|
Acquisitions/Purchase Price Accounting (Tables)
|
3 Months Ended |
|
Jun. 30, 2013
|
|
M.D.G Logia Holdings Ltd
|
|
| Summary of Preliminary Fair Values of Assets Acquired and Liabilities Assumed |
The following table
summarizes the preliminary fair values of the assets acquired
and liabilities assumed at the date of acquisition.
|
|
|
|
|
| |
|
Unaudited |
|
|
Cash
|
|
$ |
59 |
|
|
Accounts
receivable
|
|
|
567 |
|
|
Prepaid expenses and other
assets
|
|
|
86 |
|
|
Customer
relationships
|
|
|
3,454 |
|
|
Developed
technology
|
|
|
818 |
|
|
Trade names /
Trademarks
|
|
|
143 |
|
|
Non-compete
agreements
|
|
|
54 |
|
|
Goodwill
|
|
|
1,067 |
|
|
Current
liabilities
|
|
|
(1,222 |
) |
|
Long-term debt
|
|
|
(35 |
) |
|
|
|
|
|
|
Purchase price
|
|
$ |
4,991 |
|
|
|
|
|
|
|
| Amortization Period for Intangible Assets |
The amortization period for
the intangible assets is as follows:
|
|
|
|
|
| |
|
Remaining
Useful Life |
|
|
Customer
relationships
|
|
|
10 years |
|
|
Developed
technology
|
|
|
10 years |
|
|
Trade names /
Trademarks
|
|
|
5 years |
|
|
Non-compete
agreements
|
|
|
4 years |
|
|
Goodwill
|
|
|
Indefinite |
|
|
| Targets Combined Operating Results |
The Targets’ combined
operating results from the acquisition date to June 30, 2013
are as follows:
|
|
|
|
|
| |
|
Unaudited |
|
|
Revenue
|
|
$ |
4,017 |
|
|
Cost of goods
sold
|
|
|
1,223 |
|
|
|
|
|
|
|
Gross profit
|
|
$ |
2,794 |
|
|
Operating
expenses
|
|
|
2,107 |
|
|
|
|
|
|
|
Income from
operations
|
|
|
687 |
|
|
Non-operating expenses,
net
|
|
|
(14 |
) |
|
Provision for income
tax
|
|
|
(26 |
) |
|
|
|
|
|
|
Net income
|
|
$ |
727 |
|
|
|
|
|
|
|
| Pro Forma Financial Information |
The pro forma financial
information of the Company’s consolidated operations if the
acquisition of the Targets had occurred as of April 1, 2011 is
presented below.
|
|
|
|
|
|
|
|
|
| |
|
Unaudited
Three Months
Ended June 30,
|
|
| |
|
2013 |
|
|
2012 |
|
|
Revenues
|
|
$ |
5,092 |
|
|
$ |
1,884 |
|
|
Cost of goods
sold
|
|
|
3,268 |
|
|
|
2,438 |
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
1,824 |
|
|
|
(554 |
) |
|
Operating
expenses
|
|
|
5,977 |
|
|
|
3,045 |
|
|
|
|
|
|
|
|
|
|
|
Income / (loss) from
operations
|
|
|
(4,153 |
) |
|
|
(3,599 |
) |
|
Non-operating (income) /
expense, net
|
|
|
1,609 |
|
|
|
633 |
|
|
|
|
|
|
|
|
|
|
|
Income / (loss) before
provision for income taxes
|
|
|
(5,762 |
) |
|
|
(4,232 |
) |
|
Provision for income
taxes
|
|
|
76 |
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
Net Income / (
loss)
|
|
$ |
(5,686 |
) |
|
$ |
(4,246 |
) |
|
|
|
|
|
|
|
|
|
|
Basic and diluted loss per
share
|
|
$ |
(0.30 |
) |
|
$ |
(0.23 |
) |
|
|
|
|
|
|
|
|
|
|
|
Mirror Image International Holdings Pvt Ltd
|
|
| Summary of Preliminary Fair Values of Assets Acquired and Liabilities Assumed |
The following table
summarizes the preliminary fair values of the assets acquired
and liabilities assumed at the date of acquisition.
|
|
|
|
|
| |
|
Unaudited |
|
|
Cash
|
|
$ |
514 |
|
|
Accounts
receivable
|
|
|
2,809 |
|
|
Prepaid expenses and other
assets
|
|
|
1,070 |
|
|
Property, Plant and
Equipment
|
|
|
300 |
|
|
Customer
relationships
|
|
|
652 |
|
|
Developed
technology
|
|
|
5,820 |
|
|
Library
|
|
|
300 |
|
|
Trade names /
Trademarks
|
|
|
54 |
|
|
Goodwill
|
|
|
1,252 |
|
|
Accounts payable
|
|
|
(1,395 |
) |
|
Accrued
liabilities
|
|
|
(2,891 |
) |
|
Accrued
compensation
|
|
|
(345 |
) |
|
|
|
|
|
|
Purchase price
|
|
$ |
8,140 |
|
|
|
|
|
|
|
| Amortization Period for Intangible Assets |
The amortization period for
the intangible assets is as follows:
|
|
|
|
|
| |
|
Remaining
Useful Life |
|
|
Customer
relationships
|
|
|
14 years |
|
|
Developed
technology
|
|
|
5 years |
|
|
Trade names /
Trademarks
|
|
|
5 years |
|
|
Library
|
|
|
5 years |
|
|
Goodwill
|
|
|
Indefinite |
|
|
| Targets Combined Operating Results |
The Targets’ combined operating results
from the acquisition date to June 30, 2013 are as
follows:
|
|
|
|
|
| |
|
Unaudited |
|
|
Revenue
|
|
$ |
3,658 |
|
|
Cost of goods
sold
|
|
|
2,537 |
|
|
|
|
|
|
|
Gross profit
|
|
$ |
1,121 |
|
|
Operating
expenses
|
|
|
1,054 |
|
|
|
|
|
|
|
Income from
operations
|
|
|
67 |
|
|
Non-operating (income) /
expense, net
|
|
|
(13 |
) |
|
Provision for income
tax
|
|
|
(26 |
) |
|
|
|
|
|
|
Net income
|
|
$ |
106 |
|
|
|
|
|
|
|
| Pro Forma Financial Information |
The pro forma financial
information of the Company’s consolidated operations if the
acquisition of MIA had occurred as of April 1, 2012 is
presented below.
|
|
|
|
|
|
|
|
|
| |
|
Unaudited |
|
| |
|
Three Months Ended June 30, |
|
| |
|
2013 |
|
|
2012 |
|
|
Revenues
|
|
$ |
5,617 |
|
|
$ |
4,569 |
|
|
Cost of goods
sold
|
|
|
3,640 |
|
|
|
2,828 |
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
1,977 |
|
|
|
1,742 |
|
|
Operating
expenses
|
|
|
6,215 |
|
|
|
4,981 |
|
|
|
|
|
|
|
|
|
|
|
Loss from
operations
|
|
|
(4,238 |
) |
|
|
(3,240 |
) |
|
Non-operating
expense
|
|
|
1,600 |
|
|
|
499 |
|
|
|
|
|
|
|
|
|
|
|
Loss before provision for
income taxes
|
|
|
(5,838 |
) |
|
|
(3,738 |
) |
|
Provision for income
taxes
|
|
|
(135 |
) |
|
|
53 |
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
$ |
(5,702 |
) |
|
$ |
(3,791 |
) |
|
|
|
|
|
|
|
|
|
|
Basic and diluted loss per
share
|
|
$ |
(0.29 |
) |
|
$ |
0.00 |
|
|
|
|
|
|
|
|
|
|