
2013
|
2012
|
||||||
Cash flows from operating activities:
|
||||||||
Net income
|
$
|
721
|
$
|
484
|
||||
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||
Depreciation and amortization
|
1,061
|
1,019
|
||||||
Provision for bad debts
|
15
|
86
|
||||||
Provision for customer credits
|
310
|
93
|
||||||
Share-based compensation
|
374
|
499
|
||||||
Changes in assets and liabilities:
|
||||||||
Accounts receivable
|
(1,867
|
)
|
104
|
|||||
Prepaid expenses and other current assets
|
(283
|
)
|
119
|
|||||
Other assets
|
(43
|
)
|
—
|
|||||
Accounts payable
|
2,904
|
1,541
|
||||||
Accrued expenses and other current liabilities
|
(2,217
|
)
|
(925
|
)
|
||||
Deferred revenues
|
(168
|
)
|
(58
|
)
|
||||
Non-current liabilities
|
111
|
(52
|
)
|
|||||
Net cash provided by operating activities
|
918
|
2,910
|
||||||
Cash flows from investing activities:
|
||||||||
Purchases of property and equipment
|
(404
|
)
|
(455
|
)
|
||||
Change in short-term investment
|
—
|
350
|
||||||
Net cash (used in) investing activities
|
(404
|
)
|
(105
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Proceeds from exercise of stock options
|
61
|
15
|
||||||
Payment of contingent fee arrangement
|
(56
|
)
|
(167
|
)
|
||||
Repurchase of common stock
|
—
|
(1,453
|
)
|
|||||
Net cash provided by (used in) financing activities
|
5
|
(1,605
|
)
|
|||||
Net increase in cash and cash equivalents
|
519
|
1,200
|
||||||
Cash and cash equivalents, beginning of period
|
15,296
|
11,209
|
||||||
Cash and cash equivalents, end of period
|
$
|
15,815
|
$
|
12,409
|
1. | Organization and Operations |
2. | Basis of Presentation |
3. | Recent Accounting Pronouncements |
4. | Computation of Basic and Diluted Net Income Per Share |
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||||||
|
2013
|
2012
|
2013
|
2012
|
||||||||||||
Basic shares:
|
||||||||||||||||
Weighted average common shares outstanding
|
8,865,407
|
9,227,698
|
8,860,873
|
9,226,216
|
||||||||||||
Weighted average common shares repurchased
|
—
|
(167,218
|
)
|
—
|
(86,584
|
)
|
||||||||||
Basic shares
|
8,865,407
|
9,060,480
|
8,860,873
|
9,139,632
|
||||||||||||
|
||||||||||||||||
Diluted Shares:
|
||||||||||||||||
Basic Shares
|
8,865,407
|
9,060,480
|
8,860,873
|
9,139,632
|
||||||||||||
Weighted average dilutive securities
|
267,770
|
215,414
|
243,436
|
247,408
|
||||||||||||
Dilutive Shares
|
9,133,177
|
9,275,894
|
9,104,309
|
9,387,040
|
5. | Share-Based Compensation |
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||||||
|
2013
|
2012
|
2013
|
2012
|
||||||||||||
|
||||||||||||||||
|
(in thousands)
|
(in thousands)
|
||||||||||||||
Share-based compensation expense:
|
||||||||||||||||
Cost of revenues
|
$
|
12
|
$
|
11
|
$
|
25
|
$
|
23
|
||||||||
Sales and marketing
|
41
|
71
|
76
|
162
|
||||||||||||
Technology support
|
57
|
77
|
116
|
169
|
||||||||||||
General and administrative
|
79
|
61
|
158
|
147
|
||||||||||||
Share-based compensation costs
|
189
|
220
|
375
|
501
|
||||||||||||
|
||||||||||||||||
Amount capitalized to internal use software
|
1
|
2
|
1
|
2
|
||||||||||||
Total share-based compensation costs
|
$
|
188
|
$
|
218
|
$
|
374
|
$
|
499
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||||||
|
2013
|
2012
|
2013
|
2012
|
||||||||||||
Dividend yield
|
—
|
—
|
—
|
—
|
||||||||||||
Volatility
|
64
|
%
|
82
|
%
|
70
|
%
|
84
|
%
|
||||||||
Risk-free interest rate
|
0.9
|
%
|
0.6
|
%
|
0.7
|
%
|
0.6
|
%
|
||||||||
Expected life (years)
|
4.3
|
4.2
|
4.3
|
4.2
|
6. | Selected Balance Sheet Accounts |
|
June 30,
|
December 31,
|
||||||
|
2013
|
2012
|
||||||
|
(in thousands)
|
|||||||
Computer software and hardware and capitalized internal use software
|
$
|
11,685
|
$
|
11,729
|
||||
Furniture and equipment
|
1,251
|
1,252
|
||||||
Leasehold improvements
|
895
|
892
|
||||||
|
13,831
|
13,873
|
||||||
Less – Accumulated depreciation and amortization
|
(12,225
|
)
|
(12,280
|
)
|
||||
Property and equipment, net
|
$
|
1,606
|
$
|
1,593
|
Intangible Asset
|
|
Estimated Useful Life
|
Trademarks/trade names
|
|
5 years
|
Software and publications
|
|
3 years
|
Customer relationships
|
|
3 years
|
Employment/non-compete agreements
|
|
5 years
|
Year
|
Amortization Expense
|
|||
|
(in thousands)
|
|||
2013
|
$
|
365
|
||
2014
|
284
|
|||
2015
|
208
|
|||
2016
|
3
|
|||
2017
|
—
|
|||
|
$
|
860
|
|
June 30,
|
December 31,
|
||||||
|
2013
|
2012
|
||||||
|
(in thousands)
|
|||||||
Compensation and related costs
|
$
|
1,712
|
$
|
2,006
|
||||
Professional fees and other accrued expenses
|
936
|
2,847
|
||||||
Amounts due to customers
|
167
|
149
|
||||||
Other current liabilities
|
289
|
375
|
||||||
Total accrued expenses and other current liabilities
|
$
|
3,104
|
$
|
5,377
|
8. | Other Income |
9. | Income Taxes |
· | The adverse effect of high unemployment on the number of vehicle purchasers; |
· | Availability of, and interest rates for, financing for vehicle purchases; |
· | Pricing and purchase incentives for vehicles; |
· | Disruption in the available inventory of automobiles; |
· | The expectation that consumers will be purchasing fewer vehicles overall during their lifetime as a result of better quality vehicles and longer warranties; |
· | The impact of gasoline prices on demand for vehicles; |
· | Increases or decreases in the number of retail Dealers or in the number of Manufacturers and other wholesale customers in our customer base; |
· | Volatility in spending by Manufacturers and others in their marketing budgets and allocations; and |
· | The effect of changes in search engine algorithms and methodologies on our Lead generation and website advertising activities and margins. |
|
2013
|
% of
total
revenues
|
2012
|
% of
total
revenues
|
$ Change
|
% Change
|
||||||||||||||||||
|
(Dollar amounts in thousands)
|
|||||||||||||||||||||||
Revenues:
|
||||||||||||||||||||||||
Lead fees
|
$
|
16,843
|
95
|
%
|
$
|
14,760
|
94
|
%
|
$
|
2,083
|
14
|
%
|
||||||||||||
Advertising
|
895
|
5
|
927
|
6
|
(32
|
)
|
(3
|
)
|
||||||||||||||||
Other revenues
|
33
|
—
|
44
|
—
|
(11
|
)
|
(25
|
)
|
||||||||||||||||
Total revenues
|
17,771
|
100
|
15,731
|
100
|
2,040
|
13
|
||||||||||||||||||
Cost of revenues (excludes depreciation of $23 and $32 for the three months ended June 30, 2013 and 2012, respectively)
|
10,815
|
61
|
9,396
|
60
|
1,419
|
15
|
||||||||||||||||||
Gross profit
|
6,956
|
39
|
6,335
|
40
|
621
|
10
|
||||||||||||||||||
Operating expenses:
|
||||||||||||||||||||||||
Sales and marketing
|
2,136
|
12
|
2,268
|
14
|
(132
|
)
|
(6
|
)
|
||||||||||||||||
Technology support
|
1,767
|
10
|
1,619
|
10
|
148
|
9
|
||||||||||||||||||
General and administrative
|
2,146
|
12
|
1,773
|
11
|
373
|
21
|
||||||||||||||||||
Depreciation and amortization
|
409
|
2
|
401
|
3
|
8
|
2
|
||||||||||||||||||
Litigation settlements
|
(67
|
)
|
—
|
(67
|
)
|
—
|
—
|
—
|
||||||||||||||||
Total operating expenses
|
6,391
|
36
|
5,994
|
38
|
397
|
7
|
||||||||||||||||||
Operating income
|
565
|
3
|
341
|
2
|
224
|
66
|
||||||||||||||||||
Interest and other income (expense), net
|
(96
|
)
|
—
|
(3
|
)
|
—
|
(93
|
)
|
(3,100
|
)
|
||||||||||||||
Income before income tax provision
|
469
|
3
|
338
|
2
|
131
|
39
|
||||||||||||||||||
Income tax provision
|
83
|
1
|
107
|
1
|
(24
|
)
|
(22
|
)
|
||||||||||||||||
Net income
|
$
|
386
|
2
|
%
|
$
|
231
|
1
|
%
|
$
|
155
|
67
|
%
|
|
2013
|
% of
total
revenues
|
2012
|
% of
total
revenues
|
$ Change
|
% Change
|
||||||||||||||||||
|
(Dollar amounts in thousands)
|
|||||||||||||||||||||||
Revenues:
|
||||||||||||||||||||||||
Lead fees
|
$
|
34,360
|
95
|
%
|
$
|
30,554
|
94
|
%
|
$
|
3,806
|
12
|
%
|
||||||||||||
Advertising
|
1,611
|
5
|
1,786
|
6
|
(175
|
)
|
(10
|
)
|
||||||||||||||||
Other revenues
|
61
|
—
|
96
|
—
|
(35
|
)
|
(36
|
)
|
||||||||||||||||
Total revenues
|
36,032
|
100
|
32,436
|
100
|
3,596
|
11
|
||||||||||||||||||
Cost of revenues (excludes depreciation of $51 and $64 for the six months ended June 30, 2013 and 2012, respectively)
|
22,485
|
62
|
19,265
|
59
|
3,220
|
17
|
||||||||||||||||||
Gross profit
|
13,547
|
38
|
13,171
|
41
|
376
|
3
|
||||||||||||||||||
Operating expenses:
|
||||||||||||||||||||||||
Sales and marketing
|
4,376
|
12
|
4,613
|
14
|
(237
|
)
|
(5
|
)
|
||||||||||||||||
Technology support
|
3,473
|
10
|
3,447
|
11
|
26
|
1
|
||||||||||||||||||
General and administrative
|
4,435
|
12
|
3,788
|
12
|
647
|
17
|
||||||||||||||||||
Depreciation and amortization
|
833
|
2
|
803
|
2
|
30
|
4
|
||||||||||||||||||
Litigation settlements
|
(138
|
)
|
—
|
(137
|
)
|
—
|
(1
|
)
|
(1
|
)
|
||||||||||||||
Total operating expenses
|
12,979
|
36
|
12,514
|
39
|
465
|
4
|
||||||||||||||||||
Operating income
|
568
|
2
|
657
|
2
|
(89
|
)
|
(14
|
)
|
||||||||||||||||
Interest and other income (expense), net
|
307
|
—
|
(4
|
)
|
—
|
311
|
7,775
|
|||||||||||||||||
Income before income tax provision
|
875
|
2
|
653
|
2
|
222
|
34
|
||||||||||||||||||
Income tax provision
|
154
|
—
|
169
|
1
|
(15
|
)
|
(9
|
)
|
||||||||||||||||
Net income
|
$
|
721
|
2
|
%
|
$
|
484
|
1
|
%
|
$
|
237
|
49
|
%
|
|
Six Months Ended June 30,
|
|||||||
|
2013
|
2012
|
||||||
|
(in thousands)
|
|||||||
Net cash provided by operating activities
|
$
|
918
|
$
|
2,910
|
||||
Net cash (used in) provided by investing activities
|
(404
|
)
|
(105
|
)
|
||||
Net cash (used in) provided by financing activities
|
5
|
(1,605
|
)
|
PART II. | OTHER INFORMATION |
2.1‡
|
Asset Purchase Agreement dated as of September 16, 2010, by and among Autotropolis, Inc., a Florida corporation, Cyber Ventures, Inc., a Florida corporation, William Ferriolo, Ian Bentley and the Ian Bentley Revocable Trust created U/A/D 3/1/2005, Autobytel Inc., a Delaware corporation, and Autobytel Acquisition Subsidiary, Inc., a Delaware corporation, which is incorporated herein by reference to Exhibit 2.1 of the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2010 filed with the SEC on November 12, 2010 (SEC File No. 1-34761)
|
|
|
3.1
|
Fifth Amended and Restated Certificate of Incorporation of Autobytel Inc. (formerly Autobytel.com Inc. (“Autobytel” or the “Company”)) certified by the Secretary of State of Delaware (filed December 14, 1998), as amended by Certificate of Amendment dated March 1, 1999, Second Certificate of Amendment of the Fifth Amended and Restated Certificate of Incorporation of Autobytel dated July 22, 1999, Third Certificate of Amendment of the Fifth Amended and Restated Certificate of Incorporation of Autobytel dated August 14, 2001, Certificate of Designation of Series A Junior Participating Preferred Stock dated July 30, 2004, and Amended Certificate of Designation of Series A Junior Participating Preferred Stock dated April 24, 2009, which is incorporated herein by reference to Exhibit 3.1 of the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2009 filed with the SEC on April 24, 2009 (SEC File No. 000-22239), and as amended by the Fourth Certificate of Amendment of the Fifth Amended and Restated Certificate of Incorporation of Autobytel effective as of July 11, 2012, which is incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed with the SEC on July 12, 2012 (SEC File No. 1-34761)
|
|
|
3.2
|
Third Amended and Restated Bylaws of Autobytel dated April 27, 2011, which is incorporated herein by reference to Exhibit 3.1 of the Current Report on Form 8-K filed with the SEC on April 29, 2011 (SEC File No. 1-34761), as amended by Amendment to Third Amended and Restated Bylaws of Autobytel dated September 13, 2012, which is incorporated herein by reference to Exhibit 3.1 of the Current Report on Form 8-K filed with the SEC on September 14, 2012 (SEC File No. 1-34761)
|
3.3*
|
Fifth Certificate of Amendment to Fifth Amended and Restated Certificate of Incorporation of Autobytel Inc. dated July 3, 2013.
|
4.1
|
Form of Common Stock Certificate of Autobytel is incorporated herein by reference to Exhibit 4.1 of the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2001 filed with the SEC on November 14, 2001 (SEC File No. 000-22239)
|
|
|
4.2
|
Tax Benefit Preservation Plan dated as of May 26, 2010, between Autobytel Inc. and Computershare Trust Company, N.A., as rights agent, together with the following exhibits thereto: Exhibit A – Form of Right Certificate; and Exhibit B – Summary of Rights to Purchase Shares of Preferred Stock of Autobytel Inc. is incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the SEC on June 2, 2010 (SEC File No. 000-22239)
|
4.3
|
Certificate of Adjustment Under Section 11(m) of the Tax Benefit Preservation Plan dated July 12, 2012, is incorporated by reference to Exhibit 4.3 to the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2012 filed with the SEC on November 8, 2012 (SEC File No. 001-34761)
|
|
|
31.1*
|
Rule 13a-14(a)/15d-14(a) Certification by Principal Executive Officer
|
|
|
31.2*
|
Rule 13a-14(a)/15d-14(a) Certification by Principal Financial Officer
|
|
|
32.1*
|
Section 1350 Certification by Principal Executive Officer and Principal Financial Officer
|
|
|
101.INS**
|
XBRL Instance Document
|
|
|
101.SCH**
|
XBRL Taxonomy Extension Schema Document
|
|
|
101.CAL**
|
XBRL Taxonomy Calculation Linkbase Document
|
|
|
101.DEF**
|
XBRL Taxonomy Extension Definition Document
|
|
|
101.LAB**
|
XBRL Taxonomy Label Linkbase Document
|
|
|
101.PRE**
|
XBRL Taxonomy Presentation Linkbase Document
|
* | Filed herewith. |
‡ | Certain schedules in this Exhibit have been omitted in accordance with Item 601(b)(2) of Regulation S-K. Autobytel will furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon request; provided, however, that Autobytel may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedule or exhibit so furnished. |
** | Furnished with this report. In accordance with Rule 406T of Regulation S-T, the information in these exhibits shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing. |
|
AUTOBYTEL INC.
|
|
|
|
|
Date: August 1, 2013
|
By:
|
/s/ Curtis E. DeWalt
|
|
|
Curtis E. DeWalt
|
|
|
Senior Vice President and Chief Financial Officer
|
|
|
(Duly Authorized Officer and Principal Financial Officer)
|
Date: August 1, 2013
|
By:
|
/s/ Wesley Ozima
|
|
|
Wesley Ozima
|
|
|
Vice President and Controller
|
|
|
(Principal Accounting Officer)
|
2.1‡
|
Asset Purchase Agreement dated as of September 16, 2010, by and among Autotropolis, Inc., a Florida corporation, Cyber Ventures, Inc., a Florida corporation, William Ferriolo, Ian Bentley and the Ian Bentley Revocable Trust created U/A/D 3/1/2005, Autobytel Inc., a Delaware corporation, and Autobytel Acquisition Subsidiary, Inc., a Delaware corporation, which is incorporated herein by reference to Exhibit 2.1 of the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2010 filed with the SEC on November 12, 2010 (SEC File No. 1-34761)
|
|
|
3.1
|
Fifth Amended and Restated Certificate of Incorporation of Autobytel Inc. (formerly Autobytel.com Inc. (“Autobytel” or the “Company”)) certified by the Secretary of State of Delaware (filed December 14, 1998), as amended by Certificate of Amendment dated March 1, 1999, Second Certificate of Amendment of the Fifth Amended and Restated Certificate of Incorporation of Autobytel dated July 22, 1999, Third Certificate of Amendment of the Fifth Amended and Restated Certificate of Incorporation of Autobytel dated August 14, 2001, Certificate of Designation of Series A Junior Participating Preferred Stock dated July 30, 2004, and Amended Certificate of Designation of Series A Junior Participating Preferred Stock dated April 24, 2009, which is incorporated herein by reference to Exhibit 3.1 of the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2009 filed with the SEC on April 24, 2009 (SEC File No. 000-22239), and as amended by the Fourth Certificate of Amendment of the Fifth Amended and Restated Certificate of Incorporation of Autobytel effective as of July 11, 2012, which is incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed with the SEC on July 12, 2012 (SEC File No. 1-34761)
|
3.2
|
Third Amended and Restated Bylaws of Autobytel dated April 27, 2011, which is incorporated herein by reference to Exhibit 3.1 of the Current Report on Form 8-K filed with the SEC on April 29, 2011 (SEC File No. 1-34761), as amended by Amendment to Third Amended and Restated Bylaws of Autobytel dated September 13, 2012, which is incorporated herein by reference to Exhibit 3.1 of the Current Report on Form 8-K filed with the SEC on September 14, 2012 (SEC File No. 1-34761)
|
Fifth Certificate of Amendment to Fifth Amended and Restated Certificate of Incorporation of Autobytel Inc. dated July 3, 2013.
|
|
4.1
|
Form of Common Stock Certificate of Autobytel is incorporated herein by reference to Exhibit 4.1 of the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2001 filed with the SEC on November 14, 2001 (SEC File No. 000-22239)
|
|
|
4.2
|
Tax Benefit Preservation Plan dated as of May 26, 2010, between Autobytel Inc. and Computershare Trust Company, N.A., as rights agent, together with the following exhibits thereto: Exhibit A – Form of Right Certificate; and Exhibit B – Summary of Rights to Purchase Shares of Preferred Stock of Autobytel Inc. is incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the SEC on June 2, 2010 (SEC File No. 000-22239)
|
|
|
4.3
|
Certificate of Adjustment Under Section 11(m) of the Tax Benefit Preservation Plan dated July 12, 2012, is incorporated by reference to Exhibit 4.3 to the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2012 filed with the SEC on November 8, 2012 (SEC File No. 001-34761)
|
|
|
Rule 13a-14(a)/15d-14(a) Certification by Principal Executive Officer
|
|
|
|
Rule 13a-14(a)/15d-14(a) Certification by Principal Financial Officer
|
|
|
|
Section 1350 Certification by Principal Executive Officer and Principal Financial Officer
|
|
|
|
101.INS**
|
XBRL Instance Document
|
|
|
101.SCH**
|
XBRL Taxonomy Extension Schema Document
|
|
|
101.CAL**
|
XBRL Taxonomy Calculation Linkbase Document
|
|
|
101.DEF**
|
XBRL Taxonomy Extension Definition Document
|
|
|
101.LAB**
|
XBRL Taxonomy Label Linkbase Document
|
|
|
101.PRE**
|
XBRL Taxonomy Presentation Linkbase Document
|
* | Filed herewith. |
‡ | Certain schedules in this Exhibit have been omitted in accordance with Item 601(b)(2) of Regulation S-K. Autobytel will furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon request; provided, however, that Autobytel may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedule or exhibit so furnished. |
** | Furnished with this report. In accordance with Rule 406T of Regulation S-T, the information in these exhibits shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing. |
|
Autobytel Inc
|
|
|
|
|
|
|
|
By:
|
/s/ Glenn E. Fuller
|
|
|
|
Glenn E. Fuller, Executive Vice President, Chief Legal and Administrative Officer and Secretary
|
|
1. | I have reviewed this quarterly report on Form 10-Q of Autobytel Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
|
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: August 1, 2013
|
|
|
|
|
/s/ Jeffrey H. Coats
|
|
Jeffrey H. Coats
|
|
President and Chief Executive Officer
|
1. | I have reviewed this quarterly report on Form 10-Q of Autobytel Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
|
c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: August 1, 2013
|
|
|
|
|
/s/ Curtis E. DeWalt
|
|
Curtis E. DeWalt,
|
|
Senior Vice President and Chief Financial Officer
|
1. | The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. |
|
/s/ Jeffrey H. Coats
|
|
Jeffrey H. Coats
|
|
President and Chief Executive Officer
|
August 1, 2013
|
/s/ Curtis E. DeWalt
|
|
|
Curtis E. DeWalt
|
|
Senior Vice President and
|
|
Chief Financial Officer
|
|
August 1, 2013
|
Share-Based Compensation (Tables)
|
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2013
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Share Based Compensation [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Share-based compensation expense included in costs and expenses | Share-based compensation expense is included in costs and expenses in the accompanying Unaudited Consolidated Condensed Statements of Income and Comprehensive Income as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of stock options granted using the following weighted average assumptions | The grant date fair value of stock options granted during these periods was estimated using the Black-Scholes option pricing model using the following weighted average assumptions:
|
Computation of Basic and Diluted Net Income Per Share
|
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2013
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Computation of Basic and Diluted Net Income Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Computation of Basic and Diluted Net Income Per Share | 4. Computation of Basic and Diluted Net Income Per Share Basic net income per share is computed using the weighted average number of common shares outstanding during the period, excluding any unvested restricted stock. Diluted net income per share is computed using the weighted average number of common shares, and if dilutive, potential common shares outstanding, as determined under the treasury stock and if-converted method, during the period. Potential common shares consist of unvested restricted stock, common shares issuable upon the exercise of stock options, common shares issuable upon the exercise of the Warrant described below and common shares issuable upon conversion of the Convertible Note described in Note 6 below. The following are the share amounts utilized to compute the basic and diluted net income per share for the three and six months ended June 30, 2013 and 2012 (adjusted for the Reverse Stock Split):
For the three and six months ended June 30, 2013 and June 30, 2012, weighted average dilutive securities included dilutive options. For both the three and six months ended June 30, 2013, 2.5 million of potentially anti-dilutive shares of common stock have been excluded from the calculation of diluted net income per share, respectively. For both the three and six months ended June 30, 2012, 2.6 million anti-dilutive shares of common stock have been excluded from the calculation of diluted net income per share, respectively. On February 13, 2012, the Company announced that the Board of Directors had approved a stock repurchase program that authorized the repurchase of up to $1.5 million of Company common stock. The Board of Directors authorized the Company to repurchase an additional $2.0 million of Company common stock on June 7, 2012. Under these repurchase programs, the Company may repurchase common stock from time to time on the open market or in private transactions. This authorization does not require the Company to purchase a specific number of shares, and the Board of Directors may suspend, modify or terminate the programs at any time. The Company will fund repurchases through the use of available cash. The Company began repurchasing its common stock on March 7, 2012. During the three and six months ended June 30, 2012, 333,823 and 379,811 shares were repurchased for an aggregate price of $1.2 million and $1.5 million, respectively. AUTOBYTEL INC. NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS – (continued) The average price paid for all shares repurchased during the three and six months ended June 30, 2012 was $3.69 and $3.83, respectively. No shares were repurchased during the three and six months ended June 30, 2013. The shares repurchased in the three and six months ended June 30, 2012 were cancelled by the Company and returned to authorized and unissued shares. Warrant. On September 17, 2010 ("Acquisition Date"), the Company acquired substantially all of the assets of privately-held Autotropolis, Inc., a Florida corporation, and Cyber Ventures, Inc., a Florida corporation (collectively, "Cyber"). In connection with the acquisition of Cyber, the Company issued to the sellers a warrant to purchase 400,000 shares of Company common stock ("Warrant"). The Warrant was valued at $3.15 per share on the Acquisition Date using an option pricing model with the following key assumptions: risk-free rate of 2.3 %, stock price volatility of 77.5 % and a term of 8.04 years. The Warrant was valued based on long-term volatilities of the Company and comparable public companies as of the Acquisition Date. The exercise price of the Warrant is $4.65 per share (as adjusted for stock splits, stock dividends, combinations and other similar events). The Warrant becomes exercisable on the third anniversary of the issuance date and expires on the eighth anniversary of the issuance date. The right to exercise the Warrant is accelerated in the event of a change in control of the Company. |
Commitment and Contingencies (Details) (USD $)
|
6 Months Ended |
---|---|
Jun. 30, 2013
|
|
Commitments and Contingencies [Abstract] | |
Settlement related to New York sales tax audit | $ 166,000 |
Selected Balance Sheet Accounts (Tables)
|
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2013
|
|||||||||||||||||||||||||||||||||||||||||||||||||
Selected Balance Sheet Accounts [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||
Property and equipment | Property and Equipment. Property and equipment consists of the following:
|
||||||||||||||||||||||||||||||||||||||||||||||||
Intangible assets amortized over the estimated useful lives | The intangible assets will be amortized over the following estimated useful lives:
|
||||||||||||||||||||||||||||||||||||||||||||||||
Amortization expense for the remainder of the year and for the next four years | Amortization expense for the remainder of the year and for the next four years is as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||
Accrued expenses and other current liabilities | Accrued Expenses and Other Current Liabilities. Accrued expenses and other current liabilities consisted of the following:
|
Income Taxes (Details) (USD $)
|
Jun. 30, 2013
|
Dec. 31, 2012
|
---|---|---|
Income Taxes [Abstract] | ||
Unrecognized tax benefits | $ 200,000 | |
Accrued interest and penalties | $ 17,000 | $ 13,000 |
Other Income (Details) (USD $)
|
6 Months Ended |
---|---|
Jun. 30, 2013
|
|
Other Income [Abstract] | |
License fee pre-payment related to agreement termination | $ 500,000 |
License agreement original term | 25 years |
License agreement required termination notice | 2 years |
Annual license agreement revenue | $ 250,000 |
Basis of Presentation
|
6 Months Ended |
---|---|
Jun. 30, 2013
|
|
Basis of Presentation [Abstract] | |
Basis of Presentation | 2. Basis of Presentation The accompanying unaudited consolidated condensed financial statements presented herein are presented on the same basis as the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") for the year ended December 31, 2012 ("2012 Form 10-K"). Autobytel has made its disclosures in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation with respect to interim financial statements, have been included. The statements of income and comprehensive income and cash flows for the periods ended June 30, 2013 and 2012 are not necessarily indicative of the results of operations or cash flows expected for the year or any other period. The unaudited consolidated condensed financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto in the 2012 Form 10-K. On July 11, 2012, the Company implemented a 1-for-5 reverse split of the Company's common stock, $0.001 par value per share ("Reverse Stock Split"). Accordingly, each five shares of common stock were reclassified into one share of common stock. All share and per share amounts and all options and other common stock derivatives, including their exercise/conversion prices, for all periods presented have been adjusted to reflect the Reverse Stock Split as though it had occurred as of the earliest period presented. Such reclassification did not impact prior period net income or total stockholders' equity. |
Share-Based Compensation
|
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2013
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Share Based Compensation [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Share-Based Compensation | 5. Share-Based Compensation Share-based compensation expense is included in costs and expenses in the accompanying Unaudited Consolidated Condensed Statements of Income and Comprehensive Income as follows:
Service-Based Options. During the three months ended June 30, 2013, the Company granted 39,000 service-based stock options with weighted average grant date fair values of $2.27 and weighted average exercise prices of $4.56. During the three months ended June 30, 2012, the Company granted 22,000 service-based stock options with weighted average grant date fair values of $2.42 and weighted average exercise prices of $4.01. During the six months ended June 30, 2013, the Company granted 96,000 service-based stock options with weighted average grant date fair values of $2.22 and weighted average exercise prices of $4.23. During the six months ended June 30, 2012, the Company granted 41,400 service-based stock options with weighted average grant date fair values of $2.42 and weighted average exercise prices of $3.98. These options are valued using a Black-Scholes option pricing model and generally vest one-third on the first anniversary of the grant date and ratably over twenty-four months thereafter. The vesting of these awards is contingent upon the employee's continued employment with the Company during the vesting period. Performance-based Options. During the six months ended June 30, 2013, the Company granted 87,177 performance-based stock options ("2013 Performance Options") to certain employees with a weighted average grant date fair value of $2.19, using a Black-Scholes option pricing model and exercise price of $4.00. The 2013 Performance Options are subject to two vesting requirements and conditions: (i) percentage achievement of 2013 revenues and earnings before interest, taxes, depreciation and amortization ("EBITDA") goals and (ii) time vesting. AUTOBYTEL INC. NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS – (continued) During the six months ended June 30, 2012, the Company granted 249,199 performance-based stock options ("2012 Performance Options") to certain employees with a weighted average grant date fair value of $2.39, using a Black-Scholes option pricing model and exercise price of $3.98. The 2012 Performance Options are subject to two vesting requirements and conditions: (i) percentage achievement of 2012 revenues and EBITDA goals and (ii) time vesting. Based on the Company's 2012 revenues and EBITDA performance, 161,394 of the 2012 Performance Options vested under the performance vesting condition, and one-third of these options vested on the first anniversary of the grant date, with the remainder vesting ratably over twenty-four months thereafter. Market Condition Options. In 2009, the Company granted 213,650 stock options to substantially all employees at exercise prices equal to the price of the stock on the grant date of $1.75, with a fair market value per option granted of $0.97, using a Black-Scholes option pricing model. One-third of these options cliff vested on the first anniversary following the grant date and the remaining two-thirds vest ratably over twenty four months thereafter. In addition, the remaining two-thirds of the awards were subject to satisfaction of market price conditions for the Company's common stock, which conditions have been satisfied. During the three months ended June 30, 2013 and June 30, 2012, 1,076 and 4,276 of these market condition stock options were exercised, respectively. During the six months ended June 30, 2013 and June 30, 2012, 5,076 and 5,206 of these market condition stock options were exercised, respectively. During the three and six months ended June 30, 2013, 13,738 and 21,738 stock options (inclusive of the 1,076 and 5,076 market condition stock options exercised during the period, respectively) were exercised, with aggregate weighted average exercise prices of $3.77 and $3.27, respectively. There were 5,138 and 6,744 stock options (inclusive of the 4,276 and 5,206 market condition stock options exercised during the period, respectively) exercised during the three and six months ended June 30, 2012 with aggregate weighted average exercise prices of $1.98 and $2.06, respectively. The grant date fair value of stock options granted during these periods was estimated using the Black-Scholes option pricing model using the following weighted average assumptions:
|
Recent Accounting Pronouncements
|
6 Months Ended |
---|---|
Jun. 30, 2013
|
|
Recent Accounting Pronouncements [Abstract] | |
Recent Accounting Pronouncements | 3. Recent Accounting Pronouncements Accounting Standards Codification 220 "Comprehensive Income." In February 2013, Accounting Standards Update ("ASU") No. 2013-02, "Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income" was issued. The objective of this ASU is to improve the reporting of reclassifications out of accumulated other comprehensive income. The amendments in this ASU seek to attain this objective by requiring an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required under U.S. generally accepted accounting principles to be reclassified in its entirety to net income. This ASU is effective prospectively for reporting periods beginning after December 15, 2012. Adoption of this ASU did not have a material impact effect on the Company's consolidated financial results. |