Restructuring and Acquisition-Related Charges

The following table summarizes the Company's restructuring and acquisition-related gains and charges as presented in the Condensed Consolidated Statement of Operations (in thousands):



	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2013			2012			2013			2012
Employee-related restructuring expenses	$	2,916		$	1,131		$	4,081		$	2,745
Fair value adjustments to Continuous Computing contingent consideration liability	(395		)	(4,107		)	(1,740		)	(5,145		)
Facility reductions	(155		)	259			(155		)	1,590
Write off of purchased computer software	—			—			2,868			—
Net gain from sale of OS-9 software assets	—			—			(1,532		)	—
Integration-related expenses	515			—			515			576
Restructuring and acquisition-related charges, net	$	2,881		$	(2,717	)	$	4,037		$	(234	)

Restructuring and acquisition-related charges typically consist of costs incurred for employee terminations due to a reduction of personnel resources resulting from modifications of business strategy or business emphasis. Employee severance and related costs include severance benefits, notice pay and outplacement services. Restructuring and acquisition-related charges may also include expenses incurred associated with acquisition or divestiture activities, facility abandonments and other expenses associated with business restructuring actions.

For the three months ended September 30, 2013, the Company recorded the following restructuring and acquisition-related charges:


•	$2.9 million net expense for the severance of 154 employees related to Shanghai and Penang site reductions, net of reductions resulting from changes in previously estimated amounts for employee severance and associated payroll costs;


•	$0.4 million gain due to the decrease in fair value of the Continuous Computing contingent consideration liability. The Company assesses the fair value of the contingent consideration liability on a quarterly basis, adjusting the liability to fair value based on a detailed analysis of all expected contingent consideration eligible revenues;


•	$0.2 million gain resulting from the revision of prior sublease assumptions for a previously abandoned facility; and


•	$0.5 million net expense associated with asset write-offs, legal fees, and personnel overlap resulting from resource consolidation.

For the three months ended September 30, 2012, the Company recorded the following restructuring and acquisition-related charges:


•	$1.1 million net expense for the severance of four employees, including a $0.9 million contractual severance benefit provided to our former Chief Executive Officer, net of reductions resulting from changes in previously estimated amounts for employee severance and associated payroll costs;


•	$4.1 million gain due to the decrease in fair value of the Continuous Computing contingent consideration liability; and


•	$0.3 million net expense resulting from facilities rationalization in certain North American sites.

For the nine months ended September 30, 2013, the Company recorded the following restructuring and acquisition-related charges:


•	$4.1 million net expense for the severance of 182 employees primarily related to Shanghai and Penang site reductions, net of reductions resulting from changes in previously estimated amounts for employee severance and associated payroll costs;


•	$1.7 million gain due to the decrease in fair value of the Continuous Computing contingent consideration liability;


•	$0.2 million gain resulting from the revision of prior sublease assumptions for a previously abandoned facility;


•	$2.9 million expense relating to the write off of the Company's SEG purchased computer software due to management's decision to abandon future development of this technology;


•	$1.5 million net gain from the sale of the Company's OS-9 software assets; and


•	$0.5 million net expense associated with asset write-offs, legal fees, and personnel overlap resulting from resource consolidation.

For the nine months ended September 30, 2012, the Company recorded the following restructuring and acquisition-related charges:


•	$2.7 million net expense for the severance of employees, including a $0.9 million contractual severance benefit provided to our former Chief Executive Officer, and severance paid to other executive officers, net of reductions resulting from changes in previously estimated amounts for employee severance and associated payroll costs;


•	$5.1 million gain due to the decrease in fair value of the Continuous Computing contingent consideration liability;


•	$1.6 million net expense resulting from facilities rationalization in certain North American sites; and


•	$0.6 million expense related to expenses incurred related to the integration and acquisition of Continuous Computing.

Accrued restructuring, which is included in other accrued liabilities and other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets as of September 30, 2013 and December 31, 2012, consisted of the following (in thousands):



	Severance, payroll taxes and other employee benefits			Facility reductions			Total
Balance accrued as of December 31, 2012	$	198		$	990		$	1,188
Additions	4,138			—			4,138
Reversals	(57		)	(155		)	(212		)
Expenditures	(2,417		)	(277		)	(2,694		)
Balance accrued as of September 30, 2013	$	1,862		$	558		$	2,420

Of the $2.4 million accrued restructuring at September 30, 2013, $0.2 million represents the long-term portion of accrued lease abandonment charges, with the remaining balance representing the short-term portion of accrued restructuring.

The Company evaluates the adequacy of the accrued restructuring charges on a quarterly basis. Reversals are recorded in the period in which the Company determines that expected restructuring obligations are less than the amounts accrued.