FORM 10-Q |
[x] | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
[ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
QUICKLOGIC CORPORATION | ||
(Exact name of registrant as specified in its charter) | ||
DELAWARE | 77-0188504 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
Large accelerated filer | [ ] | Accelerated Filer | [x] | |||
Non-accelerated filer | [ ] (Do not check if a smaller reporting company) | Smaller Reporting Company | [ ] | |||
Emerging growth company | [ ] |
Page | |||
April 2, 2017 | January 1, 2017 | ||||||
ASSETS | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 26,674 | $ | 14,870 | |||
Accounts receivable, net of allowances for doubtful accounts of $0 in both periods | 1,807 | 839 | |||||
Inventories | 2,861 | 2,017 | |||||
Other current assets | 977 | 1,123 | |||||
Total current assets | 32,319 | 18,849 | |||||
Property and equipment, net | 2,566 | 2,765 | |||||
Other assets | 233 | 230 | |||||
TOTAL ASSETS | $ | 35,118 | $ | 21,844 | |||
LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||
Current liabilities: | |||||||
Revolving line of credit | $ | 6,000 | $ | 6,000 | |||
Trade payables | 2,498 | 2,018 | |||||
Accrued liabilities | 2,016 | 1,580 | |||||
Deferred revenue | 317 | — | |||||
Current portion of capital lease obligations | 171 | 209 | |||||
Total current liabilities | 11,002 | 9,807 | |||||
Long-term liabilities: | |||||||
Capital lease obligations, less current portion | 42 | — | |||||
Other long-term liabilities | 45 | 49 | |||||
Total liabilities | 11,089 | 9,856 | |||||
Commitments and contingencies (see Note 12) | |||||||
Stockholders' equity: | |||||||
Preferred stock, $0.001 par value; 10,000 shares authorized; no shares issued and outstanding | — | — | |||||
Common stock, $0.001 par value; 100,000 shares authorized; 79,561 and 68,134 shares issued and outstanding as of April 2, 2017 and January 1, 2017, respectively | 79 | 68 | |||||
Additional paid-in capital | 267,419 | 251,824 | |||||
Accumulated deficit | (243,469 | ) | (239,904 | ) | |||
Total stockholders' equity | 24,029 | 11,988 | |||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 35,118 | $ | 21,844 |
Three Months Ended | |||||||
April 2, 2017 | April 3, 2016 | ||||||
Revenue | $ | 3,170 | $ | 2,950 | |||
Cost of revenue | 1,797 | 1,794 | |||||
Gross profit | 1,373 | 1,156 | |||||
Operating expenses: | |||||||
Research and development | 2,427 | 3,447 | |||||
Selling, general and administrative | 2,414 | 2,693 | |||||
Total operating expenses | 4,841 | 6,140 | |||||
Loss from operations | (3,468 | ) | (4,984 | ) | |||
Interest expense | (61 | ) | (38 | ) | |||
Interest income and other (expense), net | — | (7 | ) | ||||
Loss before income taxes | (3,529 | ) | (5,029 | ) | |||
Provision for income taxes | 36 | 64 | |||||
Net loss | $ | (3,565 | ) | $ | (5,093 | ) | |
Net loss per share: | |||||||
Basic | $ | (0.05 | ) | $ | (0.09 | ) | |
Diluted | $ | (0.05 | ) | $ | (0.09 | ) | |
Weighted average shares: | |||||||
Basic | 68,794 | 58,371 | |||||
Diluted | 68,794 | 58,371 |
Three Months Ended | |||||||
April 2, 2017 | April 3, 2016 | ||||||
Cash flows from operating activities: | |||||||
Net loss | $ | (3,565 | ) | $ | (5,093 | ) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||
Depreciation and amortization | 355 | 312 | |||||
Stock-based compensation | 318 | 562 | |||||
Write-down of inventories | 104 | 3 | |||||
Changes in operating assets and liabilities: | |||||||
Accounts receivable | (968 | ) | 46 | ||||
Inventories | (948 | ) | (455 | ) | |||
Other assets | 183 | 240 | |||||
Trade payables | 267 | (414 | ) | ||||
Accrued liabilities | 75 | 348 | |||||
Deferred revenue | 317 | — | |||||
Other long-term liabilities | (4 | ) | (6 | ) | |||
Net cash used in operating activities | (3,866 | ) | (4,457 | ) | |||
Cash flows from investing activities: | |||||||
Capital expenditures for property and equipment | (15 | ) | (1,051 | ) | |||
Net cash used in investing activities | (15 | ) | (1,051 | ) | |||
Cash flows from financing activities: | |||||||
Payment of debt and capital lease obligations | (122 | ) | (75 | ) | |||
Proceeds from line of credit | — | 1,000 | |||||
Proceeds from issuance of common stock | 17,069 | 10,000 | |||||
Stock issuance costs | (1,242 | ) | (1,200 | ) | |||
Taxes for net issuance of stock awards | (20 | ) | (51 | ) | |||
Net cash provided by financing activities | 15,685 | 9,674 | |||||
Net increase in cash and cash equivalents | 11,804 | 4,166 | |||||
Cash and cash equivalents at beginning of period | 14,870 | 19,136 | |||||
Cash and cash equivalents at end of period | $ | 26,674 | $ | 23,302 | |||
Supplemental schedule of non-cash investing and financing activities : | |||||||
Capital lease obligation to finance capital expenditures | $ | 213 | $ | 414 | |||
Purchase of equipment included in accounts payable | $ | 15 | $ | 385 |
As of | |||||||
April 2, 2017 | January 1, 2017 | ||||||
(in thousands) | |||||||
Inventories: | |||||||
Work-in-process | $ | 2,239 | $ | 1,538 | |||
Finished goods | 622 | 479 | |||||
$ | 2,861 | $ | 2,017 | ||||
Other current assets: | |||||||
Prepaid expenses | $ | 836 | $ | 960 | |||
Other | 141 | 163 | |||||
$ | 977 | $ | 1,123 | ||||
Property and equipment: | |||||||
Equipment | $ | 11,552 | $ | 11,524 | |||
Software | 2,749 | 2,624 | |||||
Furniture and fixtures | 41 | 41 | |||||
Leasehold improvements | 708 | 708 | |||||
15,050 | 14,897 | ||||||
Accumulated depreciation and amortization | (12,484 | ) | (12,132 | ) | |||
$ | 2,566 | $ | 2,765 | ||||
Accrued liabilities: | |||||||
Employee related accruals | $ | 1,632 | $ | 1,222 | |||
Other | 384 | 358 | |||||
$ | 2,016 | $ | 1,580 |
As of | |||||||
April 2, 2017 | January 1, 2017 | ||||||
(in thousands) | |||||||
Debt and capital lease obligations: | |||||||
Revolving line of credit | $ | 6,000 | $ | 6,000 | |||
Capital leases | 213 | 209 | |||||
6,213 | 6,209 | ||||||
Current portion of debt and capital lease obligations | (6,171 | ) | (6,209 | ) | |||
Long term portion of debt and capital lease obligations | $ | 42 | $ | — |
April 2, 2017 | January 1, 2017 | ||||||||||||||||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||||||
Assets: | |||||||||||||||||||||||||||||||
Money market funds (1) | $ | 26,152 | $ | 16,285 | $ | 9,867 | $ | — | $ | 14,692 | $ | 1,338 | $ | 13,354 | $ | — | |||||||||||||||
Total assets | $ | 26,152 | $ | 16,285 | $ | 9,867 | $ | — | $ | 14,692 | $ | 1,338 | $ | 13,354 | $ | — |
Three Months Ended | |||||||
April 2, 2017 | April 3, 2016 | ||||||
Cost of revenue | $ | 33 | $ | 38 | |||
Research and development | 139 | 291 | |||||
Selling, general and administrative | 146 | 233 | |||||
Total costs and expenses | $ | 318 | $ | 562 |
Shares Available for Grant | ||
(in thousands) | ||
Balance at January 1, 2017 | 2,632 | |
Options forfeited or expired | 80 | |
RSUs granted | (136 | ) |
RSUs forfeited or expired | 101 | |
Balance at April 2, 2017 | 2,677 |
Number of Shares | Weighted Average Exercise Price | Weighted Average Remaining Term | Aggregate Intrinsic Value | |||||||||
(in thousands) | (in years) | (in thousands) | ||||||||||
Balance outstanding at January 1, 2017 | 4,979 | $ | 2.35 | |||||||||
Forfeited or expired | (80 | ) | $ | 3.01 | ||||||||
Exercised | (53 | ) | 1.31 | |||||||||
Balance outstanding at April 2, 2017 | 4,846 | $ | 2.35 | 3.88 | $ | 1,136 | ||||||
Exercisable at April 2, 2017 | 3,976 | $ | 2.61 | 2.74 | $ | 449 | ||||||
Vested and expected to vest at April 2, 2017 | 4,685 | $ | 2.39 | 3.70 | $ | 999 |
RSUs & PRSUs Outstanding | ||||||
Number of Shares | Weighted Average Grant Date Fair Value | |||||
(in thousands) | ||||||
Nonvested at January 1, 2017 | 1,370 | $ | 1.68 | |||
Granted | 136 | 1.70 | ||||
Vested | (52 | ) | 1.72 | |||
Forfeited | (101 | ) | — | |||
Nonvested at April 2, 2017 | 1,353 | $ | 1.68 |
Three Months Ended | |||||
April 2, 2017 | April 3, 2016 | ||||
Expected term (months) | 6.00 | 6.00 | |||
Risk-free interest rate | 0.57 | % | 0.31 | % | |
Volatility | 48.69 | % | 57.16 | % | |
Dividend yield | — | — |
Three Months Ended | |||||||
April 2, 2017 | April 3, 2016 | ||||||
Revenue by product line (1): | |||||||
New products | $ | 1,912 | $ | 1,492 | |||
Mature products | 1,258 | 1,458 | |||||
Total revenue | $ | 3,170 | $ | 2,950 |
Three Months Ended | |||||||
April 2, 2017 | April 3, 2016 | ||||||
Revenue by geography: | |||||||
Asia Pacific (1) | $ | 1,733 | $ | 1,727 | |||
North America (2) | 1,133 | 819 | |||||
Europe | 304 | 404 | |||||
Total revenue | $ | 3,170 | $ | 2,950 |
Three Months Ended | |||||
April 2, 2017 | April 3, 2016 | ||||
Distributor "A" | 30 | % | 28 | % | |
Distributor "E" | 10 | % | * | ||
Customer "B" | * | 18 | % | ||
Customer "G" | 22 | % | 35 | % | |
Customer "H" | 13 | % | * |
April 2, 2017 | January 1, 2017 | ||||
Distributor "A" | 35 | % | 32 | % | |
Distributor "G" | * | 11 | % | ||
Distributor "H" | * | 13 | % | ||
Distributor "I" | * | 15 | % | ||
Customer "G" | 15 | % | * | ||
Customer "I" | * | 12 | % | ||
Customer "K" | 26 | % | * |
* | Represents less than 10% of accounts receivable as of the date presented. |
Three Months Ended | ||||
April 2, 2017 | April 3, 2016 | |||
Revenue | 100 | % | 100 | % |
Cost of revenue | 57 | % | 61 | % |
Gross profit | 43 | % | 39 | % |
Operating expenses: | ||||
Research and development | 77 | % | 117 | % |
Selling, general and administrative | 76 | % | 91 | % |
Loss from operations | (110 | )% | (169 | )% |
Interest expense | (2 | )% | (1 | )% |
Interest income and other (expense), net | — | % | — | % |
Loss before income taxes | (112 | )% | (170 | )% |
Provision for income taxes | 1 | % | 2 | % |
Net loss | (113 | )% | (172 | )% |
Three Months Ended | ||||||||||||||||||||
April 2, 2017 | April 3, 2016 | Change | ||||||||||||||||||
Amount | % of Total Revenues | Amount | % of Total Revenues | Amount | Percentage | |||||||||||||||
Revenue by product line (1): | ||||||||||||||||||||
New products | $ | 1,912 | 60 | % | $ | 1,492 | 51 | % | $ | 420 | 28 | % | ||||||||
Mature products | 1,258 | 40 | % | 1,458 | 49 | % | (200 | ) | (14 | )% | ||||||||||
Total revenue | $ | 3,170 | 100 | % | $ | 2,950 | 100 | % | $ | 220 | 7 | % |
Three Months Ended | ||||||||||||||||||||
April 2, 2017 | April 3, 2016 | Change | ||||||||||||||||||
Amount | % of Total Revenues | Amount | % of Total Revenues | Amount | Percentage | |||||||||||||||
Revenue | $ | 3,170 | 100 | % | $ | 2,950 | 100 | % | $ | 220 | 7 | % | ||||||||
Cost of revenue | 1,797 | 57 | % | 1,794 | 61 | % | 3 | — | % | |||||||||||
Gross Profit | $ | 1,373 | 43 | % | $ | 1,156 | 39 | % | $ | 217 | 19 | % |
Three Months Ended | ||||||||||||||||||||
April 2, 2017 | April 3, 2016 | Change | ||||||||||||||||||
Amount | % of Total Revenues | Amount | % of Total Revenues | Amount | Percentage | |||||||||||||||
R&D expense | $ | 2,427 | 77 | % | $ | 3,447 | 117 | % | $ | (1,020 | ) | (30 | )% | |||||||
SG&A expense | 2,414 | 76 | % | 2,693 | 91 | % | (279 | ) | (10 | )% | ||||||||||
Total operating expenses | $ | 4,841 | 153 | % | $ | 6,140 | 208 | % | $ | (1,299 | ) | (21 | )% |
Three Months Ended | Change | |||||||||||||
April 2, 2017 | April 3, 2016 | Amount | Percentage | |||||||||||
Interest expense | $ | (61 | ) | $ | (38 | ) | $ | 23 | (61 | )% | ||||
Interest income and other (expense), net | — | (7 | ) | (7 | ) | 100 | % | |||||||
$ | (61 | ) | $ | (45 | ) | $ | 16 | (36 | )% |
Three Months Ended | Change | |||||||||||||
April 2, 2017 | April 3, 2016 | Amount | Percentage | |||||||||||
Provision for income taxes | $ | 36 | $ | 64 | $ | (28 | ) | (44 | )% |
Three Months Ended | |||||||
April 2, 2017 | April 3, 2016 | ||||||
Net cash used in operating activities | $ | (3,866 | ) | $ | (4,457 | ) | |
Net cash used in investing activities | (15 | ) | (1,051 | ) | |||
Net cash provided by financing activities | 15,685 | 9,674 |
Payments Due by Period | |||||||||||||||
Total | Less than 1 Year | 1-3 Years | More than 3 Years | ||||||||||||
Contractual obligations: | |||||||||||||||
Operating leases | $ | 1,873 | $ | 847 | $ | 812 | $ | 214 | |||||||
Wafer purchases (1) | 1,472 | 1,472 | — | — | |||||||||||
Other purchase commitments | 882 | 880 | 2 | — | |||||||||||
Total contractual cash obligations | 4,227 | 3,199 | 814 | 214 | |||||||||||
Other commercial commitments (2): | |||||||||||||||
Revolving line of credit | 6,000 | 6,000 | — | — | |||||||||||
Capital lease obligations (3) | 213 | 171 | 42 | — | |||||||||||
Total commercial commitments | 6,213 | 6,171 | 42 | — | |||||||||||
Total contractual obligations and commercial commitments | $ | 10,440 | $ | 9,370 | $ | 856 | $ | 214 |
(1) | Certain of our wafer manufacturers require us to forecast wafer starts several months in advance. We are committed to accept the delivery of and pay for a portion of forecasted wafer volume. Wafer and finished goods purchase commitments of $1.5 million include firm purchase commitments as of April 2, 2017. |
(2) | Other commercial commitments are included as liabilities on our balance sheet as of April 2, 2017. |
(3) | For a detailed explanation, see Note 5 to the Condensed Unaudited Consolidated Financial Statements. |
Exhibit Number | Description | |
3.1 | Amended and Restated Certificate of Incorporation of QuickLogic Corporation filed with the Secretary of State of Delaware as of April 27, 2017. | |
10.1 | 2009 Stock Plan, as amended | |
10.2 | 2009 Employee Stock Purchase Plan, as amended. | |
31.1 | Certification of Brian C. Faith, Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
31.2 | Certification of Suping (Sue) Cheung, Chief Financial Officer , pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
32.1 | Certification of Brian C. Faith, Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
32.2 | Certification of Suping (Sue) Cheung, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
101.INS | XBRL Instance Document | |
101.SCH | XBRL Taxonomy Extension Schema Document | |
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
QUICKLOGIC CORPORATION | ||
/s/ Suping (Sue) Cheung | ||
Date: | May 11, 2017 | Suping (Sue) Cheung |
Chief Financial Officer (as Principal Accounting and Financial Officer and on behalf of the Registrant) |
Exhibit Number | Description | |
3.1 | Amended and Restated Certificate of Incorporation of QuickLogic Corporation filed with the Secretary of State of Delaware as of April 27, 2017. | |
10.1 | 2009 Stock Plan, as amended | |
10.2 | 2009 Employee Stock Purchase Plan, as amended. | |
31.1 | Certification of Brian C. Faith, Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
31.2 | Certification of Suping (Sue) Cheung, Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
32.1 | Certification of Brian C. Faith, Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
32.2 | Certification of Suping (Sue) Cheung, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
101.INS | XBRL Instance Document | |
101.SCH | XBRL Taxonomy Extension Schema Document | |
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
FIRST: | The name of this corporation is QuickLogic Corporation (the "Corporation"). |
SECOND: | The address of the Corporation's registered office in the State of Delaware is 1209 Orange Street, Wilmington, County of New Castle, Delaware 19801. The name of its registered agent at such address is The Corporation Trust Company. |
THIRD: | The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of Delaware. |
FOURTH: | The Corporation is authorized to issue two classes of stock to be designated respectively Common Stock and Preferred Stock. The total number of shares of all classes of stock which the Corporation has authority to issue is two hundred ten million (210,000,000), consisting of two hundred million (200,000,000) shares of Common Stock, $0.001 par value (the "Common Stock"), and ten million (10,000,000) shares of Preferred Stock, $0.001 par value (the "Preferred Stock"). The Preferred Stock may be issued from time to time in one or more series. The Board of Directors is hereby authorized subject to limitations prescribed by law, to fix by resolution or resolutions the designations, powers, preferences and rights, and the qualifications, limitations or restrictions thereof, of each such series of Preferred Stock, including without limitation authority to fix by resolution or resolutions, the dividend rights, dividend rate, conversion rights, voting rights, rights and terms of redemption (including sinking fund provisions), redemption price or prices, and liquidation preferences of any wholly unissued series of Preferred Stock, and the number of shares constituting any such series and the designation thereof, or any of the foregoing. The Board of Directors is further authorized to increase (but not above the total number of authorized shares of the class) or decrease (but not below the number of shares of any such series then outstanding) the number of shares of any series, the number of which was fixed by it, subsequent to the issue of shares of such series then outstanding, subject to the powers, preferences and rights, and the qualifications, limitations and restrictions thereof stated in the resolution of the Board of Directors originally fixing the number of shares of such series. If the number of shares of any series is so decreased, then the shares constituting such decrease shall resume the status which they had prior to the adoption of the resolution originally fixing the number of shares of such series. |
FIFTH: | The Corporation is to have perpetual existence. |
SIXTH: | The election of directors need not be by written ballot unless the Bylaws of the Corporation shall so provide. |
SEVENTH: | The number of directors which constitute the whole Board of Directors of the Corporation shall be designated in the Bylaws of the Corporation. |
EIGHTH: | In furtherance and not in limitation of the powers conferred by the laws of the State of Delaware, the Board of Directors is expressly authorized to adopt, alter, amend or repeal the Bylaws of the Corporation. |
NINTH: | To the fullest extent permitted by the Delaware General Corporation Law as the same exists or may hereafter be amended, no director of the Corporation shall be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director. The Corporation may indemnify to the fullest extent permitted by law any person made or threatened to be made a party to an action or proceeding, whether criminal, civil, administrative or investigative, by reason of the fact that he, his testator or intestate is or was a director, officer or employee of the Corporation or any predecessor of the Corporation or serves or served at any other enterprise as a director, officer or employee at the request of the Corporation or any predecessor to the Corporation. Neither any amendment nor repeal of this Article, nor the adoption of any provision of this Amended and Restated Certificate of Incorporation inconsistent with this Article, shall eliminate or reduce the effect of this Article in respect of any matter occurring, or any cause of action, suit or claim that, but for this Article, would accrue or arise, prior to such amendment, repeal or adoption of an inconsistent provision. |
TENTH: | At the election of directors of the Corporation, each holder of stock of any class or series shall be entitled to one vote for each share held. No stockholder will be permitted to cumulate votes at any election of directors. The number of directors which constitute the whole Board of Directors of the Corporation shall be fixed exclusively by one or more resolution adopted from time to time by the Board of Directors. The Board of Directors shall be divided into three classes designated as Class I, Class II, and Class III, respectively. Directors shall be assigned to each class in accordance with a resolution or resolutions adopted by the Board of Directors. At the first annual meeting of stockholders following the date hereof, the term of office of the Class I directors shall expire and Class I directors shall be elected for a full term of three years. At the second annual meeting of stockholders following the date hereof, the term of office of the Class II directors shall expire and Class II directors shall be elected for a full term of three years. At the third annual meeting of stockholders following the date hereof, the term of office of the Class III directors shall expire and Class III directors shall be elected for a full term of three years. At each succeeding annual meeting of stockholders, directors shall be elected for a full term of three years to succeed the directors of the class whose terms expire at such annual meeting. Vacancies created by newly created directorships, created in accordance with the Bylaws of this Corporation, may be filled by the vote of a majority, although less than a quorum, of the directors then in office, or by a sole remaining director. |
ELEVENTH: | Meetings of stockholders may be held within or without the State of Delaware, as the Bylaws may provide. The books of the Corporation may be kept (subject to any provision contained in the laws of the State of Delaware) outside of the State of Delaware at such place or places as may be designated from time to time by the Board of Directors or in the Bylaws of the Corporation. The stockholders of the Corporation may not take any action by written consent in lieu of a meeting, and must take any actions at a duly called annual or special meeting of stockholders and the power of stockholders to consent in writing without a meeting is specifically denied. |
TWELFTH: | Advance notice of new business and stockholder nominations for the election of directors shall be given in the manner and to the extent provided in the Bylaws of the Corporation. |
THIRTEENTH: | Notwithstanding any other provisions of this Restated Certificate of Incorporation or any provision of law which might otherwise permit a lesser vote or no vote, but in addition to any affirmative vote of the holders of the capital stock required by law or this Restated Certificate of Incorporation, the affirmative vote of the holders of at least two-thirds (2/3) of the combined voting power of all of the then-outstanding shares of the Corporation entitled to vote shall be required to alter, amend or repeal Articles NINTH, TENTH, ELEVENTH or TWELFTH hereof, or this Article THIRTEENTH, or any provision thereof or hereof, unless such amendment shall be approved by a majority of the directors of the Corporation. |
FOURTEENTH: | The Corporation reserves the right to amend, alter, change or repeal any provision contained in this Amended and Restated Certificate of Incorporation, in the manner now or hereafter prescribed by the laws of the State of Delaware, and all rights conferred herein are granted subject to this reservation. |
• | to attract and retain the best available personnel for positions of substantial responsibility; |
• | to provide additional incentive to Employees, Directors and Consultants; and |
• | to promote the success of the Company’s business. |
1. | PURPOSE. |
21. | NOTICES. |
23. | TERM OF PLAN. |
1. | hereby elects to participate in the QuickLogic Corporation 2009 Employee Stock Purchase Plan (the “Employee Stock Purchase Plan”) and subscribes to purchase shares of the Company’s Common Stock in accordance with this Subscription Agreement and the Employee Stock Purchase Plan. |
1. | I hereby authorize payroll deductions from each paycheck in the amount of ________% of my Compensation on each payday (from 0 to 20%) during the Offering Period in accordance with the Employee Stock Purchase Plan. (Please note that no fractional percentages are permitted and only one reduction is allowed during each 6-month period according to our plan document.) |
2. | I understand that said payroll deductions will be accumulated for the purchase of shares of Common Stock at the applicable Purchase Price determined in accordance with the Employee Stock Purchase Plan. I understand that if I do not withdraw from an Offering Period, any accumulated payroll deductions will be used to automatically exercise my option and purchase Common Stock under the Employee Stock Purchase Plan. |
3. | I have received a copy of the complete Employee Stock Purchase Plan and its accompanying prospectus. I understand that my participation in the Employee Stock Purchase Plan is in all respects subject to the terms of the Plan. |
4. | Shares of Common Stock purchased for me under the Employee Stock Purchase Plan should be issued in the name(s) of (Eligible Employee or Eligible Employee and Spouse only). |
5. | I understand that if I dispose of any shares received by me pursuant to the Plan within 2 years after the Enrollment Date (the first day of the Offering Period during which I purchased such shares) or 1 year after the Exercise Date, whichever is later, I will be treated for federal income tax purposes as having received ordinary income at the time of such disposition in an amount equal to the excess of the fair market value of the shares at the time such shares were purchased by me over the price which I paid for the shares. I hereby agree to notify the Company in writing within 30 days after the date of any disposition of my shares and I will make adequate provisions for Federal, state or other tax withholding obligations, if any, which arise upon the disposition of the Common Stock. The Company may, but will not be obligated to, withhold from my compensation the minimum statutory amounts of applicable withholding obligation including any withholding necessary to make available to the Company any tax deductions or benefits attributable to sale or early disposition of Common Stock by me. If I dispose of such shares at any time after the expiration of the 2-year and 1-year holding periods, I understand that I will be treated for federal income tax purposes as having received income only at the time of such disposition, and that such income will be taxed as ordinary income only to the extent of an amount equal to the lesser of (a) the excess of the fair market value of the shares at the time of such disposition over the purchase price which I paid for the shares, or (b) 15% of the fair |
6. | I hereby agree to be bound by the terms of the Employee Stock Purchase Plan. The effectiveness of this Subscription Agreement is dependent upon my eligibility to participate in the Employee Stock Purchase Plan. |
7. | In the event of my death, I hereby designate the following as my beneficiary(ies) to receive all payments and shares due me under the Employee Stock Purchase Plan: |
1. | I have reviewed this quarterly report on Form 10-Q of QuickLogic Corporation; |
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 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: | May 11, 2017 | |
/s/ Brian C. Faith | ||
Brain C. Faith | ||
President and Chief Executive Officer |
1. | I have reviewed this quarterly report on Form 10-Q of QuickLogic Corporation; |
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 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: | May 11, 2017 | |
/s/ Suping (Sue) Cheung | ||
Suping (Sue) Cheung | ||
Chief Financial Officer |
• | the Quarterly Report on Form 10-Q of the Company for the quarter ended April 2, 2017 (the "Report"), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
• | the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented therein. |
Date: | May 11, 2017 | By: | /s/ Brian C. Faith |
Name: | Brian C. Faith | ||
Title: | President and Chief Executive Officer |
• | the Quarterly Report on Form 10-Q of the Company for the quarter ended April 2, 2017 (the "Report"), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
• | the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented therein. |
Date: | May 11, 2017 | By: | /s/ Suping (Sue) Cheung |
Name: | Suping (Sue) Cheung | ||
Title: | Chief Financial Officer |
Document and Entity Information - shares |
3 Months Ended | |
---|---|---|
Apr. 02, 2017 |
May 05, 2017 |
|
Document and Entity Information [Abstract] | ||
Entity Registrant Name | QUICKLOGIC CORPORATION | |
Entity Central Index Key | 0000882508 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Apr. 02, 2017 | |
Document Fiscal Year Focus | 2017 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 79,561,420 |
CONDENSED UNAUDITED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands |
Apr. 02, 2017 |
Jan. 01, 2017 |
---|---|---|
Current Assets: | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
Stockholders' Equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 79,561,000 | 68,134,000 |
Common stock, shares outstanding | 79,561,000 | 68,134,000 |
CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 02, 2017 |
Apr. 03, 2016 |
|
Income Statement [Abstract] | ||
Revenue | $ 3,170 | $ 2,950 |
Cost of revenue | 1,797 | 1,794 |
Gross profit | 1,373 | 1,156 |
Operating expenses: | ||
Research and development | 2,427 | 3,447 |
Selling, general and administrative | 2,414 | 2,693 |
Total operating expenses | 4,841 | 6,140 |
Loss from operations | (3,468) | (4,984) |
Interest expense | (61) | (38) |
Interest income and other (expense), net | 0 | (7) |
Loss before income taxes | (3,529) | (5,029) |
Provision for income taxes | 36 | 64 |
Net loss | $ (3,565) | $ (5,093) |
Net loss per share: | ||
Basic (in dollars per share) | $ (0.05) | $ (0.09) |
Diluted (in dollars per share) | $ (0.05) | $ (0.09) |
Weighted average shares: | ||
Basic (in shares) | 68,794 | 58,371 |
Diluted (in shares) | 68,794 | 58,371 |
The Company and Basis of Presentation |
3 Months Ended |
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Apr. 02, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company and Basis of Presentation | The Company and Basis of Presentation QuickLogic Corporation ("QuickLogic" or "the Company") was founded in 1988 and reincorporated in Delaware in 1999. The Company enables Original Equipment Manufacturers, or OEMs to maximize battery life for highly differentiated, immersive user experiences with Smartphone, Wearable, Tablet and Internet-of-Things, or IoT devices. QuickLogic delivers these benefits through industry leading ultra-low power customer programmable System on Chip, or SoC semiconductor solutions, embedded software, and eFPGA IP licensing solutions for always-on voice and sensor processing, and enhanced visual experiences. The Company is a fabless semiconductor provider of comprehensive, flexible sensor processing solutions, ultra-low power display bridges, and ultra-low power Field Programmable Gate Arrays, or FPGAs. The accompanying interim condensed consolidated financial statements are unaudited. In the opinion of management, these statements have been prepared in accordance with United States generally accepted accounting principles, or U.S. GAAP, and include all adjustments, consisting only of normal recurring adjustments, necessary to provide a fair statement of results for the interim periods presented. The Company recommends that these interim condensed consolidated financial statements be read in conjunction with the Company's Form 10-K for the year ended January 1, 2017, which was filed with the Securities and Exchange Commission or SEC on March 9, 2017. Operating results for the three months ended April 2, 2017 are not necessarily indicative of the results that may be expected for the full year. QuickLogic's fiscal year ends on the Sunday closest to December 31 and the fiscal quarters each end on the Sunday closest to the end of each calendar quarter. QuickLogic's first fiscal quarters for 2017 and for 2016 ended on Sunday, April 2, 2017 and April 3, 2016, respectively. Liquidity The Company has financed its operations and capital investments through sales of common stock, capital and operating leases, and bank lines of credit. As of April 2, 2017, the Company's principal sources of liquidity consisted of cash and cash equivalents of $26.7 million and $6.0 million available credit at Company's election under its revolving line of credit with Silicon Valley Bank, which expires on September 25, 2017. The Company has drawn down $6.0 million currently available credit under its revolving line of credit. On September 25, 2015, the Company entered into a Second Amendment to the Third Amended and Restated Loan and Security Agreement with Silicon Valley Bank to extend the line of credit for two years through September 25, 2017. This amendment modifies some of the financial covenants. This line of credit provides for committed loan advances of up to $6.0 million, subject to increases at the Company's election of up to $12.0 million. On February 10, 2016, the Company entered into a Third Amendment to the Third and Restated Loan and Security Agreement to further modify the covenants. See Note 5 for a description of the modified covenants. The Company is in compliance with all loan covenants as of the end of the current reporting period. On March 28, 2017, the Company issued 11.3 million shares of common stock at a price of $1.50 per share, $0.001 par value. The Company received net proceeds of approximately $15.8 million, after deducting underwriting commissions and other offering related expenses. The Company expects to use the net proceeds for working capital, to accelerate the development of next generation products and for general corporate purposes. The Company may also use a portion of the net proceeds to acquire and/or license technologies and acquire and/or invest in businesses when the opportunity arises; however, the Company currently has no commitments or agreements and are not involved in any negotiations with respect to any such transactions. The shares were offered pursuant to a shelf registration statement filed on December 9, 2016 with the Securities and Exchange Commission, or SEC, as amended on March 15, 2017, which was declared effective by the SEC on March 16, 2017, and as supplemented by a prospectus supplement dated March 23, 2017, which were filed with the SEC pursuant to Rule 424(b) under the Securities Act of 1933, as amended. The Company currently uses its cash to fund its capital expenditures and operations. Based on past operating performance and current annual operating plans, the Company believes that its existing cash and cash equivalents, together with available financial resources from the revolving line of credit with Silicon Valley Bank will be sufficient to fund its operations and capital expenditures and provide adequate working capital for the next twelve months from the date the condensed unaudited consolidated financial statements as of and for the three-month period ended April 2, 2017 are available to be issued. The Company's liquidity is affected by many factors including, among others: the level of revenue and gross profit as a result of the cyclicality of the semiconductor industry; the conversion of design opportunities into revenue; market acceptance of existing and new products including solutions based on its Sensor Processing solution platforms; fluctuations in revenue as a result of product end-of-life; fluctuations in revenue as a result of the stage in the product life cycle of its customers' products; costs of securing access to and availability of adequate manufacturing capacity; levels of inventories; wafer purchase commitments; customer credit terms; the amount and timing of research and development expenditures; the timing of new product introductions; production volumes; product quality; sales and marketing efforts; the value and liquidity of its investment portfolio; changes in operating assets and liabilities; the ability to obtain or renew debt financing and to remain in compliance with the terms of existing credit facilities; the ability to raise funds from the sale of equity in the Company; the issuance and exercise of stock options and participation in the Company's employee stock purchase plan; and other factors related to the uncertainties of the industry and global economics. Over the longer term, the Company anticipates that the generation of sales from its new product offerings, existing cash and cash equivalents, together with financial resources from its revolving line of credit with Silicon Valley Bank, assuming renewal of the line of credit or the Company entering into a new debt agreement with an alternative lender prior to the expiration of this existing revolving line of credit in September 2017, and its ability to raise additional capital in the public capital markets will be sufficient to satisfy its operations and capital expenditures. However, the Company cannot provide any assurance that it will be able to raise additional capital, if required, or that such capital will be available on terms acceptable to the Company. The inability of the Company to generate sufficient sales from its new product offerings and/or raise additional capital if needed could have a material adverse effect on the Company’s operations and financial condition, including its ability to maintain compliance with its lender’s financial covenants. Principles of Consolidation The consolidated financial statements include the accounts of QuickLogic and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. Foreign Currency The functional currency of the Company's non-U.S. operations is the U.S. dollar. Accordingly, all monetary assets and liabilities of these foreign operations are translated into U.S. dollars at current period-end exchange rates and non-monetary assets and related elements of expense are translated using historical exchange rates. Income and expense elements are translated to U.S. dollars using the average exchange rates in effect during the period. Gains and losses from the foreign currency transactions of these subsidiaries are recorded as interest income and other expense, net in the condensed unaudited consolidated statements of operations. Uses of Estimates The preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities and the reported amounts of revenue and expenses during the period. Actual results could differ materially from those estimates, particularly in relation to revenue recognition, the allowance for doubtful accounts, sales returns, valuation of investments, valuation of long-lived assets including mask sets, valuation of inventories including identification of excess quantities, market value and obsolescence, measurement of stock-based compensation awards, accounting for income taxes and estimating accrued liabilities. Concentration of Risk The Company's accounts receivable are denominated in U.S. dollars and are derived primarily from sales to customers located in North America, Asia Pacific, and Europe. The Company performs ongoing credit evaluations of its customers and generally does not require collateral. See Note 11 for information regarding concentrations associated with accounts receivable. For the three months ended April 2, 2017, the Company generated 22% of its total revenue from shipments to Samsung Electronics Co., Ltd. ("Samsung"). See Note 11 for information regarding concentrations associated with customers and distributors. |
Significant Accounting Policies |
3 Months Ended |
---|---|
Apr. 02, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | New Accounting Pronouncements Recently adopted accounting pronouncements: In July 2015, the Financial Accounting Standards Board or FASB issued Accounting Standards Update or ASU 2015-11, Inventory (Topic 330): Simplifying the measurement of Inventory, which amends the accounting guidance on the valuation of inventory. The guidance requires an entity to measure in scope inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The amendment applies to inventory valued at first-in, first-out or average cost. This guidance is effective for reporting periods beginning after December 15, 2016, including interim periods within those fiscal years. The Company adopted this guidance prospectively with no material effect on the consolidated financial statements. Recently issued accounting pronouncements not yet adopted: In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), 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 GAAP. In July 2015, the FASB approved a one-year delay in the effective date by issuing ASU 2015-09, Revenue from Contracts with customers. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. The Company is currently evaluating the impact of the adoption of ASU 2014-09 on its consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases. The new standard establishes a right-of-use ("ROU") model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is currently evaluating the impact of our pending adoption of the new standard on the consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-08, Revenue from contracts with customers (Topic 606): Principal versus Agent Considerations Reporting Revenue Gross versus Net. The amendments are intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations by amending certain existing illustrative examples and adding additional illustrative examples to assist in the application of the guidance. The effective date and transition of these amendments is the same as the effective date and transition of ASU 2014-09. Public entities should apply the amendments in ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein (i.e., January 1, 2018, for a calendar year entity). Private entities must apply the amendments one year later. The Company is currently evaluating the impact of our pending adoption of the new standard on the consolidated financial statements. In May 2016, the FASB issued ASU No. 2016-12, Revenue from contracts with customers (Topic 606): Narrow Scope Improvements and Practical Expedients. This update among other things: (1) clarify the object of the collectability criterion for applying paragraph 606-10-25-7; (2) permit an entity to exclude amounts collected from customers for all sales (and other similar) taxes from transaction price; (3) specify that the measurement date for noncash consideration is contract inception; (4) provide a practical expedient that permits an entity to reflect the aggregate effect of all modifications that occur before the beginning of the earliest period presented when identifying the satisfied and unsatisfied performance obligations, determining the transaction price, and allocating the transaction price to the satisfied and unsatisfied performance obligations; (5) clarify that a completed contract for purposes of transition is a contract for which all (or substantially all) of the revenue was recognized under legacy GAAP before the date of initial application, and (6) clarify that an entity that retrospectively applies the guidance in Topic 606 to each prior period reporting is not required to disclose the effect of the accounting change for the period of adoption. This amendment is effective for public entities for annual reports beginning after December 15, 2017, including interim periods therein. For nonpublic entities one year later. The Company is currently evaluating the impact of our pending adoption of the new standard on the consolidated financial statements. In August 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This update clarifies how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This ASU is effective for public business entities for fiscal years beginning after December 15, 2017, and for interim periods therein with early adoption permitted and must be applied retrospectively to all periods presented. The Company is currently evaluating the impact of our pending adoption of the new standard on the consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity transfers of assets other than inventory. This update removes the requirement under which the income tax consequences of intra-entity transfers are deferred until the assets are ultimately sold to an outside party, except for transfers of inventory. The tax consequences of such transfers would be recognized in tax expense when the transfers occur. The standard is effective for annual reporting periods beginning after December 15, 2017, and interim periods within those annual periods. Early adoption is permitted. The Company is currently evaluating the impact of adopting this guidance on the consolidated financial statements. Other new accounting pronouncements are disclosed on the Annual Report on Form 10-K for the fiscal year ended January 1, 2017 filed with the SEC on March 9, 2017. |
Net Loss Per Share |
3 Months Ended |
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Apr. 02, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Basic loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per share was computed using the weighted average number of common shares outstanding during the period plus potentially dilutive common shares outstanding during the period under the treasury stock method. In computing diluted net loss per share, the weighted average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options and warrants. The following shares were not included in the calculation of diluted net loss per share for the three months ended April 2, 2017 and April 3, 2016: (i) 7.3 million and 7.5 million of common shares associated with equity awards outstanding and the estimated number of shares to be purchased under the current offering period of the 2009 Employee Stock Purchase Plan, respectively, and (ii) warrants to purchase up to 2.3 million shares of common stock as of April 2, 2017 and April 3, 2016, respectively. These shares were not included as they were considered anti-dilutive due to the net loss the Company experienced during these periods. |
Balance Sheet Components |
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Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Balance Sheet Components | Balance Sheet Components The following provides details relating to certain balance sheet accounts as of April 2, 2017, and January 1, 2017:
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Financing Obligations |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Financing Obligations | Financing Obligations The following provides details relating to the Company’s financing obligations as of April 2, 2017 and January 1, 2017:
Revolving Line of Credit On September 25, 2015, the Company entered into the Second Amendment to the Third Amended and Restated Loan and Security Agreement dated September 25, 2015 ("the Loan Agreement") with Silicon Valley Bank (the "Bank"). The terms of the Loan Agreement include a $6.0 million revolving line of credit available through September 25, 2017, subject to increases at the Company's election of up to $12 million. Upon each advance, the Company can elect a Prime Rate advance, which is the prime rate plus the prime rate margin, or a LIBOR advance, which is LIBOR rate plus the LIBOR rate margin. As of the first quarter ended April 2, 2017, the Company had $6.0 million of revolving debt outstanding with an interest rate of 3.94%. On February 10, 2016, the Company entered into a Third Amendment to the Third Amended and Restated Loan and Security Agreement with the Bank to amend certain covenants contained in the Loan Agreement. As amended, the Company is required to maintain, beginning in the quarter ending March 31, 2016, (i) a tangible net worth of at least $12.0 million, plus (a) 50% of the proceeds from any equity issuance, plus (b) 50% of the proceeds from any investments, tested as of the last day of each month; (ii) unrestricted cash or cash equivalents at the Bank or Bank's affiliates at all times in an amount of at least $6.0 million; and (iii) a ratio of quick assets to the results of (i) current liabilities minus (ii) the current portion of deferred revenue plus (iii) the long-term portion of the obligations of at least 2.00 to 1.00, tested as of the last day of each month. Beginning with the second fiscal quarter of 2016, the tangible net worth requirement, is reduced as follows: For the quarter ending June 30, 2016, at least $10.0 million; for the quarter ending September 30, 2016, at least $8.0 million; for the quarter ending December 31, 2016, at least $6.0 million; for the quarter ending March 31, 2017, at least $4.0 million; for the quarter ending June 30, 2017, at least $8.0 million. Beginning with the third fiscal quarter of 2016, the Company is required to maintain a ratio of quick assets to the results of (i) current liabilities minus (ii) the current portion of deferred revenue plus (iii) the long-term portion of the obligations of at least 1.50 to 1.00 in the fiscal quarters ended September 30, 2016 and December 31, 2016 and of at least 1.25 to 1.00 in the fiscal quarters ended March 31, 2017 and June 30, 2017. The Bank has a first priority security interest in substantially all of the Company's tangible and intangible assets to secure any outstanding amounts under the Loan Agreement. Capital Leases In February 2017, the Company leased design software under a three-year capital lease at an imputed interest rate of 5.57% per annum. Terms of the agreement require the Company to make annual payments of approximately $44,300 through February 15, 2019, for a total of $132,800. As of April 2, 2017, $82,000 was outstanding under the capital lease, $40,000 of which was classified as a current liability. In December 2015, the Company leased design software under a two-year capital lease at an imputed interest rate of 4.88% per annum. Terms of the agreement require the Company to make quarterly payments of approximately $22,750 through November 2017, for a total of $182,000. As of April 2, 2017, $67,000 was outstanding under the capital lease, all of which was classified as a current liability. In July 2015, the Company leased design software under a three-year capital lease at an imputed interest rate of 4.91% per annum. Terms of the agreement require the Company to make annual payments of approximately $67,300 through July 2017, for a total of $202,000. As of April 2, 2017, $64,000 was outstanding under the capital lease, all of which was classified as a current liability. In July 2014, the Company leased design software under a 41-month capital lease at an imputed interest rate of 3.15% per annum. Terms of the agreement require the Company to make payments of principal and interest of $42,000 in August 2014, $16,000 in December 2014, $58,000 in January 2016 and $58,000 in January 2017. The total payments for the lease was $174,000. The lease was fully paid off in January 2017. In May 2014, the Company leased design software under a three-year capital lease at an imputed interest rate of 4.8% per annum. Terms of the agreement require the Company to make annual payments of approximately $84,000 through April 2016, for a total of $252,000. As of April 2, 2017, there was no balance outstanding. |
Fair Value Measurements |
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Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Measurements | Fair Value Measurements The following table presents the Company's financial assets that are measured at fair value on a recurring basis as of April 2, 2017 and January 1, 2017, consistent with the fair value hierarchy provisions of the authoritative guidance (in thousands):
_________________ (1) Money market funds are presented as a part of cash and cash equivalents on the accompanying consolidated balance sheets as of April 2, 2017 and January 1, 2017. |
Stockholders' Equity |
3 Months Ended |
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Apr. 02, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Common Stock and Preferred Stock As of April 2, 2017, the Company is authorized to issue 100 million shares of common stock and has 10 million shares of authorized but unissued shares of preferred stock. Without any further vote or action by the Company's stockholders, the Board of Directors has the authority to determine the powers, preferences, rights, qualifications, limitations or restrictions granted to or imposed upon any wholly unissued shares of undesignated preferred stock. On April 26, 2017, the Company filed an Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to increase the number of authorized shares of common stock from one hundred million (100,000,000) to two hundred million (200,000,000). The proposal for the amendment was approved by the Company’s stockholders at its 2017 Annual Meeting of Stockholders held on April 26, 2017. Issuance of Common Stock and Warrants On December 6, 2016, the Company filed a shelf registration statement on Form S-3 as amended on March 15, 2017, under which the Company may, from time to time, sell securities in one or more offerings up to a total dollar amount of $40.0 million. The Company's shelf registration statement was declared effective on March 16, 2017. Under the above shelf registration, in March 2017, the Company issued an aggregate of 11.3 million shares of common stock, $0.001 par value, in an underwritten public offering at a price of $1.50 per share. The Company received net proceeds from this offering of approximately $15.8 million, net of underwriter's commission and other offering expenses. In March 2016, the Company issued an aggregate of 10.0 million shares of common stock, $0.001 par value, in an underwritten public offering at a price of $1.00 per share under the shelf registration that was effective on August 30, 2013 and expired on August 30, 2016. The Company received net proceeds from the offering of approximately $8.8 million, net of underwriter's commission and other offering expenses. As of April 2, 2017, 2.3 million warrants were outstanding. The 2.3 million warrants with a strike price of $2.98 were issued in conjunction with a June 2012 financing. These warrants will expire in June 2017 and can only be exercised on a cashless basis. |
Employee Stock Plans |
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Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Employee Stock Plans | Employee Stock Plans 2009 Stock Plan The 2009 Stock Plan, or 2009 Plan, was amended and restated by the Board of Directors in January 2015 and approved by the Company's stockholders on April 23, 2015 to, among other things, reserve an additional 2.5 million shares of common stock for issuance under the 2009 Plan. As of April 2, 2017, approximately 10.2 million shares were reserved for issuance under the 2009 Plan. On April 26, 2017, Company's stockholders among other things, approved to reserve an additional 1.5 million shares of common stock for issuance under the 2009 Plan. Equity awards granted under the 2009 Plan have a term of up to ten years. Options typically vest at a rate of 25% one year after the vesting commencement date, and one forty-eighth for each month of service thereafter. RSUs typically vest at a rate of 25% one year after the vesting commencement date, and one eighth every six months thereafter. The Company may implement different vesting schedules in the future with respect to any new equity awards. Employee Stock Purchase Plan The 2009 Employee Stock Purchase Plan, or 2009 ESPP, was adopted in March 2009. In January 2015, the 2009 ESPP was amended by the Board of Directors and approved by the Company's stockholders on April 23, 2015 to reserve an additional 1.0 million shares of common stock for issuance under the 2009 ESPP. As of April 2, 2017, approximately 3.3 million shares were reserved for issuance under the 2009 ESPP Plan. On April 26, 2017, Company's stockholders among other things, approved to reserve an additional 1.5 million shares of common stock for issuance under the 2009 ESPP Plan. The 2009 ESPP provides for six month offering periods. Participants purchase shares through payroll deductions of up to 20% of an employee's total compensation (maximum of 20,000 shares per offering period). The 2009 ESPP permits the Board of Directors to determine, prior to each offering period, whether participants purchase shares at: (i) 85% of the fair market value of the common stock at the end of the offering period; or (ii) 85% of the lower of the fair market value of the common stock at the beginning or the end of an offering period. The Board of Directors has determined that, until further notice, future offering periods will be made at 85% of the lower of the fair market value of the common stock at the beginning or the end of an offering period. Stock-Based Compensation The stock-based compensation expense included in the Company's consolidated financial statements for the three months ended April 2, 2017 and April 3, 2016 was as follows (in thousands):
No stock-based compensation was capitalized during any period presented above. No stock options were granted in the first quarter of 2017 and 2016. As of April 2, 2017 and April 3, 2016, the fair value of unvested stock options, net of expected forfeitures, was approximately $413,000 and $656,000, respectively. This unrecognized stock-based compensation expense is expected to be recorded over a weighted average period of 2.91 years. Stock-Based Compensation Award Activity The following table summarizes the activity in the shares available for grant under the 2009 Plan during the three months ended April 2, 2017:
Stock Options The following table summarizes stock options outstanding and stock option activity under the 2009 Plan, and the related weighted average exercise price, for the first three months of 2017:
The aggregate intrinsic value in the table above represents the total pretax intrinsic value, based on the Company's closing stock price of $1.78 as of the end of the Company's current reporting period, which would have been received by the option holders had all option holders exercised their options as of that date. The total intrinsic value of options exercised during the first three months of 2017 and 2016 was $27,000 and $0, respectively. Total cash received from employees as a result of employee stock option exercises during the first three months of 2017 and 2016 was approximately $70,000 and $0 respectively. The Company settles employee stock option exercises with newly issued common shares. In connection with these exercises, there was no tax benefit realized by the Company due to the Company's current loss position. Total stock-based compensation related to stock options was $62,000 for the three months ended April 2, 2017. Restricted Stock Units and Performance-based Restricted Stock Units The Company began issuing RSUs and PRSUs in the third quarter of 2007. RSUs entitle the holder to receive, at no cost, one common share for each RSU as it vests. In general, the Company's policy is to withhold shares in settlement of employee tax withholding obligations upon the vesting of RSUs. The stock-based compensation related to RSUs and PRSUs was $156,000 and $0 for the three months ended April 2, 2017, respectively. As of April 2, 2017 and April, 3, 2016, there was $1.0 million and $1.7 million, respectively, in unrecognized compensation expense related to RSUs and PRSUs. A summary of activity for the Company's RSUs and PRSUs for the three months ended April 2, 2017 and information regarding RSUs and PRSUs outstanding and expected to vest as of April 2, 2017 is as follows:
Employee Stock Purchase Plan The weighted average estimated fair value, as defined by the amended authoritative guidance, of rights issued pursuant to the Company's 2009 ESPP during the first quarters of 2017 and 2016 was $0.23 and $0.38 per right, respectively. As of April 2, 2017, 687,000 shares remained available for issuance under the 2009 ESPP. For the three months ended April 2, 2017, the Company recorded stock-based compensation expense related to the 2009 ESPP of $67,000. The fair value of rights issued pursuant to the Company's 2009 ESPP was estimated on the commencement date of each offering period using the following weighted average assumptions:
As of April 2, 2017, the unrecognized stock-based compensation expense relating to the Company's 2009 ESPP was $31,000 and is expected to be recognized over a weighted average period of approximately 1.4 months. |
Stock-Based Compensation |
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Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock-Based Compensation | Employee Stock Plans 2009 Stock Plan The 2009 Stock Plan, or 2009 Plan, was amended and restated by the Board of Directors in January 2015 and approved by the Company's stockholders on April 23, 2015 to, among other things, reserve an additional 2.5 million shares of common stock for issuance under the 2009 Plan. As of April 2, 2017, approximately 10.2 million shares were reserved for issuance under the 2009 Plan. On April 26, 2017, Company's stockholders among other things, approved to reserve an additional 1.5 million shares of common stock for issuance under the 2009 Plan. Equity awards granted under the 2009 Plan have a term of up to ten years. Options typically vest at a rate of 25% one year after the vesting commencement date, and one forty-eighth for each month of service thereafter. RSUs typically vest at a rate of 25% one year after the vesting commencement date, and one eighth every six months thereafter. The Company may implement different vesting schedules in the future with respect to any new equity awards. Employee Stock Purchase Plan The 2009 Employee Stock Purchase Plan, or 2009 ESPP, was adopted in March 2009. In January 2015, the 2009 ESPP was amended by the Board of Directors and approved by the Company's stockholders on April 23, 2015 to reserve an additional 1.0 million shares of common stock for issuance under the 2009 ESPP. As of April 2, 2017, approximately 3.3 million shares were reserved for issuance under the 2009 ESPP Plan. On April 26, 2017, Company's stockholders among other things, approved to reserve an additional 1.5 million shares of common stock for issuance under the 2009 ESPP Plan. The 2009 ESPP provides for six month offering periods. Participants purchase shares through payroll deductions of up to 20% of an employee's total compensation (maximum of 20,000 shares per offering period). The 2009 ESPP permits the Board of Directors to determine, prior to each offering period, whether participants purchase shares at: (i) 85% of the fair market value of the common stock at the end of the offering period; or (ii) 85% of the lower of the fair market value of the common stock at the beginning or the end of an offering period. The Board of Directors has determined that, until further notice, future offering periods will be made at 85% of the lower of the fair market value of the common stock at the beginning or the end of an offering period. Stock-Based Compensation The stock-based compensation expense included in the Company's consolidated financial statements for the three months ended April 2, 2017 and April 3, 2016 was as follows (in thousands):
No stock-based compensation was capitalized during any period presented above. No stock options were granted in the first quarter of 2017 and 2016. As of April 2, 2017 and April 3, 2016, the fair value of unvested stock options, net of expected forfeitures, was approximately $413,000 and $656,000, respectively. This unrecognized stock-based compensation expense is expected to be recorded over a weighted average period of 2.91 years. Stock-Based Compensation Award Activity The following table summarizes the activity in the shares available for grant under the 2009 Plan during the three months ended April 2, 2017:
Stock Options The following table summarizes stock options outstanding and stock option activity under the 2009 Plan, and the related weighted average exercise price, for the first three months of 2017:
The aggregate intrinsic value in the table above represents the total pretax intrinsic value, based on the Company's closing stock price of $1.78 as of the end of the Company's current reporting period, which would have been received by the option holders had all option holders exercised their options as of that date. The total intrinsic value of options exercised during the first three months of 2017 and 2016 was $27,000 and $0, respectively. Total cash received from employees as a result of employee stock option exercises during the first three months of 2017 and 2016 was approximately $70,000 and $0 respectively. The Company settles employee stock option exercises with newly issued common shares. In connection with these exercises, there was no tax benefit realized by the Company due to the Company's current loss position. Total stock-based compensation related to stock options was $62,000 for the three months ended April 2, 2017. Restricted Stock Units and Performance-based Restricted Stock Units The Company began issuing RSUs and PRSUs in the third quarter of 2007. RSUs entitle the holder to receive, at no cost, one common share for each RSU as it vests. In general, the Company's policy is to withhold shares in settlement of employee tax withholding obligations upon the vesting of RSUs. The stock-based compensation related to RSUs and PRSUs was $156,000 and $0 for the three months ended April 2, 2017, respectively. As of April 2, 2017 and April, 3, 2016, there was $1.0 million and $1.7 million, respectively, in unrecognized compensation expense related to RSUs and PRSUs. A summary of activity for the Company's RSUs and PRSUs for the three months ended April 2, 2017 and information regarding RSUs and PRSUs outstanding and expected to vest as of April 2, 2017 is as follows:
Employee Stock Purchase Plan The weighted average estimated fair value, as defined by the amended authoritative guidance, of rights issued pursuant to the Company's 2009 ESPP during the first quarters of 2017 and 2016 was $0.23 and $0.38 per right, respectively. As of April 2, 2017, 687,000 shares remained available for issuance under the 2009 ESPP. For the three months ended April 2, 2017, the Company recorded stock-based compensation expense related to the 2009 ESPP of $67,000. The fair value of rights issued pursuant to the Company's 2009 ESPP was estimated on the commencement date of each offering period using the following weighted average assumptions:
As of April 2, 2017, the unrecognized stock-based compensation expense relating to the Company's 2009 ESPP was $31,000 and is expected to be recognized over a weighted average period of approximately 1.4 months. |
Income Taxes |
3 Months Ended |
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Apr. 02, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes In the first quarters of 2017 and 2016, the Company recorded a net income tax expense of $36,000 and $64,000, respectively. The income tax expense for the first quarters of 2017 and 2016 relates to income taxes from the Company's foreign operations. Based on the available objective evidence, management believes it is more likely than not that the Company's US domestic net deferred tax assets will not be fully realizable. Accordingly, the Company has provided a full valuation allowance against the associated deferred tax assets. The Company will continue to assess the realizability of the deferred tax assets in future periods. |
Information Concerning Product Lines, Geographic Information and Revenue Concentration |
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Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Information Concerning Product Lines, Geographic Information and Revenue Concentration | Information Concerning Product Lines, Geographic Information and Revenue Concentration The Company identifies its business segment based on business activities, management responsibility and geographic location. For all periods presented, the Company operated in a single reportable business segment. The following is a breakdown of revenue by product line (in thousands):
_________________ (1) For all periods presented: New products include all products manufactured on 180 nanometer or smaller semiconductor processes. Mature products include all products produced on semiconductor processes larger than 180 nanometers. eFPGA IP license revenue is also included in new product revenue. The following is a breakdown of revenue by shipment destination (in thousands):
___________ (1) Asia Pacific includes revenue from South Korea of $542,000, or 17%, of total revenue and $1.1 million, or 37%, of total revenue for the quarters ended April 2, 2017 and April 3, 2016, respectively. (2) North America includes revenue from the United States of $1.1 million, or 35%, of total revenue and $802,000 or 27%, for the quarters ended April 2, 2017 and April 3, 2016, respectively. The following distributors and customers accounted for 10% or more of the Company's revenue for the periods presented:
The following distributors and customers accounted for 10% or more of the Company's accounts receivable as of the dates presented:
As of April 2, 2017, less than 10% of the Company's long-lived assets, including property and equipment and other assets, were located outside the United States. |
Commitments and Contingencies |
3 Months Ended |
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Apr. 02, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments The Company's manufacturing suppliers require us to forecast wafer starts several months in advance. The Company is required to take delivery of and pay for a portion of forecasted wafer volume. As of April 2, 2017, and January 1, 2017, the Company had $1.5 million and $1.6 million respectively, of outstanding commitments for the purchase of wafer and finished goods inventory. The Company has obligations with certain suppliers for the purchase of other goods and services entered into in the ordinary course of business. As of April 2, 2017, total outstanding purchase obligations for other goods and services were $882,000, all of which are due within the next twelve months, except for $2,000 relating to capital lease maintenance commitment. The Company leases its primary facility under a non-cancelable operating lease that expires at the end of 2018. In addition, the Company rents development facilities in India as well as sales offices in Europe and Asia. Total rent expense for the first quarters of 2017 and 2016 was approximately $211,000 and $198,000, respectively. |
Litigation |
3 Months Ended |
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Apr. 02, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation | Litigation From time to time, the Company may become involved in legal actions arising in the ordinary course of business including, but not limited to, intellectual property infringement and collection matters. Absolute assurance cannot be given that any such third party assertions will be resolved: (i) without costly litigation; (ii) in a manner that is not adverse to the Company's financial position, results of operations or cash flows; or (iii) without requiring royalty or other payments which may adversely impact gross profit. |
The Company and Basis of Presentation (Policies) |
3 Months Ended |
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Apr. 02, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Fiscal period | QuickLogic's fiscal year ends on the Sunday closest to December 31 and the fiscal quarters each end on the Sunday closest to the end of each calendar quarter. QuickLogic's first fiscal quarters for 2017 and for 2016 ended on Sunday, April 2, 2017 and April 3, 2016, respectively. |
Liquidity | Liquidity The Company has financed its operations and capital investments through sales of common stock, capital and operating leases, and bank lines of credit. As of April 2, 2017, the Company's principal sources of liquidity consisted of cash and cash equivalents of $26.7 million and $6.0 million available credit at Company's election under its revolving line of credit with Silicon Valley Bank, which expires on September 25, 2017. The Company has drawn down $6.0 million currently available credit under its revolving line of credit. On September 25, 2015, the Company entered into a Second Amendment to the Third Amended and Restated Loan and Security Agreement with Silicon Valley Bank to extend the line of credit for two years through September 25, 2017. This amendment modifies some of the financial covenants. This line of credit provides for committed loan advances of up to $6.0 million, subject to increases at the Company's election of up to $12.0 million. On February 10, 2016, the Company entered into a Third Amendment to the Third and Restated Loan and Security Agreement to further modify the covenants. See Note 5 for a description of the modified covenants. The Company is in compliance with all loan covenants as of the end of the current reporting period. On March 28, 2017, the Company issued 11.3 million shares of common stock at a price of $1.50 per share, $0.001 par value. The Company received net proceeds of approximately $15.8 million, after deducting underwriting commissions and other offering related expenses. The Company expects to use the net proceeds for working capital, to accelerate the development of next generation products and for general corporate purposes. The Company may also use a portion of the net proceeds to acquire and/or license technologies and acquire and/or invest in businesses when the opportunity arises; however, the Company currently has no commitments or agreements and are not involved in any negotiations with respect to any such transactions. The shares were offered pursuant to a shelf registration statement filed on December 9, 2016 with the Securities and Exchange Commission, or SEC, as amended on March 15, 2017, which was declared effective by the SEC on March 16, 2017, and as supplemented by a prospectus supplement dated March 23, 2017, which were filed with the SEC pursuant to Rule 424(b) under the Securities Act of 1933, as amended. The Company currently uses its cash to fund its capital expenditures and operations. Based on past operating performance and current annual operating plans, the Company believes that its existing cash and cash equivalents, together with available financial resources from the revolving line of credit with Silicon Valley Bank will be sufficient to fund its operations and capital expenditures and provide adequate working capital for the next twelve months from the date the condensed unaudited consolidated financial statements as of and for the three-month period ended April 2, 2017 are available to be issued. The Company's liquidity is affected by many factors including, among others: the level of revenue and gross profit as a result of the cyclicality of the semiconductor industry; the conversion of design opportunities into revenue; market acceptance of existing and new products including solutions based on its Sensor Processing solution platforms; fluctuations in revenue as a result of product end-of-life; fluctuations in revenue as a result of the stage in the product life cycle of its customers' products; costs of securing access to and availability of adequate manufacturing capacity; levels of inventories; wafer purchase commitments; customer credit terms; the amount and timing of research and development expenditures; the timing of new product introductions; production volumes; product quality; sales and marketing efforts; the value and liquidity of its investment portfolio; changes in operating assets and liabilities; the ability to obtain or renew debt financing and to remain in compliance with the terms of existing credit facilities; the ability to raise funds from the sale of equity in the Company; the issuance and exercise of stock options and participation in the Company's employee stock purchase plan; and other factors related to the uncertainties of the industry and global economics. Over the longer term, the Company anticipates that the generation of sales from its new product offerings, existing cash and cash equivalents, together with financial resources from its revolving line of credit with Silicon Valley Bank, assuming renewal of the line of credit or the Company entering into a new debt agreement with an alternative lender prior to the expiration of this existing revolving line of credit in September 2017, and its ability to raise additional capital in the public capital markets will be sufficient to satisfy its operations and capital expenditures. However, the Company cannot provide any assurance that it will be able to raise additional capital, if required, or that such capital will be available on terms acceptable to the Company. The inability of the Company to generate sufficient sales from its new product offerings and/or raise additional capital if needed could have a material adverse effect on the Company’s operations and financial condition, including its ability to maintain compliance with its lender’s financial covenants. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of QuickLogic and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. |
Foreign Currency | Foreign Currency The functional currency of the Company's non-U.S. operations is the U.S. dollar. Accordingly, all monetary assets and liabilities of these foreign operations are translated into U.S. dollars at current period-end exchange rates and non-monetary assets and related elements of expense are translated using historical exchange rates. Income and expense elements are translated to U.S. dollars using the average exchange rates in effect during the period. Gains and losses from the foreign currency transactions of these subsidiaries are recorded as interest income and other expense, net in the condensed unaudited consolidated statements of operations. |
Uses of Estimates | Uses of Estimates The preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities and the reported amounts of revenue and expenses during the period. Actual results could differ materially from those estimates, particularly in relation to revenue recognition, the allowance for doubtful accounts, sales returns, valuation of investments, valuation of long-lived assets including mask sets, valuation of inventories including identification of excess quantities, market value and obsolescence, measurement of stock-based compensation awards, accounting for income taxes and estimating accrued liabilities. |
Concentration of Risk | Concentration of Risk The Company's accounts receivable are denominated in U.S. dollars and are derived primarily from sales to customers located in North America, Asia Pacific, and Europe. The Company performs ongoing credit evaluations of its customers and generally does not require collateral. See Note 11 for information regarding concentrations associated with accounts receivable. |
New Accounting Pronouncements | New Accounting Pronouncements Recently adopted accounting pronouncements: In July 2015, the Financial Accounting Standards Board or FASB issued Accounting Standards Update or ASU 2015-11, Inventory (Topic 330): Simplifying the measurement of Inventory, which amends the accounting guidance on the valuation of inventory. The guidance requires an entity to measure in scope inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The amendment applies to inventory valued at first-in, first-out or average cost. This guidance is effective for reporting periods beginning after December 15, 2016, including interim periods within those fiscal years. The Company adopted this guidance prospectively with no material effect on the consolidated financial statements. Recently issued accounting pronouncements not yet adopted: In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), 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 GAAP. In July 2015, the FASB approved a one-year delay in the effective date by issuing ASU 2015-09, Revenue from Contracts with customers. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. The Company is currently evaluating the impact of the adoption of ASU 2014-09 on its consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases. The new standard establishes a right-of-use ("ROU") model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is currently evaluating the impact of our pending adoption of the new standard on the consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-08, Revenue from contracts with customers (Topic 606): Principal versus Agent Considerations Reporting Revenue Gross versus Net. The amendments are intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations by amending certain existing illustrative examples and adding additional illustrative examples to assist in the application of the guidance. The effective date and transition of these amendments is the same as the effective date and transition of ASU 2014-09. Public entities should apply the amendments in ASU 2014-09 for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein (i.e., January 1, 2018, for a calendar year entity). Private entities must apply the amendments one year later. The Company is currently evaluating the impact of our pending adoption of the new standard on the consolidated financial statements. In May 2016, the FASB issued ASU No. 2016-12, Revenue from contracts with customers (Topic 606): Narrow Scope Improvements and Practical Expedients. This update among other things: (1) clarify the object of the collectability criterion for applying paragraph 606-10-25-7; (2) permit an entity to exclude amounts collected from customers for all sales (and other similar) taxes from transaction price; (3) specify that the measurement date for noncash consideration is contract inception; (4) provide a practical expedient that permits an entity to reflect the aggregate effect of all modifications that occur before the beginning of the earliest period presented when identifying the satisfied and unsatisfied performance obligations, determining the transaction price, and allocating the transaction price to the satisfied and unsatisfied performance obligations; (5) clarify that a completed contract for purposes of transition is a contract for which all (or substantially all) of the revenue was recognized under legacy GAAP before the date of initial application, and (6) clarify that an entity that retrospectively applies the guidance in Topic 606 to each prior period reporting is not required to disclose the effect of the accounting change for the period of adoption. This amendment is effective for public entities for annual reports beginning after December 15, 2017, including interim periods therein. For nonpublic entities one year later. The Company is currently evaluating the impact of our pending adoption of the new standard on the consolidated financial statements. In August 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This update clarifies how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This ASU is effective for public business entities for fiscal years beginning after December 15, 2017, and for interim periods therein with early adoption permitted and must be applied retrospectively to all periods presented. The Company is currently evaluating the impact of our pending adoption of the new standard on the consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity transfers of assets other than inventory. This update removes the requirement under which the income tax consequences of intra-entity transfers are deferred until the assets are ultimately sold to an outside party, except for transfers of inventory. The tax consequences of such transfers would be recognized in tax expense when the transfers occur. The standard is effective for annual reporting periods beginning after December 15, 2017, and interim periods within those annual periods. Early adoption is permitted. The Company is currently evaluating the impact of adopting this guidance on the consolidated financial statements. Other new accounting pronouncements are disclosed on the Annual Report on Form 10-K for the fiscal year ended January 1, 2017 filed with the SEC on March 9, 2017. |
Net Loss per Share | Basic loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per share was computed using the weighted average number of common shares outstanding during the period plus potentially dilutive common shares outstanding during the period under the treasury stock method. In computing diluted net loss per share, the weighted average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options and warrants. |
Revenue Recognition | The Company accounts for its IP license revenues and related services in accordance with FASB ASC No. 985-605, “Software Revenue Recognition.” Revenues are recognized when persuasive evidence of an arrangement exists and no further obligation exists, delivery has occurred, the license fee is fixed or determinable, and collection is reasonably assured. A license may be perpetual or time limited in its application.The Company’s IP license agreement contains multiple elements including post-contract customer support. For multiple element arrangements involving software and other software-related deliverables, vendor-specific objective evidence of fair value (“VSOE”) must exist to allocate the total fee among all delivered and non-essential undelivered elements of the arrangement. If undelivered elements of the arrangement are essential to the functionality of the product, revenue is deferred until the essential elements are delivered. If VSOE does not exist for one or more non-essential undelivered elements, revenue is deferred until such evidence exists for the undelivered elements, or until all elements are delivered, whichever is earlier. VSOE of each element is based on historical evidence of stand-alone sales of these elements to third parties including substantive renewal rate as stated in the agreement. When VSOE does not exist for undelivered items, the entire arrangement fee is recognized ratably over the performance period. As the IP license agreement entered into during the quarter ended April 2, 2017 is the first such revenue agreement, no VSOE exists for any of the elements. Accordingly, the Company is recognizing revenue associated with this contract ratably over the performance period. |
Balance Sheet Components (Tables) |
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Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of supplemental balance sheet disclosures | The following provides details relating to certain balance sheet accounts as of April 2, 2017, and January 1, 2017:
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Financing Obligations (Tables) |
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Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of obligations | The following provides details relating to the Company’s financing obligations as of April 2, 2017 and January 1, 2017:
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Fair Value Measurements (Tables) |
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Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of financial assets measured at fair value on a recurring basis | The following table presents the Company's financial assets that are measured at fair value on a recurring basis as of April 2, 2017 and January 1, 2017, consistent with the fair value hierarchy provisions of the authoritative guidance (in thousands):
_________________ (1) Money market funds are presented as a part of cash and cash equivalents on the accompanying consolidated balance sheets as of April 2, 2017 and January 1, 2017. |
Stock-Based Compensation (Tables) |
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Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of stock based compensation expense | The stock-based compensation expense included in the Company's consolidated financial statements for the three months ended April 2, 2017 and April 3, 2016 was as follows (in thousands):
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Summary of the activity in the shares available for grant under the 2009 plan | The following table summarizes the activity in the shares available for grant under the 2009 Plan during the three months ended April 2, 2017:
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Summary of stock options outstanding and stock option activity under the 1999 plan and the 2009 plan, and the related weighted average exercise price | The following table summarizes stock options outstanding and stock option activity under the 2009 Plan, and the related weighted average exercise price, for the first three months of 2017:
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Summary of activity for RSUs and PRSUs | A summary of activity for the Company's RSUs and PRSUs for the three months ended April 2, 2017 and information regarding RSUs and PRSUs outstanding and expected to vest as of April 2, 2017 is as follows:
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Summary of the fair value of rights issued pursuant to ESPP | The fair value of rights issued pursuant to the Company's 2009 ESPP was estimated on the commencement date of each offering period using the following weighted average assumptions:
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Information Concerning Product Lines, Geographic Information and Revenue Concentration (Tables) |
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Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of revenue by product line | The following is a breakdown of revenue by product line (in thousands):
_________________ (1) For all periods presented: New products include all products manufactured on 180 nanometer or smaller semiconductor processes. Mature products include all products produced on semiconductor processes larger than 180 nanometers. eFPGA IP license revenue is also included in new product revenue. |
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Schedule of revenue by shipment destination | The following is a breakdown of revenue by shipment destination (in thousands):
___________ (1) Asia Pacific includes revenue from South Korea of $542,000, or 17%, of total revenue and $1.1 million, or 37%, of total revenue for the quarters ended April 2, 2017 and April 3, 2016, respectively. (2) North America includes revenue from the United States of $1.1 million, or 35%, of total revenue and $802,000 or 27%, for the quarters ended April 2, 2017 and April 3, 2016, respectively. |
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Summary of distributors and customers accounting for 10% or more of revenue | The following distributors and customers accounted for 10% or more of the Company's revenue for the periods presented:
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Schedule of distributors and customers accounting for 10% or more of accounts receivable | The following distributors and customers accounted for 10% or more of the Company's accounts receivable as of the dates presented:
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The Company and Basis of Presentation - Liquidity (Details) - USD ($) |
1 Months Ended | 3 Months Ended | ||||||
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Mar. 28, 2017 |
Sep. 25, 2015 |
Mar. 31, 2017 |
Mar. 31, 2016 |
Apr. 02, 2017 |
Apr. 03, 2016 |
Jan. 01, 2017 |
Jan. 03, 2016 |
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Liquidity [Line Items] | ||||||||
Cash and cash equivalents | $ 26,674,000 | $ 23,302,000 | $ 14,870,000 | $ 19,136,000 | ||||
Revolving line of credit | $ 6,000,000 | $ 6,000,000 | ||||||
Share price (in dollars per share) | $ 1.50 | $ 1.50 | $ 1.00 | $ 1.78 | ||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Net proceeds | $ 15,800,000 | $ 15,800,000 | $ 8,800,000 | $ 17,069,000 | $ 10,000,000 | |||
Common stock | ||||||||
Liquidity [Line Items] | ||||||||
Shares of common stock issued (in shares) | 11,300,000.0 | 11,333,333 | 10,000,000 | |||||
Revolving line of credit | Silicon Valley Bank | ||||||||
Liquidity [Line Items] | ||||||||
Cash and cash equivalents in available credit | 6,000,000 | |||||||
Revolving line of credit | $ 6,000,000 | |||||||
Extended period of line of credit | 2 years | |||||||
Loan advances | $ 6,000,000 | |||||||
Loan advances subject to increase | $ 12,000,000.0 |
The Company and Basis of Presentation - Concentration of Risk (Details) |
3 Months Ended |
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Oct. 02, 2016 | |
Customer concentration risk | Samsung | Revenue | |
Concentration Risk [Line Items] | |
Percentage of total revenue generated from shipment | 22.00% |
Net Loss Per Share (Details) - shares shares in Millions |
3 Months Ended | |
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Apr. 02, 2017 |
Apr. 03, 2016 |
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2009 Stock Plans | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common shares (in shares) | 7.3 | 7.5 |
Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common shares (in shares) | 2.3 | 2.3 |
Balance Sheet Components (Details) - USD ($) $ in Thousands |
Apr. 02, 2017 |
Jan. 01, 2017 |
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Inventories: | ||
Work-in-process | $ 2,239 | $ 1,538 |
Finished goods | 622 | 479 |
Inventories | 2,861 | 2,017 |
Other current assets: | ||
Prepaid expenses | 836 | 960 |
Other | 141 | 163 |
Other current assets | 977 | 1,123 |
Property and equipment: | ||
Property and equipment, gross | 15,050 | 14,897 |
Accumulated depreciation and amortization | (12,484) | (12,132) |
Property and equipment, net | 2,566 | 2,765 |
Accrued liabilities: | ||
Employee related accruals | 1,632 | 1,222 |
Other | 384 | 358 |
Accrued liabilities | 2,016 | 1,580 |
Equipment | ||
Property and equipment: | ||
Property and equipment, gross | 11,552 | 11,524 |
Software | ||
Property and equipment: | ||
Property and equipment, gross | 2,749 | 2,624 |
Furniture and fixtures | ||
Property and equipment: | ||
Property and equipment, gross | 41 | 41 |
Leasehold improvements | ||
Property and equipment: | ||
Property and equipment, gross | $ 708 | $ 708 |
Financing Obligations - Schedule of Obligations (Details) - USD ($) $ in Thousands |
Apr. 02, 2017 |
Jan. 01, 2017 |
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Debt and capital lease obligations: | ||
Revolving line of credit | $ 6,000 | $ 6,000 |
Capital leases | 213 | 209 |
Debt and capital lease obligations | 6,213 | 6,209 |
Current portion of debt and capital lease obligations | (6,171) | (6,209) |
Long term portion of debt and capital lease obligations | $ 42 | $ 0 |
Stockholders' Equity - Common Stock and Preferred Stock (Details) - shares |
Apr. 26, 2017 |
Apr. 02, 2017 |
Jan. 01, 2017 |
---|---|---|---|
Class of Stock [Line Items] | |||
Common stock authorized to issue (in shares) | 100,000,000 | 100,000,000 | |
Preferred stock, authorized but unissued (in shares) | 10,000,000 | 10,000,000 | |
Subsequent event | |||
Class of Stock [Line Items] | |||
Common stock authorized to issue (in shares) | 200,000,000 |
Stockholders' Equity - Issuance of Common Stock and Warrants (Details) - USD ($) |
1 Months Ended | 3 Months Ended | |||||
---|---|---|---|---|---|---|---|
Mar. 28, 2017 |
Mar. 31, 2017 |
Mar. 31, 2016 |
Apr. 02, 2017 |
Apr. 03, 2016 |
Jan. 01, 2017 |
Dec. 09, 2016 |
|
Class of Stock [Line Items] | |||||||
Shelf registration, maximum offering | $ 40,000,000.0 | ||||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||
Underwritten public offering price (in dollars per share) | $ 1.50 | $ 1.50 | $ 1.00 | $ 1.78 | |||
Net proceeds | $ 15,800,000 | $ 15,800,000 | $ 8,800,000 | $ 17,069,000 | $ 10,000,000 | ||
Warrants outstanding (in shares) | 2,300,000 | ||||||
June 2012 financing | |||||||
Class of Stock [Line Items] | |||||||
Warrants outstanding (in shares) | 2,300,000 | ||||||
Strike price of warrants (in dollars per share) | $ 2.98 | ||||||
Common stock | |||||||
Class of Stock [Line Items] | |||||||
Aggregate shares of common stock issued | 11,300,000.0 | 11,333,333 | 10,000,000 |
Employee Stock Plans - Employee Stock Purchase Plan (Details) - 2009 ESPP - shares |
3 Months Ended | ||
---|---|---|---|
Apr. 26, 2017 |
Apr. 23, 2015 |
Apr. 02, 2017 |
|
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Additional shares of common stock reserved for issuance (in shares) | 1,000,000.0 | ||
Shares reserved for issuance | 3,300,000 | ||
Duration of offering period | 6 months | ||
Percentage of employee's total compensation | 20.00% | ||
Maximum number of shares per offering period (in shares) | 20,000 | ||
Fair market value of common stock (as a percent) | 85.00% | ||
Subsequent event | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Additional shares of common stock reserved for issuance (in shares) | 1,500,000.0 |
Stock-Based Compensation - Schedule of Allocation of Recognized Period Cost (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 02, 2017 |
Apr. 03, 2016 |
|
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total costs and expenses | $ 318 | $ 562 |
Cost of revenue | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total costs and expenses | 33 | 38 |
Research and development | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total costs and expenses | 139 | 291 |
Selling, general and administrative | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total costs and expenses | $ 146 | $ 233 |
Stock-Based Compensation - Schedule of Stock Based Compensation Award Activity (Details) shares in Thousands |
3 Months Ended |
---|---|
Apr. 02, 2017
shares
| |
Shares Available for Grant | |
Options forfeited or expired (in shares) | 80 |
RSUs and PRSUs granted (in shares) | (136) |
RSUs forfeited or expired (in shares) | 101 |
2009 Plan | |
Shares Available for Grant | |
Balance at end of period (in shares) | 10,200 |
2009 Plan | Restricted stock units (RSUs) | |
Shares Available for Grant | |
Balance at beginning of period (in shares) | 2,632 |
Options forfeited or expired (in shares) | 80 |
RSUs and PRSUs granted (in shares) | (136) |
RSUs forfeited or expired (in shares) | 101 |
Balance at end of period (in shares) | 2,677 |
Stock-Based Compensation - Schedule of Restricted Stock and Restricted Stock Units Activity (Details) shares in Thousands |
3 Months Ended |
---|---|
Apr. 02, 2017
$ / shares
shares
| |
Number of Shares | |
Nonvested at beginning of period, (in shares) | shares | 1,370 |
Granted, (in shares) | shares | 136 |
Vested, (in shares) | shares | (52) |
Forfeited, (in shares) | shares | (101) |
Nonvested at end of period, (in shares) | shares | 1,353 |
Weighted Average Grant Date Fair Value | |
Nonvested at beginning of period, (in dollars per share) | $ / shares | $ 1.68 |
Granted, (in dollars per share) | $ / shares | 1.70 |
Vested, (in dollars per share) | $ / shares | 1.72 |
Forfeited, (in dollars per shares) | $ / shares | 0.00 |
Nonvested at end of period, (in dollars per share) | $ / shares | $ 1.68 |
Stock-Based Compensation -Schedule of Employee Stock Purchase Plan (Details) - ESPP |
3 Months Ended | ||
---|---|---|---|
Apr. 02, 2017 |
Oct. 02, 2016 |
Apr. 03, 2016 |
|
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (months) | 6 months | 6 months | |
Risk-free interest rate | 0.57% | 0.31% | |
Volatility | 48.69% | 57.16% | |
Dividend yield | 0.00% | 0.00% |
Income Taxes (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 02, 2017 |
Apr. 03, 2016 |
|
Income Tax Disclosure [Abstract] | ||
Net income tax expense (benefit) | $ 36 | $ 64 |
Information Concerning Product Lines, Geographic Information and Revenue Concentration - Schedule of Revenue by Product Line (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 02, 2017 |
Apr. 03, 2016 |
|
Revenue from External Customer [Line Items] | ||
Total revenue | $ 3,170 | $ 2,950 |
New products | ||
Revenue from External Customer [Line Items] | ||
Total revenue | 1,912 | 1,492 |
Mature products | ||
Revenue from External Customer [Line Items] | ||
Total revenue | $ 1,258 | $ 1,458 |
Information Concerning Product Lines, Geographic Information and Revenue Concentration - Schedule of Revenue by Shipment Destination (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 02, 2017 |
Apr. 03, 2016 |
|
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | $ 3,170 | $ 2,950 |
Asia Pacific (1) | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | 1,733 | 1,727 |
North America (2) | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | 1,133 | 819 |
Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | 304 | 404 |
South Korea | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | $ 542 | $ 1,100 |
Percentage of total revenue | 17.00% | 37.00% |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | $ 1,100 | $ 802 |
Percentage of total revenue | 35.00% | 27.00% |
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands |
3 Months Ended | ||
---|---|---|---|
Apr. 02, 2017 |
Apr. 03, 2016 |
Jan. 01, 2017 |
|
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Capital lease maintenance commitment | $ 2 | ||
Total rent expense, net of sublease income | 211 | $ 198 | |
Wafer and finished goods inventory | |||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Outstanding commitment for purchases | 1,500 | $ 1,600 | |
Other goods and services | |||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Total outstanding purchase obligations | $ 882 |
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