Guarantor and Non-Guarantor Financial Statements (Tables)
|
12 Months Ended |
Mar. 31, 2017 |
|---|
| Condensed Financial Information of Parent Company Only Disclosure [Abstract] |
|
| Condensed Balance Sheet |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidated Balance Sheet |
as of March 31, 2017 |
|
|
|
|
|
|
|
|
|
(dollars in thousands) |
|
Parent |
|
Guarantor Subsidiaries |
|
Non-Guarantor Subsidiaries |
|
Consolidated Total |
ASSETS |
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
Cash |
|
258 |
|
|
5,333 |
|
|
558 |
|
|
6,149 |
|
Restricted cash |
|
156 |
|
|
175 |
|
|
— |
|
|
331 |
|
Accounts receivable, net of allowance of $597 |
|
— |
|
|
15,740 |
|
|
814 |
|
|
16,554 |
|
Deposits |
|
— |
|
|
121 |
|
|
— |
|
|
121 |
|
Prepaid expenses and other current assets |
|
282 |
|
|
226 |
|
|
2 |
|
|
510 |
|
Total current assets |
|
696 |
|
|
21,595 |
|
|
1,374 |
|
|
23,665 |
|
Property and equipment, net |
|
64 |
|
|
2,296 |
|
|
17 |
|
|
2,377 |
|
Deferred tax assets |
|
352 |
|
|
— |
|
|
— |
|
|
352 |
|
Intangible assets, net |
|
— |
|
|
2,647 |
|
|
1,918 |
|
|
4,565 |
|
Goodwill |
|
— |
|
|
70,377 |
|
|
6,244 |
|
|
76,621 |
|
TOTAL ASSETS |
|
1,112 |
|
|
96,915 |
|
|
9,553 |
|
|
107,580 |
|
INTERCOMPANY |
|
|
|
|
|
|
|
|
Intercompany payable/receivable, net |
|
123,800 |
|
|
(107,348 |
) |
|
(16,452 |
) |
|
— |
|
LIABILITIES AND STOCKHOLDERS' EQUITY |
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
Accounts payable |
|
1,023 |
|
|
18,697 |
|
|
148 |
|
|
19,868 |
|
Accrued license fees and revenue share |
|
— |
|
|
8,312 |
|
|
217 |
|
|
8,529 |
|
Accrued compensation |
|
32 |
|
|
1,041 |
|
|
— |
|
|
1,073 |
|
Other current liabilities |
|
794 |
|
|
510 |
|
|
— |
|
|
1,304 |
|
Total current liabilities |
|
1,849 |
|
|
28,560 |
|
|
365 |
|
|
30,774 |
|
Convertible notes, net of debt issuance costs and discounts of $6,315 |
|
9,685 |
|
|
— |
|
|
— |
|
|
9,685 |
|
Convertible note embedded derivative liability |
|
3,218 |
|
|
— |
|
|
— |
|
|
3,218 |
|
Warrant liability |
|
1,076 |
|
|
— |
|
|
— |
|
|
1,076 |
|
Other non-current liabilities |
|
695 |
|
|
87 |
|
|
— |
|
|
782 |
|
Total liabilities |
|
16,523 |
|
|
28,647 |
|
|
365 |
|
|
45,535 |
|
Stockholders' equity |
|
|
|
|
|
|
|
|
Preferred stock |
|
|
|
|
|
|
|
|
Series A convertible preferred stock at $0.0001 par value; 2,000,000 shares authorized, 100,000 issued and outstanding (liquidation preference of $1,000) |
|
100 |
|
|
— |
|
|
— |
|
|
100 |
|
Common stock |
|
|
|
|
|
|
|
|
$0.0001 par value: 200,000,000 shares authorized; 67,329,262 issued and 66,594,806 outstanding at March 31, 2017 |
|
8 |
|
|
— |
|
|
— |
|
|
8 |
|
Additional paid-in capital |
|
299,580 |
|
|
— |
|
|
— |
|
|
299,580 |
|
Treasury stock (754,599 shares at March 31, 2017) |
|
(71 |
) |
|
— |
|
|
— |
|
|
(71 |
) |
Accumulated other comprehensive loss |
|
— |
|
|
(1,704 |
) |
|
1,383 |
|
|
(321 |
) |
Accumulated deficit |
|
(191,228 |
) |
|
(37,376 |
) |
|
(8,647 |
) |
|
(237,251 |
) |
Total stockholders' equity |
|
108,389 |
|
|
(39,080 |
) |
|
(7,264 |
) |
|
62,045 |
|
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY |
|
124,912 |
|
|
(10,433 |
) |
|
(6,899 |
) |
|
107,580 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidated Balance Sheet |
as of March 31, 2016 |
|
|
|
|
|
|
|
|
|
(dollars in thousands) |
|
Parent |
|
Guarantor Subsidiaries |
|
Non-Guarantor Subsidiaries |
|
Consolidated Total |
ASSETS |
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
Cash |
|
6,712 |
|
|
4,466 |
|
|
53 |
|
|
11,231 |
|
Accounts receivable, net of allowance of $464 |
|
24 |
|
|
17,369 |
|
|
126 |
|
|
17,519 |
|
Deposits |
|
— |
|
|
80 |
|
|
133 |
|
|
213 |
|
Prepaid expenses and other current assets |
|
331 |
|
|
239 |
|
|
13 |
|
|
583 |
|
Total current assets |
|
7,067 |
|
|
22,154 |
|
|
325 |
|
|
29,546 |
|
Property and equipment, net |
|
53 |
|
|
1,690 |
|
|
41 |
|
|
1,784 |
|
Cost method investment |
|
— |
|
|
999 |
|
|
— |
|
|
999 |
|
Deferred tax assets |
|
500 |
|
|
— |
|
|
— |
|
|
500 |
|
Intangible assets, net |
|
— |
|
|
8,660 |
|
|
3,830 |
|
|
12,490 |
|
Goodwill |
|
— |
|
|
70,377 |
|
|
6,244 |
|
|
76,621 |
|
TOTAL ASSETS |
|
7,620 |
|
|
103,880 |
|
|
10,440 |
|
|
121,940 |
|
INTERCOMPANY |
|
|
|
|
|
|
|
|
Intercompany payable/receivable, net |
|
111,909 |
|
|
(95,732 |
) |
|
(16,177 |
) |
|
— |
|
LIABILITIES AND STOCKHOLDERS' EQUITY |
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
Accounts payable |
|
1,255 |
|
|
13,997 |
|
|
48 |
|
|
15,300 |
|
Accrued license fees and revenue share |
|
— |
|
|
9,549 |
|
|
73 |
|
|
9,622 |
|
Accrued compensation |
|
455 |
|
|
801 |
|
|
97 |
|
|
1,353 |
|
Short-term debt, net of debt issuance costs and discounts of $568 |
|
— |
|
— |
|
10,432 |
|
|
— |
|
|
10,432 |
|
Other current liabilities |
|
910 |
|
|
1,237 |
|
|
— |
|
|
2,147 |
|
Total current liabilities |
|
2,620 |
|
|
36,016 |
|
|
218 |
|
|
38,854 |
|
Other non-current liabilities |
|
815 |
|
|
— |
|
|
— |
|
|
815 |
|
Total liabilities |
|
3,435 |
|
|
36,016 |
|
|
218 |
|
|
39,669 |
|
Stockholders' equity |
|
|
|
|
|
|
|
|
Preferred stock |
|
|
|
|
|
|
|
|
Series A convertible preferred stock at $0.0001 par value; 2,000,000 shares authorized, 100,000 issued and outstanding (liquidation preference of $1,000) |
|
100 |
|
|
— |
|
|
— |
|
|
100 |
|
Common stock |
|
|
|
|
|
|
|
|
$0.0001 par value: 200,000,000 shares authorized; 67,019,703 issued and 66,284,606 outstanding at March 31, 2016; |
|
8 |
|
|
— |
|
|
— |
|
|
8 |
|
Additional paid-in capital |
|
295,423 |
|
|
— |
|
|
— |
|
|
295,423 |
|
Treasury stock (754,599 shares at March 31, 2016) |
|
(71 |
) |
|
— |
|
|
— |
|
|
(71 |
) |
Accumulated other comprehensive loss |
|
— |
|
|
(1,368 |
) |
|
1,166 |
|
|
(202 |
) |
Accumulated deficit |
|
(179,366 |
) |
|
(26,500 |
) |
|
(7,121 |
) |
|
(212,987 |
) |
Total stockholders' equity |
|
116,094 |
|
|
(27,868 |
) |
|
(5,955 |
) |
|
82,271 |
|
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY |
|
119,529 |
|
|
8,148 |
|
|
(5,737 |
) |
|
121,940 |
|
|
| Condensed Income Statement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Operations and Comprehensive Loss |
For the year ended March 31, 2017 |
|
|
|
|
|
|
|
|
|
|
|
(dollars in thousands) |
|
Parent |
|
Guarantor Subsidiaries |
|
Non-Guarantor Subsidiaries |
|
Elimination |
|
Consolidated Total |
Net revenues |
|
— |
|
|
121,396 |
|
|
1,779 |
|
|
(31,622 |
) |
|
91,553 |
|
Cost of revenues |
|
|
|
|
|
|
|
|
|
|
License fees and revenue share |
|
— |
|
|
101,271 |
|
|
603 |
|
|
(31,622 |
) |
|
70,252 |
|
Other direct cost of revenues |
|
— |
|
|
6,027 |
|
|
1,911 |
|
|
— |
|
|
7,938 |
|
Total cost of revenues |
|
— |
|
|
107,298 |
|
|
2,514 |
|
|
(31,622 |
) |
|
78,190 |
|
Gross profit |
|
— |
|
|
14,098 |
|
|
(735 |
) |
|
— |
|
|
13,363 |
|
Operating expenses |
|
|
|
|
|
|
|
|
|
|
Product development |
|
30 |
|
|
11,923 |
|
|
82 |
|
|
— |
|
|
12,035 |
|
Sales and marketing |
|
452 |
|
|
5,980 |
|
|
105 |
|
|
— |
|
|
6,537 |
|
General and administrative |
|
11,009 |
|
|
5,887 |
|
|
(85 |
) |
|
— |
|
|
16,811 |
|
Total operating expenses |
|
11,491 |
|
|
23,790 |
|
|
102 |
|
|
— |
|
|
35,383 |
|
Loss from operations |
|
(11,491 |
) |
|
(9,692 |
) |
|
(837 |
) |
|
— |
|
|
(22,020 |
) |
Interest and other income / (expense), net |
|
|
|
|
|
|
|
|
|
|
Interest expense, net |
|
(1,329 |
) |
|
(1,299 |
) |
|
— |
|
|
— |
|
|
(2,628 |
) |
Foreign exchange transaction gain / (loss) |
|
— |
|
|
(85 |
) |
|
(3 |
) |
|
— |
|
|
(88 |
) |
Change in fair value of convertible note embedded derivative liability |
|
475 |
|
|
— |
|
|
— |
|
|
— |
|
|
475 |
|
Change in fair value of warrant liability |
|
147 |
|
|
— |
|
|
— |
|
|
— |
|
|
147 |
|
Loss on extinguishment of debt |
|
— |
|
|
(293 |
) |
|
— |
|
|
— |
|
|
(293 |
) |
Other income / (expense) |
|
74 |
|
|
(67 |
) |
|
(8 |
) |
|
— |
|
|
(1 |
) |
Total interest and other income / (expense), net |
|
(633 |
) |
|
(1,744 |
) |
|
(11 |
) |
|
— |
|
|
(2,388 |
) |
Loss from operations before income taxes |
|
(12,124 |
) |
|
(11,436 |
) |
|
(848 |
) |
|
— |
|
|
(24,408 |
) |
Income tax provision |
|
(144 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(144 |
) |
Net loss |
|
(11,980 |
) |
|
(11,436 |
) |
|
(848 |
) |
|
— |
|
|
(24,264 |
) |
Other comprehensive income / (loss) |
|
|
|
|
|
|
|
|
|
|
Foreign currency translation adjustment |
|
— |
|
|
(336 |
) |
|
217 |
|
|
— |
|
|
(119 |
) |
Comprehensive loss |
|
(11,980 |
) |
|
(11,772 |
) |
|
(631 |
) |
|
— |
|
|
(24,383 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Operations and Comprehensive Loss |
For the year ended March 31, 2016 |
|
|
|
|
|
|
|
|
|
|
|
(dollars in thousands) |
|
Parent |
|
Guarantor Subsidiaries |
|
Non-Guarantor Subsidiaries |
|
Elimination |
|
Consolidated Total |
Net revenues |
|
— |
|
|
103,630 |
|
|
216 |
|
|
(17,305 |
) |
|
86,541 |
|
Cost of revenues |
|
|
|
|
|
|
|
|
|
|
License fees and revenue share |
|
— |
|
|
83,386 |
|
|
104 |
|
|
(17,305 |
) |
|
66,185 |
|
Other direct cost of revenues |
|
— |
|
|
9,775 |
|
|
762 |
|
|
— |
|
|
10,537 |
|
Total cost of revenues |
|
— |
|
|
93,161 |
|
|
866 |
|
|
(17,305 |
) |
|
76,722 |
|
Gross profit |
|
— |
|
|
10,469 |
|
|
(650 |
) |
|
— |
|
|
9,819 |
|
Operating expenses |
|
|
|
|
|
|
|
|
|
|
Product development |
|
(582 |
) |
|
11,043 |
|
|
522 |
|
|
— |
|
|
10,983 |
|
Sales and marketing |
|
46 |
|
|
5,876 |
|
|
145 |
|
|
— |
|
|
6,067 |
|
General and administrative |
|
11,457 |
|
|
6,670 |
|
|
578 |
|
|
— |
|
|
18,705 |
|
Total operating expenses |
|
10,921 |
|
|
23,589 |
|
|
1,245 |
|
|
— |
|
|
35,755 |
|
Loss from operations |
|
(10,921 |
) |
|
(13,120 |
) |
|
(1,895 |
) |
|
— |
|
|
(25,936 |
) |
Interest and other income / (expense), net |
|
|
|
|
|
|
|
|
|
|
Interest income / (expense), net |
|
1 |
|
|
(1,722 |
) |
|
(95 |
) |
|
— |
|
|
(1,816 |
) |
Foreign exchange transaction gain / (loss) |
|
(5 |
) |
|
(18 |
) |
|
(6 |
) |
|
— |
|
|
(29 |
) |
Gain / (loss) on disposal of fixed assets |
|
(24 |
) |
|
(47 |
) |
|
34 |
|
|
— |
|
|
(37 |
) |
Other income / (expense) |
|
41 |
|
|
(105 |
) |
|
64 |
|
|
— |
|
|
— |
|
Total interest and other income / (expense), net |
|
13 |
|
|
(1,892 |
) |
|
(3 |
) |
|
— |
|
|
(1,882 |
) |
Loss from operations before income taxes |
|
(10,908 |
) |
|
(15,012 |
) |
|
(1,898 |
) |
|
— |
|
|
(27,818 |
) |
Income tax provision |
|
130 |
|
|
(27 |
) |
|
111 |
|
|
— |
|
|
214 |
|
Net loss |
|
(11,038 |
) |
|
(14,985 |
) |
|
(2,009 |
) |
|
— |
|
|
(28,032 |
) |
Other comprehensive income / (loss) |
|
|
|
|
|
|
|
|
|
|
Foreign currency translation adjustment |
|
|
|
|
(69 |
) |
|
(81 |
) |
|
— |
|
|
(150 |
) |
Comprehensive loss |
|
(11,038 |
) |
|
(15,054 |
) |
|
(2,090 |
) |
|
— |
|
|
(28,182 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Operations and Comprehensive Loss |
For the year ended March 31, 2015 |
|
|
|
|
|
|
|
|
|
(dollars in thousands) |
|
Parent |
|
Guarantor Subsidiaries |
|
Non-Guarantor Subsidiaries |
|
Consolidated Total |
Net revenues |
|
— |
|
|
28,028 |
|
|
224 |
|
|
28,252 |
|
Cost of revenues |
|
|
|
|
|
|
|
|
License fees and revenue share |
|
— |
|
|
20,047 |
|
|
63 |
|
|
20,110 |
|
Other direct cost of revenues |
|
— |
|
|
1,020 |
|
|
990 |
|
|
2,010 |
|
Total cost of revenues |
|
— |
|
|
21,067 |
|
|
1,053 |
|
|
22,120 |
|
Gross profit |
|
— |
|
|
6,961 |
|
|
(829 |
) |
|
6,132 |
|
Operating expenses |
|
|
|
|
|
|
|
|
Product development |
|
232 |
|
|
7,013 |
|
|
660 |
|
|
7,905 |
|
Sales and marketing |
|
32 |
|
|
2,436 |
|
|
465 |
|
|
2,933 |
|
General and administrative |
|
13,683 |
|
|
5,053 |
|
|
295 |
|
|
19,031 |
|
Total operating expenses |
|
13,947 |
|
|
14,502 |
|
|
1,420 |
|
|
29,869 |
|
Loss from operations |
|
(13,947 |
) |
|
(7,541 |
) |
|
(2,249 |
) |
|
(23,737 |
) |
Interest and other income / (expense), net |
|
|
|
|
|
|
|
|
Interest income / (expense), net |
|
(117 |
) |
|
286 |
|
|
(403 |
) |
|
(234 |
) |
Foreign exchange transaction gain / (loss) |
|
4 |
|
|
29 |
|
|
(1 |
) |
|
32 |
|
Loss on settlement of debt |
|
(247 |
) |
|
238 |
|
|
— |
|
|
(9 |
) |
Gain on disposal of fixed assets |
|
— |
|
|
2 |
|
|
— |
|
|
2 |
|
Other income / (expense) |
|
42 |
|
|
(20 |
) |
|
24 |
|
|
46 |
|
Total interest and other income / (expense), net |
|
(318 |
) |
|
535 |
|
|
(380 |
) |
|
(163 |
) |
Loss from operations before income taxes |
|
(14,265 |
) |
|
(7,006 |
) |
|
(2,629 |
) |
|
(23,900 |
) |
Income tax provision |
|
(147 |
) |
|
(774 |
) |
|
1,668 |
|
|
747 |
|
Net loss |
|
(14,118 |
) |
|
(6,232 |
) |
|
(4,297 |
) |
|
(24,647 |
) |
Other comprehensive income / (loss) |
|
|
|
|
|
|
|
|
Foreign currency translation adjustment |
|
— |
|
|
147 |
|
|
— |
|
|
147 |
|
Comprehensive loss |
|
(14,118 |
) |
|
(6,085 |
) |
|
(4,297 |
) |
|
(24,500 |
) |
|
| Condensed Cash Flow Statement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidated Statement of Cash Flows |
For the year ended March 31, 2017 |
|
|
|
|
|
|
|
|
|
(dollars in thousands) |
|
Parent |
|
Guarantor Subsidiaries |
|
Non-Guarantor Subsidiaries |
|
Consolidated Total |
Cash flows from operating activities |
|
|
|
|
|
|
|
|
Net loss |
|
(11,980 |
) |
|
(11,436 |
) |
|
(848 |
) |
|
(24,264 |
) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
14 |
|
|
6,227 |
|
|
1,929 |
|
|
8,170 |
|
Change in allowance for doubtful accounts |
|
— |
|
|
68 |
|
|
65 |
|
|
133 |
|
Amortization of debt discount |
|
1,256 |
|
|
— |
|
|
— |
|
|
1,256 |
|
Amortization of debt issuance costs |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Accrued interest |
|
133 |
|
|
(97 |
) |
|
— |
|
|
36 |
|
Stock-based compensation |
|
3,748 |
|
|
— |
|
|
— |
|
|
3,748 |
|
Stock-based compensation for services rendered |
|
398 |
|
|
— |
|
|
— |
|
|
398 |
|
Impairment of intangible assets |
|
— |
|
|
— |
|
|
757 |
|
|
757 |
|
Change in fair value of convertible note embedded derivative liability |
|
(475 |
) |
|
— |
|
|
— |
|
|
(475 |
) |
Change in fair value of warrant liability |
|
(147 |
) |
|
— |
|
|
— |
|
|
(147 |
) |
Loss on extinguishment of debt |
|
— |
|
|
293 |
|
|
— |
|
|
293 |
|
(Increase) / decrease in assets: |
|
|
|
|
|
|
|
|
Restricted cash transferred to / (from) operating cash |
|
(156 |
) |
|
(177 |
) |
|
2 |
|
|
(331 |
) |
Accounts receivable |
|
25 |
|
|
1,533 |
|
|
(725 |
) |
|
833 |
|
Deposits |
|
— |
|
|
12 |
|
|
80 |
|
|
92 |
|
Deferred tax assets |
|
148 |
|
|
— |
|
|
— |
|
|
148 |
|
Prepaid expenses and other current assets |
|
(80 |
) |
|
142 |
|
|
11 |
|
|
73 |
|
Increase / (decrease) in liabilities: |
|
|
|
|
|
|
|
|
Accounts payable |
|
(233 |
) |
|
4,701 |
|
|
100 |
|
|
4,568 |
|
Accrued license fees and revenue share |
|
— |
|
|
(1,236 |
) |
|
143 |
|
|
(1,093 |
) |
Accrued compensation |
|
575 |
|
|
(759 |
) |
|
(96 |
) |
|
(280 |
) |
Other current liabilities |
|
(1,091 |
) |
|
714 |
|
|
(502 |
) |
|
(879 |
) |
Other non-current liabilities |
|
(31 |
) |
|
— |
|
|
— |
|
|
(31 |
) |
Intercompany movement of cash |
|
(15,161 |
) |
|
15,789 |
|
|
(628 |
) |
|
— |
|
Net cash used in operating activities |
|
(23,057 |
) |
|
15,774 |
|
|
288 |
|
|
(6,995 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
|
|
Capital expenditures |
|
— |
|
|
(1,595 |
) |
|
— |
|
|
(1,595 |
) |
Proceeds from sale of cost method investment in Sift |
|
999 |
|
|
— |
|
|
— |
|
|
999 |
|
Net cash used in investing activities |
|
999 |
|
|
(1,595 |
) |
|
— |
|
|
(596 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
|
Cash received from issuance of convertible notes |
|
16,000 |
|
|
— |
|
|
— |
|
|
16,000 |
|
Repayment of debt obligations |
|
— |
|
|
(11,000 |
) |
|
— |
|
|
(11,000 |
) |
Payment of debt issuance costs |
|
(407 |
) |
|
(1,976 |
) |
|
— |
|
|
(2,383 |
) |
Options exercised |
|
11 |
|
|
— |
|
|
— |
|
|
11 |
|
Net cash provided in financing activities |
|
15,604 |
|
|
(12,976 |
) |
|
— |
|
|
2,628 |
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash |
|
— |
|
|
(336 |
) |
|
217 |
|
|
(119 |
) |
|
|
|
|
|
|
|
|
|
Net change in cash |
|
(6,454 |
) |
|
867 |
|
|
505 |
|
|
(5,082 |
) |
|
|
|
|
|
|
|
|
|
Cash, beginning of period |
|
6,712 |
|
|
4,466 |
|
|
53 |
|
|
11,231 |
|
|
|
|
|
|
|
|
|
|
Cash, end of period |
|
258 |
|
|
5,333 |
|
|
558 |
|
|
6,149 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidated Statement of Cash Flows |
For the year ended March 31, 2016 |
|
|
|
|
|
|
|
|
|
(dollars in thousands) |
|
Parent |
|
Guarantor Subsidiaries |
|
Non-Guarantor Subsidiaries |
|
Consolidated Total |
Cash flows from operating activities |
|
|
|
|
|
|
|
|
Net loss |
|
(11,038 |
) |
|
(14,985 |
) |
|
(2,009 |
) |
|
(28,032 |
) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
9 |
|
|
10,203 |
|
|
762 |
|
|
10,974 |
|
Change in allowance for doubtful accounts |
|
— |
|
|
(234 |
) |
|
— |
|
|
(234 |
) |
Amortization of debt discount |
|
470 |
|
|
— |
|
|
— |
|
|
470 |
|
Accrued interest |
|
— |
|
|
12 |
|
|
— |
|
|
12 |
|
Stock-based compensation |
|
5,095 |
|
|
— |
|
|
— |
|
|
5,095 |
|
Stock-based compensation for services rendered |
|
867 |
|
|
— |
|
|
— |
|
|
867 |
|
Stock issued as settlement of a liability |
|
283 |
|
|
— |
|
|
— |
|
|
283 |
|
(Increase) / decrease in assets: |
|
|
|
|
|
|
|
|
Restricted cash transferred to / (from) operating cash |
|
200 |
|
|
— |
|
|
— |
|
|
200 |
|
Accounts receivable |
|
(24 |
) |
|
(5,044 |
) |
|
(43 |
) |
|
(5,111 |
) |
Deposits |
|
9 |
|
|
5 |
|
|
(118 |
) |
|
(104 |
) |
Deferred tax assets |
|
(418 |
) |
|
— |
|
|
— |
|
|
(418 |
) |
Deferred financing costs |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Prepaid expenses and other current assets |
|
(171 |
) |
|
188 |
|
|
40 |
|
|
57 |
|
Increase / (decrease) in liabilities: |
|
|
|
|
|
|
|
|
Accounts payable |
|
(797 |
) |
|
11,789 |
|
|
(3,684 |
) |
|
7,308 |
|
Accrued license fees and revenue share |
|
— |
|
|
2,789 |
|
|
— |
|
|
2,789 |
|
Accrued compensation |
|
(1,071 |
) |
|
1,619 |
|
|
(1,379 |
) |
|
(831 |
) |
Other liabilities and other items |
|
(398 |
) |
|
675 |
|
|
(671 |
) |
|
(394 |
) |
Intercompany movement of cash |
|
(4,013 |
) |
|
(3,054 |
) |
|
7,067 |
|
|
— |
|
Net cash used in operating activities |
|
(10,997 |
) |
|
3,963 |
|
|
(35 |
) |
|
(7,069 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
|
|
Capital expenditures |
|
— |
|
|
(1,549 |
) |
|
— |
|
|
(1,549 |
) |
Net cash proceeds from investment in Sift |
|
875 |
|
|
— |
|
|
— |
|
|
875 |
|
Net cash used in investing activities |
|
875 |
|
|
(1,549 |
) |
|
— |
|
|
(674 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
|
Repayment of debt obligations |
|
— |
|
|
(600 |
) |
|
— |
|
|
(600 |
) |
Options exercised |
|
51 |
|
|
— |
|
|
— |
|
|
51 |
|
Stock issued for cash in stock offering, net |
|
12,627 |
|
|
— |
|
|
— |
|
|
12,627 |
|
Net cash provided in financing activities |
|
12,678 |
|
|
(600 |
) |
|
— |
|
|
12,078 |
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash |
|
— |
|
|
(173 |
) |
|
— |
|
|
(173 |
) |
|
|
|
|
|
|
|
|
|
Net change in cash |
|
2,556 |
|
|
1,641 |
|
|
(35 |
) |
|
4,162 |
|
|
|
|
|
|
|
|
|
|
Cash, beginning of period |
|
4,156 |
|
|
2,825 |
|
|
88 |
|
|
7,069 |
|
|
|
|
|
|
|
|
|
|
Cash, end of period |
|
6,712 |
|
|
4,466 |
|
|
53 |
|
|
11,231 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidated Statement of Cash Flows |
For the year ended March 31, 2015 |
|
|
|
|
|
|
|
|
|
(dollars in thousands) |
|
Parent |
|
Guarantor Subsidiaries |
|
Non-Guarantor Subsidiaries |
|
Consolidated Total |
Cash flows from operating activities |
|
|
|
|
|
|
|
|
Net loss |
|
(14,118 |
) |
|
(6,232 |
) |
|
(4,297 |
) |
|
(24,647 |
) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
12 |
|
|
1,100 |
|
|
996 |
|
|
2,108 |
|
Change in allowance for doubtful accounts |
|
— |
|
|
698 |
|
|
— |
|
|
698 |
|
Amortization of debt discount |
|
— |
|
|
34 |
|
|
— |
|
|
34 |
|
Accrued interest |
|
— |
|
|
77 |
|
|
— |
|
|
77 |
|
Fair value of financing costs related to conversion options |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Stock-based compensation |
|
5,850 |
|
|
— |
|
|
— |
|
|
5,850 |
|
Stock-based compensation for services rendered |
|
490 |
|
|
— |
|
|
— |
|
|
490 |
|
(Increase) / decrease in assets: |
|
|
|
|
|
|
|
|
Accounts receivable |
|
— |
|
|
(350 |
) |
|
(56 |
) |
|
(406 |
) |
Deposits |
|
(9 |
) |
|
(96 |
) |
|
42 |
|
|
(63 |
) |
Deferred tax assets |
|
3,156 |
|
|
— |
|
|
— |
|
|
3,156 |
|
Prepaid expenses and other current assets |
|
(27 |
) |
|
(142 |
) |
|
27 |
|
|
(142 |
) |
Increase / (decrease) in liabilities: |
|
|
|
|
|
|
|
|
Accounts payable |
|
1,323 |
|
|
(1,924 |
) |
|
222 |
|
|
(379 |
) |
Accrued license fees and revenue share |
|
— |
|
|
3,033 |
|
|
(45 |
) |
|
2,988 |
|
Accrued compensation |
|
136 |
|
|
278 |
|
|
(89 |
) |
|
325 |
|
Other current liabilities |
|
2,319 |
|
|
(7,227 |
) |
|
319 |
|
|
(4,589 |
) |
Intercompany movement of cash |
|
(14,565 |
) |
|
11,600 |
|
|
2,965 |
|
|
— |
|
Net cash used in operating activities |
|
(15,433 |
) |
|
849 |
|
|
84 |
|
|
(14,500 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
|
|
Capital expenditures |
|
— |
|
|
(67 |
) |
|
— |
|
|
(67 |
) |
Settlement of contingent liability |
|
(49 |
) |
|
— |
|
|
— |
|
|
(49 |
) |
Cash used in acquisition of assets |
|
(2,125 |
) |
|
— |
|
|
— |
|
|
(2,125 |
) |
Cash acquired with acquisition of subsidiary |
|
1,363 |
|
|
— |
|
|
— |
|
|
1,363 |
|
Net cash used in investing activities |
|
(811 |
) |
|
(67 |
) |
|
— |
|
|
(878 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
|
Options exercised |
|
136 |
|
|
— |
|
|
— |
|
|
136 |
|
Warrants exercised |
|
375 |
|
|
— |
|
|
— |
|
|
375 |
|
Net cash provided in financing activities |
|
511 |
|
|
— |
|
|
— |
|
|
511 |
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash |
|
— |
|
|
131 |
|
|
— |
|
|
131 |
|
|
|
|
|
|
|
|
|
|
Net change in cash |
|
(15,733 |
) |
|
913 |
|
|
84 |
|
|
(14,736 |
) |
|
|
|
|
|
|
|
|
|
Cash, beginning of period |
|
19,889 |
|
|
1,912 |
|
|
4 |
|
|
21,805 |
|
|
|
|
|
|
|
|
|
|
Cash, end of period |
|
4,156 |
|
|
2,825 |
|
|
88 |
|
|
7,069 |
|
|