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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
6 Months Ended
Jun. 30, 2015
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include estimates used to review the Company’s goodwill, impairments and estimations of long-lived assets, revenue recognition on percentage of completion type contracts, allowances for uncollectible accounts, inventory valuation, warranty reserves, valuation of non-cash capital stock issuances and the valuation allowance on deferred tax assets. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
 
Principles of Consolidation
The condensed consolidated financial statements for 2015 include the accounts of CUI Global, Inc. and its wholly owned subsidiaries CUI, Inc., CUI-Canada, Inc., CUI Japan, CUI Properties, LLC, Orbital Gas Systems, Ltd. and Orbital Gas Systems, North America, hereafter referred to as the “Company”. The condensed consolidated financial statements for 2014 include the accounts of CUI Global, Inc. and its wholly owned subsidiaries CUI, Inc., CUI Japan, CUI Properties, LLC, and Orbital Gas Systems, Ltd. Significant intercompany accounts and transactions have been eliminated in consolidation.
 
Fair Value of Financial Instruments
Accounting Standards Codification (“ASC”) 820 “Fair Value Measurements and Disclosures” (“ASC 820”) defines fair value, establishes a framework for measuring fair value under generally accepted accounting principles in the U.S., and enhances disclosures about fair value measurements. ASC 820 describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value, which are the following:
 
Level 1 – 
Pricing inputs are quoted prices available in active markets for identical assets or liabilities as of the reporting date.
Level 2 –
Pricing inputs are quoted for similar assets, or inputs that are observable, either directly or indirectly, for substantially the full term through corroboration with observable market data. Level 2 includes assets or liabilities valued at quoted prices adjusted for legal or contractual restrictions specific to these investments.
Level 3 – 
Pricing inputs are unobservable for the assets or liabilities; that is, the inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability.
 
Management believes the carrying amounts of the short-term financial instruments, including cash and cash equivalents, accounts receivable, costs in excess of billings, prepaid expense and other assets, accounts payable, accrued liabilities, billings in excess of costs, unearned revenue, and other liabilities reflected in the accompanying condensed consolidated balance sheets approximate fair value at June 30, 2015 and December 31, 2014 due to the relatively short-term nature of these instruments. Mortgage debt and related notes payable approximate fair value based on current market conditions. The Company measures its derivative liability on a recurring basis using significant observable inputs (Level 2). The Company’s derivative liability is valued using a LIBOR swap curve.
 
Cash and Cash Equivalents
Cash includes deposits at financial institutions with maturities of three months or less. The Company at times has cash in banks in excess of FDIC insurance limits and places its temporary cash investments with high credit quality financial institutions. The Company considers all highly liquid marketable securities with maturities of 90 days or less at the date of acquisition to be cash equivalents. Cash equivalents include money market funds, certificates of deposit and commercial paper. At June 30, 2015, the Company had $5.2 million of cash and cash equivalents which includes $819 thousand at domestic financial institutions which were covered under the FDIC insured deposits programs and $215 thousand at foreign financial institutions covered under the United Kingdom Financial Services Compensation (FSC) and the Canada Deposit Insurance Corporation (CDIC). The money market balance of $1.4 million is covered up to $500 thousand under the SIPC insured program for investments. At June 30, 2015 the Company had cash and cash equivalents of $258 thousand in Japanese bank accounts, $656 thousand in European bank accounts and $320 thousand in Canadian bank accounts.
 
Investments
The Company considers all investments with maturities over 90 days that mature in less than one year from the balance sheet date to be short-term investments. Both short- and long-term investments primarily include money market funds, certificates of deposit, corporate notes, and commercial paper. Premiums and discounts are amortized or accreted over the life of the related security as an adjustment to yield using a method that approximates the effective interest method. Under this method, dividend and interest income are recognized when earned. At June 30, 2015, CUI Global had $4.0 million of short-term investments classified as held-to-maturity, reported at amortized cost, which approximates market. At June 30, 2015, the Company had $4.0 million of investments in certificates of deposit which were covered under FDIC insured limits and covered under the $500 thousand SIPC insured programs for investments.
 
Accounts Receivable and Allowance for Uncollectible Accounts
Accounts receivable consist of the receivables associated with revenue derived from product sales and from billings on percentage of completion contracts. An allowance for uncollectible accounts is recorded to allow for any amounts that may not be recoverable, based on an analysis of prior collection experience, customer credit worthiness and current economic trends. Based on management’s review of accounts receivable, an allowance for doubtful accounts of $241 thousand at June 30, 2015 is considered adequate. The reserve takes into account aged receivables that management believes should be specifically reserved for as well as historic experience with bad debts to determine the total reserve appropriate for each period. Receivables are determined to be past due based on the payment terms of original invoices. The Company grants credit to its customers, with standard terms of Net 30 days. The Company routinely assesses the financial strength of its customers and, therefore, believes that its accounts receivable credit risk exposure is limited. Additionally, the Company maintains a foreign credit receivables insurance policy that covers many of the CUI, Inc. foreign customer receivable balances in effort to further reduce credit risk exposure. Included in accounts receivable are $52 thousand of amounts billed to customers under long-term contracts or programs that have been withheld because of retainage provisions in the related contract. The retainage receivables are expected to be collected within the next twelve months.
 
Inventory
Inventories consist of finished and un-finished products and are stated at the lower of cost or market; using the first-in, first-out (FIFO) method. At June 30, 2015, inventory is valued, net at approximately $11.2 million. The Company provides allowances for inventories estimated to be excess, obsolete or unmarketable. The Company’s estimation process for assessing the net realizable value is based upon its known backlog, projected future demand, historical usage and expected market conditions. At June 30, 2015, inventory consisted of approximately $6.7 million of finished goods, $3.5 million of raw materials, $1.5 million of work in process and an allowance of $0.4 million.
 
Land, Buildings, Furniture, Vehicles, and Equipment
Land is recorded at cost and includes expenditures made to ready it for use.
 
Buildings and improvements are recorded at cost.
 
Furniture, vehicles, and equipment are recorded at cost and include major expenditures, which increase productivity or substantially increase useful lives.
 
Leasehold improvements are recorded at cost and are depreciated over the lesser of the lease term, estimated useful life, or 10 years.
 
Maintenance, repairs and minor replacements are charged to expenses when incurred. When assets are sold or otherwise disposed of, the asset and related accumulated depreciation are removed from this account, and any gain or loss is included in the statement of operations.
 
The cost of buildings and improvements, furniture, vehicles, and equipment is depreciated over the estimated useful lives of the related assets.
 
Depreciation is computed using the straight-line method for financial reporting purposes. The estimated useful lives for buildings, furniture, vehicles, and equipment are as follows:
 
 
 
Estimated Useful Life
Buildings and improvements
 
5 to 39 years
Furniture and equipment
 
3 to 10 years
Vehicles
 
3 to 5 years
 
Long-Lived Assets
Long-lived assets including finite lived identifiable assets are periodically reviewed for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recoverable. In performing the review for recoverability, the future cash flows expected to result from the use of the asset and its eventual disposition are estimated. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount of the long-lived asset, an impairment loss is recognized as the excess of the carrying amount over the fair value. Otherwise, an impairment loss is not recognized. Management estimates the fair value and the estimated future cash flows expected. Any changes in these estimates could impact whether there was impairment and the amount of the impairment.
 
Identifiable Intangible Assets
Intangible assets are stated at cost net of accumulated amortization and impairment. The fair value for intangible assets acquired through acquisitions is measured at the time of acquisition utilizing the following inputs, as needed:
 
1.
Inputs used to measure fair value are unadjusted quote prices available in active markets for the identical assets or liabilities if available.
2.
Inputs used to measure fair value, other than quoted prices included in 1, are either directly or indirectly observable as of the reporting date through correlation with market data, including quoted prices for similar assets and liabilities in active markets and quoted prices in inactive markets. This includes assets and liabilities valued using models or other pricing methodologies that do not require significant judgment since the input assumptions used in the models, such as interest rates and volatility factors, are corroborated by readily observable data from actively quoted markets for substantially the full life of the asset.
3.
Inputs used to measure fair value are unobservable inputs supported by little or no market activity and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions.
4.
Expert appraisal and fair value measurement as completed by third party experts.
 
The following are the estimated useful life for the intangible assets:
 
 
 
Estimated
 
Finite-lived Intangible Assets
 
Useful Life
 
Order backlog - Orbital
 
2
 
Trade name - Orbital
 
10
 
Trade name - CUI - Canada
 
3
 
Trade name - V-Infinity
 
5
 
Customer list - Orbital
 
10
 
Customer list - CUI Canada
 
7
 
Technology rights
 
20*
 
Technology - Based Asset - Know How
 
12
 
Technology - Based Asset - Software
 
10
 
Technology - Based Asset - Power
 
7
 
Patents
 
**
 
Software
 
3 to 5***
 
Other intangible assets
 
****
 
 
 
 
 
Indefinite-lived Intangible Assets
 
 
 
Trade name - CUI
 
*****
 
Customer list - CUI
 
*****
 
Patents pending technology
 
*****
 
 
* Technology rights are amortized over a twenty year life or the term of the rights agreement.
** Patents are amortized over the life of the patent. Any patents not approved will be expensed at that time.
*** Software assets are recorded at cost and include major expenditures, which increase productivity or substantially increase useful lives.
**** Other intangible assets are amortized over their estimated useful life.
***** Indefinite-lived intangible assets are reviewed annually for impairment and when circumstances suggest.
 
Goodwill Assets
The Company tests for goodwill impairment in the second quarter of each year and whenever events or circumstances indicate that the carrying amount of the asset exceeds its fair value and may not be recoverable. For the year ended December 31, 2014, the Company determined there was no impairment of goodwill. In accordance with its policies, the Company performed a qualitative assessment of goodwill at May 31, 2015, and determined there was no impairment of goodwill.
 
As detailed in ASC 350-20-35-3A, in performing its testing for goodwill, management completes a qualitative analysis to determine whether it was more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. To complete this review, management follows the steps in ASC 350-20-35-3C to evaluate the fair values of the intangibles and goodwill and considers all known events and circumstances that might trigger an impairment of goodwill. Through these reviews, management concluded that there were no events or circumstances that triggered an impairment (and there was no expectation that a reporting unit or a significant portion of a reporting unit would be sold or otherwise disposed of in the following year), therefore, no further analysis was necessary to prepare for goodwill impairment beyond the steps in ASC 350-20-35-3C in accordance with ASU 2011-08.
 
Investment – Equity Method
The Company owns 352,589 common shares (representing an 8.94% interest thru March 31, 2014 and 8.50% thereafter) in Test Products International, Inc., hereafter referred to as TPI. TPI is a provider of handheld test and measurement equipment. Under the equity method, investments are carried at cost, plus or minus the Company’s proportionate share, based on present ownership interests, of: (a) the investee’s profit or loss after the date of acquisition; (b) changes in the Company’s equity that have not been recognized in the investee’s profit or loss; and (c) certain other adjustments. CUI Global enjoys a close association with this affiliate through common Board of Director membership and participation that allows for a significant amount of influence over affiliate business decisions. Accordingly, for financial statement purposes, the Company accounts for its investment in this affiliated entity under the equity method.
 
A summary of the financial statements of the affiliate as of and for the six months ended June 30, 2015 is as follows:
 
Current assets
 
$
6,248,974
 
Non-current assets
 
 
556,229
 
Total Assets
 
$
6,805,203
 
 
 
 
 
 
Current liabilities
 
$
1,707,654
 
Non-current liabilities
 
 
685,588
 
Stockholders' equity
 
 
4,411,961
 
Total Liabilities and Stockholders' Equity
 
$
6,805,203
 
 
 
 
 
 
Revenues
 
$
6,734,119
 
Operating income
 
 
241,831
 
Net profit
 
 
278,995
 
Other comprehensive profit (loss):
 
 
 
 
Foreign currency translation adjustment
 
 
-
 
Comprehensive net profit
 
$
278,995
 
Company share of Net Profit
 
$
23,715
 
Equity investment in affiliate
 
$
356,144
 
 
Patent Costs
The Company estimates the patents it has filed have a future beneficial value; therefore it capitalizes the costs associated with filing for its patents. At the time the patent is approved, the patent costs associated with the patent are amortized over the useful life of the patent. If the patent is not approved, at that time the costs will be expensed. During the three and six months ended June 30, 2015, the Company recorded an impairment of $0 and $2,500, respectively, for patent costs within the power and electro-mechanical segment as the Company will not continue pursuit of the related patent grants.
 
Derivative Instruments
The Company uses various derivative instruments including forward currency contracts, and interest rate swaps to manage certain exposures. These instruments are entered into under the Company’s corporate risk management policy to minimize exposure and are not for speculative trading purposes. The Company recognizes all derivatives as either assets or liabilities in the condensed consolidated balance sheet and measures those instruments at fair value. Changes in the fair value of derivatives are recognized in earnings. The Company has limited involvement with derivative instruments and does not trade them. From time to time, the Company may enter into foreign currency exchange contracts to minimize the risk associated with foreign currency exchange rate exposure from expected future cash flows. The Company has entered into one interest rate swap which has a maturity date of ten years from the date of inception, and is used to minimize the interest rate risk on the variable rate mortgage. During the three and six months ended June 30, 2015, the Company had $107 thousand and $47 thousand, respectively, of unrealized gain related to the derivative liabilities.
 
Derivative Liabilities
The Company evaluates embedded conversion features pursuant to FASB Accounting Standards Codification No. 815 (“FASB ASC 815”), “Derivatives and Hedging”, which requires a periodic valuation of the fair value of derivative instruments and a corresponding recognition of liabilities associated with such derivatives.
 
Stock-Based Compensation
The Company records its stock-based compensation expense under our stock option plans and also issues stock for services. A detailed description of the awards under these plans and the respective accounting treatment is included in the “Notes to the Consolidated Financial Statements” included in our Annual Report on Form 10-K for the year ended December 31, 2014. The Company recorded stock-based compensation expense of $249 thousand and $534 thousand for the three and six months ended June 30, 2015, respectively.
 
Revenue Recognition
Product revenue is recognized in the period when persuasive evidence of an arrangement with a customer exists, the products are shipped and title has transferred to the customer, the price is fixed or determinable, and collection is reasonably assured. The Company sells to distributors pursuant to distribution agreements that have certain terms and conditions such as the right of return and price protection which inhibit revenue recognition unless they can be reasonably estimated as we cannot assert the price is fixed and determinable and estimate returns. For one distributor that comprises 20% of revenues, we have such history and ability to estimate; therefore, recognized revenue upon sale to the distributor and record a corresponding reserve for the estimated returns. For two other distributor arrangements, we do not have sufficient history to reasonably estimate price protection reserve and the right of return and accordingly defer revenue and the related costs until such time as the distributors resell the product.
 
Revenues and related costs on production type contracts, are recognized using the “percentage of completion method” of accounting in accordance with ASC 605-35, Accounting for Performance of Construction-Type and Certain Production Type Contracts (“ASC 605-35”). Under this method, contract revenues and related expenses are recognized over the performance period of the contract in direct proportion to the costs incurred as a percentage of total estimated costs for the entirety of the contract. Costs include direct material, direct labor, subcontract labor and any allocable indirect costs. All un-allocable indirect costs and corporate general and administrative costs are charged to the periods as incurred. However, in the event a loss on a contract is foreseen, the Company will recognize the loss as it is determined. Contract costs plus recognized profits are accumulated as deferred assets, and billings and/or cash received are recorded to a deferred revenue liability account. The net of these two accounts for any individual project is presented as "Costs in excess of billings," an asset account, or "Billings in excess of costs," a liability account. At June 30, 2015, the Costs in excess of billings balance was $2.1 million and the Billings in excess of costs balance was $3.7 million.
 
Production type contracts that do not qualify for use of the percentage of completion method are accounted for using the “completed contract method” of accounting in accordance with ASC 605-35-25-57. Under this method, contract costs are accumulated as deferred assets, and billings and/or cash received is recorded to a deferred revenue liability account, during the periods of construction, but no revenues, costs, or profits are recognized in operations until the period within which completion of the contract occurs. A contract is considered complete when all costs except insignificant items have been incurred; the equipment is operating according to specifications and has been accepted by the customer.
 
Revenues from warranty and maintenance activities are recognized ratably over the term of the warranty and maintenance period and the unrecognized portion is recorded as deferred revenue.
 
Shipping and Handling Costs
Amounts billed to customers in sales transactions related to shipping and handling represent revenues earned for the goods provided and are included in sales. The Company expenses inbound shipping and handling costs as cost of revenues.
 
Warranty Reserves
A warranty reserve liability is recorded based on estimates of future costs on sales recognized. There was no warranty reserve recorded at June 30, 2015 or 2014.
 
Foreign Currency Translation
The financial statements of the Company's foreign offices have been translated into U.S. dollars in accordance with FASB ASC 830, “Foreign Currency Matters” (FASB ASC 830). All balance sheet accounts have been translated using the exchange rate in effect at the balance sheet date. Income statement amounts have been translated using an appropriately weighted average exchange rate for the year. The translation gains and losses resulting from the changes in exchange rates during 2015 and 2014 have been reported in accumulated other comprehensive income (loss), except for gains and losses resulting from the translation of intercompany receivables and payables, which are included in earnings for the period.
 
Segment Reporting
Operating segments are defined in accordance with ASC 280-10 as components of an enterprise for which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance.
 
Management has identified six operating segments based on the activities of the company in accordance with the ASC 280-10. These operating segments have been aggregated into three reportable segments. The three reportable segments are Power and Electro-Mechanical, Gas and Other. The Power and Electro-Mechanical segment is focused on the operations of CUI, Inc., CUI-Canada, Inc. and CUI Japan for the sale of internal and external power supplies and related components, industrial controls and test and measurement devices. The Gas segment is focused on the operations of Orbital Gas Systems Limited and Orbital Gas Systems, North America which includes gas related test and measurement systems, including the GasPT2. The Other segment represents the remaining activities that are not included as part of the other reportable segments and represent primarily corporate activity.
 
The following information represents segment activity for the six months ended June 30, 2015:
 
 
 
Power and
Electro-
Mechanical
 
Gas
 
Other
 
Totals
 
Revenues from external customers
 
$
27,337,458
 
$
12,487,859
 
$
-
 
$
39,825,317
 
Depreciation and amortization
 
 
599,525
 
 
1,152,578
 
 
1,688
 
 
1,753,791
 
Earnings from equity investment
 
 
23,715
 
 
-
 
 
-
 
 
23,715
 
Interest expense
 
 
111,068
 
 
3,539
 
 
94,682
 
 
209,289
 
Income (loss) from operations
 
 
632,152
 
 
(3,198,234)
 
 
(2,226,815)
 
 
(4,792,897)
 
Segment assets
 
 
51,417,594
 
 
35,802,189
 
 
6,101,916
 
 
93,321,699
 
Intangible assets
 
 
9,423,025
 
 
10,358,500
 
 
6,375
 
 
19,787,900
 
Goodwill
 
 
13,082,361
 
 
8,972,018
 
 
-
 
 
22,054,379
 
*Expenditures for segment assets
 
 
434,869
 
 
2,104,221
 
 
-
 
 
2,539,090
 
 
The following information represents segment activity for the three months ended June 30, 2015:
 
 
 
Power and
Electro-
Mechanical
 
Gas
 
Other
 
Totals
 
Revenues from external customers
 
$
16,648,012
 
$
6,324,185
 
$
-
 
$
22,972,197
 
Depreciation and amortization
 
 
333,424
 
 
367,001
 
 
844
 
 
701,269
 
Earnings from equity investment
 
 
10,014
 
 
-
 
 
-
 
 
10,014
 
Interest expense
 
 
56,598
 
 
1,750
 
 
38,018
 
 
96,366
 
Income (loss) from operations
 
 
1,162,904
 
 
(1,012,802)
 
 
(965,091)
 
 
(814,989)
 
Segment assets
 
 
51,417,594
 
 
35,802,189
 
 
6,101,916
 
 
93,321,699
 
Intangible assets
 
 
9,423,025
 
 
10,358,500
 
 
6,375
 
 
19,787,900
 
Goodwill
 
 
13,082,361
 
 
8,972,018
 
 
-
 
 
22,054,379
 
*Expenditures for segment assets
 
 
103,961
 
 
1,383,354
 
 
-
 
 
1,487,315
 
 
The following information represents segment activity for the six months ended June 30, 2014:
 
 
 
Power and
Electro-
Mechanical
 
Gas
 
Other
 
Totals
 
Revenue from external customers
 
$
24,405,201
 
$
11,708,901
 
$
-
 
$
36,114,102
 
Depreciation and amortization
 
 
487,536
 
 
1,766,827
 
 
1,688
 
 
2,256,051
 
Earnings from equity investment
 
 
42,110
 
 
-
 
 
-
 
 
42,110
 
Interest expense
 
 
115,402
 
 
5,280
 
 
132,592
 
 
253,274
 
Income (loss) from operations
 
 
2,557,877
 
 
(908,725)
 
 
(2,283,877)
 
 
(634,725)
 
Segment assets
 
 
44,606,077
 
 
40,824,559
 
 
14,930,091
 
 
100,360,727
 
Intangible assets
 
 
8,264,018
 
 
14,021,007
 
 
9,750
 
 
22,294,775
 
Goodwill
 
 
13,041,280
 
 
9,720,399
 
 
-
 
 
22,761,679
 
Expenditures from segment assets
 
 
334,827
 
 
148,435
 
 
-
 
 
483,262
 
 
The following information represents segment activity for the three months ended June 30, 2014:
 
 
 
Power and
Electro-
Mechanical
 
Gas
 
Other
 
Totals
 
Revenue from external customers
 
$
13,574,894
 
$
5,639,299
 
$
-
 
$
19,214,193
 
Depreciation and amortization
 
 
244,794
 
 
891,970
 
 
844
 
 
1,137,608
 
Earnings from equity investment
 
 
26,740
 
 
-
 
 
-
 
 
26,740
 
Interest expense
 
 
57,892
 
 
3,595
 
 
66,296
 
 
127,783
 
Income (loss) from operations
 
 
1,519,487
 
 
(624,837)
 
 
(1,117,032)
 
 
(222,382)
 
Segment assets
 
 
44,606,077
 
 
40,824,559
 
 
14,930,091
 
 
100,360,727
 
Intangible assets
 
 
8,264,018
 
 
14,021,007
 
 
9,750
 
 
22,294,775
 
Goodwill
 
 
13,041,280
 
 
9,720,399
 
 
-
 
 
22,761,679
 
Expenditures from segment assets
 
 
65,329
 
 
61,510
 
 
-
 
 
126,839
 
 
* Excludes amounts for acquisition.
 
The following represents revenue by country for the six months ended June 30, 2015 and 2014:
 
 
USA
 
United Kingdom
 
China
 
All Others
 
Totals
 
2015
 
$
21,072,497
 
$
10,742,703
 
$
3,008,726
 
$
5,001,391
 
$
39,825,317
 
2014
 
 
19,172,161
 
 
10,309,930
 
 
2,206,897
 
 
4,425,114
 
 
36,114,102
 
 
The following represents revenue by country for the three months ended June 30, 2015 and 2014:
 
 
USA
 
United Kingdom
 
China
 
All Others
 
Totals
 
2015
 
$
12,974,163
 
$
4,814,932
 
$
2,061,662
 
$
3,121,440
 
$
22,972,197
 
2014
 
 
10,532,786
 
 
5,205,771
 
 
1,355,212
 
 
2,120,424
 
 
19,214,193
 
 
Reclassification
Certain amounts from the prior periods have been reclassified to the current period presentation including, for the year ended December 31, 2014, $1.9 million of trade accounts receivable that were reclassified to costs in excess of billings, $88 thousand of software, net of amortization that were reclassified to Other intangible assets, net on the condensed consolidated balance sheets, and for the six months ended June 30, 2014 condensed consolidated statements of cash flows $25 thousand was reclassified to amortization of intangibles and $10 thousand was reclassified to investment in other intangible assets, net.
 
Recent Accounting Pronouncements
In May 2014, the FASB issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” (ASU 2014-09), which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. The standard was effective for annual periods beginning after December 15, 2016, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). On July 9, 2015, the FASB affirmed its proposal to defer the effective date of the new revenue standard for public entities by one year to annual reporting periods beginning after December 31, 2017, and interim periods beginning in the first interim period within the year of adoption. Early application would be permitted, but not before the original effective date for public entities, annual reporting periods after December 15, 2016, and interim periods beginning in the first interim period within the year of adoption. We are currently evaluating the impact of our pending adoption of ASU 2014-09 on our consolidated financial statements and have not yet determined the method by which we will adopt the standard in 2017.
 
In June 2014, the FASB issued Accounting Standards Update No. 2014-12, “Compensation – Stock Compensation (Topic 718) – Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period” (ASU 2014-12). The amendments in ASU 2014-12 require that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in Topic 718, Compensation – Stock Compensation, as it relates to awards with performance conditions that affect vesting to account for such awards. The performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. The standard is effective for annual periods and interim period within those annual periods beginning after December 15, 2015, early adoption is permitted. The adoption of this provision is not expected to have an impact on the Company’s financial condition or results of operations.
 
In January 2015, the FASB issued Accounting Standards Update No. 2015-01, “Income Statement – Extraordinary and Unusual Items (Subtopic 225-20) - Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items” (ASU 2015-01). ASU 2015-01 eliminates from U.S. GAAP the concept of extraordinary items. The amendments in this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The adoption of this provision is not expected to have an impact on the Company’s financial condition or results of operations.